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09-066 - R TOWN OF PROSPER, TEXAS RESOLUTION NO. 09-066 A RESOLUTION OF THE TOWN COUNCIL OF THE TOWN OF PROSPER, TEXAS, HEREBY AUTHORIZING THE TOWN MANAGER OF THE TOWN OF PROSPER, TEXAS, TO EXECUTE AN AGREEMENT BY AND BETWEEN THE TOWN OF PROSPER AND CORE CONSTRUCTION FOR CONSTRUCTION MANAGER AT RISK SERVICES FOR CONSTRUCTION OF THE COMMUNITY PARK. NOW, THEREFORE, BE IT RESOLVED BY THE TOWN COUNCIL OF THE TOWN OF PROSPER, TEXAS: SECTION 1: The Town Manager of the Town of Prosper, Texas, is hereby authorized to execute, on behalf of the Town Council of the Town of Prosper, Texas, an agreement by and between the Town of Prosper and Core Construction for Construction Manager at Risk Services for construction of the Community Park, an example hereto attached. SECTION 2: This Resolution shall take effect immediately upon its passage. RESOLVED THIS THE 91"day of June, 2009. Kiarles Niswanger, r ATTEST T ®® ®F PROS'® Ole ® ° tthew D. Denton, TRMC Town Secretary m lop r ° ° ° m ,v o � a °°•° •°a ®® '14 ®®•®sees•®' ®% TEXNS ANr�. Document A121 TM CMc - 2003 and AGC Document 565 Standard Form of Agreement Between Owner and Construction Manager where the Construction Manager is Also the Constructor A121 CMc•2003 v:1.0(4117109) AGREEMENT made as of the day of August in the year of 2009 ADDITIONS AND DELETIONS: (In words, indicate day, month and year) The author of this document has added information needed for its BETWEEN the Owner: completion.The author may also (Name and address) have revised the text of the original AIA standard form.An Additions and Town of Prosper Deletions Report that notes added 121 W.Broadway information as well as revisions to Prosper,TX 75078 the standard form text is available from the author and should be and the Construction Manager: reviewed.A vertical line in the left (Name and address) margin of this document indicates where the author has added Core Construction necessary information and where Attn: Tim Erickson the author has added to or deleted 10625 North County Road, Suite 100 from the original AIA text. Frisco,TX 75034 This document has important legal consequences.Consultation with an The Project is: attorney is encouraged with respect (Name, address and brief description) to its completion or modification. The 1997 Edition of AIA Document ARBJ File:Prosper 870076 0216 A201,General Conditions of the Prosper Sports Complex Contract for Construction,is referred Approximately 57 acres located south of Frontier Parkway in the Collin County School to herