Exhibit 10.45


AIA® Document A141TM – 2004


Standard
Form of Agreement Between Owner and Design-Builder


ADDITIONS AND
DELETIONS:


The author of this document has added information needed for its
completion. The author may also have revised the text of the original AIA
standard form. An Additions and Deletions
Report that notes added information as well as revisions to the
standard form text is available from the author and should be reviewed. A
vertical line in the left margin of this document indicates where the author
has added necessary information and where the author has added to or deleted
from the original AIA text.


This document has important legal consequences. Consultation with an
attorney is encouraged with respect to its completion or modification.


Consultation with an attorney is also encouraged with respect to
professional licensing requirements in the jurisdiction where the Project is
located


AGREEMENT made as
of 20th day of November in the year of 2006


(In words, indicate day, month and year)


BETWEEN the Owner:


(Name, address and other information)


The Children’s Place Services Company, LLC 

915 Secaucus Road 

Secaucus, NJ 07094


and the Design-Builder:


(Name, address and other
information)


Clayco, Inc.


2199 Innerbelt Business Center Drive


St. Louis, MO 63114


For the following Project:


(Name, location and detailed description)


The design and construction of a distribution center
consisting of approximately 670,520 square feet, along with an attached office
of approximately 19,650 square feet, located at 1377 Airport Road, Ft. Payne,
Alabama 35968.


The Owner and Design-Builder agree as follows.


	
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  AIA Document A141TM – 2004. Copyright © 2004 by The American Institute of
  Architects. All rights reserved. WARNING: This AIA® Document is protected by U.S. Copyright Law
  and International Treaties. Unauthorized reproduction or distribution of this
  AIA® Document,
  or any portion of it, may result in severe civil and criminal penalties, and
  will be prosecuted to the maximum extent possible under the law. This
  document was produced by AIA software at 13:35:47 on 01/18/2007 under Order
  No.1000275504_1 which expires on 12/20/2007, and is not for resale. 

  User Notes:
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TABLE OF ARTICLES


	
  1

  	
   

  	
  THE DESIGN-BUILD DOCUMENTS

  
	
   

  	
   

  	
   

  
	
  2

  	
   

  	
  WORK OF THIS AGREEMENT

  
	
   

  	
   

  	
   

  
	
  3

  	
   

  	
  DATE OF COMMENCEMENT AND SUBSTANTIAL COMPLETION

  
	
   

  	
   

  	
   

  
	
  4

  	
   

  	
  CONTRACT SUM

  
	
   

  	
   

  	
   

  
	
  5

  	
   

  	
  PAYMENTS

  
	
   

  	
   

  	
   

  
	
  6

  	
   

  	
  DISPUTE RESOLUTION

  
	
   

  	
   

  	
   

  
	
  7

  	
   

  	
  MISCELLANEOUS PROVISIONS

  
	
   

  	
   

  	
   

  
	
  8

  	
   

  	
  ENUMERATION OF THE DESIGN-BUILD DOCUMENTS

  
	
   

  	
   

  	
   

  
	
  TABLE OF EXHIBITS

  
	
   

  
	
  A

  	
   

  	
  TERMS AND CONDITIONS

  
	
   

  	
   

  	
   

  
	
  B

  	
   

  	
  DETERMINATION OF THE COST OF THE WORK

  
	
   

  	
   

  	
   

  
	
  C

  	
   

  	
  INSURANCE AND BONDS

  



 


ARTICLE 1 THE
DESIGN-BUILD DOCUMENTS


§ 1.1 The Design-Build Documents
form the Design-Build Contract. The Design-Build Documents consist of this
specifically modified Agreement between Owner and Design-Builder (hereinafter,
the “Agreement”) and its attached Exhibits; Supplementary and other Conditions;
Addenda issued prior to execution of the Agreement; the Outline Specifications
(12-18-06), including changes to the Outline Specifications (12-18-06) proposed
in writing by the Design-Builder and accepted in writing by the Owner, if any;
the Design-Builder’s Proposal (Exhibits D-Control Budget & E-Outline
Specifications dated 12-18-06) and written modifications to the Proposal
accepted in writing by the Owner, if any; other documents listed in this
Agreement; and Modifications issued after execution of this Agreement. The
Design-Build Documents shall not be construed to create a contractual relationship
of any kind (1) between the Architect and Owner, (2) between the Owner and a
Contractor or Subcontractor, or (3) between any persons or entities other than
the Owner and Design-Builder, including but not limited to any consultant
retained by the Owner to prepare or review the Project Criteria. An enumeration
of the Design-Build Documents, other than Modifications, appears in Article 8.


§ 1.2 The Design-Build Contract
represents the entire and integrated agreement between the parties hereto and
supersedes prior negotiations, representations or agreements, either written or
oral.


§ 1.3 The Design-Build Contract may
be amended or modified only by a Modification. A Modification is (1) a written
amendment to the Design-Build Contract signed by both parties, or (2) a Change
Order.


ARTICLE 2 THE WORK
OF THE DESIGN-BUILD CONTRACT


§ 2.1 The Design-Builder shall fully
execute the Work described in the Design-Build Documents, except to the extent
specifically indicated in the Design-Build Documents to be the responsibility
of others.


ARTICLE 3 DATE OF
COMMENCEMENT AND SUBSTANTIAL COMPLETION


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


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


Date of commencement shall be October 2, 2006.


	
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  AIA Document A141TM – 2004. Copyright © 2004 by The American Institute of
  Architects. All rights reserved. WARNING: This AIA® Document is protected by U.S. Copyright Law
  and International Treaties. Unauthorized reproduction or distribution of this
  AIA® Document, or any portion of it, may result
  in severe civil and criminal penalties, and will be prosecuted to the maximum
  extent possible under the law. This document was produced by AIA
  software at 13:35:47 on 01/18/2007 under Order No.1000275504_1 which expires
  on 12/20/2007, and is not for resale. 

  User Notes:
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If, prior to the commencement of Work, the Owner requires time to file
mortgages, documents related to mechanic’s liens and other security interests,
the Owner’s time requirement shall be as follows: 

(Insert Owner’s time requirements.)


N/A


§ 3.2 The Contract
Time shall be measured from the date of commencement, subject to adjustments of
this Contract Time as provided in the Design-Build Documents.


(Paragraphs deleted)


§ 3.3 The
Design-Builder shall achieve Substantial Completion of the Work not later than


(Paragraphs deleted)


July 6, 2007, subject to extensions for any delays as
authorized by the Contract Documents, such completion date as extended and
adjusted being referred to herein as the “Substantial Completion Date.” Owner
requires early occupancy of the building (Column lines 3 thru 27 and A thru F)
on March 1, 2007, for the purpose of beginning erection of mezzanine and
conveyor systems. Design-builder will use its best efforts to complete the
referenced areas by March 8, 2007 within the confines of the Agreement. This
area will not be Substantially Complete at time of mobilization by others and
Work in this area by the Design-Builder will still be in progress.


(Table deleted)


 


ARTICLE 4 CONTRACT SUM


§ 4.1 The Owner
shall pay the Design-Builder the Contract Sum in current funds for the
Design-Builder’s


performance of the Design-Build Contract. The Contract
Sum shall be one of the following:


(Check the appropriate box.)


o            Stipulated Sum in
accordance with Section 4.2 below;


o            Cost of the Work Plus
Design-Builder’s Fee in accordance with Section 4.3 below;


x          Cost of the Work Plus
Design-Builder’s Fee with a Guaranteed Maximum Price in accordance with Section
4.4 below.


(Based on the selection above, complete either
Section 4.2, 4.3 or 4.4 below.)


(Paragraphs deleted)

(Table deleted)

(Paragraphs deleted)

(Table deleted)

(Paragraphs deleted)


§ 4.4 COST OF THE WORK
PLUS DESIGN-BUILDER’S FEE WITH A GUARANTEED MAXIMUM PRICE


§ 4.4.1 The Cost of the Work is as defined
in Exhibit B, plus the Design-Builder’s Fee.


§  4.4.2 The Design-Builder’s Fee is: 5.25 %
of the Cost of the Work.


(State a lump sum, percentage of Cost of the Work or other
provision for determining the Design-Builder’s Fee and the method of adjustment
to the Fee for changes in the Work.)


The “Design-Builder’s
Fee” is subject to an increase of 5.25% of the cost of work increases on all
Change Orders, as defined in Section 4.5.3 below or as otherwise authorized by
the Contract Documents, increasing the Cost of the Work, and subject to a
decrease of 4%) on all Change Orders decreasing the Cost of the Work.


§ 4.4.3 GUARANTEED
MAXIMUM PRICE


§ 4.4.3.1 The sum of the Cost of the
Work and the Design-Builder’s Fee is guaranteed by the Design-Builder not to
exceed Thirty One Million, Nine Hundred Eighty-Nine Thousand, Nine Hundred
Seventy-Nine Dollars $ 31,989,979, in accordance with Exhibit D-Control Budget,
subject to additions and deductions by Change Orders


	
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  AIA Document A141TM – 2004. Copyright © 2004 by The American Institute of
  Architects. All rights reserved. WARNING: This AIA® Document is protected by U.S. Copyright Law
  and International Treaties. Unauthorized reproduction or distribution of this
  AIA® Document, or any portion of it, may result
  in severe civil and criminal penalties, and will be prosecuted to the maximum
  extent possible under the law. This document was produced by AIA
  software at 13:35:47 on 01/18/2007 under Order No.1000275504_1 which expires
  on 12/20/2007, and is not for resale. 

  User Notes:
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as provided in the Design-Build Documents. Such
maximum sum is referred to in the Design-Build Documents as the Guaranteed
Maximum Price. Costs which would cause the Guaranteed Maximum Price to be
exceeded shall be paid by the Design-Builder without reimbursement by the
Owner.


(Insert specific provisions if the Design-Builder is
to participate in any savings.)


If, upon Final Completion, the Guaranteed Maximum Price exceeds the
actual Cost of the Work plus the Design-Builder’s Fee, then the amount of such
excess shall be referred to herein as the “Savings,” with the Savings to be
split with 30 percent of the Savings to accrue to the benefit of Design-Builder
and 70 percent of the Savings to accrue to the benefit of the Owner.


§ 4.4.3.2 The Guaranteed Maximum
Price is based on the following alternates, if any, which are described in the
Design-Build Documents and are hereby accepted by the Owner:


Exhibit E: Outline Specifications dated December 18, 2006 (“Outline
Specs”), attached hereto (consisting of Twenty-Four (24) pages).


§ 4.4.3.3 Unit Prices, if any, are
as follows:


(Row deleted)


§ 4.4.3.4 Allowances,
if any, are as follows:


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


See Clarifications Exhibit (“F”), dated December 18,
2006.


(Row deleted)


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


(Identify the assumptions on which the Guaranteed
Maximum Price is based.)


See Outline Specs Exhibit (“E”).


§4.5 CHANGES IN THE WORK


§4.5.1 Adjustments of the Contract
Sum on account of changes in the Work shall be determined in accordance with
Section 4.5.3, and as otherwise expressly provided for in the Design-Build
Documents.


§ 4.5.2 Where the Contract Sum is
the Cost of the Work plus Design-Builder’s Fee, with or without a Guaranteed
Maximum Price, and if the extent of such changes is such, in the aggregate,
that application of the adjustment will cause substantial inequity to the Owner
or Design-Builder, the Design-Builder’s Fee shall be equitably adjusted on the
basis of the Fee established for the original Work, and the Contract Sum shall
be adjusted accordingly.


§ 4.5.3 If
(a) the Owner requests a change in the Work, (b) the Design-Builder requests a
change in the Work, or (c) the Design-Builder otherwise is entitled to a Change
Order as provided in the Design-Build Documents, then the Design-Builder shall
have the right to submit to the Owner a written change order request (a “COR”), which shall set forth such change to
the Design-Build Documents as the Design-Builder shall desire or deem
appropriate. Such COR shall be in writing and shall set forth the
Design-Builder’s determination of the appropriate changes, if any, to (as may
be applicable) (i) the Cost of the Work, (ii) the Design-Builder’s Fee, (iii)
the Guaranteed Maximum Price, (iv) the Contract Sum, (v) the schedule of
values, (vi) the Substantial Completion Date, or (vii) any other provisions of
the Design-Build Documents. Each COR shall constitute an offer by the
Design-Builder to amend the Design-Build Documents. If the Owner accepts such
offer in writing and without revision, then such offer and acceptance,
together, shall constitute a “Change Order”
which shall operate to amend the Design-Build Documents. If the Owner accepts
such offer subject to revisions not previously agreed to by the Design-Builder
in writing, then such “acceptance” shall constitute a counteroffer by the Owner
to the Design-Builder which the Design-Builder may either accept in writing or
reject. If the Design-Builder accepts such counteroffer in writing, the same
shall


	
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  AIA Document A141TM – 2004. Copyright © 2004 by The American Institute of
  Architects. All rights reserved. WARNING: This AIA® Document is protected by U.S. Copyright Law
  and International Treaties. Unauthorized reproduction or distribution of this
  AIA® Document, or any portion of it, may result
  in severe civil and criminal penalties, and will be prosecuted to the maximum
  extent possible under the law. This document was produced by AIA
  software at 13:35:47 on 01/18/2007 under Order No.1000275504_1 which expires
  on 12/20/2007, and is not for resale. 

  User Notes:
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constitute a Change Order. The Design-Builder shall have no obligation
to perform any changes in the Work except pursuant to a Change Order made as
provided herein. If (i) the Design-Builder makes changes in the Work approved
or requested in writing by the Owner and such changes are not made pursuant to
a Change Order as described above, or (ii) the Design-Builder otherwise is
entitled to a Change Order as provided in the Design-Build Documents, then the
Design-Builder shall be entitled to a Change Order based upon the effect of
such change on (as may be applicable) the cost and schedule of the Project.


ARTICLE 5  PAYMENTS


§ 5.1 PROGRESS PAYMENTS


§  5.1.1
Based upon Applications for Payment submitted to the Owner by the
Design-Builder, the Owner shall make progress payments on account of the
Contract Sum to the Design-Builder as provided below and elsewhere in the
Design-Build Documents.


§  5.1.2
The period covered by each Application for Payment shall be one
calendar month ending on the last day of the month, or as follows:


§  5.1.3
Provided that an Application for Payment is received by the Owner
not later than the first (1st) day of a month, the Owner shall make payment to
the Design-Builder not later than the twentieth (20th) day of the same month.
If an Application for Payment is received by the Owner after the application
date fixed above, payment shall be made by the Owner not later than twenty (20)
days after the Owner receives the Application for Payment §  5.1.4 With
each Application for Payment where the Contract Sum is based upon the Cost of
the Work, or the Cost of the Work with a Guaranteed Maximum Price, the
Design-Builder shall submit payrolls, petty cash accounts, receipted invoices
or invoices with check vouchers attached, and any other evidence required by
the Owner to demonstrate that cash disbursements already made by the
Design-Builder on account of the Cost of the Work equal or exceed (1) progress
payments already received by the Design-Builder, less (2) that portion of those
payments attributable to the Design-Builder’s Fee; plus (3) payrolls for the
period covered by the present Application for Payment.


(Paragraphs deleted)


§ 5.1.5 With each
Application for Payment where the Contract Sum is based upon a Stipulated Sum
or Cost of the Work with a Guaranteed Maximum Price, the Design-Builder shall
submit the most recent schedule of values in accordance with the Design-Build
Documents. The schedule of values shall allocate the entire Contract Sum among
the various portions of the Work. Compensation for design services shall be
shown separately. Where the Contract Sum is based on the Cost of the Work with
a Guaranteed Maximum Price, the Design-Builder’s Fee shall be shown separately.
The schedule of values shall be prepared in such form and supported by such
data to substantiate its accuracy as the Owner may require. This schedule of
values, unless objected to by the Owner, shall be used as a basis for reviewing
the Design-Builder’s Applications for Payment.


§ 5.1.6 In taking action
on the Design-Builder’s Applications for Payment, the Owner shall be entitled
to rely on the accuracy and completeness of the information furnished by the
Design-Builder and shall not be deemed to have made a detailed examination,
audit or arithmetic verification of the documentation submitted in accordance
with Sections 5.1.4 or 5.1.5, or other supporting data; to have made exhaustive
or continuous on-site inspections; or to have made examinations to ascertain how
or for what purposes the Design-Builder has used amounts previously paid on
account of the Agreement. Such examinations, audits and verifications, if
required by the Owner, will be performed by the Owner’s accountants acting in
the sole interest of the Owner.


§ 5.1.7 Except with the
Owner’s prior approval, the Design-Builder shall not make advance payments to
suppliers for materials or equipment which have not been delivered and stored
at the site.


(Paragraphs deleted)


§ 5.4 PROGRESS PAYMENTS - COST OF THE
WORK PLUS A FEE WITH A GUARANTED MAXIMUM PRICE


§
5.4.1 Applications for Payment
where the Contract Sum is based upon the Cost of the Work Plus a Fee with a
Guaranteed Maximum Price shall show the percentage of completion of each
portion of the Work as of the end of the period covered by the Application for
Payment. The percentage of completion shall be the lesser of (1) the percentage
of that portion of the Work which has actually been completed; or (2) the
percentage obtained by


	
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  AIA Document A141TM – 2004. Copyright © 2004 by The American Institute of
  Architects. All rights reserved. WARNING: This AIA® Document is protected by U.S. Copyright Law
  and International Treaties. Unauthorized reproduction or distribution of this
  AIA® Document, or any portion of it, may result
  in severe civil and criminal penalties, and will be prosecuted to the maximum
  extent possible under the law. This document was produced by AIA
  software at 13:35:47 on 01/18/2007 under Order No.1000275504_1 which expires
  on 12/20/2007, and is not for resale. 

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dividing (a) the expense that has actually
been incurred by the Design-Builder on account of that portion of the Work for
which the Design-Builder has made or intends to make actual payment prior to
the next Application for Payment by (b) the share of the Guaranteed Maximum
Price allocated to that portion of the Work in the schedule of values.


§
5.4.2 Subject to other provisions
of the Design-Build Documents, the amount of each progress payment shall be
computed as follows:


.1                         Take that portion of the
Guaranteed Maximum Price properly allocable to completed Work as determined by
multiplying the percentage of completion of each portion of the Work by the
share of the Guaranteed Maximum Price allocated to that portion of the Work in
the schedule of values. Pending final determination of cost to the Owner of
changes in the Work, amounts not in dispute shall be included;


.2                         Add that portion of the
Guaranteed Maximum Price properly allocable to materials and equipment
delivered and suitably stored at the site for subsequent incorporation in the
Work, or if approved in advance by the Owner, suitably stored off the site at a
location agreed upon in writing;


.3                         Add the Design-Builder’s Fee,
less retainage of five (5%). The Design-Builder’s Fee shall be computed upon
the Cost of the Work described in the two preceding sections at the rate stated
in Section 4.4.2 or, if the Design-Builder’s Fee is stated as a fixed-sum in
that section, shall be an amount that bears the same ratio to that fixed-sum
fee as the Cost of the Work in the two preceding sections bears to a reasonable
estimate of the probable Cost of the Work upon its completion;


.4                         Subtract the aggregate of
previous payments made by the Owner;


.5                         Subtract the shortfall, if any,
indicated by the Design-Builder in the documentation required by Section 5.1.4
to substantiate prior Applications for Payment, or resulting from errors
subsequently discovered by the Owner’s accountants in such documentation;


.6                         Subtract amounts, if any, for
which the Owner has withheld or nullified an Application for Payment as
provided in Section A.9.5 of Exhibit A, Terms and Conditions; and


.7                         Upon Substantial Completion of
the Work, any retainage then held by the Owner shall be due and payable to the
Design-Builder, provided that such payment may be reduced by 150% for the cost
of completing any incomplete Work or for the disputed amount of any unsettled
claims.


§
5.4.3 Except with the Owner’s
prior approval, payments for the Work, other than for services provided by
design professionals and other consultants retained directly by the
Design-Builder, shall be subject to retainage of not less than five (5%). The
Owner and Design-Builder shall agree on a mutually acceptable procedure for
review and approval of payments and retention for Contractors.


§ 5.5 FINAL PAYMENT


§ 5.5.1 Final payment, constituting
the entire unpaid balance of the Contract Sum, shall be made by the Owner to
the Design-Builder no later than 30 days after the Design-Builder has fully
performed the Design-Build Contract, including the requirements in Section
A.9.10 of Exhibit A, Terms and Conditions, except for the Design-Builder’s
responsibility to correct non-conforming Work discovered after final payment or
to satisfy other requirements, if any, which extend beyond final payment.


ARTICLE 6  DISPUTE RESOLUTION


§ 6.1 The parties
appoint the following individual to serve as a Neutral pursuant to Section
A.4.2 of Exhibit A, Terms and Conditions:


(Paragraphs
deleted)


N/A


§ 6.2 If the parties do not resolve their dispute
through mediation pursuant to Section A.4.3 of Exhibit A, Terms and Conditions,
the method of binding dispute resolution shall be the following:


(If the
parties do not select a method of binding dispute resolution, then the method
of binding dispute resolution shall be by litigation in a court of competent
jurisdiction.)


(Check one.)


x
Arbitration pursuant to Section A.4.4 of Exhibit A, Terms and Conditions


	
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  AIA Document A141TM – 2004. Copyright © 2004 by The American Institute of
  Architects. All rights reserved. WARNING: This AIA® Document is protected by U.S. Copyright Law
  and International Treaties. Unauthorized reproduction or distribution of this
  AIA® Document,
  or any portion of it, may result in severe civil and criminal penalties, and
  will be prosecuted to the maximum extent possible under the law. This
  document was produced by AIA software at 13:35:47 on 01/18/2007 under Order
  No.1000275504_1 which expires on 12/20/2007, and is not for resale. 

  User Notes:
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o                      Litigation
in a court of competent jurisdiction


o                      Other (Specify)


§ 6.3 ARBITRATION


§  6.3.1
If Arbitration is selected by the parties as the method of binding
dispute resolution, then any claim, dispute or other matter in question arising
out of or related to this Agreement shall be subject to arbitration as provided
in Section A.4.4 of Exhibit A, Terms and Conditions.


ARTICLE 7   MISCELLANEOUS PROVISIONS


§  7.1 The Architect, other design
professionals and consultants engaged by the Design-Builder shall be persons or
entities duly licensed to practice their professions in the jurisdiction where
the Project is located and are listed as follows:


(Insert name, address, license number, relationship
to Design-Builder and other information.)


	
  Name and Address

  	
   

  	
  License
  Number

  	
   

  	
  Relationship
  to

  Design-Builder

  	
   

  	
  Other
  Information

  
	
  Forum Studio 

  	
   

  	
   

  	
   

  	
  Subsidiary

  	
   

  	
   

  
	
  2199 Innerbelt
  Business 

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
  Center Drive 

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
  St. Louis, MO
  63114

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  



§ 7.2 Consultants, if any, engaged
directly by the Owner, their professions and responsibilities are listed below:


(Insert name, address, license number, if applicable,
and responsibilities to Owner and other information.)


	
  Name and Address

  	
   

  	
  License
  Number

  	
   

  	
  Responsibilities

  to Owner

  	
   

  	
  Other Information

  
	
  Goodwyn, Mills and 

  	
   

  	
   

  	
   

  	
  Materials Testing 

  	
   

  	
   

  
	
  Cawood, Inc. 

  	
   

  	
   

  	
   

  	
  Owners 

  	
   

  	
   

  
	
  2701 First Ave., South,
  

  	
   

  	
   

  	
   

  	
  Representative

  	
   

  	
   

  
	
  Ste 100 

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
  Birmingham, AL 35233

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  



§  7.3
Separate contractors, if any, engaged directly by the Owner, their
trades and responsibilities are listed below:


(Insert name, address, license number, if applicable,
responsibilities to Owner and other information.)


	
  Name and Address

  	
   

  	
  License
  Number

  	
   

  	
  Responsibilities

  to Owner

  	
   

  	
  Other
  Information

  
	
  Dematic Corp. 

  	
   

  	
   

  	
   

  	
  Conveyor Sub.

  	
   

  	
   

  
	
  6 Powder Horn Drive 

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
  Warren, NJ 07059

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  



§  7.4
The Owner’s Designated Representative is:


(Insert name, address and other information.)


Sal Pepitone 

The Children’s Place 

915 Secaucus Road 

Secaucus, New Jersey 07094


§
7.4.1 The Owner’s Designated
Representative identified above shall be authorized to act on the Owner’s
behalf with respect to the Project.


§ 7.5
The Design-Builder’s Designated Representative is:


	
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  AIA Document A141TM – 2004. Copyright © 2004 by The American Institute of
  Architects. All rights reserved. WARNING: This AIA® Document is protected by U.S. Copyright Law
  and International Treaties. Unauthorized reproduction or distribution of this
  AIA® Document, or any portion of it, may result
  in severe civil and criminal penalties, and will be prosecuted to the maximum
  extent possible under the law. This document was produced by AIA
  software at 13:35:47 on 01/18/2007 under Order No.1000275504_1 which expires
  on 12/20/2007, and is not for resale. 

  User Notes:
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(Insert name, address and
other information.)


Dave
Moses

Clayco, Inc.

2199 Innerbelt Business Center Drive

St. Louis, MO 63114


§  7.5.1 The Design-Builder’s Designated
Representative identified above shall be authorized to act on the
Design-Builder’s behalf with respect to the Project.


§ 7.6
Neither the Owner’s nor the Design-Builder’s Designated Representative shall be
changed without ten days written notice to the other party.


§  7.7 Other provisions:


.1      If there
is any conflict among the Contract Documents, then the following priority shall
be given to the same: first, the provisions of this Agreement (A141) shall
govern, second, the provisions of the form of Exhibit A, Terms and Conditions
attached hereto shall govern, third, the Outline Specifications shall govern
(provided that as to design matters, the Outline Specifications shall govern
over A141 and Exhibit A) and fourth, the most recent version of the Drawings
approved by Owner and Design-Builder in writing shall govern (provided that as
to design matters, the Drawings shall govern over A141 and Exhibit A).


.2      Owner warrants
that it holds or will hold, on or before January 26, 2007, fee simple title to
the land upon which the Project will be constructed. To the extent that prior
to such date Design Builder is entitled to file any liens against Owner with
respect to Design Builder’s performance under this Agreement, then Design
Builder may file such liens in such other jurisdiction in which Owner conducts
business, subject in each instance to Design-Builder’s obligation to promptly
remove any such liens upon the later of the date upon which Owner notifies, in
writing, Design Builder that it holds title to the Property or Design-Builder
has filed replacement liens in the jurisdiction in which the Property is
located.


.3      The
Owner is committed to providing a safe working environment on the jobsite. In
endeavoring to achieve a safe workplace, the Owner requires that the
Design-Builder implement a substance abuse policy covering all Design-Builder,
Contractor, and Subcontractor employees of any tier throughout the duration of
this Project. Design-Builder agrees that such policy shall be in accordance
with the Design-Builder’s corporate substance abuse policy; provided that such
policy shall meet or exceed the standards set forth by the St. Louis
Construction Industry Substance Abuse Consortium and shall be in compliance
with applicable law.


.4      The
Design-Builder will enter into a direct contractual relationship with the
Architect and/or engineers, and/or other design professionals to provide the
design of the Project. The Owner acknowledges and agrees that the
Design-Builder is not a licensed architect or engineer and is not agreeing to
perform services which require such a license in the State in which the Project
is located. Such services will be performed by licensed architects, engineers
and design-build Contractors under separate agreements, and subject to A.3.2.3,
said design professionals shall be solely responsible for the accuracy,
adequacy and professional quality of the services provided thereby. The fees and
expenses of those design professionals contracted and paid for by the
Design-Builder shall be included as part of, as applicable, the Stipulated Sum
or the Cost of the Work.


§  7.7.1 Where reference is made in this
Agreement to a provision of another Design-Build Document, the reference refers
to that provision as amended or supplemented by other provisions of the
Design-Build Documents.


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


(Paragraphs
deleted)


Three percent (3%) over the “prime rate” as
reported in the Wall Street Journal as of the first business day of any
applicable month.


	
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  AIA Document A141TM – 2004. Copyright © 2004 by The American Institute of
  Architects. All rights reserved. WARNING: This AIA® Document is protected by U.S. Copyright Law
  and International Treaties. Unauthorized reproduction or distribution of this
  AIA® Document,
  or any portion of it, may result in severe civil and criminal penalties, and
  will be prosecuted to the maximum extent possible under the law. This
  document was produced by AIA software at 13:35:47 on 01/18/2007 under Order
  No.1000275504_1 which expires on 12/20/2007, and is not for resale. 

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 8
 









§  7.7.3
Design-Builder acknowledges that the Owner will (1) disclose the
material terms of this Agreement in its reports with the Securities and
Exchange Commission and (2) file this Agreement as an exhibit to reports it
files with the Securities and Exchange Commission.


ARTICLE 8   ENUMERATION
OF THE DESIGN-BUILD DOCUMENTS


§
8.1 The Design-Build Documents,
except for Modifications issued after execution of this Agreement, are
enumerated as follows:


§
8.1.1 The Agreement is this
executed edition of the Standard Form of Agreement Between Owner and
Design-Builder, AIA Document Al41-2004, as modified herein.


§  8.1.2
The Supplementary and other Conditions of the Agreement, if any, are
as follows:


(Either list applicable documents below or refer to
an exhibit attached to this Agreement.)


N/A


(Table deleted)


§  8.1.3 The Project Criteria, including
changes to the Project Criteria proposed by the Design-Builder, if any, and
accepted by the Owner, consist of the following:


(Either list applicable documents and their dates
below or refer to an exhibit attached to this Agreement.)


N/A


(Table deleted)


§  8.1.4 The Design-Builder’s Proposal,
consists of the following:


(Paragraphs deleted)


December 18, 2006 Control Budget
(Exhibit “D”), and Outline Specifications dated December 18, 2006, (Exhibit
“E”).


§  8.1.5
Amendments to the Design-Builder’s Proposal, if any, are as follows:


(Either list applicable documents below or refer to
an exhibit attached to this Agreement.)


N/A


§  8.1.6
The Addenda, if any, are as follows:


(Either list applicable documents below or refer to
an exhibit attached to this Agreement.)


N/A


(Table deleted)


§  8.1.7 Exhibit A, Terms and Conditions, as
modified in the form attached to this Agreement.


(If the parties agree to substitute terms and
conditions other than those contained in AIA Document A141-2004, Exhibit A, Terms
and Conditions, then identify such terms and conditions and attach to this
Agreement as Exhibit A.)


§ 8.1.8


Exhibit B, Determination of the Cost of the Work, if applicable.


(If the parties agree to substitute a method to
determine the cost of the Work other than that contained in AIA Document
A141-2004, Exhibit B, Determination of the Cost of the Work, then identify such
other method to determine the cost of the Work and attach to this Agreement as
Exhibit B. If the Contract Sum is a Stipulated Sum, then Exhibit B is not
applicable.)


§ 8.1.9 Exhibit C, Insurance and
Bonds, if applicable, as modified in the form attached to this Agreement.


(Complete AIA Document A141-2004, Exhibit C,
Insurance and Bonds or indicate “not applicable.”)


	
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  AIA Document A141TM – 2004. Copyright © 2004 by The American Institute of
  Architects. All rights reserved. WARNING: This AIA® Document is protected by U.S. Copyright Law
  and International Treaties. Unauthorized reproduction or distribution of this
  AIA® Document, or any portion of it, may result
  in severe civil and criminal penalties, and will be prosecuted to the maximum
  extent possible under the law. This document was produced by AIA
  software at 13:35:47 on 01/18/2007 under Order No.1000275504_1 which expires
  on 12/20/2007, and is not for resale. 

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§ 8.1.10 Other documents, if any,
forming part of the Design-Build Documents are as follows: 

(Either list applicable documents below or
refer to an exhibit attached to this Agreement.)


Control Budget Dated
December 18, 2006, (Exhibit “D”) 

Outline Specifications Dated December 18, 2006., (Exhibit “E”) 

Clarifications Dated December 18, 2006, (Exhibit “F”) 

Exclusions Dated December 18, 2006, (Exhibit “G”) 

Contract Document List, Dated January 7, 2007 (Exhibit “H”) 

Project Schedule, Dated December 18, 2006 (Exhibit “I”) 

Owner’s Builders Risk Certificate of Insurance (Exhibit “J”) 

Schedule of Values, December 18, 2006 (Exhibit “K”)


This Agreement is entered
into as of the day and year first written above and is executed in at least
three original copies, of which one is to be delivered to the Design-Builder
and one to the Owner.


THIS
AGREEMENT CONTAINS A BINDING ARBITRATION PROVISION WHICH MAY BE ENFORCED BY THE
PARTIES.


NOTICE TO OWNER:


FAILURE OF THIS CONTRACTOR TO PAY THOSE PERSONS
SUPPLYING MATERIAL OR SERVICES TO COMPLETE THIS CONTRACT CAN RESULT IN THE
FILING OF A MECHANIC’S LIEN ON THE PROPERTY WHICH IS THE SUBJECT OF THIS
CONTRACT. TO AVOID THIS RESULT YOU MAY ASK THIS CONTRACTOR FOR “LIEN WAIVERS”
FROM ALL PERSONS SUPPLYING MATERIAL OR SERVICES FOR THE WORK DESCRIBED IN THIS
CONTRACT. FAILURE TO SECURE LIEN WAIVERS MAY RESULT IN YOUR PAYING FOR LABOR
AND MATERIAL TWICE.


	
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  AIA Document A141TM – 2004. Copyright © 2004 by The American Institute of
  Architects. All rights reserved. WARNING: This AIA® Document is protected by U.S. Copyright Law
  and International Treaties. Unauthorized reproduction or distribution of this
  AIA® Document,
  or any portion of it, may result in severe civil and criminal penalties, and
  will be prosecuted to the maximum extent possible under the law. This
  document was produced by AIA software at 13:35:47 on 01/18/2007 under Order
  No.1000275504_1 which expires on 12/20/2007, and is not for resale. 

  User Notes:
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 10
 









 


	
  THE CHILDREN’S SERVICE COMPANY,

  LLC

  	
   

  	
  CLAYCO, INC.

  
	
   

  	
   

  	
   

  
	
  /s/ Ezra Dabah                                              1-18-07

  	
   

  	
  /s/ C. David Moses

  
	
  OWNER (Signature)

  	
   

  	
  DESIGN-BUILDER  (Signature)

  	
   

  
	
   

  	
   

  	
   

  
	
  Ezra Dabah

  	
   

  	
  C. David Moses

  
	
  Chief Executive Officer

  	
   

  	
  Exec. Vice President

  	
   

  
	
  (Printed name and title)

  	
   

  	
  (Printed name and title)

  



 


	
  

  
	
  /s/ Susan Riley                                              1-18-07

  	
   

  
	
  OWNER (Signature)

  
	
   

  
	
  Susan Riley

  
	
  Chief Financial Officer

  	
   

  
	
  (Printed name and title)

  



 


	
  Init.

  

  

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  AIA Document A141TM – 2004. Copyright © 2004 by The American Institute of
  Architects. All rights reserved. WARNING: This AIA® Document is protected by U.S. Copyright Law
  and International Treaties. Unauthorized reproduction or distribution of this
  AIA® Document, or any portion of it, may result
  in severe civil and criminal penalties, and will be prosecuted to the maximum
  extent possible under the law. This document was produced by AIA
  software at 13:35:47 on 01/18/2007 under Order No.1000275504_1 which expires
  on 12/20/2007, and is not for resale. 

  User Notes:
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 11















 AIA® Document A141TM – 2004 Exhibit A


Terms and
Conditions


ADDITIONS AND DELETIONS:


The author of this
document has added information needed for its completion. The author may also
have revised the text of the original AIA standard form. An Additions and Deletions Report that notes
added information as well as revisions to the standard form text is available
from the author and should be reviewed. A vertical line in the left margin of
this document indicates where the author has added necessary information and
where the author has added to or deleted from the original AIA text.


This document has important legal consequences. Consultation with an
attorney is encouraged with respect to its completion or modification.


Consultation with an
attorney is also encouraged with respect to professional licensing requirements
in the jurisdiction where the Project is located.


for the following PROJECT:

(Name and location or address)


The design and construction of a distribution center consisting of
approximately 670,520 square feet, along with an attached office of
approximately 19,650 square feet, located at 1377 Airport Road, Ft. Payne,
Alabama 35968.


THE OWNER:

(Name and location)


The Children’s Place Services Company, LLC 

915 Secaucus Road 

Secaucus, NJ 07094


THE DESIGN-BUILDER:

(Name and location)


Clayco, Inc.

2199 Innerbelt Business Center Drive

St. Louis, MO 63114


 


	
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  AIA Document A141TM – 2004 Exhibit A. Copyright © 2004 by The American Institute of
  Architects. All rights reserved. WARNING: This AIA® Document is protected by U.S. Copyright Law
  and International Treaties. Unauthorized reproduction or distribution of this
  AIA® Document, or any portion of it, may result
  in severe civil and criminal penalties, and will be prosecuted to the maximum
  extent possible under the law. This document was produced by AIA
  software at 13:42:02 on 01/18/2007 under Order No.1000275504_1 which expires
  on 12/20/2007, and is not for resale. 

  User
  Notes:                                                                                                                          (4026764805)

  	
   

  



 



 1
 









TABLE OF ARTICLES


 


	
  A.1

  	
  GENERAL PROVISIONS

  
	
   

  	
   

  
	
  A.2

  	
  OWNER

  
	
   

  	
   

  
	
  A.3

  	
  DESIGN-BUILDER

  
	
   

  	
   

  
	
  A.4

  	
  DISPUTE RESOLUTION

  
	
   

  	
   

  
	
  A.5

  	
  AWARD OF CONTRACTS

  
	
   

  	
   

  
	
  A.6

  	
  CONSTRUCTION BY OWNER OR BY SEPARATE CONTRACTORS

  
	
   

  	
   

  
	
  A.7

  	
  CHANGES IN THE WORK

  
	
   

  	
   

  
	
  A.8

  	
  TIME

  
	
   

  	
   

  
	
  A.9

  	
  PAYMENTS AND COMPLETION

  
	
   

  	
   

  
	
  A.10

  	
  PROTECTION OF PERSONS AND PROPERTY

  
	
   

  	
   

  
	
  A.11

  	
  INSURANCE AND BONDS

  
	
   

  	
   

  
	
  A.12

  	
  UNCOVERING AND CORRECTION OF WORK

  
	
   

  	
   

  
	
  A.13

  	
  MISCELLANEOUS PROVISIONS

  
	
   

  	
   

  
	
  A.14

  	
  TERMINATION OR SUSPENSION OF THE DESIGN-BUILD
  CONTRACT

  



 


 


	
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  AIA Document A141TM – 2004 Exhibit A. Copyright © 2004 by The American Institute of
  Architects. All rights reserved. WARNING: This AIA® Document is protected by U.S. Copyright Law
  and International Treaties. Unauthorized reproduction or distribution of this
  AIA® Document, or any portion of it, may result
  in severe civil and criminal penalties, and will be prosecuted to the maximum
  extent possible under the law. This document was produced by AIA
  software at 13:42:02 on 01/18/2007 under Order No.1000275504_1 which expires
  on 12/20/2007, and is not for resale. 

  User
  Notes:                                                                                                                          (4026764805)

  	
   

  



 



 2
 









ARTICLE
A.1   GENERAL PROVISIONS


§ A.1.1 BASIC DEFINITIONS


§ A.1.1.1 THE DESIGN-BUILD DOCUMENTS


The Design-Build Documents are identified in Section
1.1 of the Agreement.


(Paragraphs
deleted)


§ A.1.1.3 ARCHITECT


The Architect is the person or persons lawfully
licensed to practice architecture in Alabama or an entity lawfully practicing
architecture in Alabama identified as such in the Agreement and having a direct
contract with the Design-Builder to perform design services for all or a
portion of the Work, and is referred to throughout the Design-Build Documents
as if singular in number. The term “Architect” means the Architect or the
Architect’s authorized representative.


§ A.1.1.4
CONTRACTOR


A Contractor is a person or entity, other than the Architect,
lawfully licensed in the State of Alabama, that has a direct contract with the
Design-Builder to perform all or a portion of the construction required in
connection with the Work. The term “Contractor” is referred to throughout the
Design-Build Documents as if singular in number and means a Contractor or an
authorized representative of the Contractor. The term “Contractor” does not
include a separate contractor, as defined in Section A.6.1.2, or subcontractors
of a separate contractor.


§ A.1.1.5 SUBCONTRACTOR


A Subcontractor is a person or entity who has a direct
contract with a Contractor to perform a portion of the construction required in
connection with the Work at the site. The term “Subcontractor” is referred to
throughout the Design-Build Documents as if singular in number and means a
Subcontractor or an authorized representative of the Subcontractor.


§ A.1.1.6 THE WORK


The term “Work” means the design, construction and
services required by the Design-Build Documents, whether completed or partially
completed, and includes all other labor, materials, equipment and services
provided or to be provided by the Design-Builder to fulfill the Design-Builder’s
obligations. The Work may constitute the whole or a part of the Project.


§ A.1.1.7 THE
PROJECT


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


(Paragraphs deleted)


§ A.1.2 COMPLIANCE
WITH APPLICABLE LAWS


§ A.  1.2.1 If the Design-Builder believes that
implementation of any instruction received from the Owner would cause a
violation of any applicable law, statute, ordinance, building code, rule or
regulation, the Design-Builder shall notify the Owner in writing. Neither the
Design-Builder nor any Contractor or Architect shall be obligated to perform
any act which they believe will violate any applicable law, ordinance, rule or
regulation.


§ A.1.2.2 The Design-Builder shall be entitled to rely on the
completeness and accuracy of the information contained in the Outline
Specifications, but not that such information complies with applicable laws,
regulations and codes, which shall be the obligation of the Architect to
determine. In the event that a specific requirement of the Outline
Specifications conflicts with applicable laws, regulations and codes, the
Design-Builder shall furnish Work which complies with such laws, regulations
and codes. In such case, the Owner shall issue a Change Order to the
Design-Builder unless the Design-Builder actually recognized or should
reasonably have knowledge of such non-compliance prior to execution of this
Agreement and failed to notify the Owner.


§ A.1.3 CAPITALIZATION


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


 


	
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  AIA Document A141TM – 2004 Exhibit A. Copyright © 2004 by The American Institute of
  Architects. All rights reserved. WARNING: This AIA® Document is protected by U.S. Copyright Law
  and International Treaties. Unauthorized reproduction or distribution of this
  AIA® Document, or any portion of it, may result
  in severe civil and criminal penalties, and will be prosecuted to the maximum
  extent possible under the law. This document was produced by AIA
  software at 13:42:02 on 01/18/2007 under Order No.1000275504_1 which expires
  on 12/20/2007, and is not for resale. 

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 3
 









§A.1.4
INTERPRETATION


§
A.1.4.1 In the interest of brevity, the Design-Build
Documents frequently omit modifying words such as “all” and “any” and articles
such as “the” and “an,” but the fact that a modifier or an article is absent
from one statement and appears in another is not intended to affect the interpretation
of either statement.


§
A.1.4.2 Unless otherwise stated in the Design-Build
Documents, words which have well-known technical or construction industry
meanings are used in the Design-Build Documents in accordance with such
recognized meanings.


§ A.1.5
EXECUTION OF THE DESIGN-BUILD DOCUMENTS


§
A.1.5.1 The Design-Build Documents shall be signed by the
Owner and Design-Builder.


§
A.1.5.2 Execution of the Design-Build Contract by the
Design-Builder is a representation that the Design-Builder has visited the
site, become generally familiar with local conditions under which the Work is
to be performed, correlated personal observations with requirements of the
Design-Build Documents and has no knowledge that the site conditions would have
any material adverse consequences for implementation of the Work..


§ A.1.6
OWNERSHIP AND USE OF DOCUMENTS AND ELECTRONIC DATA


§ A.1.6.1 Drawings,
specifications, and other documents including those in electronic form,
prepared by the Architect and furnished by the Design-Builder are Instruments
of Service. The Design-Builder, Design-Builder’s Architect and other providers
of professional services individually shall retain all common law, statutory
and other reserved rights, including copyright in those Instruments of Services
furnished by them. Drawings, specifications, and other documents and materials
and electronic data are furnished for use solely with respect to this Project.


 


§
A.1.6.2 Drawings, specifications and other documents and
electronic data shall not be used by the Owner or others on other projects,
additions to this Project or, subject to the provisions of Sections A,.2.5.1
and 14.2.2, for the completion of this Project by others, except by agreement
in writing and with appropriate compensation to the Design-Builder. If the
Owner proceeds to construct other projects, additions to this Project or for
the completion of this Project by others through its employees, agents or third
parties, then the use of the Instruments of Service are at the Owner’s sole
risk without liability or legal exposure to either the Design-Builder, provided
however that Design-Builder shall continue to be responsible for Work completed
or performed by Design-Builder utilizing the Instruments of Service, Architect
or other providers of professional services. The Owner hereby agrees to defend,
indemnify and hold harmless the Design-Builder, Architect and other providers
of professional services from any and all claims, damages, liabilities, losses
and expenses, including attorney’s fees, arising out of or resulting from the
use of the Instruments of Service, with respect to any additions to this
Project, completion of this Project or other projects, provided, however, that
such indemnification shall not apply to Work completed or performed by Design-Builder
utilizing the Instruments of Service.


 


§
A.1.6.3 Prior to any electronic exchange by the parties of
the Instruments of Service or any other documents or materials to be provided
by one party to the other, the Owner and the Design-Builder shall agree in
writing on the specific conditions governing the format thereof, including any
special limitations or licenses not otherwise provided in the Design-Build
Documents.


 


§
A.1.6.4 [Deliberately Left Blank]


 


§
A.1.6.5 Submission or distribution of the Design-Builder’s
documents to meet official regulatory requirements or for similar purposes in
connection with the Project, including, without limitation any disclosures
required by applicable state and federal securities laws, is not to be
construed as publication in derogation of the rights reserved in Section
A.1.6.1.


 


ARTICLE
A.2   OWNER


§ A.2.1
GENERAL


§ A.2.1.1 The Owner is the person or entity
identified as such in the Agreement and is referred to throughout the Design-Build
Documents as if singular in number. The term “Owner” means the Owner or the
Owner’s authorized representative. The Owner shall designate in writing a
representative who shall have express authority to bind the


 


	
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  AIA Document A141TM – 2004 Exhibit A. Copyright © 2004 by The American Institute of
  Architects. All rights reserved. WARNING: This AIA® Document is protected by U.S. Copyright Law
  and International Treaties. Unauthorized reproduction or distribution of this
  AIA® Document, or any portion of it, may result
  in severe civil and criminal penalties, and will be prosecuted to the maximum
  extent possible under the law. This document was produced by AIA
  software at 13:42:02 on 01/18/2007 under Order No.1000275504_1 which expires
  on 12/20/2007, and is not for resale. 

  User
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 4
 









Owner with respect to all matters requiring the Owner’s
approval or authorization. The Owner shall render decisions in a timely manner
and in accordance with the Design-Builder’s schedule submitted to the Owner.


 


§ A.2.1.2 The Owner
shall furnish to the Design-Builder within 15 days after receipt of a written
request information necessary and relevant for the Design-Builder to evaluate,
give notice of or enforce mechanic’s lien rights. Such information shall
include a correct statement of the record legal title to the property on which
the Project is located, usually referred to as the site, and the Owner’s
interest therein.


 


§ A.2.1.3 Owner
warrants that it holds or will hold, on or before January 26, 2007, fee simple
title to the land upon which the Project will be constructed. To the extent
that prior to such date Design Builder is entitled to file any liens against
Owner with respect to Design Builder’s performance under this Agreement, then
Design Builder may file such liens in such other jurisdiction in which Owner
conducts business, subject in each instance to Design Builder’s obligation to
promptly remove any such liens upon the later of the date upon which Owner
notifies, in writing, Design Builder that it holds title to the Property or
Design Builder has filed replacement liens in the jurisdiction in which the
Property is located.


 


§ A.2.2
INFORMATION AND SERVICES REQUIRED OF THE OWNER


§ A.2.2.1
Information or services required of the Owner by the Design-Build Documents
shall be furnished by the Owner with reasonable promptness. Any other
information or services relevant to the Design-Builder’s performance of the
Work under the Owner’s control shall be furnished by the Owner after receipt
from the Design-Builder of a written request for such information or services.


 


§ A.2.2.2 The Owner
shall be responsible to provide surveys describing physical characteristics,
legal limitations, and utility locations for the site of this Project, and a
written legal description of the site. The surveys and legal information shall
include, as applicable, grades and lines of streets, alleys, pavements, and
adjoining property and structures; adjacent drainage; rights-of-way,
restrictions, easements, encroachments, zoning, deed restriction, boundaries,
and contours of the site; locations, dimensions, and necessary data pertaining
to existing buildings, other improvements and trees; and information concerning
available utility services and lines, both public and private, above and below
grade, including inverts and depths. All the information on the survey shall be
referenced to a Project benchmark. The Design-Builder shall be entitled to rely
on the accuracy of information furnished by the Owner, unless contradicted by
Design-Builder’s personal observations in accordance with Section A.1.5.2, but
shall exercise proper precautions relating to the safe performance of the Work.


 


§ A.2.2.3 The Owner
shall provide, to the extent known to the Owner, the results and reports of
prior tests, inspections or investigations conducted for the Project involving
structural or mechanical systems, chemical, air and water pollution, hazardous
materials, geotechnical conditions, or other environmental, subsurface or
concealed conditions. The Owner shall disclose all information known to the
Owner regarding the presence of hazardous materials, pollutants or contaminants
at the Project site.


 


§ A.2.2.4 The Owner
may obtain independent review of the Design-Builder’s design, construction and
other documents by a separate architect, engineer, and contractor or cost
estimator under contract to or employed by the Owner. Such independent review
shall be undertaken at the Owner’s expense in a timely manner and shall not
delay the orderly progress of the Work.


 


§ A.2.2.5 The Owner
shall cooperate with the Design-Builder in securing building and other permits,
licenses and inspections. The Owner shall be required to pay the fees for such
permits, licenses and inspections unless the cost of such fees is the
responsibility of the Design-Builder under the Design-Build Documents.


 


§ A.2.2.6 The services, information,
surveys and reports required to be provided by the Owner under Section A.2.2,
shall be furnished at the Owner’s expense, and the Design-Builder shall be
entitled to rely upon the accuracy and completeness thereof, unless
contradicted by Design-Builder’s personal observations in accordance with
Section A.1.5.2. except as otherwise specifically provided in the Design-Build
Documents or to the extent the Owner advises the Design-Builder to the contrary
in writing.


 


	
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  AIA Document A141TM – 2004 Exhibit A. Copyright © 2004 by The American Institute of
  Architects. All rights reserved. WARNING: This AIA® Document is protected by U.S. Copyright Law
  and International Treaties. Unauthorized reproduction or distribution of this
  AIA® Document, or any portion of it, may result
  in severe civil and criminal penalties, and will be prosecuted to the maximum
  extent possible under the law. This document was produced by AIA
  software at 13:42:02 on 01/18/2007 under Order No.1000275504_1 which expires
  on 12/20/2007, and is not for resale. 

  User
  Notes:                                                                                                                          (4026764805)

  	
   

  



 



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§ A.2.2.7 If the
Owner observes or otherwise becomes aware of a fault or defect in the Work or
non-conformity with the Design-Build Documents, the Owner shall give prompt
written notice thereof to the Design-Builder.


 


§ A.2.2.8 The Owner shall, at the
request of the Design-Builder, prior to execution of the Design-Build Contract
and promptly upon request thereafter, furnish to the Design-Builder reasonable
evidence that financial arrangements have been made to fulfill the Owner’s
obligations under the Design-Build Documents. Furnishing of such evidence shall
be a condition precedent to commencement or continuation of the Work. After
such evidence has been furnished, the Owner shall not materially vary such
financial arrangements without prior notice to the Design-Builder.


§ A.2.2.9 The Owner shall
communicate through the Design-Builder with persons or entities employed or
retained by the Design-Builder, unless otherwise directed by the
Design-Builder.


§ A.2.2.10 The Owner shall furnish
the services of geotechnical engineers or other consultants, if not required by
the Design-Build Documents to be provided by the Design-Builder, for subsoil,
air and water conditions when such services are deemed reasonably necessary by
the Design-Builder to properly carry out the design services provided by the
Design-Builder and the Design-Builder’s Architect. Such services may include,
but are not limited to, test borings, test pits, determinations of soil bearing
values, percolation tests, evaluations of hazardous materials, ground corrosion
and resistivity tests, and necessary operations for anticipating subsoil
conditions. The services of geotechnical engineer(s) or other consultants shall
include preparation and submission of all appropriate reports and professional
recommendations. The Design-Builder will contract for testing services as they
pertain to Glass and Glazing only. All other material and soils testing to be
contracted by the Owner. The Design-Builder will contract with an independent
soils engineer for further evaluation of the initial geotechnical report by EGC
dated July 21, 2006, with supplemental borings dated August 11, 2006, and
Revised Geotechnical Report dated, August 22, 2006, and any recommendations for
changes on the behalf of the Owner and the project.


§ A.2.2.11 The Owner shall promptly
obtain easements, zoning variances, and legal authorizations regarding site
utilization where essential to the execution of the Owner’s program.


§ A.2.3 OWNER
REVIEW AND INSPECTION


§ A.2.3.1 The Owner shall
review and approve or take other appropriate action upon the Design-Builder’s
submittals, including but not limited to design and construction documents,
required by the Design-Build Documents, but only for the limited purpose of
checking for conformance with information given and the design concept
expressed in the Design-Build Documents. The Owner’s action shall be taken with
such reasonable promptness as to cause no delay in the Work or in the
activities of the Design-Builder or separate contractors. Review of such
submittals is not conducted for the purpose of determining the accuracy and
completeness of other details, such as dimensions and quantities, or for
substantiating instructions for installation or performance of equipment or
systems, all of which remain the responsibility of the Design-Builder or the
Architect as required by the Design-Build Documents.


§ A.2.3.2 Upon
review of the design documents, construction documents, or other submittals
required by the Design-Build Documents, the Owner shall take one of the
following actions:


.1                        Determine that the documents or
submittals are in conformance with the Design-Build Documents and approve them.
..


.2                        Determine that the documents or
submittals are in conformance with the Design-Build Documents but request
changes in the documents or submittals which shall be implemented by a Change
Order.


.3                        Determine that the documents or
submittals are not in conformity with the Design-Build Documents and reject
them.


.4                        Determine that the documents or
submittals are not in conformity with the Design-Build Documents, but accept
them by implementing a Change Order.


.5                        Determine that the documents or
submittals are not in conformity with the Design-Build Documents, but accept
them and request changes in the documents or submittals which shall be
implemented by a Change Order.


§ A.2.3.3 The Design-Builder shall
submit to the Owner for the Owner’s approval, pursuant to Section A.2.3.1, any
proposed change or deviation to previously approved documents or submittals.
The Owner shall review each proposed change or deviation to previously approved
documents or submittals which the Design-Builder submits to


 


	
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  AIA Document A141TM – 2004 Exhibit A. Copyright © 2004 by The American Institute of
  Architects. All rights reserved. WARNING: This AIA® Document is protected by U.S. Copyright Law
  and International Treaties. Unauthorized reproduction or distribution of this
  AIA® Document, or any portion of it, may result
  in severe civil and criminal penalties, and will be prosecuted to the maximum
  extent possible under the law. This document was produced by AIA
  software at 13:42:02 on 01/18/2007 under Order No.1000275504_1 which expires on
  12/20/2007, and is not for resale. 

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  Notes:                                                                                                                          (4026764805)

  	
   

  



 



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the Owner for the Owner’s approval with reasonable promptness in accordance
with Section A.2.3.1 and shall make one of the determinations described in
Section A.2.3.2.


§ A.2.3.4 Notwithstanding the Owner’s
responsibility under Section A.2.3.2, the Owner’s review and approval of the
Design-Builder’s documents or submittals shall not relieve the Design-Builder
of responsibility for compliance with the Design-Build Documents unless a) the
Design-Builder has notified the Owner in writing of the deviation prior to
approval by the Owner or, b) the Owner has approved a Change Order reflecting
any deviations from the requirements of the Design-Build Documents.


§ A.2.3.5 The Owner may visit the
site to keep informed about the progress and quality of the portion of the Work
completed. However, the Owner shall not be required to make exhaustive or
continuous on-site inspections to check the quality or quantity of the Work.
Visits by the Owner shall not be construed to create an obligation on the part
of the Owner to make on-site inspections to check the quantity or quality of
the Work. The Owner shall neither have control over or charge of, nor be
responsible for, the construction means, methods, techniques, sequences or
procedures, or for the safety precautions and programs in connection with the
Work, since these are solely the Design-Builder’s rights and responsibilities
under the Design-Build Documents, except as provided in Section A.3.3.7.


§ A.2.3.6 The Owner shall not be
responsible for the Design-Builder’s failure to perform the Work in accordance
with the requirements of the Design-Build Documents. Owner shall not have
control over or charge of and will not be responsible for acts or omissions of
the Design-Builder, Architect, Contractors, or their agents or employees, or
any other persons or entities performing portions of the Work for the
Design-Builder, unless, if after advice from Design-Builder to the contrary,
the Owner specifically requests an act or causes an omission by the
Design-Builder which leads to a third party claim.


§ A.2.3.7 The Owner may reject Work
that does not conform to the Design-Build Documents. Whenever the Owner
considers it necessary or advisable, the Owner shall have authority to require
inspection or testing of the Work in accordance with Section A. 13.5.2, whether
or not such Work is fabricated, installed or completed. However, neither this
authority of the Owner nor a decision made in good faith either to exercise or
not to exercise such authority shall give rise to a duty or responsibility of
the Owner to the Design-Builder, the Architect, Contractors, material and
equipment suppliers, their agents or employees, or other persons or entities
performing portions of the Work.


§ A.2.3.8 The Owner may appoint an
on-site project representative to observe the Work and to have such other
responsibilities as the Owner and the Design-Builder agree to in writing.


§ A.2.3.9 The Owner shall promptly
conduct inspections to determine the date or dates of Substantial Completion
and the date of final completion.


§ A.2.4 OWNER’S
RIGHT TO STOP WORK


§ A.2.4.1 If the Design-Builder
fails to correct Work which is not in accordance with the requirements of the
Design-Build Documents as required by Section A. 12.2 or persistently fails to
carry out Work in accordance with the Design-Build Documents, the Owner may
issue a written order to the Design-Builder to stop the Work, or any portion
thereof, until the cause for such order has been eliminated; however, the right
of the Owner to stop the Work shall not give rise to a duty on the part of the
Owner to exercise this right for the benefit of the Design-Builder or any other
person or entity, except to the extent required by Section A.6.1.3. A work
stoppage pursuant to this Section A.2.4.1 shall not result in any extension of
the Substantial Completion Date.


§ A.2.5 OWNER’S
RIGHT TO CARRY OUT THE WORK


§ A.2.5.1 If the Design-Builder
defaults or neglects to carry out the Work in accordance with the Design-Build
Documents and fails within a seven-day period after receipt of written notice
from the Owner to commence and continue correction of such default or neglect
with diligence and promptness, the Owner may after such seven-day period give
the Design-Builder a second written notice to correct such deficiencies within
a three-day period. If the Design-Builder within such three-day period after
receipt of such second notice fails to commence and continue to correct any
deficiencies, the Owner may, without prejudice to other remedies the Owner may
have, correct such deficiencies. In such case, an appropriate Change Order
shall be issued deducting from payments then or thereafter due the
Design-Builder the reasonable cost of correcting such deficiencies. If payments
then or thereafter due the Design-Builder are not sufficient to cover such
amounts, the Design-Builder shall pay the difference to the Owner.


 


	
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  AIA Document A141TM – 2004 Exhibit A. Copyright © 2004 by The American Institute of
  Architects. All rights reserved. WARNING: This AIA® Document is protected by U.S. Copyright Law
  and International Treaties. Unauthorized reproduction or distribution of this
  AIA® Document, or any portion of it, may result
  in severe civil and criminal penalties, and will be prosecuted to the maximum
  extent possible under the law. This document was produced by AIA
  software at 13:42:02 on 01/18/2007 under Order No.1000275504_1 which expires
  on 12/20/2007, and is not for resale. 

  User
  Notes:                                                                                                                          (4026764805)

  	
   

  



 



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ARTICLE A.3  DESIGN-BUILDER


§ A.3.1 GENERAL


§ A.3.1.1 The Design-Builder is the
person or entity identified as such in the Agreement and is referred to
throughout the Design-Build Documents as if singular in number. The
Design-Builder is an entity legally permitted to do business as a
design-builder in the location where the Project is located and is lawfully
licensed in such location for any services actually performed by Design-Builder
at such location. The term “Design-Builder” means the Design-Builder or the
Design-Builder’s authorized representative. The Design-Builder’s representative
is authorized to act on the Design-Builder’s behalf with respect to the
Project.


§ A.3.1.2 The Design-Builder shall
perform the Work in accordance with the Design-Build Documents.


§ A.3.2 DESIGN SERVICES AND
RESPONSIBILITIES


§ A.3.2.1 When applicable law
requires that services be performed by licensed professionals, the
Design-Builder shall provide those services through the performance of
qualified persons or entities duly licensed to practice their professions. The
Owner understands and agrees that the services performed by the Design-Builder’s
Architect and the Design-Builder’s other design professionals and consultants
are undertaken and performed in the sole interest of and for the exclusive
benefit of the Design-Builder.


§ A.3.2.2 The agreements between the
Design-Builder and Architect or other design professional identified in the
Agreement, and any subsequent Modifications, shall be in writing. These
agreements, including services and financial arrangements with respect to this
Project, shall be promptly and fully disclosed to the Owner upon the Owner’s
written request.


§ A.3.2.3 The Design-Builder shall
be responsible to the Owner for acts and omissions of the Design-Builder’s
employees, Architect, Contractors, Subcontractors and their agents and
employees, and other persons or entities, including the Architect and other
design professionals, performing any portion of the Design-Builder’s
obligations under the Design-Build Documents.


§ A.3.2.4 The Design-Builder shall
carefully study and compare the Design-Build Documents, materials and other
information provided by the Owner pursuant to Section A.2.2, shall take field
measurements of any existing conditions related to the Work, shall observe any
conditions at the site affecting the Work, and report promptly to the Owner any
errors, inconsistencies or omissions discovered.


§ A.3.2.5 The Design-Builder shall
provide to the Owner for Owner’s written approval design documents sufficient
to establish the size, quality and character of the Project; its architectural,
structural, mechanical and electrical systems; and the materials and such other
elements of the Project to the extent required by the Design-Build Documents.
Deviations, if any, from the Design-Build Documents shall be disclosed in
writing.


§ A.3.2.6 Upon the Owner’s written
approval of the design documents submitted by the Design-Builder, the
Design-Builder shall provide construction documents for review and written
approval by the Owner. The construction documents shall set forth in detail the
requirements for construction of the Project. The construction documents shall
include drawings and specifications that establish the quality levels of
materials and systems required. Deviations, if any, from the Design-Build Documents
shall be disclosed in writing. Construction documents may include drawings,
specifications, and other documents and electronic data setting forth in detail
the requirements for construction of the Work, and shall:


.1        be
consistent with the approved design documents;


.2        provide
information for the use of those in the building trades; and


.3        include documents customarily required
for regulatory agency approvals.


§ A.3.2.7 The Design-Builder shall
meet with the Owner periodically to review progress of the design and
construction documents and shall also conduct a regularly scheduled weekly
conference call with Owner.


§ A.3.2.8 Upon the Owner’s written
approval of construction documents, the Design-Builder, with the assistance of
the Owner, shall prepare and file documents required to obtain necessary
approvals of governmental authorities having jurisdiction over the Project.


 


	
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  AIA Document A141TM – 2004 Exhibit A. Copyright © 2004 by The American Institute of
  Architects. All rights reserved. WARNING: This AIA® Document is protected by U.S. Copyright Law
  and International Treaties. Unauthorized reproduction or distribution of this
  AIA® Document, or any portion of it, may result
  in severe civil and criminal penalties, and will be prosecuted to the maximum
  extent possible under the law. This document was produced by AIA
  software at 13:42:02 on 01/18/2007 under Order No.1000275504_1 which expires
  on 12/20/2007, and is not for resale. 

  User
  Notes:                                                                                                                          (4026764805)

  	
   

  



 



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§ A.3.2.9 The Design-Builder shall
obtain from each of the Design-Builder’s professionals and furnish to the Owner
certifications with respect to the documents and services provided by such
professionals (a) that, to the best of their knowledge, information and belief,
the documents or services to which such certifications relate (i) are
consistent with Exhibit E, except to the extent specifically identified in such
certificate, (ii) comply with applicable professional practice standards, and
(iii) comply with applicable laws, ordinances, codes, rules and regulations
governing the design of the Project; and (b) that the Owner and its consultants
shall be entitled to rely upon the accuracy of the representations and
statements contained in such certifications.


§ A.3.2.10 If the Owner requests the
Design-Builder, the Architect or the Design-Builder’s other design
professionals to execute certificates other than those required by Section
A.3.2.9, the proposed language of such certificates shall be submitted to the
Design-Builder, or the Architect and such design professionals through the
Design-Builder, for review and negotiation at least 14 days prior to the
requested dates of execution. Neither the Design-Builder, the Architect nor
such other design professionals shall be required to execute certificates that
would require knowledge, services or responsibilities beyond the scope of their
respective agreements with the Owner or Design-Builder.


§ A.3.3 CONSTRUCTION


§ A.3.3.1 The Design-Builder shall
perform no portion of the Work for which the Design-Build Documents require the
Owner’s review of submittals, such as Shop Drawings, Product Data and Samples,
until the Owner has approved each submittal.


§ A.3.3.2 The construction Work
shall be in accordance with approved submittals, except that the Design-Builder
shall not be relieved of responsibility for deviations from requirements of the
Design-Build Documents by the Owner’s approval of design and construction
documents or other submittals such as Shop Drawings, Product Data, Samples or
other submittals unless the Design-Builder has specifically informed the Owner
in writing of such deviation at the time of submittal and a Change Order has
been issued authorizing the deviation. The Design-Builder shall not be relieved
of responsibility for errors or omissions in design and construction documents
or other submittals such as Shop Drawings, Product Data, Samples or other
submittals by the Owner’s approval thereof.


§ A.3.3.3 The Design-Builder shall
direct specific attention, in writing or on resubmitted design and construction
documents or other submittals such as Shop Drawings, Product Data, Samples or
similar submittals, to revisions other than those requested by the Owner on
previous submittals. In the absence of such written notice, the Owner’s
approval of a resubmission shall not apply to such revisions.


§ A.3.3.4 To the extent that
Design-Builder has not provided such design standards to Owner, If professional
design services or certifications by a design professional related to systems,
materials or equipment are specifically required by the Design-Build Documents,
the Owner will specify all performance and design criteria that such services
must satisfy. When the Design-Build Documents require that a Contractor provide
professional design services or certifications related to systems, materials or
equipment, or when the Design-Builder in its discretion provides such design
services or certifications through a Contractor, the Design-Builder shall cause
professional design services or certifications to be provided by a properly
licensed, in Alabama, design professional, whose signature and seal shall
appear on all drawings, calculations, specifications, certifications, Shop
Drawings and other submittals prepared by such professional. Shop Drawings and
other submittals related to the Work designed or certified by such
professionals, if prepared by others, shall bear such design professional’s
written approval. The Owner shall be entitled to rely upon the adequacy,
accuracy and completeness of the services, certifications or approvals
performed by such design professionals, and to the extent that Design-Builder
has not provided such design criteria to the Owner, the Owner will specify to
the Design-Builder all performance and design criteria that such services must
satisfy. The Design-Builder shall not be responsible for the adequacy of the
performance or design criteria required by the Design-Build Documents.


§ A.3.3.5 The Design-Builder shall
be solely responsible for and have control over all construction means,
methods, techniques, sequences and procedures and for coordinating all portions
of the Work under the Design-Build Documents, unless the Design-Build Documents
give other specific instructions concerning these matters.


§ A.3.3.6 The Design-Builder shall
keep the Owner informed of the progress and quality of the Work.


§ A.3.3.7 The Design-Builder shall
be responsible for the supervision and direction of the Work, using the
Design-Builder’s best skill and attention. If the Design-Build Documents give
specific instructions concerning construction


 


	
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  AIA Document A141TM – 2004 Exhibit A. Copyright © 2004 by The American Institute of
  Architects. All rights reserved. WARNING: This AIA® Document is protected by U.S. Copyright Law
  and International Treaties. Unauthorized reproduction or distribution of this
  AIA® Document, or any portion of it, may result
  in severe civil and criminal penalties, and will be prosecuted to the maximum
  extent possible under the law. This document was produced by AIA
  software at 13:42:02 on 01/18/2007 under Order No.1000275504_1 which expires
  on 12/20/2007, and is not for resale. 

  User
  Notes:                                                                                                                          (4026764805)

  	
   

  



 



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means, methods, techniques, sequences or procedures, the Design-Builder
shall evaluate the jobsite safety thereof and, except as stated below, shall be
fully and solely responsible for the jobsite safety of such means, methods,
techniques, sequences or procedures. If the Design-Builder determines that such
means, methods, techniques, sequences or procedures may not be safe, the Design-Builder
shall give timely written notice to the Owner and shall not proceed with that
portion of the Work without further written instructions from the Owner. If the
Design-Builder is then instructed to proceed with the required means, methods,
techniques, sequences or procedures without acceptance of changes proposed by
the Design-Builder, the Owner shall be solely responsible for any resulting
loss or damage.


§ A.3.3.8 The Design-Builder shall
be responsible for inspection of portions of Work already performed to
determine that such portions are in proper condition to receive subsequent
Work.


§ A.3.4 LABOR AND MATERIALS


§ A.3.4.1 Unless otherwise provided
in the Design-Build Documents, the Design-Builder shall provide or cause to be
provided and shall pay for design services, labor, materials, equipment, tools,
construction equipment and machinery, water, heat, utilities, transportation
and other facilities and services necessary for proper execution and completion
of the Work, whether temporary or permanent and whether or not incorporated or
to be incorporated in the Work.


§ A.3.4.2 When a material is
specified in the Design-Build Documents, the Design-Builder may make
substitutions only with the consent of the Owner and, if appropriate, in
accordance with a Change Order.


§ A.3.4.3 The Design-Builder shall
enforce strict discipline and good order among the Design-Builder’s employees
and other persons carrying out the Design-Build Contract. The Design-Builder
shall not permit employment of unfit persons or persons not skilled in tasks
assigned to them.


§ A.3.5 WARRANTY


§ A.3.5.1 The Design-Builder
warrants to the Owner that materials and equipment furnished under the
Design-Build Documents will be of good quality and new unless otherwise
required or permitted by the Design-Build Documents, that the Work will be free
from defects not inherent in the quality required or permitted by law or
otherwise, and that the Work will conform to the requirements of the
Design-Build Documents. Work not conforming to these requirements, including
substitutions not properly approved and authorized, may be considered
defective. The Design-Builder’s warranty excludes remedy for damage or defect
caused by abuse, modifications not executed by the Design-Builder, improper or
insufficient maintenance, improper operation, or normal wear and tear and
normal usage. If required by the Owner, the Design-Builder shall furnish
satisfactory evidence as to the kind and quality of materials and equipment.
All applicable warranties related to the Work, whether pursuant to this
Section, the other provisions of the Design-Build Documents or applicable law,
shall commence as of the date of Substantial Completion of the Work, and shall
terminate and expire one (1) year after Substantial Completion of the Work,
except for third party warranties expressly provided in the Design-Build Documents or any other written
warranty given to Owner at the end of the Project. THE
DESIGN-BUILDER HEREBY DISCLAIMS ANY AND ALL EXPRESS OR IMPLIED WARRANTIES,
INCLUDING WITHOUT LIMITATION, ANY WARRANTIES OF MERCHANTABILITY OR FITNESS FOR
ANY PARTICULAR PURPOSE, EXCEPT AS EXPRESSLY WARRANTED HEREIN. THERE ARE NO
WARRANTIES WHICH EXTEND BEYOND THE DESCRIPTION ON THE FACE HEREOF. All
Contractor’s, Subcontractor’s and manufacturer’s warranties shall be deemed
furnished and assigned to the Owner pursuant to the Design-Build Documents
without further action by the Design-Builder upon Final Payment by the Owner as
required under the Design-Build Documents.


§ A.3.6 TAXES


§ A.3.6.1 The Design-Builder shall
pay all sales, consumer, use and similar taxes for the Work provided by the
Design-Builder which had been legally enacted on the date of the Agreement,
whether or not yet effective or merely scheduled to go into effect, provided, however,
that Design-Builder and Subcontractors will coordinate with Owner to ensure the
sales tax abatement granted to the Owner by the State of Alabama is fully and
completely utilized (including the filing of applications for sales tax refunds
for sales taxes paid by Owner prior to the date hereof) in all applicable
instances arising within the context of this Agreement.


 


	
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  AIA Document A141TM – 2004 Exhibit A. Copyright © 2004 by The American Institute of
  Architects. All rights reserved. WARNING: This AIA® Document is protected by U.S. Copyright Law
  and International Treaties. Unauthorized reproduction or distribution of this
  AIA® Document, or any portion of it, may result
  in severe civil and criminal penalties, and will be prosecuted to the maximum
  extent possible under the law. This document was produced by AIA
  software at 13:42:02 on 01/18/2007 under Order No.1000275504_1 which expires
  on 12/20/2007, and is not for resale. 

  User
  Notes:                                                                                                                          (4026764805)

  	
   

  



 



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§ A.3.7 PERMITS,
FEES AND NOTICES


§ A.3.7.1 The Design-Builder shall
secure building and other permits, licenses and inspections necessary for the
proper execution and completion of the Work which are customarily secured after
execution of the Design-Build Contract and which were legally required on the
date the Owner accepted the Design-Builder’s proposal.


§ A.3.7.2 The Design-Builder shall
comply with and give notices required by laws, ordinances, rules, regulations
and lawful orders of public authorities relating to the Project.


§ A.3.7.3 The Design-Builder shall
cause the Architect and other design professionals to ascertain that the Work
is in accordance with applicable laws, ordinances, codes, rules and
regulations. However, if the Design-Builder observes that portions of the
Design-Build Documents are at variance therewith, the Design-Builder shall
promptly notify the Owner in writing, and necessary changes shall be accomplished
by Change Order.


§ A.3.7.4 If the Design-Builder
performs Work contrary to applicable laws, ordinances, codes, rules and
regulations, the Design-Builder shall assume responsibility for such Work and
shall bear the costs attributable to correction.


§ A.3.8 ALLOWANCES


§ A.3.8.1 The Design-Builder shall
include in the Contract Sum all allowances stated in the Design-Build
Documents. Items covered by allowances shall be supplied for such amounts and
by such persons or entities as the Owner may direct, but the Design-Builder
shall not be required to employ persons or entities to which the Design-Builder
has reasonable objection.


§ A.3.8.2 Unless otherwise provided
in the Design-Build Documents:


.1                        allowances shall cover the cost
to the Design-Builder of materials and equipment delivered at the site and all
required taxes, less applicable trade discounts; .


.2                        Design-Builder’s costs for
unloading and handling at the site, labor, installation costs, overhead, profit
and other expenses contemplated for stated allowance amounts shall be included
in the Contract Sum but not in the allowances; and


.3                        whenever costs are more than or
less than allowances, the Contract Sum shall be adjusted accordingly by Change
Order. The amount of the Change Order shall reflect (1) the difference between
actual costs and the allowances under Section A.3.8.2.1 and (2) changes in
Design-Builder’s costs under Section A.3.8.2.2.


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


§ A.3.9
DESIGN-BUILDER’S SCHEDULE-EXHIBIT I


§ A.3.9.1 The Design-Builder,
promptly after execution of the Design-Build Contract, shall prepare and submit
for the Owner’s information the Design-Builder’s schedule for the Work. The
schedule shall not exceed time limits and shall be in such detail as required
under the Design-Build Documents, shall be revised at appropriate intervals as
required by the conditions of the Work and Project, shall be related to the
entire Project to the extent required by the Design-Build Documents, shall
provide for expeditious and practicable execution of the Work and shall include
allowances for periods of time required for the Owner’s review and for approval
of submissions by authorities having jurisdiction over the Project.


§ A.3.9.2 The Design-Builder shall
prepare and keep current a schedule of submittals required by the Design-Build
Documents.


§ A.3.9.3 The Design-Builder shall
perform the Work in general accordance with the most recent schedules submitted
to the Owner.


§ A.3.10 DOCUMENTS
AND SAMPLES AT THE SITE


§ A.3.10.1 The Design-Builder shall
maintain at the site for the Owner one record copy of the drawings,
specifications, addenda, Change Orders and other Modifications, in good order
and marked currently to record field changes and selections made during
construction, and one record copy of approved Shop Drawings, Product Data,
Samples and similar required submittals. These shall be delivered to the Owner
upon completion of the Work.


 


	
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  AIA Document A141TM – 2004 Exhibit A. Copyright © 2004 by The American Institute of
  Architects. All rights reserved. WARNING: This AIA® Document is protected by U.S. Copyright Law
  and International Treaties. Unauthorized reproduction or distribution of this
  AIA® Document,
  or any portion of it, may result in severe civil and criminal penalties, and
  will be prosecuted to the maximum extent possible under the law. This
  document was produced by AIA software at 13:42:02 on 01/18/2007 under Order
  No.1000275504_1 which expires on 12/20/2007, and is not for resale. 

  User
  Notes:                                                                                                                          (4026764805)

  	
   

  



 



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§  A.3.11 SHOP DRAWINGS, PRODUCT DATA AND
SAMPLES


§ A.3.11.1 Shop Drawings are
drawings, diagrams, schedules and other data specially prepared for the Work by
the Design-Builder or a Contractor, Subcontractor, manufacturer, supplier or
distributor to illustrate some portion of the Work.


§ A.3.11.2 Product Data are illustrations,
standard schedules, performance charts, instructions, brochures, diagrams and
other information furnished by the Design-Builder to illustrate materials or
equipment for some portion of the Work.


§ A.3.11.3 Samples are physical
examples that illustrate materials, equipment or workmanship and establish
standards by which the Work will be judged.


§ A.3.11.4 Shop Drawings, Product
Data, Samples and similar submittals are not Design-Build Documents. The
purpose of their submittal is to demonstrate for those portions of the Work for
which submittals are required by the Design-Build Documents the way by which
the Design-Builder proposes to conform to the Design-Build Documents.


§ A.3.11.5 The Design-Builder shall
review for compliance with the Design-Build Documents and approve and submit to
the Owner only those Shop Drawings, Product Data, Samples and similar
submittals required by the Design-Build Documents with reasonable promptness
and in such sequence as to cause no delay in the Work or in the activities of
the Owner or of separate contractors.


§ A.3.11.6 By approving and
submitting Shop Drawings, Product Data, Samples and similar submittals, the
Design-Builder represents that the Design-Builder has determined and verified
materials, field measurements and field construction criteria related thereto,
or will do so, and has checked and coordinated the information contained within
such submittals with the requirements of the Work and of the Design-Build
Documents.


§ A.3.12 USE OF
SITE


§ A.3.12.1 The Design-Builder shall
confine operations at the site to areas permitted by law, ordinances, permits
and the Design-Build Documents, and shall not unreasonably encumber the site
with materials or equipment.


§ A.3.13 CUTTING
AND PATCHING


§ A.3.13.1 The Design-Builder shall
be responsible for cutting, fitting or patching required to complete the Work
or to make its parts fit together properly.


§ A.3.13.2 The Design-Builder shall
not damage or endanger a portion of the Work or fully or partially completed
construction of the Owner or separate contractors by cutting, patching or
otherwise altering such construction or by excavation. The Design-Builder shall
not cut or otherwise alter such construction by the Owner or a separate
contractor except with written consent of the Owner and of such separate
contractor; such consent shall not be unreasonably withheld. The Design-Builder
shall not unreasonably withhold from the Owner or a separate contractor the
Design-Builder’s consent to cutting or otherwise altering the Work.


§ A.3.14 CLEANING
UP


§ A.3.14.1 The Design-Builder shall
keep the premises and surrounding area free from accumulation of waste
materials or rubbish caused by operations under the Design-Build Contract. At
completion of the Work, the Design-Builder shall remove from and about the
Project waste materials, rubbish, the Design-Builder’s tools, construction
equipment, machinery and surplus materials.


§ A.3.14.2 If the Design-Builder
fails to clean up as provided in the Design-Build Documents, the Owner may do
so and the cost thereof shall be charged to the Design-Builder.


§ A.3.15 ACCESS TO
WORK


§ A.3.15.1 The Design-Builder shall
provide the Owner access to the Work in preparation and progress wherever
located. 


 


	
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  AIA Document A141TM – 2004 Exhibit A. Copyright © 2004 by The American Institute of
  Architects. All rights reserved. WARNING: This AIA® Document is protected by U.S. Copyright Law
  and International Treaties. Unauthorized reproduction or distribution of this
  AIA® Document, or any portion of it, may result
  in severe civil and criminal penalties, and will be prosecuted to the maximum
  extent possible under the law. This document was produced by AIA
  software at 13:42:02 on 01/18/2007 under Order No.1000275504_1 which expires
  on 12/20/2007, and is not for resale. 

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§ A.3.16 ROYALTIES, PATENTS AND COPYRIGHTS


§ A.3.16.1 The Design-Builder shall pay all royalties
and license fees. The Design-Builder shall defend suits or claims for
infringement of copyrights and patent rights and shall hold the Owner harmless
from loss on account thereof, but shall not be responsible for such defense or
loss when a particular design, process or product of a particular manufacturer
or manufacturers is required by Owner and set forth in the Design-Build
Documents or where the copyright violations are contained in drawings,
specifications or other documents prepared by or furnished to the
Design-Builder by the Owner. However, if the Design-Builder has reason to
believe that the required design, process or product is an infringement of a
copyright or a patent, the Design-Builder shall be responsible for such loss
unless such information is promptly furnished to the Owner.


§ A.3.17 INDEMNIFICATION


§ A.3.17.1 To the fullest extent permitted by law and to
the extent claims, damages, losses or expenses are not paid by builder’s risk
or property insurance maintained with respect to the Project, the
Design-Builder shall indemnify and hold harmless the Owner and Owner’s
shareholders, officers, directors, employees, consultants and agents from and
against claims, damages, losses and expenses, including but not limited to
attorneys’ fees and costs, arising out of or resulting from performance of the
Work, provided that such claim, damage, loss or expense is attributable to
bodily injury, sickness, disease or death or to injury to or destruction of
tangible property other than the Work itself, but only to the extent caused by
the negligent acts or omissions of the Design-Builder, the Architect, a
Contractor, a Subcontractor, anyone directly or indirectly employed by them or
anyone for whose acts they may be liable, but only to the extent that such
claim, damage, loss or expense is not caused by breach, negligence or willful
misconduct of the Owner. To the fullest extent permitted by law, the Owner
shall indemnify and hold harmless the Design-Builder, its Contractors, the
Architect, and the agents and employees of any of them from and against claims,
damages, losses and expenses, including but not limited to attorneys’ fees,
arising out of the Project, provided that such claim, damage, loss or expense
is attributable to bodily injury, sickness, disease or death, or to injury to
or destruction of tangible property, but only to the extent caused by the Owner’s
breach of the Design-Build Documents, or the negligent acts or omissions of the
Owner, the Owner’s separate contractors (as contemplated in Section A.6.1),
anyone directly or indirectly employed by them or anyone for whose acts they
may be liable (other than the Design-Builder, its Contractors, and the
Architect), but only to the extent that such claim, damage, loss or expense is
not caused by breach, negligence or willful misconduct of Design Builder, its
Contractors, Architect, or respective agents and employees. .Such indemnity
obligations shall not be construed to negate, abridge or reduce other rights or
obligations of indemnity that would otherwise exist as to a party or person
described in this Section A.3.17.


§ A.3.17.2 In claims against any
person or entity indemnified under this Section A.3.17 by an employee of the
Design-Builder, the Architect, a Contractor, a Subcontractor, anyone directly
or indirectly employed by them or anyone for whose acts they may be liable, the
indemnification obligation under Section A.3.17.1 shall not be limited by a
limitation on amount or type of damages, compensation or benefits payable by or
for the Design-Builder, the Architect or a Contractor or a Subcontractor under
workers’ compensation acts, disability benefit acts or other employee benefit
acts.


ARTICLE A.4 DISPUTE RESOLUTION


§ A.4.1 CLAIMS AND
DISPUTES


§ A.4.1.1 Definition. A Claim is a demand or
assertion by one of the parties seeking, as a matter of right, adjustment or
interpretation of Design-Build Contract terms, payment of money, extension of
time or other relief with respect to the terms of the Design-Build Contract.
The term “Claim” also includes other disputes and matters in question between
the Owner and Design-Builder arising out of or relating to the Design-Build
Contract. Claims must be initiated by written notice. The responsibility to
substantiate Claims shall rest with the party making the Claim.


§ A.4.1.2  Time Limits
on Claims. Claims by either party must be initiated within 21 days
after occurrence of the event giving rise to such Claim or within 21 days after
the claimant first recognizes the condition giving rise to the Claim, whichever
is later. Claims must be initiated by written notice to the other party.


§ A.4.1.3  Continuing
Performance. Pending final resolution of a Claim, except as
otherwise agreed in writing or as provided in Section A.9.7.1 and Article A.14,
the Design-Builder shall proceed diligently with performance of the
Design-Build Contract and the Owner shall continue to make payments in
accordance with the Design-Build Documents.


 


	
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  AIA Document A141TM – 2004 Exhibit A. Copyright © 2004 by The American Institute of
  Architects. All rights reserved. WARNING: This AIA® Document is protected by U.S. Copyright Law
  and International Treaties. Unauthorized reproduction or distribution of this
  AIA® Document, or any portion of it, may result
  in severe civil and criminal penalties, and will be prosecuted to the maximum
  extent possible under the law. This document was produced by AIA
  software at 13:42:02 on 01/18/2007 under Order No.1000275504_1 which expires
  on 12/20/2007, and is not for resale. 

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§ A.4.1.4 Claims for
Concealed or Unknown Conditions. If conditions are encountered at the site which are (1) subsurface or
otherwise concealed physical conditions which differ materially from those
indicated in the Design-Build Documents or (2) unknown physical conditions of
an unusual nature which differ materially from those ordinarily found to exist
and generally recognized as inherent in construction activities of the
character provided for in the Design-Build Documents, then the observing party
shall give notice to the other party promptly before conditions are disturbed
and in no event later than 21 days after first observance of the conditions. If
the conditions encountered are materially different, the Contract Sum and
Contract Time shall be equitably adjusted, but if the Owner and Design-Builder
cannot agree on an adjustment in the Contract Sum or Contract Time, the matter
shall be considered a Claim and be resolved in accordance with this Article
A.4.


§ A.4.1.5 Claims for
Additional Cost. If
the Design-Builder wishes to make Claim for an increase in the Contract Sum,
written notice as provided herein shall be given before proceeding to execute
the Work. Prior notice is not required for Claims relating to an emergency
endangering life or property arising under Section A.10.6.


§ A.4.1.6 If  the
Design-Builder believes additional cost is involved for reasons including but
not limited to (1) an order by the Owner to stop the Work where the
Design-Builder was not at fault, (2) a written order for the Work issued by the
Owner, (3) failure of payment by the Owner, (4) termination of the Design-Build
Contract by the Owner, (5) Owner’s suspension, (6) a written interpretation
from the Owner, or (7) other reasonable grounds, Claim shall be filed in
accordance with this Section A.4.1.


§ A.4.1.7 Claims
for Additional Time


§ A.4.1.7.1 If the Design-Builder wishes to make Claim for
an increase in the Contract Time, written notice as provided herein shall be
given. The Design-Builder’s Claim shall include an estimate of the time and its
effect on the progress of the Work. In the case of a continuing delay, only one
Claim is necessary.


§ A.4.1.7.2 If adverse weather conditions or adverse site
conditions caused by adverse weather are the basis for a Claim for additional
time, such Claim shall be documented by data substantiating that either (i)
weather conditions were abnormal for the period of time, could not have been
reasonably anticipated and had an adverse effect on the scheduled construction,
or (ii) weather conditions prevented the type of Work then scheduled, or (iii)
adverse site conditions caused by adverse weather prevented the type of Work
then scheduled.


§ A.4.1.8 Injury or Damage to
Person or Property. If
either party to the Design-Build Contract suffers injury or damage to person or
property because of an act or omission of the other party or of others for
whose acts such party is legally responsible, written notice of such injury or
damage, whether or not insured, shall be given to the other party within a
reasonable time not exceeding 21 days after discovery. The notice shall provide
sufficient detail to enable the other party to investigate the matter.


§ A.4.1.9 If unit prices are stated in the Design-Build
Documents or subsequently agreed upon, and if quantities originally
contemplated are materially changed in a proposed Change Order so that
application of such unit prices to quantities of Work proposed will cause
substantial inequity to the Design-Builder, the applicable unit prices shall be
equitably adjusted.


§ A.4.1.10
Claims for Consequential Damages. Design-Builder and Owner waive Claims against each other for
consequential damages arising out of or relating to the Design-Build Contract.
This mutual waiver includes:


.1                        damages
incurred by the Owner for rental expenses, for losses of use, income, profit, financing,
business and reputation, and for loss of management or employee productivity or
of the services of such persons; and


.2                        damages incurred by the
Design-Builder for principal office expenses including the compensation of
personnel stationed there, for losses of financing, business and reputation,
and for loss of profit except anticipated profit arising directly from the
Work.


This mutual waiver is applicable, without
limitation, to all consequential damages due to either party’s termination in
accordance with Article A-14. Nothing
contained in this Section A.4.1.10 shall be deemed to preclude an award of
liquidated direct damages, when applicable, in accordance with the requirements
of the Design-Build Documents.


 


	
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  AIA Document A141TM – 2004 Exhibit A. Copyright © 2004 by The American Institute of
  Architects. All rights reserved. WARNING: This AIA® Document is protected by U.S. Copyright Law
  and International Treaties. Unauthorized reproduction or distribution of this
  AIA® Document, or any portion of it, may result
  in severe civil and criminal penalties, and will be prosecuted to the maximum
  extent possible under the law. This document was produced by AIA
  software at 13:42:02 on 01/18/2007 under Order No.1000275504_1 which expires
  on 12/20/2007, and is not for resale. 

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§ A.4.1.11 If the enactment or
revision of codes, laws or regulations or official interpretations which govern
the Project cause an increase or decrease of the Design-Builder’s cost of, or
time required for, performance of the Work, the Design-Builder, unless such
enactment or revision could have been reasonably foreseen by Design-Builder,
shall be entitled to an equitable adjustment in Contract Sum or Contract Time.
If the Owner and Design-Builder cannot agree upon an adjustment in the Contract
Sum or Contract Time, the Design-Builder shall submit a Claim pursuant to
Section A.4.1.


§ A.4.2 RESOLUTION
OF CLAIMS AND DISPUTES


§ A.4.2.1 [Deliberately
Left Blank]


§ A.4.2.2 [Deliberately
Left Blank]


§ A.4.2.3 [Deliberately
Left Blank]


§ A.4.2.4 In the event of a Claim against the
Design-Builder, the Owner may, but is not obligated to, notify the surety, if
any, of the nature and amount of the Claim. If the Claim relates to a
possibility of a Design-Builder’s default, the Owner may, but is not obligated
to, notify the surety and request the surety’s assistance in resolving the
controversy.


§  A.4.2.5 If
a Claim relates to or is the subject of a mechanic’s lien, the party asserting
such Claim may proceed in accordance with applicable law to comply with the
lien notice or filing deadlines prior to resolution of the Claim.


§ A.4.3 MEDIATION


§  A.4.3.1 Any
Claim arising out of or related to the Design-Build Contract shall be subject
to mediation as a condition precedent to arbitration or the institution of
legal or equitable or other binding dispute resolution proceedings by either
party, except as provided in Section 4.3.2.


§ A.4.3.2 The parties shall endeavor to resolve their
Claims by mediation which, unless the parties mutually agree otherwise, shall
be in accordance with the Construction Industry Mediation Rules of the American
Arbitration Association currently in effect at the time of the mediation.
Mediation shall be completed within 30 days after written demand for mediation
is served upon the other party. If mediation has not been completed in this
time frame, either party may proceed to file for arbitration in accordance with
Section 4.4 without further delay, and the parties shall have no further
obligation to mediate their Claims.


§ A.4.3.3 The parties shall share the mediator’s fee
and any filing fees equally. The mediation shall be held in Huntsville,
Alabama. Agreements reached in mediation shall be enforceable as settlement
agreements in any court having jurisdiction thereof.


§ A.4.4
ARBITRATION


§ A.4.4.1 Claims which have not been resolved by
mediation shall be decided by arbitration which, unless the parties mutually
agree otherwise, shall be in accordance with the Construction Industry
Arbitration Rules of the American Arbitration Association currently in effect
at the time of the arbitration, and held in Huntsville, Alabama. The demand for
arbitration shall be filed in writing with the other party to the Design-Build
Contract and with the American Arbitration Association.


§ A.4.4.2 A demand for arbitration may be made no
earlier than after the mediation is concluded or terminated, or after 30 days
have passed since the written demand for mediation, whichever is earlier, but
in no event shall it be made after the date when institution of legal or
equitable proceedings based on such Claim would be barred by the applicable
statute of limitations as determined pursuant to Section A.13.6.


§ A.4.4.3 An arbitration pursuant to this Section A.4.4
may be joined with an arbitration involving common issues of law or fact
between the Owner or Design-Builder and any person or entity with whom the
Owner or Design-Builder has a contractual obligation to arbitrate disputes
which does not prohibit consolidation or joinder. The foregoing agreement to
arbitrate and other agreements to arbitrate with an additional person or entity
duly consented to by the parties to the Agreement shall be specifically
enforceable in accordance with applicable law in any court having jurisdiction
thereof.


 


	
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  AIA Document A141TM – 2004 Exhibit A. Copyright © 2004 by The American Institute of
  Architects. All rights reserved. WARNING: This AIA® Document is protected by U.S. Copyright Law
  and International Treaties. Unauthorized reproduction or distribution of this
  AIA® Document, or any portion of it, may result
  in severe civil and criminal penalties, and will be prosecuted to the maximum
  extent possible under the law. This document was produced by AIA
  software at 13:42:02 on 01/18/2007 under Order No.1000275504_1 which expires
  on 12/20/2007, and is not for resale. 

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§ A.4.4.4 Claims and Timely
Assertion of Claims. The
party filing a notice of demand for arbitration must assert in the demand all
Claims then known to that party on which arbitration is permitted to be
demanded.


§ A.4.4.5 Judgment on Final
Award. The award
rendered by the arbitrator or arbitrators shall be final, and judgment may be
entered upon it in accordance with applicable law in any court having
jurisdiction thereof.


§ A.4.4.6 Prevailing Party
Fees. In any dispute
between Owner and Design-Builder related to this Agreement, the prevailing
party shall be entitled to recover its attorneys fees, expert fees, and costs
from the non-prevailing party. Determination of which party prevailed shall be
made by the arbitrator(s). Determination of which party prevailed shall be made
by the Arbitrator(s).


§ A.4.4.7 Timing For
Arbitration Hearings. The
arbitration hearings for any arbitration conducted pursuant to this Agreement
shall commence at the earliest practical time acceptable to the Arbitrator(s),
but not later than 90 days after the Demand for Arbitration is filed, and shall
continue to completion on successive week days (not including Saturdays,
Sundays and holidays) until the taking of evidence is completed; provided,
however, that the arbitrator(s) shall have the right in their discretion to
adjust the schedule of the hearings after they have commenced based upon the
special needs and considerations related to the circumstances of the dispute.


ARTICLE A.5 AWARD
OF CONTRACTS


§  A.5.1 Unless
otherwise stated in the Design-Build Documents or the bidding or proposal
requirements, the Design-Builder, as soon as practicable after award of the
Design-Build Contract, shall furnish in writing to the Owner the names of
additional persons or entities not originally included in the Design-Builder’s
proposal or in substitution of a person or entity (including those who are to
furnish design services or materials or equipment fabricated to a special
design) proposed for each principal portion of the Work. The Owner will
promptly reply to the Design-Builder in writing stating whether or not the
Owner has reasonable objection to any such proposed additional person or
entity. Failure of the Owner to reply promptly shall constitute notice of no
reasonable objection. Notwithstanding anything herein to the contrary, the
Owner hereby agrees that the Design-Builder may contract portions of the Work
to the Design-Builder or divisions or subsidiaries of the Design-Builder
pursuant to a contractual agreement, and the contract sum thereof shall
constitute, as applicable, a Cost of the Work or a portion of the Stipulated
Sum. It is anticipated that Design-Builder will subcontract the scopes of work
for tilt up concrete, floor slabs and foundations to Concrete Strategies.


§  A.5.2 The
Design-Builder shall not contract with a proposed person or entity to whom
which the Owner has made reasonable and timely objection. The Design-Builder
shall not be required to contract with anyone to whom the Design-Builder has
made reasonable objection.


§  A.5.3 If
the Owner has reasonable objection to a person or entity proposed by the
Design-Builder, the Design-Builder shall propose another to whom the Owner has
no reasonable objection. If the proposed but rejected additional person or
entity was reasonably capable of performing the Work, the Contract Sum and Contract
Time shall be increased or decreased by the difference, if any, occasioned by
such change, and an appropriate Change Order shall be issued before
commencement of the substitute person’s or entity’s Work. However, no increase
in the Contract Sum or Contract Time shall be allowed for such change unless
the Design-Builder has acted promptly and responsively in submitting names as
required.


§ A.5.4 The Design-Builder shall not change a person
or entity previously selected if the Owner, after receiving written notice of
such change, makes reasonable objection to such substitute.


§ A.5.5 CONTINGENT
ASSIGNMENT OF CONTRACTS


§ A.5.5.1 Each agreement for a portion of the Work is
assigned by the Design-Builder to the Owner provided that:


.1                        assignment
is effective only after termination of the Design-Build Contract by the Owner
for cause pursuant to Section A.14.2 and only for those agreements which the
Owner accepts by notifying the Contractor and Design-Builder in writing; and


.2                        assignment is subject to the prior
rights of the surety, if any, obligated under bond relating to the Design Build
Contract.


§ A.5.5.2 Upon such assignment, if the Work has been
suspended for more than 30 days, the Contractor’s compensation shall be
equitably adjusted for increases in cost resulting from the suspension.


 


	
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  AIA Document A141TM – 2004 Exhibit A. Copyright © 2004 by The American Institute of
  Architects. All rights reserved. WARNING: This AIA® Document is protected by U.S. Copyright Law
  and International Treaties. Unauthorized reproduction or distribution of this
  AIA® Document, or any portion of it, may result
  in severe civil and criminal penalties, and will be prosecuted to the maximum
  extent possible under the law. This document was produced by AIA
  software at 13:42:02 on 01/18/2007 under Order No.1000275504_1 which expires
  on 12/20/2007, and is not for resale. 

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ARTICLE A.6  CONSTRUCTION BY OWNER OR BY SEPARATE
CONTRACTORS


§ A.6.1 OWNER’S RIGHT TO PERFORM
CONSTRUCTION AND TO AWARD SEPARATE CONTRACTS


§ A.6.1.1 The Owner reserves the
right to perform construction or operations related to the Project with the
Owner’s own forces and to award separate contracts in connection with other
portions of the Project or other construction or operations on the site , and
where factually warranted and commercially reasonable, under terms and
conditions identical or substantially similar to those contained in the
Design-Build Documents, including those portions related to insurance and
waiver of subrogation. The Design-Builder shall use reasonable efforts to
cooperate with the Owner and separate contractors whose work might interfere with
the Design-Builder’s Work. If the Design-Builder claims that delay or
additional cost is involved because of such action by the Owner or separate
contractors, the Design-Builder shall make such Claim as provided in Section
A.4.1.


§ A.6.1.2 The term “separate
contractor” shall mean any contractor retained by the Owner pursuant to Section
A.6.1.1.


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


§ A.6.1.4


Unless otherwise provided in the Design-Build Documents, (a) should
Owner perform construction related to the Project with Owner’s own forces, then
Owner shall be deemed to be subject to the same obligations and to have the
same rights which apply to Design Builder under the Design-Build Documents and
(b) should Owner perform construction related to the Project pursuant to
separate contracts with other contractors, then Owner shall utilize, to the
extent suitable, standard AIA forms of agreements and exercise its best efforts
to include provisions in such contracts which, based upon the facts of the work
required by the separate contractors, are substantially similar to the
provisions of the Design-Build Documents including, without limitation, the
provisions included in Articles A.3, A.6, A.10, A.1 1 and A.1 2. Without
limiting the generality of the foregoing, if the Owner awards separate
contracts with any other contractors for any work at the Project site during
the performance of the Work, then the Owner shall cause each and every such
other separate contractor (and their subcontractors of any tier) to name the
Design-Builder as an additional insured on all liability insurance policies
maintained by such separate contractor (and their subcontractors of any tier)
to the extent such policies cover liabilities relating to the Project or other
work being performed at the Project site. The Owner shall furnish to the
Design-Builder written evidence that such insurance is in effect and that the
Design-Builder has been named an additional insured as aforesaid upon execution
of any such separate contract.


§ A.6.2 MUTUAL RESPONSIBILITY


§ A.6.2.1 The Design-Builder shall
afford the Owner and separate contractors reasonable opportunity for
introduction and storage of their materials and equipment and performance of
their activities and shall connect and coordinate the Design-Builder’s
construction and operations with theirs as required by the Design-Build
Documents.


§ A.6.2.2 If part of the
Design-Builder’s Work depends for proper execution or results upon design,
construction or operations by the Owner or a separate contractor, the
Design-Builder shall, prior to proceeding with that portion of the Work,
promptly report to the Owner apparent discrepancies or defects in such other
construction that would render it unsuitable for such proper execution and
results. Failure of the Design-Builder so to report shall constitute an
acknowledgment that the Owner’s or separate contractor’s completed or partially
completed construction is fit and proper to receive the Design-Builder’s Work,
except as to defects not then reasonably discoverable.


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


 


	
  Init.

  

  

  /

  	
   

  	
  AIA Document A141TM – 2004 Exhibit A. Copyright © 2004 by The American Institute of
  Architects. All rights reserved. WARNING: This AIA® Document is protected by U.S. Copyright Law
  and International Treaties. Unauthorized reproduction or distribution of this
  AIA® Document, or any portion of it, may result
  in severe civil and criminal penalties, and will be prosecuted to the maximum
  extent possible under the law. This document was produced by AIA
  software at 13:42:02 on 01/18/2007 under Order No.1000275504_1 which expires
  on 12/20/2007, and is not for resale. 

  User
  Notes:                                                                                                                          (4026764805)

  	
   

  



 



 17
 









§ A.6.2.4 The Design-Builder shall promptly remedy damage
wrongfully caused by the Design-Builder to completed or partially completed
construction or to property of the Owner or separate contractors as provided in
Section A.10.2.5.


§ A.6.2.5 The Owner and each separate contractor shall
have the same responsibilities for cutting and patching as are described for
the Design-Builder in Section A.3.13.


§ A.6.3 OWNER’S RIGHT TO CLEAN UP


§ A.6.3.1 If a dispute arises among the Design-Builder,
separate contractors and the Owner as to the responsibility under their respective
contracts for maintaining the premises and surrounding area free from waste
materials and rubbish, the Owner may clean up and the cost among those
responsible shall be equitably allocated.


ARTICLE A.7  CHANGES IN THE WORK


§A.7.1 GENERAL


§ A.7.1.1 Changes in the Work may be accomplished after
execution of the Design-Build Contract, and without invalidating the
Design-Build Contract, by Change Order, subject to the limitations stated in
this Article A.7 and elsewhere in the Design-Build Documents.


§ A.7.1.2 A Change Order shall be based upon agreement
between the Owner and Design-Builder as provided in the Agreement.


§ A.7.1.3 Changes in the Work shall be performed under
applicable provisions of the Design-Build Documents, and the Design-Builder
shall proceed promptly, unless otherwise provided in the Change Order.


§A.7.2 CHANGE ORDERS


§ A.7.2.1 If the other provisions of the Design-Build
Documents require that a Change Order be issued and the Owner and the
Design-Builder are unable to agree upon the terms thereof as provided in the
Agreement within ten days of a written demand given by either party to the
other party to so agree, then the dispute shall be resolved as provided in
Article A.4 herein. In any such dispute resolution proceedings the parties
agree that the following terms of the Change Order shall be determined:


.1                        a change
in the Work;


.2                        the amount
of the adjustment, if any, in the Contract Sum; and


.3                        the extent of the adjustment,
if any, in the Contract Time.


§ A.7.2.2 If the Owner requests a proposal for a change
in the Work from the Design-Builder and subsequently elects not to proceed with
the change, a Change Order shall be issued to reimburse the Design-Builder for
any costs incurred for estimating services, design services or preparation of
proposed revisions to the Design-Build Documents.


§ A.7.2.3 In any dispute resolution proceeding over a
Change Order, the methods used in determining adjustments to the Contract Sum
may include those listed in Section A.7.3.6. Nothing in this Article A.7 shall
limit, reduce or otherwise affect the rights of the Design-Builder under the
Agreement to condition its obligation to make any changes in the Work requested
or directed by the Owner based upon the full execution and delivery of an
acceptable Change Order as provided in the Agreement.


§ A.7.2.4 Execution of any Change Order shall
constitute a final agreement on all matters relating to the change in the Work
which is the subject of the Change Order, including, but not limited to, all
direct and indirect costs associated with such change and any and all
adjustments to the Contract Sum and the construction schedule. In the event a
Change Order increases the Contract Sum, Design-Builder shall include the Work
covered by such Change Orders in Applications for Payment as if such Work were
originally part of the contract Documents.


§ A.7.3 CONSTRUCTION CHANGE
DIRECTIVES


§ A.7.3.1 [Deliberately Left Blank]


§ A.7.3.2 [Deliberately Left Blank]


§ A.7.3.3 [Deliberately Left Blank]


 


	
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  AIA Document A141TM – 2004 Exhibit A. Copyright © 2004 by The American Institute of
  Architects. All rights reserved. WARNING: This AIA® Document is protected by U.S. Copyright Law
  and International Treaties. Unauthorized reproduction or distribution of this
  AIA® Document, or any portion of it, may result
  in severe civil and criminal penalties, and will be prosecuted to the maximum
  extent possible under the law. This document was produced by AIA
  software at 13:42:02 on 01/18/2007 under Order No.1000275504_1 which expires
  on 12/20/2007, and is not for resale. 

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.1


.2


.3


.4


§ A.7.3.4 [Deliberately Left Blank]


§ A.7.3.5 [Deliberately Left Blank]


§ A.7.3.6 In any dispute between the Design-Builder and
the Owner over the method for adjustment in the Contract Sum in connection with
any Change Order or in connection with any other adjustment in the Contract Sum
to which the Design-Builder is entitled under the Design-Build Documents, then
the method and the adjustment shall be determined on the basis of reasonable
expenditures and savings of those performing the Work attributable to the
change, including, in case of an increase in the Contract Sum, a reasonable
allowance for overhead. In such case, the Design-Builder shall keep and present
a reasonably itemized accounting together with appropriate supporting data.
Unless otherwise provided in the Design-Build Documents, costs for the purposes
of this Section A.7.3.6 shall be limited to the following:


.1                        additional
costs of professional services;


.2                        costs of
labor, including social security, old age and unemployment insurance, fringe
benefits required by agreement or custom, and workers’ compensation insurance;


.3                        costs of
materials, supplies and equipment, including cost of transportation, whether
incorporated or consumed;


.4                        rental
costs of machinery and equipment, exclusive of hand tools, whether rented from
the Design-Builder or others;


.5                        costs of
premiums for all bonds and insurance, permit fees, and sales, use or similar
taxes related to the Work;


.6                        additional
costs of supervision and field office personnel directly attributable to the
change; and


.7                        where the Contract Sum is based
upon the Cost of the Work plus Design-Builder’s Fee with or without a
Guaranteed Maximum Price, all other costs that would be considered to be Costs
of the Work under the Design-Build Documents; and


§ A.7.3.7 The amount of credit to be allowed by the
Design-Builder to the Owner for a deletion or change that results in a net
decrease in the Contract Sum shall be actual net cost. When both additions and
credits covering related Work or substitutions are involved in a change, the
allowance for overhead shall be figured on the basis of net increase, if any,
with respect to that change.


§ A.7.3.8 Pending final determination of the total cost
of a Change Order, amounts not in dispute for such changes in the Work shall be
included in Applications for Payment accompanied by a Change Order indicating
the parties’ agreement with part or all of such costs and the Owner shall be
obligated to pay such costs together with any fee as otherwise provided for in
the Agreement.


§ A.7.3.9 When the Owner and Design-Builder reach
agreement concerning any adjustments in any one or more of the Work, the
Contract Sum or the Contract Time, or otherwise reach agreement upon the
adjustments, such agreement shall be effective immediately and shall be
recorded by preparation and execution of an appropriate Change Order.


§ A.7.4 MINOR CHANGES IN THE WORK


§ A.7.4.1 [Deliberately Left Blank]


ARTICLE A.8  TIME


§A.8.1 DEFINITIONS


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


§ A.8.1.2 The date of commencement of the Work shall be
the date stated in the Agreement unless provision is made for the date to be
fixed in a notice to proceed issued by the Owner.


 


	
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  AIA Document A141TM – 2004 Exhibit A. Copyright © 2004 by The American Institute of
  Architects. All rights reserved. WARNING: This AIA® Document is protected by U.S. Copyright Law
  and International Treaties. Unauthorized reproduction or distribution of this
  AIA® Document, or any portion of it, may result
  in severe civil and criminal penalties, and will be prosecuted to the maximum
  extent possible under the law. This document was produced by AIA
  software at 13:42:02 on 01/18/2007 under Order No.1000275504_1 which expires
  on 12/20/2007, and is not for resale. 

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§ A.8.1.3 The date of Substantial
Completion is the date when Substantial Completion is actually achieved in
accordance with Section A.9.8.


§ A.8.1.4 The term “day” as used in
the Design-Build Documents shall mean calendar day unless otherwise
specifically defined.


§ A.8.2 PROGRESS AND COMPLETION


§ A.8.2.1 Time limits stated in the
Design-Build Documents are of the essence of the Design-Build Contract. By
executing the Design-Build Contract, the Design-Builder confirms that the
Contract Time is a reasonable period for performing the Work.


§ A.8.2.2 The Design-Builder shall
not knowingly, except by agreement or instruction of the Owner in writing,
prematurely commence construction operations on the site or elsewhere prior to
the effective date of insurance required by Article A.11 to be furnished by the
Design-Builder and Owner. The date of commencement of the Work shall not be
changed by the effective date of such insurance. Unless the date of
commencement is established by the Design-Build Documents or a notice to
proceed given by the Owner, the Design-Builder shall notify the Owner in
writing not less than five days or other agreed period before commencing the
Work to permit the timely filing of mortgages, mechanic’s liens and other
security interests.


§ A.8.2.3 The Design-Builder shall
proceed expeditiously with adequate forces and shall achieve Substantial
Completion within the Contract Time.


§ A.8.3 DELAYS AND EXTENSIONS OF TIME


§ A.8.3.1 The schedule in Exhibit I
contains provisions for 2 lost work days per month from November 1, 2006 to
July 1, 2007. If the Design-Builder is delayed at any time in the commencement
or progress of the Work by an act or neglect of the Owner, or of an employee of
Owner, or of a separate contractor employed by the Owner, or by changes ordered
in the Work, or by labor disputes, fire, unusual delay in deliveries, the
imposition of quotas or other restrictions on the ability of the Design-Builder
to obtain material or equipment, unavoidable casualties or other causes beyond
the Design-Builder’s control, adverse weather conditions or adverse site
conditions caused by adverse weather which prevent construction activities of
the type then scheduled, delays caused by governmental authorities (not caused
as a result of fault on the part of the Design-Builder), or by delay authorized
by the Owner pending resolution of disputes pursuant to the Design-Build
Documents, then the Contract Time shall be extended by Change Order for a
reasonable time and the Contract Sum shall be adjusted by Change Order to the
extent reasonably necessary to compensate the Design-Builder for any increases
in the cost of the Work caused by such delay and to the extent that
Design-Builder has exhausted the 2 lost work days.


§ A.8.3.2 Claims relating to time
shall be made in accordance with applicable provisions of Section A.4.1.7.


§ A.8.3.3 This Section A.8.3 does
not preclude recovery of damages for delay by either party under other
provisions of the Design-Build Documents.


ARTICLE A.9 PAYMENTS AND COMPLETION


§ A.9.1 CONTRACT SUM


§ A.9.1.1 The Contract Sum is stated
in the Design-Build Documents and, including authorized adjustments, is the
total amount payable by the Owner to the Design-Builder for performance of the
Work under the Design-Build Documents.


§ A.9.2 SCHEDULE OF VALUES


§ A.9.2.1 Before the first
Application for Payment, where the Contract Sum is based upon a Stipulated Sum
or the Cost of the Work plus Design-Builder’s Fee with a Guaranteed Maximum
Price, the Design-Builder shall submit to the Owner an initial schedule of
values allocated to various portions of the Work prepared in such form and
supported by such data to substantiate its accuracy as the Owner may require.
This schedule, unless objected to by the Owner, shall be used as a basis for
reviewing the Design-Builder’s Applications for Payment. The schedule of values
may be updated periodically to reflect changes in the allocation of the
Contract Sum.


	
  

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  AIA Document A141TM – 2004 Exhibit A. Copyright © 2004 by The American
  Institute of Architects. All rights reserved.
  WARNING: This AIA® Document is protected by U.S. Copyright Law
  and International Treaties. Unauthorized reproduction or distribution of this
  AIA® Document, or any portion of it, may result
  in severe civil and criminal penalties, and will be prosecuted to the maximum
  extent possible under the law. This document was produced by AIA software
  at 13:42:02 on 01/18/2007 under Order No.1000275504_1 which expires on
  12/20/2007, and is not for resale.

  
	
   

  	
   

  	
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§ A.9.3 APPLICATIONS FOR PAYMENT


§  A.9.3.1
At least twenty days before the date established for each progress payment, the
Design-Builder shall submit to the Owner an itemized Application for Payment
for operations completed in accordance with the current schedule of values.
Such application shall be notarized, if required, and supported by such data
substantiating the Design-Builder’s right to payment as the Owner may
reasonably require, such as copies of requisitions from Contractors and
material suppliers, and reflecting retainage if provided for in the
Design-Build Documents.


§ A.9.3.1.1 [Deliberately Left
Blank]


§ A.9.3.1.2 Such applications may
not include requests for payment for portions of the Work for which the
Design-Builder does not intend to pay to a Contractor or material supplier or
other parties providing services for the Design-Builder, unless such Work has
been performed by others whom the Design-Builder intends to pay.


§ A.9.3.2 Unless otherwise provided
in the Design-Build Documents, payments shall be made on account of materials
and equipment delivered and suitably stored at the site for subsequent
incorporation in the Work. If approved in advance by the Owner, payment may
similarly be made for materials and equipment suitably stored off the site at a
location agreed upon in writing. Payment for materials and equipment stored on
or off the site shall be conditioned upon compliance by the Design-Builder with
procedures satisfactory to the Owner to establish the Owner’s title to such
materials and equipment or otherwise protect the Owner’s interest and shall
include the costs of applicable insurance, storage and transportation to the
site for such materials and equipment stored off the site.


§ A.9.3.3 The Design-Builder
warrants that title to all Work other than Instruments of Service covered by an
Application for Payment will pass to the Owner no later than the time of
payment. The Design-Builder further warrants that, upon submittal of an
Application for Payment, all Work for which payments have been received from
the Owner shall be free and clear of liens, claims, security interests or
encumbrances in favor of the Design-Builder, Contractors, Subcontractors,
material suppliers, or other persons or entities making a claim by reason of
having provided labor, materials and equipment relating to the Work.


§ A.9.4 ACKNOWLEDGEMENT OF
APPLICATION FOR PAYMENT


§ A.9.4.1 The Owner shall, within
twenty days after receipt of the Design-Builder’s Application for Payment,
either pay the amount of such Application for Payment to the Design-Builder, or
notify the Design-Builder in writing of the Owner’s reasons for withholding
payment in whole or in part as provided in Section A.9.5.1.


§ A.9.4.2 The making of a Payment
will constitute an acknowledgement by the Owner that the Work has progressed to
the point indicated in the Schedule of Values. The making of a Payment will
further constitute an acknowledgement that the Design-Builder is entitled to
payment in the amount requested in the Application for Payment. The foregoing
acknowledgements are subject to an evaluation of the Work for conformance with
the Design-Build Documents upon Substantial Completion, to results of
subsequent tests and inspections, to correction of minor deviations from the
Design-Build Documents prior to completion and to specific qualifications
expressed by the Owner.


§ A.9.5 DECISIONS TO WITHHOLD PAYMENT


§ A.9.5.1 If the
Owner withholds a payment of all or any portion of an Application for Payment,
then the Owner will notify the Design-Builder as provided in Section A.9.4.1.
If the Design-Builder and the Owner cannot agree on a revised amount, the Owner
will promptly pay the amount which is not in dispute. The Owner may withhold a
Payment or, because of subsequently discovered evidence, may nullify the whole
or a part of an Application for Payment previously issued to such extent as may
be reasonably necessary to protect the Owner from loss for which the
Design-Builder is responsible, resulting from acts and omissions, because of
the following:


.1                        defective
Work not remedied;


.2                        third-party
claims filed or reasonable evidence indicating probable filing of such claims
unless security acceptable to the Owner is provided by the Design-Builder;


.3                        failure
of the Design-Builder to make payments properly to Contractors or for design
services labor, materials or equipment;


.4                        
reasonable evidence that the Work cannot be completed for the unpaid balance of
the Contract Sum;


.5                        damage
to the Owner or a separate contractor;


.6                        reasonable
evidence that the Work will not be completed within the Contract Time and that
the unpaid balance would not be adequate to cover actual or liquidated damages
for the anticipated delay; or


	
  

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  AIA Document A141TM – 2004 Exhibit A. Copyright © 2004 by The American
  Institute of Architects. All rights reserved.
  WARNING: This AIA® Document is protected by U.S. Copyright Law
  and International Treaties. Unauthorized reproduction or distribution of this
  AIA® Document, or any portion of it, may result
  in severe civil and criminal penalties, and will be prosecuted to the maximum
  extent possible under the law. This document was produced by AIA software
  at 13:42:02 on 01/18/2007 under Order No.1000275504_1 which expires on
  12/20/2007, and is not for resale.

  
	
   

  	
   

  	
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.7                        persistent failure to carry out
the Work in accordance with the Design-Build Documents.


§ A.9.5.2 When the above reasons for
withholding payment are removed, payment will be made for amounts previously
withheld. Notwithstanding anything to the contrary in the foregoing, if the
Design-Builder provides the Owner with a lien bond sufficient to cover
mechanics’ liens filed by the Design-Builder or any Contractor, the Owner shall
not withhold payment as set forth in Section A.9.5.1.3 herein. The
Design-Builder will diligently pursue the removal of any lien filed by a
Contractor (unless in the reasonable determination of the Design-Builder, the
ultimate obligation for the Claim filed by the Contractor lies with the Owner),
and, regardless of whether a lien bond is provided as set forth above, during
such time the Owner shall not satisfy or pay off the lien or otherwise settle
or compromise the Contractor’s claim; provided, however, that promptly after a
final, non-appealable judgment is rendered directing that the property be sold
to satisfy the lien, and in any event prior to the date of such sale, the
Design-Builder will satisfy the lien and pay the Contractor all amounts owing.


§ A.9.6 PROGRESS PAYMENTS


§ A.9.6.1 After the Owner has
received an Application for Payment that complies with the requirements of the
Design-Build Documents, the Owner shall make payment of the amount, in the
manner and within the time provided in the Design-Build Documents.


§ A.9.6.2 The Design-Builder shall
promptly pay the Architect, each design professional and other consultants
retained directly by the Design-Builder, upon receipt of payment from the
Owner, out of the amount paid to the Design-Builder on account of each such
party’s respective portion of the Work, the amount to which each such party is
entitled.


§ A.9.6.3 The Design-Builder shall
promptly pay each Contractor, upon receipt of payment from the Owner, out of
the amount paid to the Design-Builder on account of such Contractor’s portion
of the Work, the amount to which said Contractor is entitled, reflecting
percentages actually retained from payments to the Design-Builder on account of
the Contractor’s portion of the Work. The Design-Builder shall, by appropriate
agreement with each Contractor, require each Contractor to make payments to
Subcontractors in a similar manner.


§ A.9.6.4 The Owner shall have no
obligation to pay or to see to the payment of money to a Contractor except as
may otherwise be required by law.


§  A.9.6.5 Payment to material suppliers shall be treated in a
manner similar to that provided in Sections A.9.6.3 and A.9.6.4.


§ A.9.6.6 A progress payment, or
partial or entire use or occupancy of the Project by the Owner, shall not
constitute acceptance of Work not in accordance with the Design-Build
Documents.


§  A.9.6.7 Unless the Design-Builder provides the Owner with a
payment bond in the full penal sum of the Contract Sum, payments received by
the Design-Builder for Work properly performed by Contractors and suppliers
shall be held by the Design-Builder for those Contractors or suppliers who
performed Work or furnished materials, or both, under contract with the
Design-Builder for which payment was made by the Owner. Nothing contained
herein shall require money to be placed in a separate account and not be
commingled with money of the Design-Builder, shall create any fiduciary
liability or tort liability on the part of the Design-Builder for breach of
trust or shall entitle any person or entity to an award of punitive damages
against the Design-Builder for breach of the requirements of this provision.


§ A.9.7 FAILURE OF PAYMENT


§ A.9.7.1 If the Owner does not
issue a Payment on an Application for Payment within the time period required
by Section 5.1.3 of the Agreement, or if the Owner withholds payment pursuant
to Section 9.5.1 without notice as provided in Section A.9.4.1 or if the Owner
does not pay the Design-Builder within seven days after the date established in
the Design-Build Documents any other amount due to the Design-Builder hereunder
or within the time specified in any dispute resolution, then the Design-Builder
may stop the Work until payment of the amount owing has been received. The Contract
Time shall be extended appropriately and the Contract Sum shall be increased by
the amount of the Design-Builder’s reasonable costs of shutdown, delay and
start-up, plus interest as provided for in the Design-Build Documents. This
right to stop work for non-payment is an agreed upon exception to the
Design-Builder’s general agreement not to stop work during the dispute
resolution process.


	
  

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  AIA Document A141TM – 2004 Exhibit A. Copyright © 2004 by The American
  Institute of Architects. All rights reserved.
  WARNING: This AIA® Document is protected by U.S. Copyright Law
  and International Treaties. Unauthorized reproduction or distribution of this
  AIA® Document, or any portion of it, may result
  in severe civil and criminal penalties, and will be prosecuted to the maximum
  extent possible under the law. This document was produced by AIA software
  at 13:42:02 on 01/18/2007 under Order No.1000275504_1 which expires on
  12/20/2007, and is not for resale.

  
	
   

  	
   

  	
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 22
 









§ A.9.8 SUBSTANTIAL COMPLETION


§ A.9.8.1 Substantial Completion is
the stage in the progress of the Work when the Work or designated portion
thereof is sufficiently complete in accordance with the Design-Build Documents
so that the Owner can occupy or use the Work or a portion thereof for its
intended use.


§ A.9.8.2 When the Design-Builder
considers that the Work, or a portion thereof which the Owner agrees to accept
separately, is substantially complete, the Design-Builder shall prepare and
submit to the Owner a comprehensive list of items to be completed or corrected
prior to final payment. Failure to include an item on such list does not alter
the responsibility of the Design-Builder to complete all Work in accordance
with the Design-Build Documents.


§ A.9.8.3 Upon receipt of the
Design-Builder’s list, the Owner shall make an inspection to determine whether
the Work or designated portion thereof is substantially complete. If the Owner’s
inspection discloses any item, whether or not included on the Design-Builder’s
list, which is not substantially complete, the Design-Builder shall complete or
correct such item. In such case, the Design-Builder shall then submit a request
for another inspection by the Owner to determine whether the Design-Builder’s
Work is substantially complete.


§ A.9.8.4 In the event of a dispute
regarding whether the Design-Builder’s Work is substantially complete, the
dispute shall be resolved pursuant to Article A.4.


§ A.9.8.5 When the Work or
designated portion thereof is substantially complete, the Design-Builder shall
prepare for the Owner’s signature an Acknowledgement of Substantial Completion
which, when signed by the Owner, shall establish (1) the date of Substantial
Completion of the Work, (2) responsibilities between the Owner and
Design-Builder for security, maintenance, heat, utilities, damage to the Work
and insurance, and (3) the time within which the Design-Builder shall finish
all items on the list accompanying the Acknowledgement. When the Owner’s
inspection discloses that the Work or a designated portion thereof is
substantially complete, the Owner shall sign the Acknowledgement of Substantial
Completion. Warranties required by the Design-Build Documents shall commence on
the date of Substantial Completion of the Work or designated portion thereof
unless otherwise provided in the Acknowledgement of Substantial Completion.


§ A.9.8.6 Upon execution of the
Acknowledgement of Substantial Completion and consent of surety, if any, the
Owner shall make payment of retainage applying to such Work or designated
portion thereof. Such payment shall be adjusted for Work that is incomplete or
not in accordance with the requirements of the Design-Build Documents.


§ A.9.9 PARTIAL OCCUPANCY OR USE


§ A.9.9.1  The
Design-Builder will strive for partial occupancy of the building (Column lines
10 thru 27 and A thru C.5) for the purpose of beginning erection of mezzanine
and conveyor systems. This area will not be complete at time of mobilization by
others and work in this area by the Design-Builder will still be in progress.
The Owner may occupy or use any completed or partially completed portion of the
Work at any stage when such portion is designated by separate agreement with
the Design-Builder, provided such occupancy or use is consented to by the
insurer, if so required by the insurer, and authorized by public authorities
having jurisdiction over the Work. Such partial occupancy or use may commence
whether or not the portion is substantially complete, provided the Owner and
Design-Builder have accepted in writing the responsibilities assigned to each
of them for payments, retainage, if any, security, maintenance, heat,
utilities, damage to the Work and insurance, and have agreed in writing
concerning the period for completion or correction of the Work and commencement
of warranties required by the Design-Build Documents. When the Design-Builder
considers a portion substantially complete, the Design-Builder shall prepare and
submit a list to the Owner as provided under Section A.9.8.2. Consent of the
Design-Builder to partial occupancy or use shall not be unreasonably withheld.
The stage of the progress of the Work shall be determined by written agreement
between the Owner and Design-Builder.


(Paragraphs deleted)


§ A.9.9.2 Immediately prior to such
partial occupancy or use, the Owner and Design-Builder shall jointly inspect
the area to be occupied or portion of the Work to be used to determine and
record the condition of the Work.


§ A.9.9.3 Unless otherwise agreed
upon, partial occupancy or use of a portion or portions of the Work shall not
constitute acceptance of Work not complying with the requirements of the
Design-Build Documents.


	
  

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  AIA Document A141TM – 2004 Exhibit A. Copyright © 2004 by The American
  Institute of Architects. All rights reserved.
  WARNING: This AIA® Document is protected by U.S. Copyright Law
  and International Treaties. Unauthorized reproduction or distribution of this
  AIA® Document, or any portion of it, may result
  in severe civil and criminal penalties, and will be prosecuted to the maximum
  extent possible under the law. This document was produced by AIA software
  at 13:42:02 on 01/18/2007 under Order No.1000275504_1 which expires on
  12/20/2007, and is not for resale.

  
	
   

  	
   

  	
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§ A.9.10 FINAL COMPLETION AND FINAL
PAYMENT


§ A.9.10.1 Upon receipt of written notice that the Work
is ready for final inspection and acceptance and upon receipt of a final
Application for Payment, the Owner shall promptly make such inspection and,
when the Work has been finally completed in accordance with the Design-Build
Documents and fully performed, the Owner shall, subject to Section A.9.10.2,
promptly make final payment of all amounts due and owing to the Design-Builder
under the Design-Build Documents.


§ A.9.10.2 Neither final payment nor any remaining
retained percentage will become due until the Design-Builder submits to the
Owner (1) an affidavit that payrolls, bills for materials and equipment, and
other indebtedness connected with the Work for which the Owner or the Owner’s
property might be responsible or encumbered (less amounts withheld by Owner)
have been paid or otherwise satisfied, (2) a certificate evidencing that insurance
required by the Design-Build Documents to remain in force after final payment
is currently in effect and will not be cancelled or allowed to expire until at
least 30 days’ prior written notice has been given to the Owner, (3) a written
statement that the Design-Builder knows of no substantial reason that the
insurance will not be renewable to cover the period required by the
Design-Build Documents, (4) consent of surety, if any, to final payment, (5) if
required by the Owner, other data establishing payment or satisfaction of
obligations, such as receipts, releases and waivers of liens, claims, security
interests or encumbrances arising out of the Design-Build Contract, to the
extent and in such form as may be designated by the Owner, and (6) as-built
documents, start up demonstrations, equipment manuals and warranties. If a
Contractor refuses to furnish a release or waiver required by the Owner, the
Design-Builder may furnish a bond satisfactory to the Owner to indemnify the
Owner against such lien. If such lien remains unsatisfied after payments are
made, the Design-Builder shall refund to the Owner all money that the Owner may
be liable to pay in connection with the discharge of such lien, including all
costs and reasonable attorneys’ fees.


§ A.9.10.3 If, after Substantial Completion of the Work
or a designated portion thereof, final completion thereof is materially delayed
through no fault of the Design-Builder or by issuance of a Change Order
affecting final completion, the Owner shall, upon application by the
Design-Builder, make payment of the balance due for that portion of the Work
fully completed and accepted. If the remaining balance for Work not fully
completed or corrected is less than retainage stipulated in the Design-Build
Documents, and if bonds have been furnished, the written consent of surety to
payment of the balance due for that portion of the Work fully completed and
accepted shall be submitted by the Design-Builder. Such payment shall be made
under terms and conditions governing final payment, except that it shall not
constitute a waiver of claims.


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


.1                        liens, Claims, security
interests or encumbrances arising out of the Design-Build Documents and unsettled;


.2                        failure of the Work to comply
with the requirements of the Design-Build Documents; or .


.3                        terms of special warranties
required by the Design-Build Documents.


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


ARTICLE
A.10 PROTECTION OF PERSONS AND PROPERTY


§ A.10.1
SAFETY PRECAUTIONS AND PROGRAMS


§ A.10.1.1 The Design-Builder shall be responsible for
initiating and maintaining all safety precautions and programs in connection
with the performance of the Design-Build Contract.


§ A.10.2
SAFETY OF PERSONS AND PROPERTY


§ A.10.2.1 The
Design-Builder shall take reasonable precautions for safety of, and shall
provide reasonable protection to prevent damage, injury or loss to:


.1                        employees
on the Work and other persons who may be affected thereby;


.2                        the
Work and materials and equipment to be incorporated therein, whether in storage
on or off the site or under the care, custody or control of the Design-Builder
or the Design-Builder’s Contractors or Subcontractors; and


.3                        other
property at the site or adjacent thereto, such as trees, shrubs, lawns, walks,
pavements, roadways, structures and utilities not designated for removal,
relocation or replacement in the course of construction.


	
  

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  AIA Document A141TM – 2004 Exhibit A. Copyright © 2004 by The American
  Institute of Architects. All rights reserved.
  WARNING: This AIA® Document is protected by U.S. Copyright Law
  and International Treaties. Unauthorized reproduction or distribution of this
  AIA® Document, or any portion of it, may result
  in severe civil and criminal penalties, and will be prosecuted to the maximum
  extent possible under the law. This document was produced by AIA software
  at 13:42:02 on 01/18/2007 under Order No.1000275504_1 which expires on
  12/20/2007, and is not for resale.

  
	
   

  	
   

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


§ A.10.2.3 The Design-Builder shall
erect and maintain, as required by existing conditions and performance of the
Design-Build Documents, reasonable safeguards for safety and protection,
including posting danger signs and other warnings against hazards, promulgating
safety regulations and notifying owners and users of adjacent sites and
utilities.


§ A.10.2.4 When use or storage of
explosives or other hazardous materials or equipment or unusual methods are
necessary for execution of the Work, the Design-Builder shall exercise utmost
care and carry on such activities under supervision of properly qualified
personnel.


§ A.10.2.5 The Design-Builder shall
promptly remedy damage and loss (other than damage or loss insured under
property insurance required by the Design-Build Documents) to property referred
to in Sections A. 10.2.1.2 and A. 10.2.1.3 caused in whole or in part by the
Design-Builder, the Architect, a Contractor, a Subcontractor, or anyone directly
or indirectly employed by any of them or by anyone for whose acts they may be
liable and for which the Design-Builder is responsible under Sections A.
10.2.1.2 and A. 10.2.1.3, except damage or loss attributable to acts or
omissions of the Owner or anyone directly or indirectly employed by the Owner,
or by anyone for whose acts the Owner may be liable, and not attributable to
the fault or negligence of the Design-Builder. The foregoing obligations of the
Design-Builder are in addition to the Design-Builder’s obligations under
Section A.3.17.


§ A.10.2.6 The Design-Builder shall
designate to the Owner a responsible individual whose duty shall be the
prevention of accidents.


§ A.10.2.7 The Design-Builder shall
not load or permit any part of the construction or site to be loaded so as to
endanger its safety.


§ A.10.3 HAZARDOUS MATERIALS


§ A.10.3.1 If reasonable precautions
will be inadequate to prevent foreseeable bodily injury or death to persons
resulting from a material or substance, including but not limited to asbestos
or polychlorinated biphenyl (PCB), encountered on the site by the
Design-Builder, the Design-Builder shall, upon recognizing the condition,
immediately stop Work in the affected area and report the condition to the
Owner.


§ A.10.3.2 The Owner shall obtain
the services of a licensed laboratory to verify the presence or absence of the
material or substance reported by the Design-Builder and, in the event such
material or substance is found to be present, to verify that it has been
rendered harmless. Unless otherwise required by the Design-Build Documents, the
Owner shall furnish in writing to the Design-Builder the names and
qualifications of persons or entities who are to perform tests verifying the
presence or absence of such material or substance or who are to perform the
task of removal or safe containment of such material or substance. The
Design-Builder shall promptly reply to the Owner in writing stating whether or
not the Design-Builder has reasonable objection to the persons or entities
proposed by the Owner. If the Design-Builder has an objection to a person or
entity proposed by the Owner, the Owner shall propose another to whom the
Design-Builder has no reasonable objection. When the material or substance has
been rendered harmless, work in the affected area shall resume upon written
agreement of the Owner and Design-Builder. The Contract Time shall be extended
appropriately, and the Contract Sum shall be increased in the amount of the
Design-Builder’s reasonable additional costs of shutdown, delay and start-up,
which adjustments shall be accomplished as provided in Article A.7.


§ A.10.3.3 To the fullest extent
permitted by law, the Owner shall indemnify and hold harmless the
Design-Builder, Contractors, Subcontractors, Architect, Architect’s consultants
and the agents and employees of any of them from and against Claims, damages,
losses and expenses, including but not limited to attorneys’ fees, arising out
of or resulting from performance of the Work in the affected area if in fact the
material or substance presents the risk of bodily injury or death as described
in Section A. 10.3.1 and has not, after receipt of notice from Design-Builder
pursuant to A 10.3.1, been rendered harmless, provided that such Claim, damage,
loss or expense is attributable to bodily injury, sickness, disease or death or
to injury to or destruction of tangible property (other than the Work itself)
and provided that such damage, loss or expense is not due to the negligence of
a party seeking indemnity.


	
  

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  AIA Document A141TM – 2004 Exhibit A. Copyright © 2004 by The American
  Institute of Architects. All rights reserved.
  WARNING: This AIA® Document is protected by U.S. Copyright Law
  and International Treaties. Unauthorized reproduction or distribution of this
  AIA® Document, or any portion of it, may result
  in severe civil and criminal penalties, and will be prosecuted to the maximum
  extent possible under the law. This document was produced by AIA software
  at 13:42:02 on 01/18/2007 under Order No.1000275504_1 which expires on
  12/20/2007, and is not for resale.

  
	
   

  	
   

  	
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§ A.10.4 The Owner shall not be
responsible under Section A.10.3 for materials and substances brought to the
site by the Design-Builder unless such materials or substances were required by
the Design-Build Documents.


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


§A.10.6
EMERGENCIES


§ A.10.6.1 In an emergency affecting
safety of persons or property, the Design-Builder shall act, at the
Design-Builder’s discretion, to prevent threatened damage, injury or loss.
Additional compensation or extension of time claimed by the Design-Builder on
account of an emergency shall be determined as provided in Section A.4.1.7 and
Article A.7.


ARTICLE A.11   INSURANCE AND BONDS


§ A.11.1 Except as may otherwise be
set forth in the Agreement or elsewhere in the Design-Build Documents, the
Owner and Design-Builder shall purchase and maintain the following types of
insurance with limits of liability and deductible amounts and subject to such
terms and conditions, as set forth in this Article A.11.


§ A.11.2
DESIGN-BUILDER’S LIABILITY INSURANCE


§  A.11.2.1 The Design-Builder shall purchase from and maintain
in a company or companies lawfully authorized to do business in the
jurisdiction in which the Project is located such insurance, specified in
Exhibit C, as will protect the Design-Builder from claims set forth below that
may arise out of or result from the Design-Builder’s operations under the Design-Build
Contract and for which the Design-Builder may be legally liable, whether such
operations be by the Design-Builder, the Architect, by a Contractor or by
anyone directly or indirectly employed by any of them, or by anyone for whose
acts any of them may be liable:


.1                        claims
under workers’ compensation, disability benefit and other similar employee
benefit acts which are applicable to the Work to be performed;


.2                        claims for
damages because of bodily injury, occupational sickness or disease, or death of
the Design-Builder’s employees;


.3                        claims for
damages because of bodily injury, sickness or disease, or death of any person
other than the Design-Builder’s employees;


.4                        claims for
damages insured by usual personal injury liability coverage;


.5                        claims for
damages, other than to the Work itself, because of injury to or destruction of
tangible property, including loss of use resulting therefrom;


.6                        claims for
damages because of bodily injury, death of a person or property damage arising
out of ownership, maintenance or use of a motor vehicle;


.7                        claims for
bodily injury or property damage arising out of completed operations; and


.8                        claims involving contractual
liability insurance applicable to the Design-Builder’s obligations under
Section A3.17.


§ A.11.2.2 The insurance required by
Section A.11.2.1 shall be written for not less than limits of liability
specified in the Design-Build Documents or required by law, whichever coverage
is greater. Coverages, whether written on an occurrence or claims-made basis,
shall be maintained without interruption from date of commencement of the Work
until date of final payment and termination of any coverage required to be
maintained after final payment.


§ A.11.2.3 Certificates of insurance
acceptable to the Owner shall be filed with the Owner prior to commencement of
the Work. These certificates and the insurance policies required by this
Section A.11.2 shall contain a provision that coverages afforded under the
policies will not be canceled or allowed to expire until at least 30 days’
prior written notice has been given to the Owner. If any of the foregoing
insurance coverages are required to remain in force after final payment and are
reasonably available, an additional certificate evidencing continuation of such
coverage shall be submitted with the final Application for Payment as required
by Section A.9.10.2. Information concerning reduction of coverage on account of
revised limits or claims paid under the General Aggregate, or both, shall be
furnished by the Design-Builder with reasonable promptness in accordance with
the Design-Builder’s information and belief.


	
  

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  AIA Document A141TM – 2004 Exhibit A. Copyright © 2004 by The American
  Institute of Architects. All rights reserved.
  WARNING: This AIA® Document is protected by U.S. Copyright Law
  and International Treaties. Unauthorized reproduction or distribution of this
  AIA® Document, or any portion of it, may result
  in severe civil and criminal penalties, and will be prosecuted to the maximum
  extent possible under the law. This document was produced by AIA software
  at 13:42:02 on 01/18/2007 under Order No.1000275504_1 which expires on
  12/20/2007, and is not for resale.

  
	
   

  	
   

  	
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§ A.11.3 OWNER’S
LIABILITY INSURANCE


§ A.11.3.1 The Owner shall be
responsible for purchasing and maintaining the Owner’s usual liability
insurance.


§ A.1 1.4 PROPERTY INSURANCE Owner shall purchase and maintain in a
company or companies lawfully authorized to do business in the jurisdiction in
which the Project is located, property insurance , as specified in Exhibit C,
written on a builder’s risk, “all-risk” or equivalent policy form in the amount
of the initial Contract Sum, plus the value of subsequent Design-Build Contract
modifications and cost of materials supplied or installed by others, comprising
total value for the entire Project at the site on a replacement cost basis
without optional deductibles. Such property insurance shall be maintained,
unless otherwise provided in the Design-Build Documents or otherwise agreed in
writing by all persons and entities who are beneficiaries of such insurance,
until final payment has been made as provided in Section A.9.10 or until no
person or entity other than the Owner has an insurable interest in the property
required by this Section A.1 1.4 to be covered, whichever is later. This
insurance shall include interests of the Owner, Design-Builder, Contractors and
Subcontractors in the Project.


(Paragraphs deleted)


§ A.11.4.1.1 Property insurance
shall be on an “all-risk” or equivalent policy form and shall include, without
limitation, insurance against the perils of fire (with extended coverage) and
physical loss or damage including, without duplication of coverage, theft,
vandalism, malicious mischief, collapse, earthquake, flood, windstorm,
falsework, testing and startup, temporary buildings and debris removal,
including demolition occasioned by enforcement of any applicable legal
requirements, and shall cover reasonable compensation for Design-Builder’s services
and expenses required as a result of such insured loss.


§ A.11.4.1.2 [Deliberately Left
Blank].


§ A.11.4.1.3 If the property
insurance requires deductibles, the Owner shall pay costs of such deductibles.


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


§ A.11.4.1.5 Partial occupancy or
use in accordance with Section A.9.9 shall not commence until the insurance
company or companies providing property insurance have consented to such
partial occupancy or use, by endorsement or otherwise. The Owner and the
Design-Builder shall take reasonable steps to obtain consent of the insurance
company or companies and shall, without mutual written consent, take no action
with respect to partial occupancy or use that would cause cancellation, lapse
or reduction of insurance.


§ A.11.4.2 Boiler and Machinery Insurance. The
Owner shall purchase and maintain boiler and machinery insurance required by
the Design-Build Documents or by law, which shall specifically cover such
insured objects during installation and until final acceptance by the Owner;
this insurance shall include interests of the Owner, Design-Builder,
Contractors and Subcontractors in the Work, and the Owner and Design-Builder
shall be named insureds.


§ A.11.4.3 Loss of Use Insurance. The
Owner, at the Owner’s option, may purchase and maintain such insurance as will
insure the Owner against loss of use of the Owner’s property due to fire or
other hazards, however caused. The Owner waives all rights of action against
the Design-Builder, Architect, the Design-Builder’s other design professionals,
if any, Contractors and Subcontractors for loss of use of the Owner’s property,
including consequential losses due to fire or other hazards, however caused.


§ A.11.4.4 [Deliberately Left Blank]


§  A.11.4.5
If during the Project construction period the Owner insures
properties, real or personal or both, at or adjacent to the site by property
insurance under policies separate from those insuring the Project, or if after
final payment property insurance is to be provided on the completed Project
through a policy or policies other than those insuring the Project during the
construction period, the Owner shall waive all rights in accordance with the
terms of Section A. 11.4.7 for damages caused by fire or other causes of loss
covered by this separate property insurance. All separate policies shall
provide this waiver of subrogation by endorsement or otherwise.


§ A.11.4.6 Before an exposure to loss
may occur, the Owner shall file with the Design Builder a copy of each policy
that includes insurance coverages required by this Section A.1 1.4. Each policy
shall contain all generally applicable


	
  

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  AIA Document A141TM – 2004 Exhibit A. Copyright © 2004 by The American
  Institute of Architects. All rights reserved.
  WARNING: This AIA® Document is protected by U.S. Copyright Law
  and International Treaties. Unauthorized reproduction or distribution of this
  AIA® Document, or any portion of it, may result
  in severe civil and criminal penalties, and will be prosecuted to the maximum
  extent possible under the law. This document was produced by AIA software
  at 13:42:02 on 01/18/2007 under Order No.1000275504_1 which expires on
  12/20/2007, and is not for resale.

  
	
   

  	
   

  	
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conditions, definitions, exclusions and endorsements related to this
Project. Each policy shall contain a provision that the policy will not be
canceled or allowed to expire and that its limits will not be reduced until at
least 30 days’ prior written notice has been given to the Design-Builder.


§ A.11.4.7 Waivers of
Subrogation. The Owner
and Design-Builder waive all rights against each other and any of their
consultants, separate contractors described in Section A.6.1, if any,
Contractors, Subcontractors, agents and employees, each of the other, and any
of their contractors, subcontractors, sub-subcontractors, agents and employees,
for damages caused by fire or other causes of loss to the extent covered by
property insurance obtained pursuant to this Section A.11.4 or other property
insurance applicable to the Work, except such rights as they have to proceeds
of such insurance held by the Owner or Design-Builder as fiduciary. The Owner or
Design-Builder, as appropriate, shall require of the separate contractors
described in Section A.6.1, if any, and the contractors, subcontractors,
sub-subcontractors, agents and employees of any of them, by appropriate
agreements, written where legally required for validity, similar waivers each
in favor of other parties enumerated herein. The policies shall provide such
waivers of subrogation by endorsement or otherwise. A waiver of subrogation
shall be effective as to a person or entity even though that person or entity
would otherwise have a duty of indemnification, contractual or otherwise, even
though the person or entity did not pay the insurance premium directly or
indirectly, and whether or not the person or entity had an insurable interest
in the property damaged.


§ A.11.4.8 A loss insured under Owner’s property
insurance shall be adjusted by the Owner as fiduciary and made payable to the
Owner as fiduciary for the insureds, as their interests may appear, subject to
requirements of any applicable mortgagee clause and of Section A.11.4.10. A
loss insured under Design-Builder’s all risk insurance shall be adjusted by the
Design Builder as fiduciary and made payable to the Design-Builder as fiduciary
for the insureds, as their interests may appear, subject to requirements of any
applicable mortgagee clause and of Section A. 11.4.10. The Design-Builder shall
pay Contractors their just shares of insurance proceeds received by the
Design-Builder, and, by appropriate agreements, written where legally required
for validity, shall require Contractors to make payments to their
Subcontractors in similar manner.


§ A.11.4.9 If required in writing by a party in interest,
the Owner as fiduciary shall, upon occurrence of an insured loss, give bond for
proper performance of the Owner’s duties. The cost of required bonds shall be
charged against proceeds received as fiduciary. The Owner shall deposit in a
separate account proceeds so received, which the Owner shall distribute in
accordance with such agreement as the parties in interest may reach, or in
accordance with any dispute resolution as provided in the Design-Build
Documents. If after such loss no other special agreement is made and unless the
Owner terminates the Design-Build Contract for convenience, replacement of
damaged property shall be performed by the Design-Builder after notification of
a Change in the Work in accordance with Article A.7.


§ A.11.4.10 The Owner as fiduciary shall have power to
adjust and settle a loss with insurers unless one of the parties in interest
shall object in writing within five days after occurrence of loss to the Owner’s
exercise of this power; if such objection is made, the dispute shall be
resolved as provided in Article A.4. The Owner as fiduciary shall, in the case
of a decision or award, make settlement with insurers in accordance with
directions of a decision or award. If distribution of insurance proceeds by
arbitration is required, the arbitrators will direct such distribution. The
same provisions shall apply to Design-Builder with respect to its
responsibilities to adjust and settle losses with the insurers under the all
risk policy.


§ A.11.5
PERFORMANCE BOND AND PAYMENT BOND


§ A.11.5.1 See Exhibit C.


ARTICLE A.12   UNCOVERING AND CORRECTION OF WORK


§ A.12.1
UNCOVERING OF WORK


§ A.12.1.1 If a portion of the Work
is covered contrary to requirements specifically expressed in the Design-Build
Documents, it must, if required in writing by the Owner, be uncovered for the
Owner’s examination and be replaced at the Design-Builder’s expense without
change in the Contract Time.


§ A.12.1.2 If a portion of the Work
has been covered which the Owner has not specifically requested to examine
prior to its being covered, the Owner may request to see such Work and it shall
be uncovered by the Design-Builder. If such Work is in accordance with the
Design-Build Documents, costs of uncovering and replacement shall, by
appropriate Change Order, be at the Owner’s expense. If such Work is not in
accordance with the Design-Build


	
  

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  AIA Document A141TM – 2004 Exhibit A. Copyright © 2004 by The American
  Institute of Architects. All rights reserved.
  WARNING: This AIA® Document is protected by U.S. Copyright Law
  and International Treaties. Unauthorized reproduction or distribution of this
  AIA® Document, or any portion of it, may result
  in severe civil and criminal penalties, and will be prosecuted to the maximum
  extent possible under the law. This document was produced by AIA software
  at 13:42:02 on 01/18/2007 under Order No.1000275504_1 which expires on
  12/20/2007, and is not for resale.

  
	
   

  	
   

  	
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Documents, correction shall be at the Design-Builder’s expense unless
the condition was caused by the Owner or a separate contractor, in which event
the Owner shall be responsible for payment of such costs.


§ A.12.2 CORRECTION OF WORK


§ A.12.2.1 BEFORE SUBSTANTIAL
COMPLETION.


§ A.12.2.1.1 The Design-Builder
shall promptly correct Work failing to conform to the requirements of the
Design-Build Documents, that is discovered before Substantial Completion and
whether or not fabricated, installed or completed. Costs of correcting such
nonconforming Work, including additional testing, shall be at the
Design-Builder’s expense.


§ A.12.2.2 AFTER SUBSTANTIAL
COMPLETION


§ A.12.2.2.1 In addition to the
Design-Builder’s obligations under Section A.3.5, if, within one year after the
date of Substantial Completion or after the date for commencement of warranties
established under Section A.9.8.5 or by terms of an applicable special warranty
required by the Design-Build Documents, any of the Work is found to be not in
accordance with the requirements of the Design-Build Documents, the
Design-Builder shall correct it promptly after receipt of written notice from
the Owner to do so unless the Owner has previously given the Design-Builder a
written acceptance of such condition. The Owner shall give such notice promptly
after discovery of the condition. During the one-year period for correction of
Work, if the Owner fails to notify the Design Builder and give the
Design-Builder an opportunity to make the correction, the Owner waives the
rights to require correction by the Design-Builder and to make a claim for
breach of warranty. If the Design-Builder fails to correct non-conforming Work
within a reasonable time during that period after receipt of notice from the
Owner, the Owner may correct it in accordance with Section A.2.5.


§ A.12.2.2.2 The one-year period for
correction of Work shall be extended with respect to portions of Work first
performed after Substantial Completion by the period of time between
Substantial Completion and the actual performance of the Work.


§  A.12.2.2.3 The one-year period for correction of Work shall
not be extended by corrective Work performed by the Design-Builder pursuant to
this Section A.12.2.


§ A.12.2.3 The Design-Builder shall
remove from the site portions of the Work which are not in accordance with the
requirements of the Design-Build Documents and are neither corrected by the
Design-Builder nor accepted by the Owner.


§ A.12.2.4 The Design-Builder shall
bear the cost of correcting destroyed or damaged construction, whether
completed or partially completed, of the Owner or separate contractors caused
by the Design-Builder’s correction or removal of Work which is not in accordance
with the requirements of the Design-Build Documents.


§ A.12.2.5 Nothing contained in this
Section A.12.2 shall be construed to establish a period of limitation with
respect to other obligations the Design-Builder might have under the
Design-Build Documents. Establishment of the one-year period for correction of
Work as described in Section A. 12.2.2 relates only to the specific obligation
of the Design-Builder to correct the Work, and has no relationship to the time
within which the obligation to comply with the Design-Build Documents may be
sought to be enforced, nor to the time within which proceedings may be
commenced to establish the Design-Builder’s liability with respect to the
Design-Builder’s obligations other than specifically to correct the Work.


§ A.12.3 ACCEPTANCE OF NONCONFORMING
WORK


§  A.12.3.1 If the Owner prefers to accept Work not in accordance
with the requirements of the Design-Build Documents, the Owner may do so
instead of requiring its removal and correction, in which case the Contract Sum
will be equitably adjusted by Change Order. Such adjustment shall be effected
whether or not final payment has been made.


ARTICLE A.13 MISCELLANEOUS PROVISIONS


§ A.13.1 GOVERNING LAW


§  A.13.1.1 The Design-Build Contract shall be governed by the
law of the place where the Project is located.


	
  

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  AIA Document A141TM – 2004 Exhibit A. Copyright © 2004 by The American
  Institute of Architects. All rights reserved.
  WARNING: This AIA® Document is protected by U.S. Copyright Law
  and International Treaties. Unauthorized reproduction or distribution of this
  AIA® Document, or any portion of it, may result
  in severe civil and criminal penalties, and will be prosecuted to the maximum
  extent possible under the law. This document was produced by AIA software
  at 13:42:02 on 01/18/2007 under Order No.1000275504_1 which expires on
  12/20/2007, and is not for resale.

  
	
   

  	
   

  	
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§ A.13.2 SUCCESSORS AND ASSIGNS


§  A.13.2.1 The Owner and Design-Builder respectively bind
themselves, their partners, successors, assigns and legal representatives to
the other party hereto and to partners, successors, assigns and legal
representatives of such other party in respect to covenants, agreements and
obligations contained in the Design-Build Documents. For purposes of this
Agreement, the term “successors” shall include any party to whom Owner
transfers ownership of the Property to prior to final payment of the Contract
amount. Except as provided in Section A.13.2.2, neither party to the
Design-Build Contract shall assign the Design-Build Contract as a whole without
written consent of the other. If either party attempts to make such an
assignment without such consent, that party shall nevertheless remain legally
responsible for all obligations under the Design-Build Contract.


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


§A.13.3 WRITTEN NOTICE


§ A.13.3.1 Written notice shall be
deemed to have been duly served if delivered in person to the individual or a
member of the firm or entity or to an officer of the corporation for which it
was intended, or if sent by registered or certified mail to the last business
address known to the party giving notice. Notwithstanding the foregoing, any
notice to the Design-Builder, including, without limitation, any notice given
pursuant to Section A.12.2.2.1, shall include a copy to the Vice-President of
Risk Avoidance of Design-Builder, but failure to deliver this copy to the
Vice-President of Risk Avoidance of Design-Builder shall not invalidate the
written notice.


§ A.13.4 RIGHTS AND REMEDIES


§ A.13.4.1 Duties and obligations
imposed by the Design-Build Documents and rights and remedies available
thereunder shall be in addition to and not a limitation of duties, obligations,
rights and remedies otherwise imposed or available by law.


§ A.13.4.2 No action or failure to
act by the Owner or Design-Builder shall constitute a waiver of a right or duty
afforded them under the Design-Build Documents, nor shall such action or
failure to act constitute approval of or acquiescence in a breach thereunder,
except as may be specifically agreed in writing.


§ A.13.5 TESTS AND INSPECTIONS


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


§  A.13.5.2 If the Owner or public authorities having
jurisdiction determine that portions of the Work require additional testing,
inspection or approval not included under Section A.13.5.1, the Owner shall in
writing instruct the Design-Builder to make arrangements for such additional
testing, inspection or approval by an entity acceptable to the Owner, and the
Design-Builder shall give timely notice to the Owner of when and where tests
and inspections are to be made so that the Owner may be present for such
procedures. Such costs, except as provided in Section A. 13.5.3, shall be at
the Owner’s expense.


§ A.13.5.3 If such procedures for
testing, inspection or approval under Sections A.13.5.1 and A.13.5.2 reveal
failure of the portions of the Work to comply with requirements established by
the Design-Build Documents, all costs made necessary by such failure, including
those of repeated procedures, shall be at the Design-Builder’s expense.


§ A.13.5.4 Required certificates of
testing, inspection or approval shall, unless otherwise required by the
Design-Build Documents, be secured by the Design-Builder and promptly delivered
to the Owner.


§ A.13.5.5 If the Owner is to
observe tests, inspections or approvals required by the Design-Build Documents,
the Owner will do so promptly and, where practicable, at the normal place of
testing.


	
  

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  AIA Document A141TM – 2004 Exhibit A. Copyright © 2004 by The American
  Institute of Architects. All rights reserved.
  WARNING: This AIA® Document is protected by U.S. Copyright Law
  and International Treaties. Unauthorized reproduction or distribution of this
  AIA® Document, or any portion of it, may result
  in severe civil and criminal penalties, and will be prosecuted to the maximum
  extent possible under the law. This document was produced by AIA software
  at 13:42:02 on 01/18/2007 under Order No.1000275504_1 which expires on
  12/20/2007, and is not for resale.

  
	
   

  	
   

  	
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§ A.13.5.6 Tests or inspections
conducted pursuant to the Design-Build Documents shall be made promptly to
avoid unreasonable delay in the Work.


§ A.13.6 COMMENCEMENT OF STATUTORY LIMITATION
PERIOD


§ A.13.6.1 As
between the Owner and Design-Builder:


.1                      Before
Substantial Completion. As to acts or failures to act occurring prior to
the relevant date of Substantial Completion, any applicable statute of
limitations shall commence to run and any alleged cause of action shall be
deemed to have accrued in any and all events not later than such date of
Substantial Completion;


.2                      Between
Substantial Completion and Final Application for Payment. As to acts or
failures to act occurring subsequent to the relevant date of Substantial
Completion and prior to issuance of the final Application for Payment, any
applicable statute of limitations shall commence to run and any alleged cause
of action shall be deemed to have accrued in any and all events not later than
the date of issuance of the final Application for Payment; and


.3                      After Final
Application for Payment. As to acts or failures to act occurring after the
relevant date of issuance of the final Application for Payment, any applicable
statute of limitations shall commence to run and any alleged cause of action
shall be deemed to have accrued in any and all events not later than the date
of any act or failure to act by the Design-Builder pursuant to any Warranty
provided under Section A.3.5, the date of any correction of the Work or failure
to correct the Work by the Design-Builder under Section A.12.2, or the date of
actual commission of any other act or failure to perform any duty or obligation
by the Design-Builder or Owner, whichever occurs last.


ARTICLE A.14
TERMINATION OR SUSPENSION OF THE DESIGN/BUILD CONTRACT


§ A.14.1
TERMINATION BY THE DESIGN-BUILDER


§ A.14.1.1 The
Design-Builder may terminate the Design-Build Contract if the Work is stopped
for a period of 30 consecutive days through no act or fault of the
Design-Builder or a Contractor, Subcontractor or their agents or employees or
any other persons or entities performing portions of the Work under direct or
indirect contract with the Design-Builder, for any of the following reasons:


.1                        issuance
of an order of a court or other public authority having jurisdiction which
requires all Work to be stopped;


.2                        an act of
government, such as a declaration of national emergency which requires all Work
to be stopped;


.3                      the Owner has
failed to make payment to the Design-Builder in accordance with the
Design-Build Documents; or


.4                        the Owner has failed to furnish
to the Design-Builder promptly, upon the Design-Builder’s request, reasonable
evidence as required by Section A.2.2.8.


§ A.14.1.2 The Design-Builder may
terminate the Design-Build Contract if, through no act or fault of the
Design-Builder or a Contractor, Subcontractor or their agents or employees or
any other persons or entities performing portions of the Work under direct or
indirect contract with the Design-Builder, repeated suspensions, delays or
interruptions of the entire Work by the Owner, as described in Section A.14.3,
constitute in the aggregate more than 100 percent of the total number of days
scheduled for completion, or 120 days in any 365-day period, whichever is less.


§ A.14.1.3 If one of the reasons
described in Sections A.14.1.1 or A.14.1.2 exists, the Design-Builder may, upon
seven days’ written notice to the Owner, terminate the Design-Build Contract
and recover from the Owner payment for Work executed and for proven loss with
respect to materials, equipment, tools, and construction equipment and
machinery, including reasonable overhead, Design-Builder’s Fee and damages,
including, without limitation, overhead and Design-Builder’s Fee on the Work
not executed.


§ A.14.1.4 If the Work is stopped
for a period of 60 consecutive days through no act or fault of the
Design-Builder or a Contractor or their agents or employees or any other
persons performing portions of the Work under a direct or indirect contract
with the Design-Builder because the Owner has persistently failed to fulfill
the Owner’s obligations under the Design-Build Documents with respect to
matters important to the progress of the Work, the Design-Builder may, upon seven
additional days’ written notice to the Owner, terminate the Design-Build
Contract and recover from the Owner as provided in Section A.14.1.3.


	
  

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  AIA Document A141TM – 2004 Exhibit A. Copyright © 2004 by The American
  Institute of Architects. All rights reserved.
  WARNING: This AIA® Document is protected by U.S. Copyright Law
  and International Treaties. Unauthorized reproduction or distribution of this
  AIA® Document, or any portion of it, may result
  in severe civil and criminal penalties, and will be prosecuted to the maximum
  extent possible under the law. This document was produced by AIA software
  at 13:42:02 on 01/18/2007 under Order No.1000275504_1 which expires on
  12/20/2007, and is not for resale.

  
	
   

  	
   

  	
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§ A.14.2 TERMINATION BY THE OWNER FOR
CAUSE


§ A.14.2.1 The
Owner may terminate the Design-Build Contract if the Design-Builder:


.1                        persistently
or repeatedly refuses or fails to supply enough properly skilled workers or
proper materials;


.2                        fails to
make payment to Contractors for services, materials or labor in accordance with
the respective agreements between the Design-Builder and the Architect and
Contractors;


.3                        persistently
disregards laws, ordinances or rules, regulations or orders of a public
authority having jurisdiction; or


.4                        otherwise is guilty of material
breach of a provision of the Design-Build Documents.


§ A.14.2.2 When any
of the above reasons exist, the Owner,, shall, without prejudice to any other
rights or remedies of the Owner, provide Design-Builder and the Design-Builder’s
surety, if any, twenty one days’ written notice of the factual basis for the
termination condition (the “Cure Period”). Design-Builder shall within the Cure
Period remedy and correct the identified deficiency and/or provide the Owner
with a reasonable plan for remedying and correcting the identified deficiencies
in the future, demonstrating that proactive steps are being taken to carry out
such plan. If the Design Builder fails to cure the deficiencies as provided for
in this Paragraph, the Owner may then terminate employment of the
Design-Builder and may, subject to any prior rights of the surety:


.1                        take
possession of the site;


.2                        accept
assignment of contracts pursuant to Section A.5.5.1; and


.3                        finish the Work by whatever
reasonable method the Owner may deem expedient. Upon request of the
Design-Builder, the Owner shall furnish to the Design-Builder a detailed
accounting of the costs incurred by the Owner in finishing the Work.


§ A.14.2.3 When the Owner terminates
the Design-Build Contract for one of the reasons stated in Section A.14.2.1,
the Design-Builder shall not be entitled to receive further payment until the
Work is finished.


§ A.14.2.4 If the unpaid balance of
the Contract Sum exceeds costs of finishing the Work and other damages incurred
by the Owner and not expressly waived, such excess shall be paid to the
Design-Builder. If such costs and damages exceed the unpaid balance, the Design-Builder
shall pay the difference to the Owner.


§ A.14.3 SUSPENSION BY THE OWNER FOR
CONVENIENCE


§ A.14.3.1 The Owner may, without
cause, order the Design-Builder in writing to suspend, delay or interrupt the Work
in whole or in part for such period of time as the Owner may determine.


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


.1                        that
performance is, was or would have been so suspended, delayed or interrupted by
another cause for which the Design-Builder is responsible; or


.2                        that an equitable adjustment is
made or denied under another provision of the Design-Build Contract.


§ A.14.4 TERMINATION BY THE OWNER FOR
CONVENIENCE


§ A.14.4.1 The Owner may, at any
time, terminate the Design-Build Contract for the Owner’s convenience and without
cause.


§
A.14.4.2 Upon receipt of written
notice from the Owner of such termination for the Owner’s convenience, the
Design-Builder shall:


.1                        cease
operations as directed by the Owner in the notice;


.2                        take
actions necessary, or that the Owner may direct, for the protection and
preservation of the Work;

and


.3                        except for Work directed to be
performed prior to the effective date of termination stated in the notice,
terminate all existing contracts and purchase orders and enter into no further
contracts and purchase orders.


§ A.14.4.3 In the event of termination
for the Owner’s convenience prior to commencement of construction, the
Design-Builder shall be entitled to receive payment for design services
performed, costs incurred by reason of such


	
  

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  AIA Document A141TM – 2004 Exhibit A. Copyright © 2004 by The American
  Institute of Architects. All rights reserved.
  WARNING: This AIA® Document is protected by U.S. Copyright Law
  and International Treaties. Unauthorized reproduction or distribution of this
  AIA® Document, or any portion of it, may result
  in severe civil and criminal penalties, and will be prosecuted to the maximum
  extent possible under the law. This document was produced by AIA software
  at 13:42:02 on 01/18/2007 under Order No.1000275504_1 which expires on
  12/20/2007, and is not for resale.

  
	
   

  	
   

  	
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termination and reasonable overhead and profit on design services not
completed. In case of termination for the Owner’s convenience after
commencement of construction, the Design-Builder shall be entitled to receive
payment for Work executed and costs incurred by reason of such termination,
along with reasonable overhead and Design-Builder’s Fee on the Work not
executed.


	
  

  Init.

  

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  AIA Document A141TM – 2004 Exhibit A. Copyright © 2004 by The American
  Institute of Architects. All rights reserved.
  WARNING: This AIA® Document is protected by U.S. Copyright Law
  and International Treaties. Unauthorized reproduction or distribution of this
  AIA® Document, or any portion of it, may result
  in severe civil and criminal penalties, and will be prosecuted to the maximum
  extent possible under the law. This document was produced by AIA software
  at 13:42:02 on 01/18/2007 under Order No.1000275504_1 which expires on
  12/20/2007, and is not for resale.

  
	
   

  	
   

  	
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 AIA® Document A141TM – 2004 Exhibit B


Determination
of the Cost of the Work


ADDITIONS AND
DELETIONS:


The author of this document has added information needed for its
completion. The author may also have revised the text of the original AIA
standard form. An Additions and Deletions
Report that notes added information as well as revisions to the
standard form text is available from the author and should be reviewed. A
vertical line in the left margin of this document indicates where the author
has added necessary information and where the author has added to or deleted
from the original AIA text.


This document has important legal consequences. Consultation with an
attorney is encouraged with respect to its completion or modification.


Consultation with an attorney is also encouraged with
respect to professional licensing requirements in the jurisdiction where the
Project is located.


for the following
PROJECT:


(Name and location or address)


The design and construction of a distribution center consisting of
approximately 670,520 square feet, along with an attached office of
approximately 19,650 square feet, located at 1377 Airport Road, Ft. Payne,
Alabama 35968.


THE OWNER:


(Name and address)


The Children’s Place Services Company, LLC

915 Secaucus Road 

Secaucus, NJ 07094


THE
DESIGN-BUILDER:


(Name and address)


Clayco, Inc.

2199 Innerbelt Business Center Drive

St. Louis, MO 63114


	
  

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  AIA Document A141TM – 2004 Exhibit B. Copyright © 2004 by The American
  Institute of Architects. All rights reserved.
  WARNING: This AIA® Document is protected by U.S. Copyright Law
  and International Treaties. Unauthorized reproduction or distribution of this
  AIA® Document, or any portion of it, may result
  in severe civil and criminal penalties, and will be prosecuted to the maximum
  extent possible under the law. This document was produced by AIA software
  at 14:39:45 on 01/17/2007 under Order No.1000275504_1 which expires on
  12/20/2007, and is not for resale.

  
	
   

  	
   

  	
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(Paragraphs deleted)


ARTICLE B.2 COSTS TO BE REIMBURSED


§ B.2.1 COST OF THE WORK


The term Cost of the Work shall mean costs necessarily incurred by the
Design-Builder in the proper performance of the Work. Such costs shall be at
rates not higher than the standard paid at the place of the Project except with
prior consent of the Owner. The Cost of the Work shall include only the items
set forth in this Article B.2.


§ B.2.2 LABOR COSTS


§ B.2.2.1 Wages of construction
workers directly employed by the Design-Builder to perform the construction of
the Work at the site or, with the Owner’s approval, at off-site locations.


§ B.2.2.2 Wages or salaries of the
Design-Builder’s supervisory and administrative personnel, based upon the time
expended on the Project, regardless of where such personnel are located.


§ B.2.2.3 Wages and salaries of the
Design-Builder’s supervisory or administrative personnel engaged at factories,
workshops or on the road, in expediting the production or transportation of
materials or equipment required for the Work, but only for that portion of
their time required for the Work.


§ B.2.2.4 Costs paid or incurred by
the Design-Builder for taxes, insurance, contributions, assessments and
benefits required by law or collective bargaining agreements and, for personnel
not covered by such agreements, customary benefits such as sick leave, medical
and health benefits, holidays, vacations and pensions, provided such costs are
based on wages and salaries included in the Cost of the Work under Sections
B.2.2.1 through B.2.2.3.


§ B.2.3 CONTRACT COSTS


§ B.2.3.1 Payments made by the
Design-Builder to Contractors (including, without limitation, the
Design-Builder if the Design-Builder or a division or subsidiary of the
Design-Builder is also a Contractor) in accordance with the requirements of
their contracts.


§ B.2.4 COSTS OF MATERIALS AND
EQUIPMENT INCORPORATED IN THE COMPLETED CONSTRUCTION


§ B.2.4.1 Costs, including
transportation and storage, of materials and equipment incorporated or to be
incorporated in the completed construction.


§ B.2.4.2 Costs of materials
described in the preceding Section B.2.4.1 in excess of those actually
installed to allow for reasonable waste and spoilage. Unused excess materials,
if any, shall become the Owner’s property at the completion of the Work or, at
the Owner’s option, shall be sold by the Design-Builder. Any amounts realized
from such sales shall be credited to the Owner as a deduction from the Cost of
the Work.


§ B.2.5 COSTS OF OTHER MATERIALS AND EQUIPMENT, TEMPORARY
FACILITIES AND RELATED ITEMS


§ B.2.5.1 Costs, including
transportation and storage, installation, maintenance, dismantling and removal
of materials, supplies, temporary facilities, machinery, equipment, and hand
tools not customarily owned by construction workers, that are provided by the
Design-Builder at the site and fully consumed in the performance of the Work;
and cost (less salvage value) of such items if not fully consumed, whether sold
to others or retained by the Design-Builder. The basis for the cost of items
previously used by the Design-Builder shall mean the fair market value.


§ B.2.5.2 Rental charges for
temporary facilities, machinery, equipment, and hand tools not customarily
owned by construction workers that are provided by the Design-Builder at the
site, whether rented from the Design-Builder or others, and costs of
transportation, installation, minor repairs and replacements, dismantling and
removal thereof. Rates and quantities of equipment rented from the
Design-Builder shall not exceed the fair market value thereof.


§ B.2.5.3 Costs of removal of debris
from the site.


§ B.2.5.4 Cost of document
reproductions, facsimile transmissions and long-distance telephone calls,
postage and parcel delivery charges, telephone service at the site and
reasonable petty cash expenses of the site office.


	
  

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  AIA Document A141TM – 2004 Exhibit B. Copyright © 2004 by The American
  Institute of Architects. All rights reserved.
  WARNING: This AIA® Document is protected by U.S. Copyright Law
  and International Treaties. Unauthorized reproduction or distribution of this
  AIA® Document, or any portion of it, may result
  in severe civil and criminal penalties, and will be prosecuted to the maximum
  extent possible under the law. This document was produced by AIA software
  at 14:39:45 on 01/17/2007 under Order No.1000275504_1 which expires on
  12/20/2007, and is not for resale.

  
	
   

  	
   

  	
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§ B.2.5.5 That portion of the
reasonable expenses of the Design-Builder’s personnel incurred while traveling
in discharge of duties connected with the Work.


§ B.2.5.6 Costs of materials and
equipment suitably stored off the site at a mutually acceptable location, if
approved in advance by the Owner.


§ B.2.6 DESIGN AND OTHER CONSULTING SERVICES


§ B.2.6.1 Compensation, including
fees and reimbursable expenses, paid by the Design-Builder for design and other
consulting services required by the Design-Build Documents.


§ B.2.7 MISCELLANEOUS COSTS


§ B.2.7.1 That portion of Design
Builder’s insurance and bond premiums that can be directly attributed to this
Design-Builds Contract. The Parties stipulate and agree that Design-Builder’s
cost for the providing Design-Builder’s insurance (not including the insurance
costs of Contractors or any builder’s risk insurance to be providing by
Design-Builder) is 1.0 % of Cost of the Work (provided that such cost of
insurance shall be excluded from the Cost of the Work solely for purposes of
applying such percentage).


§ B.2.7.2 Sales tax, use tax or
taxes of any other kind or nature imposed by a governmental authority that are
related to the Work, subject to sales tax abatements set forth in A.3.6.1.


§ B.2.7.3 Fees and assessments for
the building permit and for other permits, licenses and inspections for which
the Design-Builder is required by the Design-Build Documents to pay.


§ B.2.7.4 Fees of laboratories for
tests required by the Design-Build Documents, except those related to defective
or non-conforming Work for which reimbursement is excluded by Section A.13.5.3
of Exhibit A, Terms and Conditions, or other provisions of the Design-Build
Documents, and which do not fall within the scope of Section A.13.5.3.


§ B.2.7.5 Royalties and license fees
paid for the use of a particular design, process or product required by the
Design-Build Documents; the cost of defending suits or claims for infringement of
patent rights arising from such requirement of the Design-Build Documents; and
payments made in accordance with legal judgments against the Design-Builder
resulting from such suits or claims and payments of settlements made with the
Owner’s consent. However, such costs of legal defenses, judgments and
settlements shall not be included in the calculation of the Design-Builder’s
Fee or subject to the Guaranteed Maximum Price. If such royalties, fees and
costs are excluded by the last sentence of Section A.3.16.1 of Exhibit A, Terms
and Conditions, or other provisions of the Design-Build Documents, then they
shall not be included in the Cost of the Work.


§ B.2.7.6 Data processing costs
related to the Work.


§ B.2.7.7 Deposits lost for causes
other than the Design-Builder’s negligence or failure to fulfill a specific
responsibility to the Owner as set forth in the Design-Build Documents.


§ B.2.7.8 Legal, mediation and
arbitration costs, including attorneys’ fees, other than those arising from
disputes between the Owner and Design-Builder, reasonably incurred by the
Design-Builder in the performance of the Work and with the Owner’s prior
written approval, which approval shall not be unreasonably withheld.


§ B.2.7.9 Expenses incurred in
accordance with the Design-Builder’s standard personnel policy for relocation
and temporary living allowances of personnel required for the Work, if approved
by the Owner.


§ B.2.7.10 Payments by the
Design-Builder into reserves established under the Clayco Coordinated Insurance
Program (the “CCIP”) for the Project for providing commercial general
liability, workers’ compensation, and overlying umbrella insurance for enrolled
Contractors and Subcontractors. The Design-Builder represents that the amount
of such reserve payments shall not exceed the insurance premiums that
reasonably would be incurred for the Project in the absence of the CCIP.


§ B.2.7.11 Other direct expenses
incurred by the Design-Builder in connection with the Project to the extent not
described in this Section B.2.7.


	
  

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  AIA Document A141TM – 2004 Exhibit B. Copyright © 2004 by The American
  Institute of Architects. All rights reserved.
  WARNING: This AIA® Document is protected by U.S. Copyright Law
  and International Treaties. Unauthorized reproduction or distribution of this
  AIA® Document, or any portion of it, may result
  in severe civil and criminal penalties, and will be prosecuted to the maximum
  extent possible under the law. This document was produced by AIA software
  at 14:39:45 on 01/17/2007 under Order No.1000275504_1 which expires on
  12/20/2007, and is not for resale.

  
	
   

  	
   

  	
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§ B.2.8 OTHER COSTS AND EMERGENCIES


§ B.2.8.1 Other costs incurred in
the performance of the Work if and to the extent approved in advance in writing
by the Owner.


§ B.2.8.2 Costs due to emergencies
incurred in taking action to prevent threatened damage, injury or loss in case
of an emergency affecting the safety of persons and property, as provided in
Section A.10.6 of Exhibit A, Terms and Conditions.


§ B.2.8.3 Cost of repairing or
correcting damaged or non-conforming Work executed by the Design- Builder.
Contractors, Subcontractors or suppliers, provided that such damaged or
non-conforming Work was not caused by negligence or failure to fulfill a
specific responsibility of the Design-Builder and only to the extent that the
cost of repair or correction is not recovered by the Design-Builder from
insurance, sureties, Contractors, Subcontractors or suppliers.


ARTICLE B.3 COSTS NOT TO BE REIMBURSED


§ B.3.1 The Cost of the Work shall
not include:


§ B.3.1.1 Salaries and other
compensation of the Design-Builder’s personnel stationed at the Design-Builder’s
principal office or offices other than the site office, except as specifically
provided in Sections B.2.2.2 and B.2.2.3.


§ B.3.1.2 Except to the extent
provided in Article B.2, expenses of the Design-Builder’s principal office and
offices other than the site office.


§ B.3.1.3 Overhead and general
expenses, except as may be expressly included in Article B.2 of this Exhibit.


§ B.3.1.4 The Design-Builder’s
capital expenses, including interest on the Design-Builder’s capital employed
for the Work.


§ B.3.1.5 Rental costs of machinery
and equipment, except as specifically provided in Section B.2.5.2.


§ B.3.1.6 Except as provided in
Section B.2.8.3 of this Agreement, costs due to the negligence or failure of
the Design-Builder to fulfill a specific responsibility of the Design-Builder,
Contractors, Subcontractors and suppliers or anyone directly or indirectly
employed by any of them or for whose acts any of them may be liable.


§ B.3.1.7 Any cost not specifically
and expressly described in Article B.2, Costs to be Reimbursed.


§ B.3.1.8 Costs, other than costs
included in Change Orders approved by the Owner, that would cause the
Guaranteed Maximum price, if any, to be exceeded.


ARTICLE B.4 DISCOUNTS, REBATES AND REFUNDS


§ B.4.1 Cash discounts obtained on
payments made by the Design-Builder shall accrue to the Owner if (1) before
making the payment, the Design-Builder included them in an Application for
Payment and received payment from the Owner, or (2) the Owner has deposited
funds with the Design-Builder with which to make payments; otherwise, cash
discounts shall accrue to the Design-Builder. Trade discounts, rebates, refunds
and amounts received from sales of surplus materials and equipment shall accrue
to the Owner, and the Design-Builder shall make provisions so that they can be
secured.


§ B.4.2 Amounts that accrue to the
Owner in accordance with the provisions of Section B.4.1 shall be credited to
the Owner as a deduction from the Cost of Work.


ARTICLE B.5 CONTRACTS AND OTHER AGREEMENTS OTHER THAN
FOR DESIGN PROFESSIONALS HIRED BY THE DESIGN-BUILDER


§ B.5.1 The Owner hereby agrees that
portions of the Work may be contracted to the Design-Builder or any division or
subsidiary of the Design-Builder. Those portions of the Work that the
Design-Builder does not perform with the Design-Builder’s own personnel (or
which are not contracted to the Design-Builder or a division or subsidiary
thereof as aforesaid) shall be performed by others under contracts or by other
appropriate agreements with the


	
  

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  AIA Document A141TM – 2004 Exhibit B. Copyright © 2004 by The American
  Institute of Architects. All rights reserved.
  WARNING: This AIA® Document is protected by U.S. Copyright Law
  and International Treaties. Unauthorized reproduction or distribution of this
  AIA® Document, or any portion of it, may result
  in severe civil and criminal penalties, and will be prosecuted to the maximum
  extent possible under the law. This document was produced by AIA software
  at 14:39:45 on 01/17/2007 under Order No.1000275504_1 which expires on
  12/20/2007, and is not for resale.

  
	
   

  	
   

  	
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Design-Builder. The Owner may designate specific persons or entities
from a list of proposed bidders to be submitted by the Design-Builder to the
Owner for all contracted work and from whom the Design-Builder shall obtain
bids. The Design-Builder shall obtain bids from Contractors and from suppliers
of materials or equipment fabricated especially for the Work and shall deliver
such bids to the Owner. The Owner shall then determine which bids will be
accepted. The Design-Builder shall not be required to contract with anyone to
whom the Design-Builder has reasonable objection.


§ B.5.2 Contracts or other
agreements shall conform to the applicable payment provisions of this Design-Build
Contract, and shall not be awarded on the basis of cost plus a fee without the
Owner’s prior consent.


§ B.5.3 The Owner shall be invited
to all contract bid and design review meetings.


ARTICLE B.6 ACCOUNTING RECORDS


§ B.6.1 The Design-Builder or any affiliated
person or entity which performs a portion of the Work shall keep full and
detailed accounts and exercise such controls as may be necessary for proper
financial management under this Agreement, and the accounting and control
systems shall be satisfactory to the Owner. The Owner and the Owner’s
accountants shall be afforded access to, and shall be permitted to audit and
copy, the Design-Builder’s records, books, correspondence, instructions,
receipts, contracts, purchase orders, vouchers, memoranda and other data
relating to this Agreement, and the Design-Builder shall preserve these for a
period of three years after final payment, or for such longer period as may be
required by law.


§ B.6.2 When the Design-Builder
believes that all the Work required by the Agreement has been fully performed,
the Design-Builder shall deliver to the Owner’s accountant a final accounting
of the Cost of the Work.


§ B.6.3 The Owner’s accountants will
review and report in writing on the Design-Builder’s final accounting within 21
days after delivery of the final accounting. Based upon such Cost of the Work
as the Owner’s accountants report to be substantiated by the Design-Builder’s
final accounting, and provided the other conditions of Section A.9.10 of the
Agreement have been met, the Owner will, within seven days after receipt of the
written report of the Owner’s accountants, either make the final payment or
deliver to the Design-Builder a copy of the Owner’s accountant’s report and
notify the Design-Builder in writing of the Owner’s reasons for withholding
final payment.


§ B.6.4 If the Owner’s accountants
report the Cost of the Work as substantiated by the Design-Builder’s final
accounting to be less than claimed by the Design-Builder, the Design-Builder
shall be entitled to initiate resolution of the dispute pursuant to Article 6
of the Agreement and Article A.4 of Exhibit A, Terms and Conditions, for the
disputed amount. If the Design-Builder fails to so initiate resolution of the
dispute within the period of time required by Section A.4.1.2 of Exhibit A,
Terms and Conditions, the substantiated amount reported by the Owner’s
accountants shall become binding on the Design-Builder. Pending a final
resolution pursuant to Article 6 of the Agreement and Article A.4 of Exhibit A,
Terms and Conditions, the Owner shall pay the Design-Builder the amount, if
any, determined by the Owner’s accountant to be due the Design-Builder.


§ B.6.5 If, subsequent to final
payment and at the Owner’s request, the Design-Builder incurs costs in
connection with the correction of defective or non-conforming work as described
in Article B.2, Costs to be Reimbursed, and not excluded by Article B.3, Costs
Not to be Reimbursed, the Owner shall reimburse the Design-Builder such costs
and the Design-Builder’s Fee applicable thereto on the same basis as if such
costs had been incurred prior to final payment, but not in excess of the
Guaranteed Maximum Price, if any. If the Design-Builder has participated in
savings as provided in Section 4.4.3.1 of the Agreement, the amount of such
savings shall be recalculated and appropriate credit given to the Owner in
determining the net amount to be paid by the Owner to the Design-Builder.


	
  

  Init.

  

  

  

  /

  	
   

  	
  AIA Document A141TM – 2004 Exhibit B. Copyright © 2004 by The American
  Institute of Architects. All rights reserved.
  WARNING: This AIA® Document is protected by U.S. Copyright Law
  and International Treaties. Unauthorized reproduction or distribution of this
  AIA® Document, or any portion of it, may result
  in severe civil and criminal penalties, and will be prosecuted to the maximum
  extent possible under the law. This document was produced by AIA software
  at 14:39:45 on 01/17/2007 under Order No.1000275504_1 which expires on
  12/20/2007, and is not for resale.

  
	
   

  	
   

  	
  User Notes:

  	
  (2849049928)

  



 



 5















 AIAÒ Document A141TM – 2004
Exhibit C


Insurance and Bonds


ADDITIONS
AND DELETIONS:


The author of this document has added
information needed for its completion. The author may also have revised the
text of the original AIA standard form. An Additions
and Deletions Report that notes added information as well as
revisions to the standard form text is available from the author and should be
reviewed. A vertical line in the left margin of this document indicates where
the author has added necessary information and where the author has added to or
deleted from the original AIA text.


This document has important legal
consequences. Consultation with an attorney is encouraged with respect to its
completion or modification.


Consultation with an attorney is also encouraged
with respect to professional licensing requirements in the jurisdiction where
the Project is located.


for the following PROJECT:

(Name and location or
address)


The design and construction of a distribution center
consisting of approximately 670,520 square feet, along with an attached office
of approximately 16,650 square feet, located at 1377 Airport Road, Ft. Payne,
Alabama 35968.


THE OWNER:


(Name and address)


The Children’s Place Services Company, LLC

915 Secaucus Road

Secaucus, NJ 07094


THE DESIGN-BUILDER:


(Name and address)


Clayco, Inc.

2199 Innerbelt Business Center Drive

St. Louis, MO 63114


	
  

  Init.

  

  

  

  /

  	
   

  	
  AIA Document A141TM – 2004 Exhibit C. Copyright © 2004 by The American
  Institute of Architects. All rights reserved.
  WARNING: This AIA® Document is protected by U.S. Copyright Law
  and International Treaties. Unauthorized reproduction or distribution of this
  AIA® Document, or any portion of it, may result
  in severe civil and criminal penalties, and will be prosecuted to the maximum
  extent possible under the law. This document was produced by AIA software
  at 14:42:06 on 01/17/2007 under Order No.1000275504_1 which expires on
  12/20/2007, and is not for resale.

  
	
   

  	
   

  	
  User Notes:

  	
  (3599262832)

  



 



 1
 









ARTICLE C.1


The Owner and Design-Builder shall provide policies of
insurance as required by the Design-Build Documents, or as follows:


(Specify changes, if any, to the requirements of the
Design-Build Documents, and for each type of insurance identify applicable
limits and deductible amounts.)


As specified in Section A.11.4 of Exhibit A, Owner will obtain and
maintain at all times Builder’s Risk insurance for the Project and such
insurance shall name the Design-Builder as an additional insured. Current
evidence of such insurance shall be furnished to Design-Builder upon request.
Owner shall be responsible for the deductible. Design-Builder will maintain the
following insurance coverage which policies shall state that the insurance is
primary insurance for claims caused by Design-Builder, unless the claim is a
Builder’s Risk claim covered by the Builder’s Risk policy, (i) commercial
general liability insurance as described in Section A.11.2 of Exhibit A, Terms
and Conditions, with coverage limits of not less than $1,000,000 per
occurrence, (ii) employer’s liability coverage with limits of not less than
$1,000,000, (iii) worker’s compensation with limits of not less than
$1,000,000, (iv) automobile liability coverage of not less than $1,000,000, (v)
umbrella liability with limits of not less than $10,000,000. All such insurance
shall name Owner as an additional insured.


ARTICLE C.2


The Design-Builder shall provide surety bonds as follows:

(Specify type and penal sum of bonds.)


In the event Owner decides to directly finance the costs of the Project
and the Lender selected by Owner requires performance and/or payment bonds as a
condition to such financing, then, upon receipt by Design-Builder of a written
request from Owner, Design-Builder shall secure such bonds within a
commercially reasonable time period and the cost of such bonds shall be paid by
Owner.


	
  Type

  	
   

  	
  Penal Sum $(0.00

  	
  )

  



 


§ C.2.1 Upon the
request of any person or entity appearing to be a potential beneficiary of
bonds covering payment of obligations arising under the Agreement, the
Design-Builder shall promptly furnish a copy of the bonds or shall permit a
copy to be made.


	
  

  Init.

  

  

  

  /

  	
   

  	
  AIA Document A141TM – 2004 Exhibit C. Copyright © 2004 by The American
  Institute of Architects. All rights reserved.
  WARNING: This AIA® Document is protected by U.S. Copyright Law
  and International Treaties. Unauthorized reproduction or distribution of this
  AIA® Document, or any portion of it, may result
  in severe civil and criminal penalties, and will be prosecuted to the maximum
  extent possible under the law. This document was produced by AIA software
  at 14:42:06 on 01/17/2007 under Order No.1000275504_1 which expires on
  12/20/2007, and is not for resale.

  
	
   

  	
   

  	
  User Notes:

  	
  (3599262832)

  



 



 2















Exhibit D





Children’s Place - Disney


690,170 sf Warehouse
& Office Conceptual Budget  

December 18, 2006


 


	
   

  	
   

  	
   

  	
   

  	
  CONTROL

  	
   

  	
  COST

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
  BUDGET

  	
   

  	
  PER/SF

  	
   

  
	
  02000

  	
   

  	
  SITE WORK

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
  02050

  	
   

  	
  Demolition / Site Clearing

  	
   

  	
  $

  	
  7,000

  	
   

  	
  $

  	
  0.01

  	
   

  
	
  02200

  	
   

  	
  Earthwork

  	
   

  	
  $

  	
  2,887,330

  	
   

  	
  $

  	
  4.18

  	
   

  
	
  02201

  	
   

  	
  Rock Excavation

  	
   

  	
  $

  	
  2,082,000

  	
   

  	
  $

  	
  3.02

  	
   

  
	
  02500

  	
   

  	
  Asphalt Paving and
  Striping

  	
   

  	
  $

  	
  2,940,070

  	
   

  	
  $

  	
  4.26

  	
   

  
	
  02510

  	
   

  	
  Concrete Paving &
  Curbs

  	
   

  	
  $

  	
  734,233

  	
   

  	
  $

  	
  1.06

  	
   

  
	
  02605

  	
   

  	
  Sanitary Sewer

  	
   

  	
  $

  	
  61,870

  	
   

  	
  $

  	
  0.09

  	
   

  
	
  02660

  	
   

  	
  Water Distribution

  	
   

  	
  $

  	
  444,054

  	
   

  	
  $

  	
  0.64

  	
   

  
	
  02680

  	
   

  	
  Gas Main to Building -
  EXCLUDED

  	
   

  	
  $

  	
  0

  	
   

  	
  $

  	
  0.00

  	
   

  
	
  02700

  	
   

  	
  Storm Sewers

  	
   

  	
  $

  	
  209,822

  	
   

  	
  $

  	
  0.30

  	
   

  
	
  02780

  	
   

  	
  Electric Co. Charges -
  EXCLUDED

  	
   

  	
  $

  	
  0

  	
   

  	
  $

  	
  0.00

  	
   

  
	
  02781

  	
   

  	
  Underground Electric
  Conduit

  	
   

  	
  $

  	
  21,112

  	
   

  	
  $

  	
  0.03

  	
   

  
	
  02783

  	
   

  	
  Underground Telephone
  Conduit

  	
   

  	
  $

  	
  7,800

  	
   

  	
  $

  	
  0.01

  	
   

  
	
  02800

  	
   

  	
  Misc. Site Improvements

  	
   

  	
  $

  	
  80,227

  	
   

  	
  $

  	
  0.12

  	
   

  
	
  02806

  	
   

  	
  Fencing & Gates

  	
   

  	
  $

  	
  115,470

  	
   

  	
  $

  	
  0.17

  	
   

  
	
  02808

  	
   

  	
  Railroad Work -
  EXCLUDED

  	
   

  	
  $

  	
  0

  	
   

  	
  $

  	
  0.00

  	
   

  
	
  02850

  	
   

  	
  Hardscape Allowance

  	
   

  	
  $

  	
  0

  	
   

  	
  $

  	
  0.00

  	
   

  
	
  02900

  	
   

  	
  Landscaping Allowance

  	
   

  	
  $

  	
  100,000

  	
   

  	
  $

  	
  0.14

  	
   

  
	
  02950

  	
   

  	
  Irrigation Allowance

  	
   

  	
  $

  	
  50,000

  	
   

  	
  $

  	
  0.07

  	
   

  
	
   

  	
   

  	
  SITE WORK TOTAL

  	
   

  	
  $

  	
  9,740,988

  	
   

  	
  $

  	
  14.11

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
  02000

  	
   

  	
  EARTHWORK

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
  02220

  	
   

  	
  Excavation and Backfill

  	
   

  	
  $

  	
  85,448

  	
   

  	
  $

  	
  0.12

  	
   

  
	
  02370

  	
   

  	
  Piles and Caissons -
  EXCLUDED

  	
   

  	
  $

  	
  0

  	
   

  	
  $

  	
  0.00

  	
   

  
	
   

  	
   

  	
  EARTHWORK TOTAL

  	
   

  	
  $

  	
  85,448

  	
   

  	
  $

  	
  0.12

  	
   

  



 


CLAYCO,
INC.



 1
 









 


	
  03000

  	
   

  	
  CONCRETE

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
  03210

  	
   

  	
  Reinforcing
  Steel

  	
   

  	
  $

  	
  189,648

  	
   

  	
  $

  	
  0.27

  	
   

  
	
  03300

  	
   

  	
  Cast-in-Place
  Concrete

  	
   

  	
  $

  	
  571,649

  	
   

  	
  $

  	
  0.83

  	
   

  
	
  03345

  	
   

  	
  Concrete
  Flatwork

  	
   

  	
  $

  	
  2,551,304

  	
   

  	
  $

  	
  3.70

  	
   

  
	
  03350

  	
   

  	
  Caulk Floor
  Joints - MM80

  	
   

  	
  $

  	
  84,000

  	
   

  	
  $

  	
  0.12

  	
   

  
	
  03355

  	
   

  	
  Concrete Sealer
  - Ashford

  	
   

  	
  $

  	
  80,462

  	
   

  	
  $

  	
  0.12

  	
   

  
	
  03400

  	
   

  	
  Architectural
  Concrete Wall Panels

  	
   

  	
  $

  	
  1,678,605

  	
   

  	
  $

  	
  2.43

  	
   

  
	
   

  	
   

  	
  CONCRETE
  TOTAL

  	
   

  	
  $

  	
  5,155,668

  	
   

  	
  $

  	
  7.47

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
  04000

  	
   

  	
  MASONRY

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
  04210

  	
   

  	
  Masonry

  	
   

  	
  $

  	
  61,452

  	
   

  	
  $

  	
  0.09

  	
   

  
	
   

  	
   

  	
  MASONRY
  TOTAL

  	
   

  	
  $

  	
  61,452

  	
   

  	
  $

  	
  0.09

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
  05000

  	
   

  	
  METALS

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
  05120

  	
   

  	
  Structural Steel

  	
   

  	
  $

  	
  1,260,798

  	
   

  	
  $

  	
  1.83

  	
   

  
	
  05200

  	
   

  	
  Misc. Metals for
  Tilt-up Panels

  	
   

  	
  $

  	
  20,233

  	
   

  	
  $

  	
  0.03

  	
   

  
	
  05210

  	
   

  	
  Steel Joists

  	
   

  	
  $

  	
  1,570,137

  	
   

  	
  $

  	
  2.28

  	
   

  
	
  05300

  	
   

  	
  Metal Decking

  	
   

  	
  $

  	
  426,541

  	
   

  	
  $

  	
  0.62

  	
   

  
	
  05340

  	
   

  	
  Structural Erection

  	
   

  	
  $

  	
  687,970

  	
   

  	
  $

  	
  1.00

  	
   

  
	
   

  	
   

  	
  METALS
  TOTAL

  	
   

  	
  $

  	
  3,965,679

  	
   

  	
  $

  	
  5.75

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
  06000

  	
   

  	
  WOOD
  & PLASTICS

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
  06100

  	
   

  	
  Rough Carpentry

  	
   

  	
  $

  	
  72,114

  	
   

  	
  $

  	
  0.10

  	
   

  
	
  06200

  	
   

  	
  Finish Carpentry

  	
   

  	
  $

  	
  0

  	
   

  	
  $

  	
  0.00

  	
   

  
	
   

  	
   

  	
  WOOD
  & PLASTICS TOTAL

  	
   

  	
  $

  	
  72,114

  	
   

  	
  $

  	
  0.10

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
  07000

  	
   

  	
  THERMAL
  & MOISTURE PROTECTION

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
  07100

  	
   

  	
  Waterproofing

  	
   

  	
  $

  	
  0

  	
   

  	
  $

  	
  0.00

  	
   

  
	
  07200

  	
   

  	
  Insulation

  	
   

  	
  $

  	
  2,112

  	
   

  	
  $

  	
  0.00

  	
   

  
	
  07500

  	
   

  	
  Roofing

  	
   

  	
  $

  	
  1,528,800

  	
   

  	
  $

  	
  2.22

  	
   

  
	
  07600

  	
   

  	
  Flashing and
  Sheet Metal

  	
   

  	
  $

  	
  74,650

  	
   

  	
  $

  	
  0.11

  	
   

  
	
  07700

  	
   

  	
  Skylights &
  Roof Hatch

  	
   

  	
  $

  	
  1,700

  	
   

  	
  $

  	
  0.00

  	
   

  
	
  07920

  	
   

  	
  Sealants and
  Caulking

  	
   

  	
  $

  	
  52,513

  	
   

  	
  $

  	
  0.08

  	
   

  
	
   

  	
   

  	
  MOISTURE PROTECTION TOTAL

  	
   

  	
  $

  	
  1,659,775

  	
   

  	
  $

  	
  2.40

  	
   

  



 



 2
 









 


	
  08000

  	
   

  	
  DOORS
  & WINDOWS

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
  08200

  	
   

  	
  Doors, Frames
  and Hardware

  	
   

  	
  $

  	
  55,862

  	
   

  	
  $

  	
  0.08

  	
   

  
	
  08300

  	
   

  	
  Overhead Doors
  & Operators

  	
   

  	
  $

  	
  105,500

  	
   

  	
  $

  	
  0.15

  	
   

  
	
  08800

  	
   

  	
  Glass &
  Glazing

  	
   

  	
  $

  	
  198,522

  	
   

  	
  $

  	
  0.29

  	
   

  
	
   

  	
   

  	
  DOORS
  & WINDOWS TOTAL

  	
   

  	
  $

  	
  359,884

  	
   

  	
  $

  	
  0.52

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
  09000

  	
   

  	
  FINISHES

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
  09200

  	
   

  	
  Framing and
  Drywall

  	
   

  	
  $

  	
  8,488

  	
   

  	
  $

  	
  0.01

  	
   

  
	
  09500

  	
   

  	
  Acoustical
  Treatment

  	
   

  	
  $

  	
  0

  	
   

  	
  $

  	
  0.00

  	
   

  
	
  09650

  	
   

  	
  Ceramic / Quarry
  Tile

  	
   

  	
  $

  	
  0

  	
   

  	
  $

  	
  0.00

  	
   

  
	
  09680

  	
   

  	
  Carpet &
  Resilient Flooring

  	
   

  	
  $

  	
  0

  	
   

  	
  $

  	
  0.00

  	
   

  
	
  09900

  	
   

  	
  Painting

  	
   

  	
  $

  	
  211,317

  	
   

  	
  $

  	
  0.31

  	
   

  
	
  09950

  	
   

  	
  Wall Coverings /
  Zolotone Allowance

  	
   

  	
  $

  	
  0

  	
   

  	
  $

  	
  0.00

  	
   

  
	
   

  	
   

  	
  FINISHES
  TOTAL

  	
   

  	
  $

  	
  219,805

  	
   

  	
  $

  	
  0.32

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
  10000

  	
   

  	
  SPECIALTIES

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
  10150

  	
   

  	
  Toilet
  Partitions and Access.

  	
   

  	
  $

  	
  0

  	
   

  	
  $

  	
  0.00

  	
   

  
	
  10550

  	
   

  	
  Lockers &
  Benches

  	
   

  	
  $

  	
  0

  	
   

  	
  $

  	
  0.00

  	
   

  
	
  10600

  	
   

  	
  Miscellaneous
  Specialties

  	
   

  	
  $

  	
  11,021

  	
   

  	
  $

  	
  0.02

  	
   

  
	
  10610

  	
   

  	
  Appliances

  	
   

  	
  $

  	
  0

  	
   

  	
  $

  	
  0.00

  	
   

  
	
  10900

  	
   

  	
  Interior Signage
  & Directory Allowance

  	
   

  	
  $

  	
  0

  	
   

  	
  $

  	
  0.00

  	
   

  
	
  10950

  	
   

  	
  Exterior Signage
  Allowance

  	
   

  	
  $

  	
  0

  	
   

  	
  $

  	
  0.00

  	
   

  
	
   

  	
   

  	
  SPECIALTIES
  TOTAL

  	
   

  	
  $

  	
  11,021

  	
   

  	
  $

  	
  0.02

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
  11000

  	
   

  	
  EQUIPMENT

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
  11161

  	
   

  	
  Miscellaneous
  Dock Equipment

  	
   

  	
  $

  	
  7,200

  	
   

  	
  $

  	
  0.01

  	
   

  
	
  11160

  	
   

  	
  Hyd. Dock
  Levelers (35,000 LB Static Load Capa

  	
   

  	
  $

  	
  270,750

  	
   

  	
  $

  	
  0.39

  	
   

  
	
  11161

  	
   

  	
  Reduce Qunatity
  of Dock Levelers

  	
   

  	
  $

  	
  (125,400

  	
  )

  	
  $

  	
  (0.18

  	
  )

  
	
  11162

  	
   

  	
  Form Pits

  	
   

  	
  $

  	
  34,304

  	
   

  	
  $

  	
  0.05

  	
   

  
	
  11164

  	
   

  	
  Truck Restraints
  - Automatic

  	
   

  	
  $

  	
  0

  	
   

  	
  $

  	
  0.00

  	
   

  
	
  11165

  	
   

  	
  Dock Seals

  	
   

  	
  $

  	
  78,375

  	
   

  	
  $

  	
  0.11

  	
   

  
	
  11166

  	
   

  	
  Dock Shelters

  	
   

  	
  $

  	
  0

  	
   

  	
  $

  	
  0.00

  	
   

  
	
  11167

  	
   

  	
  Dock Lights

  	
   

  	
  $

  	
  14,400

  	
   

  	
  $

  	
  0.02

  	
   

  
	
   

  	
   

  	
  EQUIPMENT TOTAL

  	
   

  	
  $

  	
  279,629

  	
   

  	
  $

  	
  0.41

  	
   

  



 



 3
 









 


	
  12000

  	
   

  	
  FURNISHINGS

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
  12510

  	
   

  	
  Window Treatment

  	
   

  	
  $

  	
  0

  	
   

  	
  $

  	
  0.00

  	
   

  
	
   

  	
   

  	
  FURNISHINGS
  TOTAL

  	
   

  	
  $

  	
  0

  	
   

  	
  $

  	
  0.00

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
  13000

  	
   

  	
  SPECIAL
  CONSTRUCTION

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
  13320

  	
   

  	
  Access Flooring

  	
   

  	
  $

  	
  0

  	
   

  	
  $

  	
  0.00

  	
   

  
	
  13350

  	
   

  	
  Pre-Engineered
  Const

  	
   

  	
  $

  	
  0

  	
   

  	
  $

  	
  0.00

  	
   

  
	
   

  	
   

  	
  SPECIAL
  CONSTRUCTION TOTAL

  	
   

  	
  $

  	
  0

  	
   

  	
  $

  	
  0.00

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
  14000

  	
   

  	
  CONVEYING
  SYSTEMS

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
  14200

  	
   

  	
  Elevators

  	
   

  	
  $

  	
  0

  	
   

  	
  $

  	
  0.00

  	
   

  
	
  14300

  	
   

  	
  Bridge Cranes

  	
   

  	
  $

  	
  0

  	
   

  	
  $

  	
  0.00

  	
   

  
	
   

  	
   

  	
  CONVEYING
  SYSTEMS TOTAL

  	
   

  	
  $

  	
  0

  	
   

  	
  $

  	
  0.00

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
  15000

  	
   

  	
  MECHANICAL
  SYSTEMS

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
  15300

  	
   

  	
  Fire Protection

  	
   

  	
  $

  	
  1,036,099

  	
   

  	
  $

  	
  1.50

  	
   

  
	
  15310

  	
   

  	
  Booster Pumps

  	
   

  	
  $

  	
  65,000

  	
   

  	
  $

  	
  0.09

  	
   

  
	
  15400

  	
   

  	
  Plumbing

  	
   

  	
  $

  	
  199,755

  	
   

  	
  $

  	
  0.29

  	
   

  
	
  15500

  	
   

  	
  HVAC

  	
   

  	
  $

  	
  945,346

  	
   

  	
  $

  	
  1.37

  	
   

  
	
   

  	
   

  	
  MECHANICAL
  SYSTEMS TOTAL

  	
   

  	
  $

  	
  2,246,200

  	
   

  	
  $

  	
  3.25

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
  16000

  	
   

  	
  ELECTRICAL

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
  16050

  	
   

  	
  Electrical

  	
   

  	
  $

  	
  2,950,485

  	
   

  	
  $

  	
  4.28

  	
   

  
	
  16100

  	
   

  	
  Site Lighting

  	
   

  	
  $

  	
  266,020

  	
   

  	
  $

  	
  0.39

  	
   

  
	
   

  	
   

  	
  ELECTRICAL
  TOTAL

  	
   

  	
  $

  	
  3,216,505

  	
   

  	
  $

  	
  4.66

  	
   

  



 



 4
 









 


	
  17000

  	
   

  	
  CONSULTING
  SERVICES

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
  17000

  	
   

  	
  Peer Reviews

  	
   

  	
  $

  	
  3,500

  	
   

  	
  $

  	
  0.01

  	
   

  
	
  17100

  	
   

  	
  Architectural
  Services

  	
   

  	
  $

  	
  160,384

  	
   

  	
  $

  	
  0.23

  	
   

  
	
  17200

  	
   

  	
  Structural
  Services

  	
   

  	
  $

  	
  115,845

  	
   

  	
  $

  	
  0.17

  	
   

  
	
  17300

  	
   

  	
  Mechanical-Electrical-Plumbing-Sprinklers

  	
   

  	
  $

  	
  14,500

  	
   

  	
  $

  	
  0.02

  	
   

  
	
  17400

  	
   

  	
  Civil Services

  	
   

  	
  $

  	
  118,900

  	
   

  	
  $

  	
  0.17

  	
   

  
	
  17470

  	
   

  	
  Subsurface Soils
  Report

  	
   

  	
  $

  	
  48,593

  	
   

  	
  $

  	
  0.07

  	
   

  
	
  17500

  	
   

  	
  Testing Services
  Allowance

  	
   

  	
  $

  	
  3,500

  	
   

  	
  $

  	
  0.01

  	
   

  
	
  17600

  	
   

  	
  Renderings

  	
   

  	
  $

  	
  2,950

  	
   

  	
  $

  	
  0.00

  	
   

  
	
  17900

  	
   

  	
  Reimbursables /
  Reproduction

  	
   

  	
  $

  	
  20,705

  	
   

  	
  $

  	
  0.03

  	
   

  
	
   

  	
   

  	
  CONSULTING SERVICES TOTAL

  	
   

  	
  $

  	
  488,877

  	
   

  	
  $

  	
  0.71

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
  18000

  	
   

  	
  TENANT
  FINISH

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
  03345

  	
   

  	
  Concrete
  Flatwork

  	
   

  	
  $

  	
  0

  	
   

  	
  $

  	
  0.00

  	
   

  
	
  04210

  	
   

  	
  Masonry

  	
   

  	
  $

  	
  0

  	
   

  	
  $

  	
  0.00

  	
   

  
	
  05120

  	
   

  	
  Structural Steel

  	
   

  	
  $

  	
  0

  	
   

  	
  $

  	
  0.00

  	
   

  
	
  06200

  	
   

  	
  Finish Carpentry

  	
   

  	
  $

  	
  0

  	
   

  	
  $

  	
  0.00

  	
   

  
	
  08200

  	
   

  	
  Doors &
  Frames

  	
   

  	
  $

  	
  0

  	
   

  	
  $

  	
  0.00

  	
   

  
	
  08800

  	
   

  	
  Glass &
  Glazing

  	
   

  	
  $

  	
  0

  	
   

  	
  $

  	
  0.00

  	
   

  
	
  09200

  	
   

  	
  Framing and
  Drywall

  	
   

  	
  $

  	
  0

  	
   

  	
  $

  	
  0.00

  	
   

  
	
  09500

  	
   

  	
  Acoustical
  Treatment

  	
   

  	
  $

  	
  0

  	
   

  	
  $

  	
  0.00

  	
   

  
	
  09650

  	
   

  	
  Ceramic / Quarry
  Tile

  	
   

  	
  $

  	
  0

  	
   

  	
  $

  	
  0.00

  	
   

  
	
  09680

  	
   

  	
  Carpet &
  Resilient Flooring

  	
   

  	
  $

  	
  0

  	
   

  	
  $

  	
  0.00

  	
   

  
	
  09900

  	
   

  	
  Painting

  	
   

  	
  $

  	
  0

  	
   

  	
  $

  	
  0.00

  	
   

  
	
  09950

  	
   

  	
  Wall Coverings /
  Zolotone Allowance

  	
   

  	
  $

  	
  0

  	
   

  	
  $

  	
  0.00

  	
   

  
	
  10150

  	
   

  	
  Toilet
  Partitions and Access.

  	
   

  	
  $

  	
  0

  	
   

  	
  $

  	
  0.00

  	
   

  
	
  10550

  	
   

  	
  Lockers &
  Benches

  	
   

  	
  $

  	
  0

  	
   

  	
  $

  	
  0.00

  	
   

  
	
  10600

  	
   

  	
  Miscellaneous
  Specialties

  	
   

  	
  $

  	
  0

  	
   

  	
  $

  	
  0.00

  	
   

  
	
  10900

  	
   

  	
  Interior Signage
  & Directory Allowance

  	
   

  	
  $

  	
  0

  	
   

  	
  $

  	
  0.00

  	
   

  
	
  12510

  	
   

  	
  Window Treatment

  	
   

  	
  $

  	
  0

  	
   

  	
  $

  	
  0.00

  	
   

  
	
  13320

  	
   

  	
  Access Flooring

  	
   

  	
  $

  	
  0

  	
   

  	
  $

  	
  0.00

  	
   

  
	
  15300

  	
   

  	
  Fire Protection

  	
   

  	
  $

  	
  0

  	
   

  	
  $

  	
  0.00

  	
   

  
	
  15400

  	
   

  	
  Plumbing

  	
   

  	
  $

  	
  0

  	
   

  	
  $

  	
  0.00

  	
   

  
	
  15500

  	
   

  	
  HVAC

  	
   

  	
  $

  	
  0

  	
   

  	
  $

  	
  0.00

  	
   

  
	
  16050

  	
   

  	
  Electrical

  	
   

  	
  $

  	
  0

  	
   

  	
  $

  	
  0.00

  	
   

  
	
  18001

  	
   

  	
  Office
  Finish-out Allowance

  	
   

  	
  $

  	
  1,284,000

  	
   

  	
  $

  	
  1.86

  	
   

  
	
   

  	
   

  	
  TENANT FINISH TOTAL

  	
   

  	
  $

  	
  1,284,000

  	
   

  	
  $

  	
  1.86

  	
   

  



 



 5
 









 


	
  01000

  	
   

  	
  GENERAL
  CONDITIONS

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
  18010

  	
   

  	
  Project
  Management

  	
   

  	
  $

  	
  192,722

  	
   

  	
  $

  	
  0.28

  	
   

  
	
  18020

  	
   

  	
  Field
  Supervision

  	
   

  	
  $

  	
  241,749

  	
   

  	
  $

  	
  0.35

  	
   

  
	
  18025

  	
   

  	
  Travel Expenses

  	
   

  	
  $

  	
  116,425

  	
   

  	
  $

  	
  0.17

  	
   

  
	
  18030

  	
   

  	
  Drawing
  Reproduction & Progress Photos

  	
   

  	
  $

  	
  13,000

  	
   

  	
  $

  	
  0.02

  	
   

  
	
  18060

  	
   

  	
  Construction
  Cleaning & General Labor

  	
   

  	
  $

  	
  72,238

  	
   

  	
  $

  	
  0.10

  	
   

  
	
  18100

  	
   

  	
  Equipment Rental
  & Small Tools

  	
   

  	
  $

  	
  80,700

  	
   

  	
  $

  	
  0.12

  	
   

  
	
  18200

  	
   

  	
  Misc. GCs

  	
   

  	
  $

  	
  40,909

  	
   

  	
  $

  	
  0.06

  	
   

  
	
  18210

  	
   

  	
  Weather
  Protection Allowance

  	
   

  	
  $

  	
  300,000

  	
   

  	
  $

  	
  0.43

  	
   

  
	
  18270

  	
   

  	
  Temporary
  Utilities

  	
   

  	
  $

  	
  23,850

  	
   

  	
  $

  	
  0.03

  	
   

  
	
   

  	
   

  	
  GENERAL CONDITIONS TOTAL

  	
   

  	
  $

  	
  1,081,593

  	
   

  	
  $

  	
  1.57

  	
   

  



 



 6
 









 


	
   

  	
   

  	
  SUMMARY

  	
   

  	
  CONTROL

  BUDGET

  	
   

  	
  COST

  PER/SF

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
  02000

  	
   

  	
  SITE WORK

  	
   

  	
  $

  	
  9,740,988

  	
   

  	
  $

  	
  14.11

  	
   

  
	
  02000

  	
   

  	
  EARTHWORK

  	
   

  	
  $

  	
  85,448

  	
   

  	
  $

  	
  0.12

  	
   

  
	
  03000

  	
   

  	
  CONCRETE

  	
   

  	
  $

  	
  5,155,668

  	
   

  	
  $

  	
  7.47

  	
   

  
	
  04000

  	
   

  	
  MASONRY

  	
   

  	
  $

  	
  61,452

  	
   

  	
  $

  	
  0.09

  	
   

  
	
  05000

  	
   

  	
  METALS

  	
   

  	
  $

  	
  3,965,679

  	
   

  	
  $

  	
  5.75

  	
   

  
	
  06000

  	
   

  	
  WOOD &
  PLASTICS

  	
   

  	
  $

  	
  72,114

  	
   

  	
  $

  	
  0.10

  	
   

  
	
  07000

  	
   

  	
  THERMAL &
  MOISTURE PROTECTION

  	
   

  	
  $

  	
  1,659,775

  	
   

  	
  $

  	
  2.40

  	
   

  
	
  08000

  	
   

  	
  DOORS &
  WINDOWS

  	
   

  	
  $

  	
  359,884

  	
   

  	
  $

  	
  0.52

  	
   

  
	
  09000

  	
   

  	
  FINISHES

  	
   

  	
  $

  	
  219,805

  	
   

  	
  $

  	
  0.32

  	
   

  
	
  10000

  	
   

  	
  SPECIALTIES

  	
   

  	
  $

  	
  11,021

  	
   

  	
  $

  	
  0.02

  	
   

  
	
  11000

  	
   

  	
  EQUIPMENT

  	
   

  	
  $

  	
  279,629

  	
   

  	
  $

  	
  0.41

  	
   

  
	
  12000

  	
   

  	
  FURNISHINGS

  	
   

  	
  $

  	
  0

  	
   

  	
  $

  	
  0.00

  	
   

  
	
  13000

  	
   

  	
  SPECIAL
  CONSTRUCTION

  	
   

  	
  $

  	
  0

  	
   

  	
  $

  	
  0.00

  	
   

  
	
  14000

  	
   

  	
  CONVEYING
  SYSTEMS

  	
   

  	
  $

  	
  0

  	
   

  	
  $

  	
  0.00

  	
   

  
	
  15000

  	
   

  	
  MECHANICAL
  SYSTEMS

  	
   

  	
  $

  	
  2,246,200

  	
   

  	
  $

  	
  3.25

  	
   

  
	
  16000

  	
   

  	
  ELECTRICAL

  	
   

  	
  $

  	
  3,216,505

  	
   

  	
  $

  	
  4.66

  	
   

  
	
  18000

  	
   

  	
  TENANT FINISH

  	
   

  	
  $

  	
  1,284,000

  	
   

  	
  $

  	
  1.86

  	
   

  
	
  17000

  	
   

  	
  CONSULTING
  SERVICES

  	
   

  	
  $

  	
  488,877

  	
   

  	
  $

  	
  0.71

  	
   

  
	
  01000

  	
   

  	
  GENERAL CONDITIONS

  	
   

  	
  $

  	
  1,081,593

  	
   

  	
  $

  	
  1.57

  	
   

  
	
   

  	
   

  	
  CONTINGENCY

  	
   

  	
  $

  	
  150,000

  	
   

  	
  $

  	
  0.22

  	
   

  
	
   

  	
   

  	
  LUMP SUM
  ADJUSTMENT

  	
   

  	
  $

  	
  0

  	
   

  	
  $

  	
  0.00

  	
   

  
	
   

  	
   

  	
  MISCELLANEOUS

  	
   

  	
  $

  	
  0

  	
   

  	
  $

  	
  0.00

  	
   

  
	
   

  	
   

  	
  INSURANCE

  	
   

  	
  $

  	
  316,500

  	
   

  	
  $

  	
  0.46

  	
   

  
	
   

  	
   

  	
  BUILDERS RISK
  INSURANCE

  	
   

  	
  $

  	
  0

  	
   

  	
  $

  	
  0.00

  	
   

  
	
   

  	
   

  	
  OTHER INSURANCE

  	
   

  	
  $

  	
  0

  	
   

  	
  $

  	
  0.00

  	
   

  
	
   

  	
   

  	
  PERFORMANCE
  & PAYMENT BONDS

  	
   

  	
   

  	
   

  	
  $

  	
  0.00

  	
   

  
	
   

  	
   

  	
  BUILDING PERMITS

  	
   

  	
  $

  	
  0

  	
   

  	
  $

  	
  0.00

  	
   

  
	
   

  	
   

  	
  OTHER PERMITS
  & FEES

  	
   

  	
  $

  	
  0

  	
   

  	
  $

  	
  0.00

  	
   

  
	
   

  	
   

  	
  2.5% Development
  Fee

  	
   

  	
  $

  	
  0

  	
   

  	
  $

  	
  0.00

  	
   

  
	
   

  	
   

  	
  OVERHEAD &
  PROFIT

  	
   

  	
  $

  	
  1,594,841

  	
   

  	
  $

  	
  2.31

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
  TOTAL ESTIMATE

  	
   

  	
  $

  	
  31,989,979

  	
   

  	
  $

  	
  46.35

  	
   

  



 



 7















Exhibit
E


OUTLINE SPECIFICATIONS


The Children’s Place 

Ft. Payne, Alabama


December 18, 2006


These specifications are
intended to establish the scope of work necessary to design and construct a
670,520 sf Distribution Center with approximately 19,650 sf of attached office
for The Children’s Place in Fort Payne, Alabama. The scope of work is further
described in the following:


The drawing document list
below is a narrative only. Please refer to the attached Document list for a
complete list of current documents.


 


	
  Document

  	
   

  	
  Date

  	
   

  	
  Title

  	
   

  	
  Author

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
  C 1 – C27

  	
   

  	
  10-27-06

  	
   

  	
  Civil Drawings
  Water, Sanitary

  	
   

  	
  Stock &
  Associates

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
  A0-00 – A11-01

  	
   

  	
  11-03-06

  	
   

  	
  Architectural
  Drawings Progress Set #4

  	
   

  	
  Forum Studio

  
	
  S1-1 – S6-1

  	
   

  	
  11-07-06

  	
   

  	
  Structural
  Drawings MEP Coordination

  	
   

  	
  Alper Audi

  
	
  R-1

  	
   

  	
   

  	
   

  	
  Rendering

  	
   

  	
  Forum Studio

  
	
   

  	
   

  	
  August 31, 2006

  	
   

  	
  Geotechnical
  Study

  	
   

  	
  EGC, Inc.

  



 


DIVISION 1 - GENERAL
REQUIREMENTS


Section 1A - Summary of Work


1. The building footprint is 690,170 square feet. The
area is subdivided into the following areas:


 




	
  a.

  	
  Office

  	
   

  	
  17,450 square
  feet

  
	
   

  	
   

  	
  1.

  	
  2,200 square
  feet Shipping & Receiving

  
	
  b.

  	
  Warehouse

  	
   

  	
  668,760 square
  feet

  
	
  c.

  	
  Pump / Electric

  	
   

  	
  1,760 square
  feet

  
	
  d.

  	
  Mezzanine Area

  	
   

  	
  101,500 sf (By
  Owner)

  






 













2.                         The
warehouse/distribution facility will have an interior clear height of 36’-0”,
except at the dock bays and conveyor bays, which will be 34’-9” at conveyor
areas and 35’-3” at the South dock bays, 35’-11” at the North dock bays.


3.                         Typical
column bay spacing will be 50’ x 58’.


4.                         The
project consists of a One Hundred and five (105) acre site.


5.                         Parking
for Four Hundred and Eight (408) cars will be provided.


6.                         Parking
for Three Hundred and Twenty Six (326) trucks will be provided.


7.                         The work
consists of site improvements and construction of a facility with associated
parking and dock areas. The initial design will accommodate Ninety-Six (96)
dock locations. Four (4) drive-in overhead doors have been included in the
design, at the four building corners facing the North and South exposures.


8.                         The
exterior of the building is to be load bearing, tilt-up concrete, architectural
wall panels, with aluminum framed punched windows, and curtainwall.


Section 1B - General Conditions


1.                         The
following items will be provided by Children’s Place for the Design/Builder’s
use:


a.                         Phase I
Environmental Report


b.                        Utilities
to the building


c.                         Boundary
Survey / Topography


d.                        Soil
Borings / Geotechnical Report


2.                         The
Design/Builder shall include the following items as required for the execution
and/or completion of the work. PLEASE NOTE: 
This listing is not to be considered all-inclusive or complete, but
merely as a guide for the major items to be included under this Division.


a.                       Architectural
and engineering documents will be provided. Plumbing, mechanical, electrical,
and fire protection drawings will be completed on a design/build basis.


The Design/Builder
shall cause the preparation and design of all construction drawings and
specifications utilizing a licensed, registered, insured Architect and Engineer
for all design and structural components of the building. The Design/Builder
will cause the design to comply with all applicable local, state, and national
codes, and all design requirements for obtaining the necessary permits.



 2
 









Provide all shop drawings,
cut sheets, samples, submittals, and other required items for Owner’s review.
Simultaneously, both Design/Builder and design professionals are to review and
approve all shop drawings and submittals subject to final review by Owner.


In addition to all
other insurance requirements of the Design/Builder set forth in these general
conditions or the general conditions attached to the AIA Contract Agreement,
the Design/Builder shall require its Architect and all other professional
sub-Design/Builders to obtain and maintain professional errors and omissions
coverage in connection with such sub-Design/Builder’s work. Professional errors
and omissions insurance shall be endorsed to provide contractual liability
coverage. Such coverage for the Architect and any other professional
sub-Design/Builder shall be in amounts not less than $2,000,000 each. Certified
copies of the policies evidencing such coverage shall be furnished at the same
time as the other evidence of insurance required under this agreement.


The Design/Builder
is not licensed as an Architect or Engineer in the State of Alabama and is not
authorized by law to perform design services. Accordingly, Design/Builder will
not perform design services pursuant to the contract documents, but will
furnish and warrant such services as otherwise herein provided.


b.                        Temporary
Utilities


Water, telephone,
natural gas and electricity, shall be provided by the City of Ft. Payne of
sufficient capacity and at the locations required for the work. Temporary
toilet facilities will be included and paid for by the Design / Builder. The
Children’s Place / The City of Ft. Payne, shall pay for all costs to establish
service and usage for the duration of the project.


c.                         Supervision


Any and all
Design/Builder project site and office supervision required for the work shall
be included, including a fulltime, qualified Field Superintendent.


A Project Manager
will be provided to coordinate both design and construction and to serve as
liaison between the design team, Owner’s representatives, and the Field
Superintendent. The cost of this Project Manager is included. A part time
Project Director will be provided to coordinate all start up activities and act
as a direct laison between The Children’s Place and the design team.



 3
 









d.                        A progress schedule will be a part
of the contract and the schedule will be updated and delivered to the Owner’s
representatives not less than once monthly.


The
Design/Builder’s personnel will direct project progress meetings at the
jobsite. The Owner’s representatives will be invited, as well as the Owner’s
Project Manager, all sub-Design/Builders, and key equipment and material
suppliers.


There will be
written minutes of the meetings and distributed copies to all parties concerned
within three (3) days following the meeting.


e.                         Progress photographs to document completion
of the work will be submitted on a monthly basis.


f.                           Payment requests will be submitted
monthly using AIA G702 format and G703 schedule of values. Billing procedures
will be confirmed with the Owner’s representatives.


g.                        The Design/Builder will submit all
claims for changes to the Owner’s representative for approval, including the
add or credit cost of the change and the effect on contract
completion date. No change order work will be started prior to Owner’s
approval.


h.                        Security


The Children’s
Place, at their discretion, will provide and maintain jobsite security, as
required to secure the project during the construction duration. Clayco will
provide electronic security for the jobsite trailer.


i.                            Insurance Coverage


Provide a
Certificate of Insurance issued to the Owner evidencing insurance coverage as
follows:


	
  Workmen’s Compensation

  	
   

  	
  $

  	
  1,000,000

  	
   

  
	
  General
  Liability including Contractual Liability

  	
   

  	
  $

  	
  2,000,000

  	
   

  
	
  Comprehensive Auto

  	
   

  	
  $

  	
  1,000,000

  	
   

  



 


Provide
$50,000,000 umbrella coverage. 


Builders Risk
Insurance is excluded by the
Design / Builder.


j.                            Surveys
and Layout



 4
 









Owner shall
provide a monumented boundary survey of the parcel. The Design / Builder shall
perform all work required for the layout of the work, including line and grade
surveying.


k.                         Testing
Services


Testing Services
to be provided by The Childrens Place.


l.           Materials and
Workmanship


Materials used in
the work will conform to the latest Standard Specification of the American
Society for Testing Materials, The American Concrete Institute, The American
Institute of Steel Construction, American Welding Society, American Society of
Mechanical Engineers, National Electric Code, N.E.M.A., American Institute of
Electrical Engineers, and the rules and regulations of the National Fire
Protection Association.


The workmanship
will be consistent with the best practice of the various building trades and
will conform to the standards of good construction for this class of work.


Where a product is
specified by a trade name, a product of equal performance may be substituted
only with the prior approval of the Architect or Engineer of Record.


m.                      Color
Selections


Owner and/or
Architect will provide a finish color schedule of the exposed surfaces of the
work in a timely manner for the Design/Builder’s use in coordinating building
shell and tenant improvements.


n.                        Temporary
Heat, Water, and Power


Temporary heat,
water, and power will be provided by others until the building is permanently
or temporarily enclosed. After this time, it is assumed that the installation
of the permanent heating system will have progressed far enough for it to be
used for heating the building. No winter conditions have been included.


o.                        Guarantees


Upon notice from
the Owner, the Design/Builder will remedy any defects due to defective
workmanship or materials that appear within a period of one (1) year from the
date of Substantial Completion of the work. 



 5
 









p.                        The
following items are included in the General Conditions/General Requirements for
the Design/Builder:


1.                         General
expenses, such as office equipment, stationery and office supplies, postage,
telephone, shop drawing blueprints, reproduction costs, progress photographs,
computer and EDP expenses, first aid supplies, insurance, and other such
miscellaneous expenses.


2.                         Project
staff, including salaries and benefits for, but not limited to Project
Executive, Project Director, Project Manager, Project Superintendent, Safety
Personnel, Engineers, Accountants, Assistants, Estimators, Purchasing,
Secretaries, and Clerks.


3.                         Tools and
supplies, including hand tools and construction equipment having an individual
new value of less than $100 and consumable items that are used in the
construction operation, such as chalk, kerosene, brooms, brushes, etc.


4.                         Job
office, including rental of trailers, temporary buildings, or office space for
project staff. Also, include interior modification and mechanical/electrical
work as required to said job offices.


5.                         Plant,
vehicles, and repairs, such as purchase of rental charges for plant owned by
Design/Builder or outside parties. Items include transits and levels, rental or
purchase of job vehicles, repairs and maintenance of plant, and vehicles used
specifically on this project.


6.                         Temporary
buildings, barricades, and installations, including labor, lumber, millwork,
and other building materials used in the construction of tool sheds and other
temporary structures with the exception of the job office that is included
above.


q.                        Project
close-out requirements will be provided as follows:


1.                         Record
drawing plans that will be maintained in the field trailer of all field changes
on the contract drawings and at the conclusion of the project a set of
reproducible stamped “Record Drawing”, including field changes, will be turned
over to the Owner.


2.                         Three (3)
sets of operating and maintenance manuals will be delivered to the Owner.


3.                         Operating
instructions for major systems will be provided to the Owner’s representatives.
Walk the Owner’s designate through all



 6
 









systems
and demonstrate the proper sequence of starting, normal operation, and
adjustments and shutdown. Include physical verification that all safeties work
properly.


4.                         Provide
job cleanup during the project and final cleanup. Clean and wash windows,
remove all debris inside and out, and leave the entire building “broom clean”.


r.                           All
building permits and fees by any Authority having jurisdiction are not
included.


DIVISION 2 - SITE WORK


Section 2A - Subsurface Investigation


1.                         A soils
investigation shall be completed by others. We have based our foundation design
on an acceptable bearing capacity of 3,000 psf and assumed that the on site
soils can be used for building purposes, with the addition of lime
stabilization at the building pad.


Section 2B - Demolition


1.                         This
proposal does not include cutting / capping and demolition or relocation of
existing utilities.


Section 2C - Site Preparation


1.                         Clearing, and grubbing (Including stumps / root ball) shall be provided by others,
to remove vegetation, trees and/or shrubs in the area of the new construction.
Site development is included by the Design / Builder.


Section 2D - Earthwork


1.                         The site will be rough and fine graded as necessary to attain the grades indicated on
the concept site and grading plan.


We have included 2” of topsoil depth, per the EGC Geotechnical Report
dated, July 21, 2006.


2.                         Installation of soil erosion measures is included in this proposal.


3.                         We are
balancing the site and planning to utilize the existing soils for filling
purposes. We have not included any cost for importing or exporting site
material. We have raised the building as much as practicle to mitigate rock
removal. Available chert material will be used at the building pad. Lime
stabilization is



 7
 









included at this time, due an excessive amount of rainfall and per the
building pad / soils remediation letter dated November 10, 2006, accepted by
The Children’s Place. The amount of this soils remediation is included in the
amount of $431,879. An additional earthwork contingency allowance in the amount
of $150,000 is included, for unforeseen weather and circumstances.


4.                         This
proposal includes the import and placement of 2’-0” of Chert material for the
future expansion to the bottom of the stone below the slab on grade. The stone
sub-base at the expansion is not included at this time. Stone base will be provided as described in the November 10 letter.


5.                         This
proposal  includes finish grading of areas
around the
building, paving, and sidewalks
to achieve proper drainage and uniform surfaces to a 0.1 foot (±)
tolerance.


6.                         Mass rock removal has been included as a lump
sum, with the earthwork contractor. Additional trench rock removal for all
remaining underground activities, including foundations, and site utilities is
included as an allowance of $195,000.


7.                         Landscaped areas will be fine graded for planting by
landscaping contractor. Topsoil will be generated from the site and placed, unscreened, in the greenbelt
areas.


8.                         We exclude any remediation work for poor soils
(wet conditions, un-compacted areas, sink holes, special wetland mitigation
work, etc)


Section 2E - Storm Drainage


1.                         Surface runoff of storm water shall be by
sheet flow, diverted into the detention basins shown on the site plan.


2.                         The roof area will
drain to exterior gutters and downspouts, and will daylight at the dock aprons
on the North and South elevations of the facility.


Section 2F - Asphalt Paving


1.                         Asphalt paving in the truck maneuvering areas to be
7.5” asphalt paving over 9” of granular base at the North, East and West. Truck maneuvering
areas to be 4” asphalt paving over 4” granular base at the South.


2.                         Car paving areas shall be 4” of asphalt
paving over 6” of granular base. Concrete curb and gutters are included.


3.                         All paved area will be striped as shown
on the attached site plan.



 8
 









4.                         We
are basing the asphalt section as designed based upon a twenty (20) year life
space, per the Geotechnical Report from EGC, dated July 21, 2006.


5.                         We are
assuming that the traffic on the paved asphalt will not exceed 1,000 cars per
day and 100 trucks per day. This is subject to verification of the final CBR
analysis and evaluation of truck traffic / cycles, however, we are designing
the parking areas based on the information provided below by The Childrens
Place:


- All product arrives via semis using ocean-going shipping containers
(i.e., tractor, container, trailer dolly axle unit).


- The incoming loads are dropped at an area other than the dock.


- The yard tractor moves the loaded container at least once within the
yard; sometimes twice.


- All of their product moves out via FedEx or UPS trucks.


- The empty shipping containers leave as empty semis.


Based on the above information, we have modeled the traffic as follows:


Standard-duty Pavement


1000 passenger vehicles per day


Heavy-duty Pavement


100 incoming loaded semis per day, 80K, five axles


150 yard moves of loaded containers per day, 80K, four axles (the yard
tractor has only one drive axle and it gets heavily loaded when moving
containers)


400 FedEx/UPS trucks per day (4:1 ratio of lighter trucks moving
product out vs. incoming semis), 24K, two axles


100 outbound empty semis per day, 25K, five axles


It should be noted that the heavy-duty pavement is for the drive lanes.
The concrete dock apron will get fewer passes of trucks as will the trailer
parking stalls. We will reduce the sections in these areas accordingly. The
risk is that heavy traffic swings through or cuts across trailer parking stall
pavement if a number of adjacent stalls are unoccupied.


Every attempt will be made to evaluate additional paving sections as
well as concrete for all current asphalt areas, to determine the most cost effective
solution for the project.



 9
 









Section 2G - Site Utilities


1.                         The
following is our assumptions for the on site utilities:


	
  Description

  	
   

  	
  Avg. Depth

  	
   

  	
  Connection Pt.

  	
   

  	
  Total Length

  
	
  Storm

  	
   

  	
  6’

  	
   

  	
  W-E Property
  Line

  	
   

  	
  1,300 LF

  



 


2.                         We assume
the local utility company’s and municipalities will provide adequate pressure
and capacity to the building.


3.                         The local
utility company will provide gas service to the building.


4.                         Water to
the building for fire protection and domestic water is included, by the
utilities. We have assumed adequate flow and pressure will be available at the
site.


5.                         We have
assumed that telephone service, supplied by others, will be provided, to the
building, and jobsite trailers.


6.                         We have
not included any road bores or open road cuts.


7.                         We have
not included any pump stations for the storm system.


8.                         We have
included a fire loop with approximately 4,425 LF of 10” main around the current
footprint of the building, not including expansion.


Section 2H –
Miscellaneous Site Improvements 


1.        We have included the following items:


a.                          One (1)
trash enclosure.


b.                         4,415
lineal feet of (6)’ fence with (3) strands of barb wire and Four (4)
motorized gates.


c.                          Two (2)
flag poles.


d.                         Guardhouse
allowance of $45,000 including a restroom is included.


e.                          An
allowance of $30,000 for a pneumatic tube delivery system at the guard shack.



 10
 









Section 2I – Landscaping


1.                         Landscaping
and irrigation are included in this proposal as a $150,000 allowance, including
design.


DIVISION 3 – CONCRETE


Section 3A – Site Concrete


1.                         Walks
to be 4” thick with a concrete compressive strength of 3500 psi and placed on
4” granular base.


2.                         A
standard broom finish will be provided on concrete sidewalks.


3.                         A
6” thick wire mesh reinforced concrete dumpster pad will be provided.


4.                         Truck
aprons, 60’ deep, 7” thick, will be installed in front of the dock doors. The
aprons will be constructed of 4000 psi reinforced concrete, (assumes no
granular fill under concrete).


5.                         Concrete
curbs will be provided where paving abuts landscaped areas at the car parking
areas. Truck parking areas will not include curbs, due to sheetflow of site
water. Concrete bumpers are included at the truck parking areas.


Section 3B – Cast-In-Place Concrete


1.                         Reinforced
concrete used for foundations will have a compressive strength of 3500 psi at
twenty-eight (28) days.


2.                         All
concrete work will be completed in accordance with the structural drawings and
current ACI requirements.


3.                         Reinforced
concrete spread footing will be designed using the recommendations of the
geotechnical engineer. For the purposes of this proposal, we are including a
bearing capacity of 3000 psf.


4.                         Interior
column pads at all mezzanine areas will be designed to accommodate both the
building column and adjacent mezzanine columns, per loads dictated by Wildeck
and Dematic.


5.                         Footings
for mezzanine along the dock wall are included. The additional 75 interior
columns pads and anchor bolt / templates for the added mezzanine columns are
included.


6.                         The
interior office floor slab will be a 5” thick, 3500 psi, non-reinforced
concrete slab installed over 4” compacted granular base.



 11
 









7.                         Interior
warehouse floor slab to be 8 1/2” (4000 psi) over 4” granular material, between
column lines “D” and H.5 (North to South), and Column lines 4 through 27 (East
to West). 8 1⁄2” floor slab areas
shall have a floor flatness of Ff 50 and FL 30 average. 6” (4000 psi) over 4” granular
material, between column lines “A” to “D” and “H.5” to “L” (North to South) and
Column lines 4 through 27 (East to West). Floor flatness shall be FF50 and FL30, average. Floor slabs will be saw cut
with control joints on maximum 15’ spacing to control shrinkage cracks.


8.                         One (1)
coat of Ashford formula will be applied to the floor slab as a sealer/hardener.


9.                         Non-shrink,
non-metallic grout will be provided at all column base plates.


10.                   Metzger McQuire
MM-80 floor joint sealant will be provided at all construction and control
joints in the open warehouse areas only.


Section 3C – Tilt-Up Concrete Panels


1.                         All
concrete panels will be completed as site cast, reinforced, un-insulated,
concrete tilt-up panels. All tilt-up panels will be designed and constructed
with the most up-to-date quality assurance programs available through the
Tilt-Up Concrete Association, Concrete Specification Institute, Concrete
Council, and Clayco Construction Company’s in-house quality control standards.


2.                         Interior
warehouse walls not covered by insulation will receive a smooth trowel finish.


DIVISION 4 – MASONRY


Section 4A – Masonry


1.                         Masonry
block walls (8”) will be provided at the shipping / receiving offices. Masonry
walls will be reinforced as required.


DIVISION 5 – METALS


Section 5A – Structural Metal Framing


1.                         Structural
steel shall comply with ASTM A-36 and A572, GD50 and structural steel framing
shall include the following:


a.                         Structural  steel 
column  and   beam 
system  to  support the 
roof structures.


b.                        Miscellaneous
structural steel as required for new construction.


c.                         Steel
channel framing as required for roof blockouts.



 12
 









d.                        Structural  beam / joist to support the owner supplied
conveyor systems.


2.                         All
structural steel, joists, and joist girders shall receive factory primer or
primer subsequent to fabrication.


3.                         Typical
office bay spacing to be approximately 50’ x 50’.


4.                         Typical
warehouse bay spacing to be approximately 50’ x 58’.


5.                         The
structural design will incorporate vertical lateral bracing along column lines
13 and 18, which will extend below the clear height in a planned location.


6.                         The
budget includes increased overhead support between column lines “14” and “16”/
“B” to “O”.


Section 5B – Metal
Joist and Metal Decking


1.                         Steel
roof decking to support roofing system per SDI Standard No. 1 with factory
white primer. Metal decking to be 20 and 22 gauge. Roof deck and joist shall
slope to exterior dock walls to provide for positive roof drainage.


2.                         Joist
girders, metal joists, and metal deck will support the roof. The metal joist
shall be designed as outlined in the SJI specifications. Joists and beams
within the conveyor areas will be designed to support the conveyor loads
imposed based upon information provided by Dematic.


3.                         A clear
height of 36’ will be achieved at the lowest point of the warehouse, except for
the dock bays and conveyor bays.


Section 5C – Metal
Fabrications


1.                         We have
included the following metal fabrication:


a.           (21) exterior dock
stairs and handrails


b.          (0) interior exit stairs


c.           (0) decorative interior
stairs (to be supplied by others)


d.          (253) 6” bollards


e.           (1) bi-fold partition
support, Included In TI Allowance.


f.             250 LF of steel
guardrail protection, included in TI allowance


2.                         Miscellaneous
steel will be provided for rooftop unit supports, exterior stairs and
handrails, and pipe bollards.


3.                         Exterior
metal stairs with handrails will be provided at the building perimeter as shown
on architectural drawing.



 13
 









4.                         All
lintels, 6” pipe bollards (concrete filled), steel tube, dock nosing, and hand
rails will be provided, as required.


5.                         1,470 LF
of dock canopy is included.


DIVISION 6 - WOODS AND
PLASTICS


Section 6A – Rough Carpentry


1.                         Wood
blocking, nailers, grounds blocking at parapet walls, furring and framing with
standard construction grade #2 yellow pine or Douglas fir lumber required to
complete all new construction (fire treated as required by Code).


DIVISION 7 - THERMAL AND MOISTURE
PROTECTION


Section 7A –
Insulation


1.                         Perimeter
foundation insulation is included at the perimeter of the office area.


Section 7B –
Roofing


1.                         A
mechanically fastened TPO roof, FM I-60 wind uplift rating, with a wind speed
of 55 MPH.


2.                         An
approved roofing consultant will be required during roof installation to
observe job progress and quality of work. The roof consultant to be provided by
The Children’s Place.


3.                         Flashings
and counter flashings will be installed as recommended by the roof
manufacturer.


4.                         2” of
poly-iso insulation roof insulation (R-13) will be provided and installed in
accordance with the manufacturer recommendations.


5.                         The roof
system includes a ten (10) year manufacturers warranty.


Section 7C –
Flashing and Sheet Metal


1.                         “Kynar”
finished aluminum sheet metal installed at locations requiring flashing and
counterflashing.


2.                         “Slip sheet”
counter-flashings at all HVAC curb and similar penetrations will be provided



 14
 









3.                         “Kynar”
finished aluminum coping will be installed at all parapets.


Section 7D – Roof Accessories


1. Two
(2) roof hatches and ladders for access to the roof will be provided. 


Section 7E – Caulking


1.                          Caulking
will be installed at required joints and intersections to two (2) different
materials. Exterior joints shall use two (2) component polyurethane based
sealing compounds, Tremco Dymeric, or equal. Interior joints and under
thresholds shall be architectural grade caulking compounds, Sonneborn Kaukit,
or equal. Provide closed cell backer rod as required.


DIVISION
8 - DOORS AND WINDOWS


Section 8A - Metal
Doors, Frames, and Hardware


1.                         Hollow
metal doors and frames will be primed and coated with two (2) coats of gloss
enamel paint. All hollow metal frames will have welded seams. All doors to be
18 gauge, 1-3/4” thick with finish faces. Exterior doors shall be insulated.


2.                         Finish
door hardware will be commercial grade and shall be Schlage Commercial US 26D
or approved equal.


3.                         Hollow
metal, insulated exterior doors shall include cylinder locks, hydraulic
closers, drip cap, strike lock shields, doorstops, sill sweeps, 11⁄2 pair hinges,
and code required panic hardware (where required). Hollow metal interior doors
shall have 11⁄2 pair hinges, cylinder locks, silencers, and doorstops.


4.                         All
doors required by code to be fire rated and shall have labels designating
hourly ratings per underwriter’s laboratory standards.


Section 8B –
Overhead Doors


1.                         Provide
Ninety-Six (96) exterior 8’ x 10’ manually operated overhead doors


2.                         Provide
three (3) 12’ x 14’, manually operated, grade level doors.


3.                         Provide
One (1) 12’ x 14’, manually operated, coiling door.


4.                         All
exterior doors to be insulated.


5.                         Doors
to have 3” wide, heavy-duty tracks and rollers with one (1) 6” x 12” view
panel.



 15
 









Section 8C - Glass and Glazing


1.                         Furnish
and install an insulated window system at locations indicated by the
architectural drawings. Clear anodized aluminum finish per the architectural
drawings, glazed with insulated glass units per the architectural drawings is
included.


2.                         Tempered
glass doors and sidelights are included, where required by code.


3.                         Exterior
windows shall be glazed with  1”
insulated  reflective (Color to be
determined) or tinted glass (laminated or tempered as required by Code).


4.                         Glass
entry doors will be provided at entry locations.


DIVISION
9 - FINISHES


Section 9 – Tenant Improvement Finishes 


Section 9A - Drywall


1.                         400
square feet of drywall soffit is included for the main lobby area.


2.                         All
remaining gypsum board systems shall be included in the tenant finish
allowance.


3.                         An
allowance of $4,200 is included for an added wall between platforms near Column
line “12”.


Section 9B - Acoustical Ceiling Tile


1.                         All
Acoustical Ceilings to be included as part of the tenant finish allowance.


Section 9C - Flooring


1.                         All
flooring shall be part of the tenant finish allowance.


Section 9D – Finish Carpentry


1.                         All
finish carpentry shall be included in overall tenant finish allowance. A
tenant  finish allowance of $40 / sf for
the main office and $80 / sf for the warehouse offices, is included.



 16
 









Section 9D - Interior Painting


1.                         Painting
of all interior gypsum board systems to be part of the tenant finish allowance.


2.                         All
interior masonry will receive two (2) coats of latex paint.


3.                         Epoxy
flooring for 3,000 sf. is included.


4.                         Painting
of all exterior stairs and handrails is included.


5.                         Painting
of interior tilt up walls is included.


6.                         Interior
floor striping is excluded.


Section 9E - Exterior
Painting


1.                         The
exterior of the building will be prepared per coating manufacturer’s
recommendations to receive a one (1) coat MODAC paint system or a two (2) coat
elastomeric system on all surfaces. A five (5) year, no fade warranty is
included.


2.                         The
hollow metal doors and frames will be painted with two (2) coats of paint.


3.                         All pipe
bollards, handrails, and miscellaneous exposed metals are to be painted.


4.                         Interior
masonry walls at the pump room are to receive block filler and one (1) coat
latex paint.


5.                         Overhead
door numbering / stenciling is excluded.


Section 9F – Interior
Design Services


1.                         Forum
Studio will be the Interior Design of Record. An allowance for interior
services by others is not provided.


DIVISION 10 – SPECIALTIES


Section 10A - Toilet Partitions and
Accessories


1.                         Toilet
partitions and accessories are included as part of the tenant finish allowance.


Section 10B – Signage


1.                         Exterior
handicap signage will be provided as required and necessary.



 17
 









2.                         All
Interior signage has been excluded.


3.                         Exterior
corporate signage is excluded.


Section 10C –
Lockers


1.                         Lockers
to be provided as part of the tenant finish allowance. 


Section 10D –
Miscellaneous Items


1.                         Provide
code required fire extinguishers with cabinets at the warehouse. Additional
extinguishers and cabinets to be included as part of the tenant finish
allowance.


2.                         Entrance
mats and window treatments to be included as part of the tenant finish
allowance.


DIVISION
11 – EQUIPMENT


Section 11A - Dock
Levelers


1.                         Provide
Fifty-One (51) 6’ x 8’ recessed “Air Bag” dock levelers; 30,000 pound
mechanical dock levelers by McGuire, Kelly or equal.


2.                         Provide
Ninety-Five (95) dock bumpers.


Section 11B - Dock
Seals


1.                         Provide
Ninety-Five (95) dock seals at overhead dock doors with heavy-duty, urethane
coated nylon covering and truck bumpers.


Section 11C - Dock
Lights


1.                         Provide
Ninety-Five (95) 150 watt dock “swing” lights, and receptacles (one switch
duplex outlet) are included at overhead doors.


DIVISION
15 – MECHANICAL


Section 15A – Fire
Sprinkler System


1.                         Work will
begin at the connection to the water main and shall include, but not be limited
to the following:


a.                         Underground
piping, detector check, valves, hydrants, fittings, and blocking.


b.                        Backflow
preventor.



 18
 









c.                         ESFR wet
pipe head sprinkler systems for all warehouse areas and standard sprinkler
heads for all office type areas.


d.                        We have
assumed that adequate flow and pressure is available at the site, and that no
site water storage tank is included.


e.                         An
electric fire pump, (size to be determined as required) is included in the
price.


f.                           Sprinklers
for individual mezzanines are included, as Ordinary Hazard, group 2. (.2 GPM /
1500sf). ESFR heads and draft curtains are not included at this time, as not
enough mezzanine framing information is 
available.


g.                        Sprinklers
below conveyors are excluded, due to lack of conveyor information.


2.                         All work
will be designed and installed in accordance with all applicable codes and
requirements of the local governing authorities, and referenced design
standards and recommended practices:


a.                         2003
International Building Code


b.                        2002 NFPA
13, Sprinkler Systems


c.                         2003 NFPA
20, Centrifugal Fire Pumps


d.                        2002 NFPA
24, Private Fire Service Mains


3.                         FM Global
requirements for the sprinkler system design have been included.


4.                         The site
loop will be located approximately 40’ from the face of the building. Post
indicating valves and building leads will be positioned in islands extending
approximately 40’ from the building at maximum practical spacing.


5.               Hose
Stations at racks are not included. 2 1⁄2”  Hand
hose stations at perimeter doors are included.


6.               The
burden has been updated to include increased fire protection density beneath
the large platform to 33 gpm / 2100 sf.


Section 15B –
Warehouse Heating and Ventilating


1.                         We have
provided roof mounted, gas fired, make up air heating units to maintain 50 deg
F. at 18 deg F. outdoor design winter time temperature. Each unit to be
equipped with roof curb, inlet hood with air filters, thermostat, remote
control panel, and recirculation feature to avoid over-pressurization. The
control panel and thermostats will be located on the column closest to the unit
and on the column row closest to the docks.



 19
 









2.                         We have
provided cool smoke / summer ventilation system for the entire warehouse area
using roof mounted exhaust fans and wall mounted air intake louvers. The design
will be based upon approximately 3 air changes per hour of air in the
warehouse, based upon the warehouse total volume being filled with
approximately 40% product.


3.                         Toilet
exhaust systems will be provided for each toilet room per Code requirements.


4.                         The
Shipping and Receiving offices will be heated and cooled using roof mounted
heating and air conditioning units.


5.                         Gas
piping will be extended from the gas meter with minimum five (5) pound gas
pressure to the make up air heating units and roof top heating and cooling
units (RTU’s). We have assumed that five (5) pound gas pressure is available
from the utility. The gas piping riser shall be located inside the building
with the remainder of the piping located on the roof.


6.                         The
mezzanine level will include 250 Tons of cooling to provide tempered air to the
south mezzanine upper floor level. The mezzanine will be enclosed with heavy
sheet plastic curtains (by others). The design is based upon maintaining 80
degrees at the upper deck at the outdoor air design temperature of 94 degree
dry bulb and 75 degree wet bulb.


7.                         We have
included complete system start, check, and balance.


Section 15C –
Office Heating and Ventilating


1.                         The
office will be heated and cooled with gas fired heating, electric cooling, roof
mounted heating and air conditioning units (RTU’s).


2.                         Zone
control will be by using variable air volume (VAV) units or by the use of
multiple single zone RTU’s. Interior zones will be handled separately from the
perimeter zones in either system.


3.                         The
computer room will have two separate, ceiling mounted Liebert MiniMate units,
each rated at approximately 3 Tons. Each unit will be individually controlled
but are not sized for redundancy.


4.                         The front
lobby entrance will have an electric cabinet or wall heater.


5.                         Toilet
exhaust systems will be provided for each toilet room per code requirements.


6.                         Office
design criteria is:



 20
 









 


	
  a.

  	
   

  	
  Outdoor
  Temperature

  	
   

  	
  Summer Winter

  	
   

  	
  94°F dry bulb /
  75°F wet bulb 

  20°F

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
  b.

  	
   

  	
  Indoor
  Temperature dehumidification system

  	
   

  	
  Summer 

  	
   

  	
  75°F 50% RH with
  no separate 

  
	
   

  	
   

  	
   

  	
   

  	
  Winter

  	
   

  	
  72°F, no
  humidification added

  



 


7.                         Shell and
Core:


a.                          Small
single zone constant volume air systems, or variable air volume (VAV) cooling
system – package roof mounted, gas fired heating and electric direct expansion
cooling units with standard roof curb, gravity relief, modulating gas fired
burner, outdoor air dampers, insulated single wall economizer, and electrical
disconnect switch, sealed medium pressure duct distribution system with sound
lining.


b.                         All
ductwork will be sheet metal. Medium pressure mains for the VAV systems, and
low pressure for the rest of the duct systems. All ductwork will be constructed
to SMACNA guidelines. Thermal and acoustical insulation will be included where
required.


c.                          Toilet
room exhaust systems – roof mounted exhaust fan, low pressure duct distribution
system, and inlet registers.


d.                         All RTU’s
will incorporate their own operating controls, and remote space mounted
programmable thermostat controllers will be provided for occupant local
control.


8.                       Tenant
Finishes:


All components of
the office HVAC systems are provided as part of the tenant finish allowance.


Section 15D –
Plumbing


1.                         Water
service to be provided to the building by others.


2.                         All
office plumbing to be part of the tenant finish allowance.


3.                         We have
included 1,300 lineal feet of overhead water line in our proposal.


4.                         We have
included 1,200 If of sanitary lateral extending to the main office and the
shipping and receiving offices. Sanitary lines for the future expansion are not
included and would require an additional tap at Airport Road.



 21
 









5.                         All
interior pipe trenches are to be backfilled with excavated material per the
soil engineer’s requirements. All exterior pipe trenches under the paved areas
will be backfilled with granular material.


6.                         We have
included the following fixtures in the estimate: All remaining plumbing
fixtures shall be included as part of the tenant finish allowance.


	
  Description

  	
   

  	
  Quantity

  	
   

  
	
  Water Heater (30
  gallon)

  	
   

  	
  1

  	
   

  
	
  Eye Wash Station

  	
   

  	
  1

  	
   

  
	
  Acid Dilution @
  battery

  	
   

  	
  1

  	
   

  
	
  Exterior Hose
  bibs

  	
   

  	
  5

  	
   

  
	
  Scrubber Dump

  	
   

  	
  1

  	
   

  
	
  Floor Drains

  	
   

  	
  12

  	
   

  
	
  Interior Roof Drains at
  Office

  	
   

  	
  4

  	
   

  



 


DIVISION 16 – ELECTRICAL
WORK


Section 16A - Site
Electric


1.                         We have
assumed an underground electrical service to the building.


2.                         Two (2)
main pad mounted transformer (2,500 KVA each) shall be located at the building,
by the power company. PVC conduits from the transformer to the property line
will be provided with manholes as required. Excavation and granular backfill
under paved areas shall be included. We have presumed the Power Company will
provide the two required services, complete from the property line to and
including the transformers.


3.                         The
design is based on standard secondary service with the Power Company owning and
maintaining the transformer and incoming power lines, and not primary service.
An economical layout of poles, lamp sizes, and pole locations will be submitted
for review during the design phase.


Section 16B - Site
Lighting


1.                         Site
lighting shall consist of Twenty-Four (24), 400 watt wall packs and Forty-Eight
(48), 30’ pole units with single 1000 watt heads on each. Lighting levels of
approximately 0.50 foot candles average shall be maintained in parking areas
and drive lanes.


2.                         An
allowance of $7,500 is included for added lighting to the Guard Shack.



 22
 









Section 16C - Electrical
Distribution


1.                         The main
building service will be two (2) 3,000 amp distribution systems at 277/480
Volt, 3 phase, 4 wire. Each transformer will feed a main switchboard which will
feed distribution panels, power panels, mechanical equipment, and step down
transformers for lighting and receptacles.


2.                         The
budget has been updated to include the following:


a.                               Deletion
of conduits along perimeter.


b.                              Deletion
of power feeds to Compactor, baler, and compressor.


c.                               Addition
of 300 general receptacles.


d.                              Deletion
of four (4) 600 AMP panels.


e.                               Addition
of six (6) 800 AMP panels.


f.                                 Revise
conductor to aluminum.


Section 16D -
Interior Lighting and Power


1.                         Battery
operated or Generator powered egress and exit lights have been included.


2.                         A 500 KW
Genset is included for life safety, as required by code.


3.                         Based on
limited conveyor electrical requirements, we have included 300 quadplex outlets
at perimeter walls and columns.


4.                         General
office lighting shall consist of recessed 2’ x 4’ fluorescent troffers with
parabolic lenses. Lighting fixtures will be designed in such a pattern as to
provide approximately fifty foot (50) candles average maintained at 36” above
finish floor in all offices and open office areas. All office lighting shall be
included as part of the tenant finish allowance.


5.                         General
warehouse lighting shall consist of 6-Tube, T-5 HO light fixtures with motion
sensors (at aisles only). The fixtures for the mezzanines will be standard 8’
dual tube surface mounted fluorescent fixtures. Fixtures shall be modular wired
and switched to comply with the energy code model. Lighting fixtures will be
designed in such a pattern as to provide Thirty (30) foot candles maintained
average at 36” above finish floor, at all racking aisles, and Thirty (30) foot
candles, maintained average at 36” above finish floor, at all open warehouse
areas, including mezzanine.


6.                         Process
Power: Owner requirements for conveyors have not yet been determined. This
proposal anticipates that 3,000 Amps will be required for all process
equipment. This proposal includes an allowance of $325,400 for the following
process power and distribution:


a.                         SWBD
breakers; feeders (below grade), disconnect switches and connections to
equipment / panels but no distribution downstream of the panels provided by the
equipment / conveyor supplier.



 23
 









b.                        Distribute
power for conveyor equipment to 4 – 600 amp panels. Assume panel locations to
be at B-10, B-22, K-8 and K-22.


c.                         Provide
a 400 amp, 480 volt feed to a baler located near column line 5-C.


d.                        Provide a
60 amp, 480/3/60 feed to a weatherproof local disconnect for a trash compactor
near column line 5, along the North wall. Provide connection to equipment as
required when the equipment is set.


e.                         Provide
a 200 amp feed to a local disconnect for compressor equipment at the compressor
room.


f.                           Provide
one length of 4” conduit adjacent to the Shipping and Receiving areas (i.e.
Approximately 1,100 l.f. each side) with stubs turned up through the floor slab
every 150’.


7.                         The
budget has been updated to include the following:


a.          Deletion
of conduits along perimeter.


b.          Deletion
of power feeds to baler and compressor.


c.          Addition
of 300 general receptacles for Dematic Equipment.


d.          Deletion
of four (4) 600 AMP panels.


e.          Addition
of six (6) 800 AMP panels.


f.                           Revise
conductor between the main switchboard 
and the 800 AMP distribution panels to aluminum.


g.                        Installation
of a concrete pad and conduits for future full power generator. Generator by
others asian allowance of $25,000.00.


Section 16E – Mechanical Provisions


1.                         Power
wiring to MUA, RTU’s and exhaust fans has been included per the design
requirement. Duct mounted smoke detectors will be provided where required to
comply with the Code.


Section 16F – Fire Suppression System


1.                         A digital
communicator (as part of the fire alarm system) will be provided for the
monitoring and supervision of the fire suppression system. Tamper and flow
switches will be wired to the communicator for the monitoring of activation.


Section 16G – Fire Alarm System


1.                         A
fire alarm system allowance of $68,841 is included. 


Section 16H – Specialty Items


1.                         We are
assuming that the owner is responsible for the following items: 


a.                         Generators
and associated gear and transfer switches.



 24
 









b.                        Security
systems


c.                       Data/communication/low voltage wiring


d.                       Lightning protection systems



 25















Exhibit F


CLARIFICATIONS

The Children’s Place

Ft. Payne, Alabama

December 18, 2006


1.               The
building elevations and exterior materials selections are subject to municipal
approvals.


2.               We
are assuming a construction start date of October 2, 2006, once all clearing
and grubbing operations are completed by others.


3.               We
are assuming the following site conditions:


a.               2”  of topsoil, which will be reused.


b.              All utilities are
brought to the building by others.


c.               Existing
site is cleared and properly drained.


4.               We
are assuming the following foundation conditions:


a.               Compactable
existing material.


b.              Typical trench
foundation.


c.               Spoils are reusable
on site.


d.              On
site material for backfill.


5.               We
have included the cost for the following professional services:


a.               Landscape Design


b.              Architectural


c.               Interior
Architectural


d.              Structural


e.               Civil


f.                 Testing
(Glass systems only). Material testing by others.


6.               We
have included the following allowances:


 


	
  a.

  	
  Earthwork

  	
   

  	
  $

  	
  2,462,451.00

  	
   

  
	
  b.

  	
  Landscape /
  Irrigation

  	
   

  	
  $

  	
  150,000.00

  	
   

  
	
  c.

  	
  Guardhouse

  	
   

  	
  $

  	
  45,000.00

  	
   

  
	
  d.

  	
  Rock Trenching

  	
   

  	
  $

  	
  195,000.00

  	
   

  
	
  e.

  	
  Materials
  Testing

  	
   

  	
  $

  	
  3,500.00

  	
   

  
	
  f.

  	
  Tenant
  Improvement Budget

  	
   

  	
  $

  	
  1,284,000.00

  	
   

  
	
  g.

  	
  Warehouse office
  Budget

  	
   

  	
  $

  	
  Included in “f”
  above

  	
   

  
	
  h.

  	
  Fire Alarm System

  	
   

  	
  $

  	
  68,841.00

  	
   

  



 



 1
 









 


	
  i.

  	
  Site Contigency

  	
   

  	
  $

  	
  150,000.00

  	
   

  
	
  j

  	
  Generator Pad
  and Conduits

  	
   

  	
  $

  	
  25,000.00

  	
   

  
	
  k.

  	
  Process wiring

  	
   

  	
  $

  	
  343,305.00

  	
   

  
	
  l.

  	
  Soils
  Remediation

  	
   

  	
  $

  	
  431,879.00

  	
   

  
	
  m.

  	
  Pneumatic Tube
  Delivery

  	
   

  	
  $

  	
  30,000.00

  	
   

  
	
  n.

  	
  Guard Shack
  Lighting

  	
   

  	
  $

  	
  7,500.00

  	
   

  
	
  o.

  	
  Winter
  Conditions

  	
   

  	
  $

  	
  300,000.00

  	
   

  



 


7.               We
have included the following weather related budgets:


	
  a.

  	
  Temporary Roads

  	
   

  	
  $

  	
  20,596.00

  	
   

  
	
  b.

  	
  Temporary
  Utilities

  	
   

  	
  $

  	
  0.00

  	
   

  
	
  c.

  	
  Temporary
  Enclosure/Protection

  	
   

  	
  $

  	
  0.00

  	
   

  



 



 2















Exhibit
G


EXCLUSIONS


The Children’s Place

Ft. Payne, Alabama

December 18, 2006


1.               Development
impact fees, tap fees, lateral fees, city/governing authority fees, and bonds.


2.               Environmental
testing and studies.


3.               Acceleration/deceleration
lanes, bike paths, road improvements, Airport Road sidewalks, road bores, or
off site utility improvements.


4.               Work
associated with hazardous material.


5.               All
demolition or removal of existing debris or structures currently on site.


6.               Cost
associated with the removal of unforeseen conditions such as hidden foundation,
dewatering rock removal, sink holes, and contaminated material.


7.               Export
or import of any soils.


8.               Lime
Stablization at parking areas.


9.               Wetland
mitigation/relocation.


10.         Deep
foundations (piers, caissons, piling, etc.).


11.         Concrete
shake-on hardener and concrete floor finishes, other than epoxy at the battery
charging area.


12.         MFL
walls at the West wall.


13.         Furniture
or work related to owner supplied equipment.


14.         Smoke
and draft curtains.


15.         Generators
and associated gear and transfer switches.


16.         Lightning
protection systems


17.         Security
systems













18.         All
work related to communications, data, security systems.


19.         Primary
power cost.


20.         Separate
utility meters for multiple tenant buildings.


21.         Interior
Floor striping .


22.         Exterior
overhead door numbering / stenciling.


23.         Premium
Time


24.         Winter
conditions / Winter Concrete, in excess of $300,000 Allowance.



 2














Exhibit H


	
  

  	
  Contract Document List

  
	
  Clayco
 19500 Victor Parkway 

  	
  Project
  # 7-106-010

  The Children’s Place / Disney
  Store

  1377 Airport Rd. 

  Fort Payne, AL 35968

  
	
  Suite 375

  Livonia Michigan 48152

  734-462-0200 Fax 734-462-1266

  	
   

  
	
   

  	
  Tel:
  256-845-1162    Fax: 256-845-1820

  
	
   

  	
  Printed on: 1/12/2007

  



 


	
  [illegible]

  	
   

  	
  Rev

  	
   

  	
  Rev Date

  	
   

  	
  Title

  	
   

  	
  Notes

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
  C1

  	
   

  	
  10

  	
   

  	
  12/19/2006

  	
   

  	
  Title Sheet

  	
   

  	
  Coordination Set

  
	
  C2

  	
   

  	
  4

  	
   

  	
  12/19/2006

  	
   

  	
  Specifications Sheet

  	
   

  	
  Coordination Set

  
	
  C3

  	
   

  	
  4

  	
   

  	
  12/19/2006

  	
   

  	
  Existing
  Conditions Plan

  	
   

  	
  Coordination Set

  
	
  C4

  	
   

  	
  4

  	
   

  	
  12/19/2006

  	
   

  	
  Erosion Control
  Plan

  	
   

  	
  Coordination Set

  
	
  C5

  	
   

  	
  4

  	
   

  	
  12/19/2006

  	
   

  	
  Erosion Control
  Details and Specifications

  	
   

  	
  Coordination Set

  
	
  C6

  	
   

  	
  4

  	
   

  	
  12/19/2006

  	
   

  	
  Overall Site and
  Grading Plan

  	
   

  	
  Coordination Set

  
	
  C7

  	
   

  	
  4

  	
   

  	
  12/19/2006

  	
   

  	
  Site &
  Grading Plan

  	
   

  	
  Coordination Set

  
	
  C8

  	
   

  	
  4

  	
   

  	
  12/19/2006

  	
   

  	
  Site &
  Grading Plan

  	
   

  	
  Coordination Set

  
	
  C9

  	
   

  	
  4

  	
   

  	
  12/19/2006

  	
   

  	
  Site &
  Grading Plan

  	
   

  	
  Coordination Set

  
	
  C10

  	
   

  	
  4

  	
   

  	
  12/19/2006

  	
   

  	
  Site &
  Grading Plan

  	
   

  	
  Coordination Set

  
	
  C11

  	
   

  	
  4

  	
   

  	
  12/19/2006

  	
   

  	
  Site &
  Grading Plan

  	
   

  	
  Coordination Set

  
	
  C12

  	
   

  	
  4

  	
   

  	
  12/19/2006

  	
   

  	
  Site &
  Grading Plan

  	
   

  	
  Coordination Set

  
	
  C13

  	
   

  	
  5

  	
   

  	
  12/19/2006

  	
   

  	
  Overall
  Geometric & Utility Plan

  	
   

  	
  Coordination Set

  
	
  C14

  	
   

  	
  5

  	
   

  	
  12/19/2006

  	
   

  	
  Geometric Plan

  	
   

  	
  Coordination Set

  
	
  C15

  	
   

  	
  5

  	
   

  	
  12/19/2006

  	
   

  	
  Geometric Plan

  	
   

  	
  Coordination Set

  
	
  C16

  	
   

  	
  5

  	
   

  	
  12/19/2006

  	
   

  	
  Geometric Plan

  	
   

  	
  Coordination Set

  
	
  C17

  	
   

  	
  5

  	
   

  	
  12/19/2006

  	
   

  	
  Geometric Plan

  	
   

  	
  Coordination Set

  
	
  C18

  	
   

  	
  5

  	
   

  	
  12/19/2006

  	
   

  	
  Geometric Plan

  	
   

  	
  Coordination Set

  
	
  C19

  	
   

  	
  5

  	
   

  	
  12/19/2006

  	
   

  	
  Geometric Plan

  	
   

  	
  Coordination Set

  
	
  C20

  	
   

  	
  4

  	
   

  	
  12/19/2006

  	
   

  	
  Construction
  Details

  	
   

  	
  Coordination Set

  
	
  C21

  	
   

  	
  4

  	
   

  	
  12/19/2006

  	
   

  	
  Sewer Details

  	
   

  	
  Coordination Set

  
	
  C22

  	
   

  	
  4

  	
   

  	
  12/19/2006

  	
   

  	
  Sewer Details

  	
   

  	
  Coordination Set

  
	
  C23

  	
   

  	
  4

  	
   

  	
  12/19/2006

  	
   

  	
  Sewer Details

  	
   

  	
  Coordination Set

  
	
  C24

  	
   

  	
  3

  	
   

  	
  12/19/2006

  	
   

  	
  Storm Sewer
  Profiles

  	
   

  	
  Coordination Set

  
	
  C25

  	
   

  	
  3

  	
   

  	
  12/19/2006

  	
   

  	
  Predevelopment
  Drainage Area Map

  	
   

  	
  Coordination Set

  
	
  C26

  	
   

  	
  3

  	
   

  	
  12/19/2006

  	
   

  	
  Post Development
  Drainage Area Map

  	
   

  	
  Coordination Set

  
	
  C27

  	
   

  	
  3

  	
   

  	
  12/19/2006

  	
   

  	
  Post Development
  Drainage Area Map

  	
   

  	
  Coordination Set

  



 


	
  [illegible]

  	
   

  	
  [illegible]

  	
   

  	
  [illegible]

  	
   

  	
  [illegible]

  	
   

  	
  [illegible]

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
  A0-00

  	
   

  	
  4

  	
   

  	
  12/18/2006

  	
   

  	
  Cover Sheet

  	
   

  	
  Coordination Set

  
	
  A0-01

  	
   

  	
  6

  	
   

  	
  12/18/2006

  	
   

  	
  Index Sheet

  	
   

  	
  Coordination Set

  
	
  A0-02

  	
   

  	
  3

  	
   

  	
  12/18/2006

  	
   

  	
  Egress Plan & Code
  Sheet

  	
   

  	
  Coordination Set

  
	
  A1-01

  	
   

  	
  4

  	
   

  	
  12/18/2006

  	
   

  	
  Overall Site Plan

  	
   

  	
  Coordination Set

  
	
  A1-02

  	
   

  	
  4

  	
   

  	
  12/18/2006

  	
   

  	
  Architectural Site Plan

  	
   

  	
  Coordination Set

  
	
  A1-03

  	
   

  	
  4

  	
   

  	
  12/18/2006

  	
   

  	
  Site Details

  	
   

  	
  Coordination Set

  



 











 


	
  [illegible]

  	
   

  	
  [illegible]

  	
   

  	
  [illegible]

  	
   

  	
  [illegible]

  	
   

  	
  [illegible]

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
  A1-04

  	
   

  	
  4

  	
   

  	
  12/18/2006

  	
   

  	
  Enlarged Site Plan

  	
   

  	
  Coordination Set

  
	
  A1-05

  	
   

  	
  1

  	
   

  	
  10/18/2006

  	
   

  	
  Guardshack Details

  	
   

  	
  Progress Set 4

  
	
  A2-00

  	
   

  	
  3

  	
   

  	
  12/18/2006

  	
   

  	
  Equipment & Racking
  Plan

  	
   

  	
  Coordination Set

  
	
  A2-01

  	
   

  	
  7

  	
   

  	
  12/18/2006

  	
   

  	
  Overall Floor Plan

  	
   

  	
  Coordination Set

  
	
  A2-02

  	
   

  	
  5

  	
   

  	
  12/18/2006

  	
   

  	
  Mezzanine Plan

  	
   

  	
  Coordination Set

  
	
  A2-03

  	
   

  	
  5

  	
   

  	
  12/18/2006

  	
   

  	
  Roof Plan

  	
   

  	
  Coordination Set

  
	
  A2-04

  	
   

  	
  5

  	
   

  	
  12/18/2006

  	
   

  	
  Enlarged Office Roof
  Plan

  	
   

  	
  Coordination Set

  
	
  A2-05

  	
   

  	
  3

  	
   

  	
  12/18/2006

  	
   

  	
  Roof Details

  	
   

  	
  Coordination Set

  
	
  A3-01

  	
   

  	
  4

  	
   

  	
  12/18/2006

  	
   

  	
  Exterior Elevations

  	
   

  	
  Coordination Set

  
	
  A3-02

  	
   

  	
  3

  	
   

  	
  12/18/2006

  	
   

  	
  Enlarged Elevations

  	
   

  	
  Coordination Set

  
	
  A3-10

  	
   

  	
  2

  	
   

  	
  12/18/2006

  	
   

  	
  Building Sections

  	
   

  	
  Coordination Set

  
	
  A3-11

  	
   

  	
  1

  	
   

  	
  12/18/2006

  	
   

  	
  Exterior Details

  	
   

  	
  Coordination Set

  
	
  A4-01

  	
   

  	
  7

  	
   

  	
  1/7/2007

  	
   

  	
  Enlarged Plans

  	
   

  	
  Revision

  
	
  A4-02

  	
   

  	
  9

  	
   

  	
  12/27/2006

  	
   

  	
  Enlarged Plans

  	
   

  	
  Plumb. Coordination

  
	
  A4-03

  	
   

  	
  1

  	
   

  	
  12/18/2006

  	
   

  	
  Enlarged Plans

  	
   

  	
  Coordination Set

  
	
  A5-01

  	
   

  	
  2

  	
   

  	
  12/18/2006

  	
   

  	
  Interior Elevations

  	
   

  	
  Coordination Set

  
	
  A5-02

  	
   

  	
  1

  	
   

  	
  12/18/2006

  	
   

  	
  Interior Elevations

  	
   

  	
  Coordination Set

  
	
  A5-03

  	
   

  	
  1

  	
   

  	
  12/18/2006

  	
   

  	
  Office Interior
  Elevations

  	
   

  	
  Coordination Set

  
	
  A5-04

  	
   

  	
  1

  	
   

  	
  12/18/2006

  	
   

  	
  Office Interior
  Elevations

  	
   

  	
  Coordination Set

  
	
  A6-01

  	
   

  	
  2

  	
   

  	
  1/7/2007

  	
   

  	
  Reflected Ceiling Plan

  	
   

  	
  Revision

  
	
  A7-01

  	
   

  	
  2

  	
   

  	
  12/18/2006

  	
   

  	
  Roof Ladder “A”

  	
   

  	
  Coordination Set

  
	
  A7-02

  	
   

  	
  2

  	
   

  	
  12/18/2006

  	
   

  	
  Roof Ladder “B”

  	
   

  	
  Coordination Set

  
	
  A8-01

  	
   

  	
  4

  	
   

  	
  12/18/2006

  	
   

  	
  Wall Sections

  	
   

  	
  Coordination Set

  
	
  A8-02

  	
   

  	
  3

  	
   

  	
  12/18/2006

  	
   

  	
  Wall Sections

  	
   

  	
  Coordination Set

  
	
  A8-03

  	
   

  	
  3

  	
   

  	
  12/18/2006

  	
   

  	
  Office Wall Sections

  	
   

  	
  Coordination Set

  
	
  A9-01

  	
   

  	
  4

  	
   

  	
  12/18/2006

  	
   

  	
  Partition Types &
  Details

  	
   

  	
  Coordination Set

  
	
  A9-02

  	
   

  	
  4

  	
   

  	
  12/18/2006

  	
   

  	
  Door Schedules &
  Details

  	
   

  	
  Coordination Set

  
	
  A9-03

  	
   

  	
  4

  	
   

  	
  12/18/2006

  	
   

  	
  Door Details

  	
   

  	
  Coordination Set

  
	
  A9-04

  	
   

  	
  4

  	
   

  	
  1/7/2007

  	
   

  	
  Misc. Details

  	
   

  	
  Revision

  
	
  A10-01

  	
   

  	
  1

  	
   

  	
  12/18/2006

  	
   

  	
  Plan Details

  	
   

  	
  Coordination Set

  
	
  A11-01

  	
   

  	
  1

  	
   

  	
  12/18/2006

  	
   

  	
  Office Furniture Plan

  	
   

  	
  Coordination Set

  



 


	
  [illegible]

  	
   

  	
  [illegible]

  	
   

  	
  [illegible]

  	
   

  	
  [illegible]

  	
   

  	
  [illegible]

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
  S1-1

  	
   

  	
  7

  	
   

  	
  12/18/2006

  	
   

  	
  General Notes

  	
   

  	
  Coordination Set

  
	
  S1-2

  	
   

  	
  5

  	
   

  	
  12/18/2006

  	
   

  	
  General Notes

  	
   

  	
  Coordination Set

  
	
  S1-3

  	
   

  	
  5

  	
   

  	
  12/18/2006

  	
   

  	
  Typical Sections &
  Details

  	
   

  	
  Coordination Set

  
	
  S1-4

  	
   

  	
  6

  	
   

  	
  12/18/2006

  	
   

  	
  Typical Sections &
  Details

  	
   

  	
  Coordination Set

  
	
  S2-1

  	
   

  	
  7

  	
   

  	
  1/3/2007

  	
   

  	
  Foundation Plan Area
  “A”

  	
   

  	
  Loader/Unloader
  Revision

  
	
  S2-2

  	
   

  	
  7

  	
   

  	
  1/3/2007

  	
   

  	
  Foundation Plan Area
  “B”

  	
   

  	
  Loader/Unloader
  Revision

  
	
  S2-3

  	
   

  	
  8

  	
   

  	
  12/18/2006

  	
   

  	
  Roof Framing Plan Area
  “A”

  	
   

  	
  Coordination Set

  
	
  S2-4

  	
   

  	
  7

  	
   

  	
  12/18/2006

  	
   

  	
  Roof Framing Plan Area
  “B”

  	
   

  	
  Coordination Set

  
	
  S2-5

  	
   

  	
  6

  	
   

  	
  12/18/2006

  	
   

  	
  Enlarged Office Roof
  Framing Plan

  	
   

  	
  Coordination Set

  
	
  S2-6

  	
   

  	
  4

  	
   

  	
  12/18/2006

  	
   

  	
  Roof Deck Attachment
  Plan

  	
   

  	
  Coordination Set

  
	
  S2-7

  	
   

  	
  2

  	
   

  	
  11/10/2006

  	
   

  	
  Guard House Plans &
  Details

  	
   

  	
  Revise Entire Sheet

  
	
  S3-1

  	
   

  	
  5

  	
   

  	
  12/18/2006

  	
   

  	
  Foundation Details

  	
   

  	
  Coordination Set

  
	
  S3-2

  	
   

  	
  2

  	
   

  	
  1/3/2007

  	
   

  	
  Foundation Details

  	
   

  	
  Loader/Unloader
  Revision

  



 











 


	
  Dwg No.

  	
   

  	
  Rev.

  	
   

  	
  Rev Date 

  	
   

  	
  Title

  	
   

  	
  Notes

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
  S4-1

  	
   

  	
  5

  	
   

  	
  12/18/2006

  	
   

  	
  Framing Sections

  	
   

  	
  Coordination Set

  
	
  S4-2

  	
   

  	
  2

  	
   

  	
  12/18/2006

  	
   

  	
  Framing Sections

  	
   

  	
  Coordination Set

  
	
  S4-3

  	
   

  	
  2

  	
   

  	
  12/18/2006

  	
   

  	
  Framing Sections

  	
   

  	
  Coordination Set

  
	
  S5-1

  	
   

  	
  6

  	
   

  	
  12/18/2006

  	
   

  	
  Column Schedule & Details

  	
   

  	
  Coordination Set

  
	
  S6-1

  	
   

  	
  5

  	
   

  	
  12/18/2006

  	
   

  	
  Braced Frame Elevations & Details

  	
   

  	
  Coordination Set

  



 


	
  [illegible]

  	
   

  	
  [illegible]

  	
   

  	
  [illegible]

  	
   

  	
  [illegible]

  	
   

  	
  [illegible]

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
  T1-1

  	
   

  	
  1

  	
   

  	
  12/18/2006

  	
   

  	
  Panel Layout Plan

  	
   

  	
  Coordination Set

  
	
  T1-2

  	
   

  	
  1

  	
   

  	
  12/18/2006

  	
   

  	
  Panel Layout Plan

  	
   

  	
  Coordination Set

  
	
  T2-1

  	
   

  	
  1

  	
   

  	
  12/18/2006

  	
   

  	
  Typical Sections and Details

  	
   

  	
  Coordination Set

  
	
  T3-1

  	
   

  	
  1

  	
   

  	
  12/18/2006

  	
   

  	
  Wall Elevation Line A

  	
   

  	
  Coordination Set

  
	
  T3-2

  	
   

  	
  3

  	
   

  	
  12/18/2006

  	
   

  	
  Wall Elevation Line A

  	
   

  	
  Coordination Set

  
	
  T3-3

  	
   

  	
  1

  	
   

  	
  12/18/2006

  	
   

  	
  Wall Elevation Line A

  	
   

  	
  Coordination Set

  
	
  T3-4

  	
   

  	
  1

  	
   

  	
  12/18/2006

  	
   

  	
  Wall Elevation Line L

  	
   

  	
  Coordination Set

  
	
  T3-5

  	
   

  	
  1

  	
   

  	
  12/18/2006

  	
   

  	
  Wall Elevation Line L

  	
   

  	
  Coordination Set

  
	
  T3-6

  	
   

  	
  1

  	
   

  	
  12/18/2006

  	
   

  	
  Wall Elevation Line L

  	
   

  	
  Coordination Set

  
	
  T3-7

  	
   

  	
  1

  	
   

  	
  12/18/2006

  	
   

  	
  Wall Elevation Line 27

  	
   

  	
  Coordination Set

  
	
  T3-8

  	
   

  	
  1

  	
   

  	
  12/18/2006

  	
   

  	
  Wall Elevation Line 4

  	
   

  	
  Coordination Set

  
	
  T3-9

  	
   

  	
  3

  	
   

  	
  12/18/2006

  	
   

  	
  Office Wall Elevations

  	
   

  	
  Coordination Set

  
	
  T4-1

  	
   

  	
  1

  	
   

  	
  12/18/2006

  	
   

  	
  Panel Reinforcing Details

  	
   

  	
  Coordination Set

  
	
  T4-2

  	
   

  	
  1

  	
   

  	
  12/18/2006

  	
   

  	
  Panel Reinforcing Details

  	
   

  	
  Coordination Set

  
	
  T4-3

  	
   

  	
  0

  	
   

  	
  12/18/2006

  	
   

  	
  Panel Reinforcing Details

  	
   

  	
  Coordination Set

  



 


	
  Fire
  Protection

  	
   

  	
  [illegible]

  	
   

  	
  [illegible]

  	
   

  	
  [illegible]

  	
   

  	
  [illegible]

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
  FP-1.1

  	
   

  	
  1

  	
   

  	
  12/14/2006

  	
   

  	
  Fire Protection Zones 1, 2, & 3

  	
   

  	
  Submittal #1

  
	
  FP-1.2

  	
   

  	
  1

  	
   

  	
  12/14/2006

  	
   

  	
  Fire Protection Zones 4, 5, 6, & 7

  	
   

  	
  Submittal #1

  
	
  FP-1.3

  	
   

  	
  1

  	
   

  	
  12/14/2006

  	
   

  	
  Fire Protection Zones 8 & 9

  	
   

  	
  Submittal #1

  
	
  FP-1.4

  	
   

  	
  1

  	
   

  	
  12/14/2006

  	
   

  	
  Fire Protection Zones 10 & 11

  	
   

  	
  Submittal #1

  
	
  FP-1.5

  	
   

  	
  1

  	
   

  	
  12/14/2006

  	
   

  	
  Fire Protection Zones 12, 13, & 14

  	
   

  	
  Submittal #1

  
	
  FP-1.6

  	
   

  	
  1

  	
   

  	
  12/14/2006

  	
   

  	
  Fire Protection Zones 15, 16, 17, & 18

  	
   

  	
  Submittal #1

  
	
  FP-2.0

  	
   

  	
  0

  	
   

  	
  12/14/2006

  	
   

  	
  Fire Protection Notes and Details

  	
   

  	
  Submittal #1

  
	
  FP-4.0

  	
   

  	
  0

  	
   

  	
  12/14/2006

  	
   

  	
  Fire Pump Room Layout

  	
   

  	
  Submittal #1

  
	
  FP-UG

  	
   

  	
  2

  	
   

  	
  12/12/2006

  	
   

  	
  Fire Protection Site Plan

  	
   

  	
  Warehouse CD

  



 


	
  Mechanical

  	
   

  	
  [illegible]

  	
   

  	
  [illegible]

  	
   

  	
  [illegible]

  	
   

  	
  [illegible]

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
  M0-00

  	
   

  	
  1

  	
   

  	
  12/13/2006

  	
   

  	
  Mechanical Symbols & Legends

  	
   

  	
  Permits

  
	
  M1-01

  	
   

  	
  1

  	
   

  	
  12/13/2006

  	
   

  	
  Overall Mechanical HVAC Plan

  	
   

  	
  Permits

  
	
  M1-02

  	
   

  	
  1

  	
   

  	
  12/13/2006

  	
   

  	
  Mezzanine Mechanical HVAC Plan

  	
   

  	
  Permits

  
	
  M1-03

  	
   

  	
  1

  	
   

  	
  12/13/2006

  	
   

  	
  Enlarged Mechanical HVAC Plans

  	
   

  	
  Permits

  
	
  M1-04

  	
   

  	
  1

  	
   

  	
  12/13/2006

  	
   

  	
  Roof Mechanical HVAC Plan

  	
   

  	
  Permits

  
	
  M2-00

  	
   

  	
  1

  	
   

  	
  12/13/2006

  	
   

  	
  Overall Sanitary Plumbing Plan

  	
   

  	
  Permits

  
	
  M2-01

  	
   

  	
  1

  	
   

  	
  12/13/2006

  	
   

  	
  Overall Domestic Plumbing Plan

  	
   

  	
  Permits

  
	
  M2-02

  	
   

  	
  1

  	
   

  	
  12/13/2006

  	
   

  	
  Enlarged Sanitary Plumbing Plans

  	
   

  	
  Permits

  
	
  M2-03

  	
   

  	
  1

  	
   

  	
  12/13/2006

  	
   

  	
  Enlarged Domestic Plumbing Plans

  	
   

  	
  Permits

  
	
  M2-04

  	
   

  	
  1

  	
   

  	
  12/13/2006

  	
   

  	
  Enlarged Storm Plumbing Plan

  	
   

  	
  Permits

  
	
  M2-05

  	
   

  	
  0

  	
   

  	
  12/13/2006

  	
   

  	
  Roof Plumbing Plan

  	
   

  	
  Permits

  
	
  M3-01

  	
   

  	
  1

  	
   

  	
  12/13/2006

  	
   

  	
  Mechanical HVAC Schedules

  	
   

  	
  Permits

  



 











 


	
  Dwg No.

  	
   

  	
  Rev.

  	
   

  	
  Rev Date 

  	
   

  	
  Title

  	
   

  	
  Notes

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
  M3-02

  	
   

  	
  1

  	
   

  	
  12/13/2006

  	
   

  	
  Plumbing
  Schedules

  	
   

  	
  Permits

  
	
  M4-01

  	
   

  	
  0

  	
   

  	
  12/13/2006

  	
   

  	
  Mechanical HVAC
  Details

  	
   

  	
  Permits

  
	
  M4-02

  	
   

  	
  0

  	
   

  	
  12/13/2006

  	
   

  	
  Plumbing
  Details

  	
   

  	
  Permits

  



 


	
  [illegible]

  	
   

  	
  [illegible]

  	
   

  	
  [illegible]

  	
   

  	
  [illegible]

  	
   

  	
  [illegible]

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
  ES-1

  	
   

  	
  0

  	
   

  	
  12/12/2006

  	
   

  	
  Electrical Site
  Plan

  	
   

  	
  Coordination
  Set

  
	
  E-00

  	
   

  	
  0

  	
   

  	
  12/12/2006

  	
   

  	
  Overall
  Lighting Plan

  	
   

  	
  Coordination
  Set

  
	
  E-01

  	
   

  	
  0

  	
   

  	
  12/12/2006

  	
   

  	
  Overall Power
  Plan

  	
   

  	
  Coordination
  Set

  
	
  E-02

  	
   

  	
  0

  	
   

  	
  12/12/2006

  	
   

  	
  Overall HVAC
  Power Plan

  	
   

  	
  Coordination
  Set

  
	
  E-1

  	
   

  	
  0

  	
   

  	
  12/12/2006

  	
   

  	
  Area A Lighting
  Plan

  	
   

  	
  Coordination Set

  
	
  E-2

  	
   

  	
  0

  	
   

  	
  12/12/2006

  	
   

  	
  Area B Lighting
  Plan

  	
   

  	
  Coordination
  Set

  
	
  E-3

  	
   

  	
  0

  	
   

  	
  12/12/2006

  	
   

  	
  Area C Lighting
  Plan

  	
   

  	
  Coordination
  Set

  
	
  E-4

  	
   

  	
  0

  	
   

  	
  12/12/2006

  	
   

  	
  Area D Lighting
  Plan

  	
   

  	
  Coordination
  Set

  
	
  E-5

  	
   

  	
  0

  	
   

  	
  12/12/2008

  	
   

  	
  Mezzanine North
  and South Lighting Plan

  	
   

  	
  Coordination
  Set

  
	
  E-6

  	
   

  	
  0

  	
   

  	
  12/12/2006

  	
   

  	
  Area A Power
  Plan

  	
   

  	
  Coordination
  Set

  
	
  E-7

  	
   

  	
  0

  	
   

  	
  12/12/2006

  	
   

  	
  Area B HVAC
  Power Plan

  	
   

  	
  Coordination
  Set

  
	
  E-8

  	
   

  	
  0

  	
   

  	
  12/12/2006

  	
   

  	
  Area C HVAC
  Power Plan

  	
   

  	
  Coordination
  Set

  
	
  E-9

  	
   

  	
  1

  	
   

  	
  12/12/2006

  	
   

  	
  Area D HVAC
  Power Plan

  	
   

  	
  Coordination
  Set

  
	
  E-10

  	
   

  	
  1

  	
   

  	
  12/12/2006

  	
   

  	
  One Line
  Diagram and Legend

  	
   

  	
  Coordination
  Set

  
	
  E-11

  	
   

  	
  0

  	
   

  	
  12/12/2006

  	
   

  	
  Panel Schedules

  	
   

  	
  Coordination
  Set

  



 















 


	
  CHILDREN’S PLACE DISTRIBUTION
  FACILITY

  	
  CLAYCO,
  INC

  	
  December 18, 2006

  
	
  FORT
  PAYNE, ALABAMA

  	
  CONTRACT
  SCHEDULE

  	
  Exhibit
  “I”

  



[GRAPHIC]



 1
 








 


	
  CHILDREN’S
  PLACE DISTRIBUTION FACILITY

  	
  CLAYCO,
  INC

  	
  December 18, 2006

  
	
  FORT
  PAYNE, ALABAMA

  	
  CONTRACT
  SCHEDULE

  	
  Exhibit
  “I”

  



[GRAPHIC]



 2
 








 


	
  CHILDREN’S
  PLACE DISTRIBUTION FACILITY

  	
  CLAYCO,
  INC

  	
  December 18, 2006

  
	
  FORT
  PAYNE, ALABAMA

  	
  CONTRACT
  SCHEDULE

  	
  Exhibit
  “I”

  



[GRAPHIC]



 3














Exhibit K


005

1/4/2007

12/31/2006

7-106-010


	
  1

  	
   

  	
  Earthwork

  	
   

  	
  2,979,778

  	
   

  	
  1,571,525

  	
   

  	
  898,277

  	
   

  	
   

  	
   

  	
  2,469,802

  	
   

  	
  83

  	
   

  	
  509,976

  	
   

  	
  246,980

  	
   

  
	
  2

  	
   

  	
  Rock Excavation

  	
   

  	
  2,082,000

  	
   

  	
  1,247,655

  	
   

  	
  280,812

  	
   

  	
   

  	
   

  	
  1,528,467

  	
   

  	
  73

  	
   

  	
  553,533

  	
   

  	
  152,847

  	
   

  
	
  3

  	
   

  	
  Asphalt

  	
   

  	
  2,940,070

  	
   

  	
  0

  	
   

  	
   

  	
   

  	
   

  	
   

  	
  0

  	
   

  	
  0

  	
   

  	
  2,940,070

  	
   

  	
  0

  	
   

  
	
  4

  	
   

  	
  Site Concrete

  	
   

  	
  734,233

  	
   

  	
  0

  	
   

  	
   

  	
   

  	
   

  	
   

  	
  0

  	
   

  	
  0

  	
   

  	
  734,233

  	
   

  	
  0

  	
   

  
	
  5

  	
   

  	
  Site Utilities

  	
   

  	
  744,658

  	
   

  	
  0

  	
   

  	
   

  	
   

  	
   

  	
   

  	
  0

  	
   

  	
  0

  	
   

  	
  744,658

  	
   

  	
  0

  	
   

  
	
  6

  	
   

  	
  Guard House

  	
   

  	
  45,000

  	
   

  	
  0

  	
   

  	
   

  	
   

  	
   

  	
   

  	
  0

  	
   

  	
  0

  	
   

  	
  45,000

  	
   

  	
  0

  	
   

  
	
   

  	
   

  	
  Pnuematic Tube to
  Guard House

  	
   

  	
  30,000

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
  7

  	
   

  	
  Flag Pole

  	
   

  	
  5,227

  	
   

  	
  0

  	
   

  	
   

  	
   

  	
   

  	
   

  	
  0

  	
   

  	
  0

  	
   

  	
  5,227

  	
   

  	
  0

  	
   

  
	
  8

  	
   

  	
  Fencing

  	
   

  	
  115,470

  	
   

  	
  0

  	
   

  	
   

  	
   

  	
   

  	
   

  	
  0

  	
   

  	
  0

  	
   

  	
  115,470

  	
   

  	
  0

  	
   

  
	
  9

  	
   

  	
  Landscape and
  Irrigation

  	
   

  	
  150,000

  	
   

  	
  0

  	
   

  	
   

  	
   

  	
   

  	
   

  	
  0

  	
   

  	
  0

  	
   

  	
  150,000

  	
   

  	
  0

  	
   

  
	
  10

  	
   

  	
  Cast In Place
  Concrete

  	
   

  	
  761,297

  	
   

  	
  151,367

  	
   

  	
  438,898

  	
   

  	
   

  	
   

  	
  590,265

  	
   

  	
  78

  	
   

  	
  171,032

  	
   

  	
  59,027

  	
   

  
	
  11

  	
   

  	
  Concrete Flatwork

  	
   

  	
  2,281,761

  	
   

  	
  0

  	
   

  	
  250,000

  	
   

  	
   

  	
   

  	
  250,000

  	
   

  	
  11

  	
   

  	
  2,031,761

  	
   

  	
  25,000

  	
   

  
	
  12

  	
   

  	
  Floor Sealer

  	
   

  	
  434,005

  	
   

  	
  0

  	
   

  	
   

  	
   

  	
   

  	
   

  	
  0

  	
   

  	
  0

  	
   

  	
  434,005

  	
   

  	
  0

  	
   

  
	
  13

  	
   

  	
  Concrete Wall
  Panels

  	
   

  	
  1,678,605

  	
   

  	
  0

  	
   

  	
  256,651

  	
   

  	
   

  	
   

  	
  256,651

  	
   

  	
  15

  	
   

  	
  1,421,954

  	
   

  	
  25,665

  	
   

  
	
  14

  	
   

  	
  Masonry

  	
   

  	
  61,452

  	
   

  	
  0

  	
   

  	
   

  	
   

  	
   

  	
   

  	
  0

  	
   

  	
  0

  	
   

  	
  61,452

  	
   

  	
  0

  	
   

  
	
  15

  	
   

  	
  Structural Steel

  	
   

  	
  3,965,679

  	
   

  	
  485,097

  	
   

  	
  105,858

  	
   

  	
   

  	
   

  	
  590,955

  	
   

  	
  15

  	
   

  	
  3,374,724

  	
   

  	
  59,096

  	
   

  
	
  17

  	
   

  	
  Rough Carpentry

  	
   

  	
  72,114

  	
   

  	
  0

  	
   

  	
   

  	
   

  	
   

  	
   

  	
  0

  	
   

  	
  0

  	
   

  	
  72,114

  	
   

  	
  0

  	
   

  
	
  19

  	
   

  	
  Roofing

  	
   

  	
  1,607,262

  	
   

  	
  0

  	
   

  	
   

  	
   

  	
   

  	
   

  	
  0

  	
   

  	
  0

  	
   

  	
  1,607,262

  	
   

  	
  0

  	
   

  
	
  20

  	
   

  	
  Sealants

  	
   

  	
  52,513

  	
   

  	
  0

  	
   

  	
   

  	
   

  	
   

  	
   

  	
  0

  	
   

  	
  0

  	
   

  	
  52,513

  	
   

  	
  0

  	
   

  
	
  21

  	
   

  	
  Doors, Frames and
  Hardware

  	
   

  	
  55,862

  	
   

  	
  0

  	
   

  	
   

  	
   

  	
   

  	
   

  	
  0

  	
   

  	
  0

  	
   

  	
  55,862

  	
   

  	
  0

  	
   

  
	
  22

  	
   

  	
  Overhead Doors

  	
   

  	
  105,500

  	
   

  	
  0

  	
   

  	
   

  	
   

  	
   

  	
   

  	
  0

  	
   

  	
  0

  	
   

  	
  105,500

  	
   

  	
  0

  	
   

  
	
  23

  	
   

  	
  Glass and Glazing

  	
   

  	
  198,522

  	
   

  	
  0

  	
   

  	
   

  	
   

  	
   

  	
   

  	
  0

  	
   

  	
  0

  	
   

  	
  198,522

  	
   

  	
  0

  	
   

  
	
  24

  	
   

  	
  Drywall

  	
   

  	
  8,488

  	
   

  	
  0

  	
   

  	
   

  	
   

  	
   

  	
   

  	
  0

  	
   

  	
  0

  	
   

  	
  8,488

  	
   

  	
  0

  	
   

  



 



 1
 








 


	
  25

  	
   

  	
  Painting

  	
   

  	
  211,317

  	
   

  	
  0

  	
   

  	
   

  	
   

  	
   

  	
   

  	
  0

  	
   

  	
  0

  	
   

  	
  211,317

  	
   

  	
  0

  	
   

  
	
  26

  	
   

  	
  Miscellaneous
  Specialties

  	
   

  	
  11,021

  	
   

  	
  0

  	
   

  	
   

  	
   

  	
   

  	
   

  	
  0

  	
   

  	
  0

  	
   

  	
  11,021

  	
   

  	
  0

  	
   

  
	
  27

  	
   

  	
  Dock Equipment

  	
   

  	
  279,629

  	
   

  	
  0

  	
   

  	
   

  	
   

  	
   

  	
   

  	
  0

  	
   

  	
  0

  	
   

  	
  279,629

  	
   

  	
  0

  	
   

  
	
  29

  	
   

  	
  Fire Protection

  	
   

  	
  1,101,099

  	
   

  	
  0

  	
   

  	
   

  	
   

  	
   

  	
   

  	
  0

  	
   

  	
  0

  	
   

  	
  1,101,099

  	
   

  	
  0

  	
   

  
	
  30

  	
   

  	
  Plumbing

  	
   

  	
  199,755

  	
   

  	
  8,000

  	
   

  	
  79,405

  	
   

  	
   

  	
   

  	
  87,405

  	
   

  	
  44

  	
   

  	
  112,350

  	
   

  	
  8,741

  	
   

  
	
  31

  	
   

  	
  HVAC

  	
   

  	
  945,346

  	
   

  	
  13,500

  	
   

  	
  8,100

  	
   

  	
   

  	
   

  	
  21,600

  	
   

  	
  2

  	
   

  	
  923,746

  	
   

  	
  2,160

  	
   

  
	
  32

  	
   

  	
  Electrical

  	
   

  	
  3,216,505

  	
   

  	
  10,000

  	
   

  	
  49,400

  	
   

  	
   

  	
   

  	
  59,400

  	
   

  	
  2

  	
   

  	
  3,157,105

  	
   

  	
  5,940

  	
   

  
	
  33

  	
   

  	
  TI Allowance

  	
   

  	
  1,284,000

  	
   

  	
  0

  	
   

  	
   

  	
   

  	
   

  	
   

  	
  0

  	
   

  	
  0

  	
   

  	
  1,284,000

  	
   

  	
  0

  	
   

  
	
  34

  	
   

  	
  Architectural and Engineering Svc

  	
   

  	
  488,877

  	
   

  	
  308,167

  	
   

  	
  63,250

  	
   

  	
   

  	
   

  	
  371,417

  	
   

  	
  76

  	
   

  	
  117,460

  	
   

  	
  37,142

  	
   

  
	
  35

  	
   

  	
  Insurance

  	
   

  	
  316,500

  	
   

  	
  43,675

  	
   

  	
   

  	
   

  	
   

  	
   

  	
  43,675

  	
   

  	
  14

  	
   

  	
  272,825

  	
   

  	
  4,367

  	
   

  
	
  37

  	
   

  	
  Site Contingency

  	
   

  	
  150,000

  	
   

  	
  0

  	
   

  	
   

  	
   

  	
   

  	
   

  	
  0

  	
   

  	
  0

  	
   

  	
  150,000

  	
   

  	
  0

  	
   

  
	
  38

  	
   

  	
  General Conditions

  	
   

  	
  1,081,593

  	
   

  	
  234,574

  	
   

  	
  84,642

  	
   

  	
   

  	
   

  	
  319,216

  	
   

  	
  30

  	
   

  	
  762,377

  	
   

  	
  31,922

  	
   

  
	
  39

  	
   

  	
  Clayco Overhead & Profit

  	
   

  	
  1,594,841

  	
   

  	
  220,075

  	
   

  	
  130,790

  	
   

  	
   

  	
   

  	
  350,865

  	
   

  	
  22

  	
   

  	
  1,243,976

  	
   

  	
  35,087

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
  40

  	
   

  	
  TOTAL

  	
   

  	
  31,989,979

  	
   

  	
  4,293,635

  	
   

  	
  2,646,083

  	
   

  	
  0

  	
   

  	
  6,939,718

  	
   

  	
  22

  	
   

  	
  25,020,261

  	
   

  	
  693,972

  	
   

  



 



 2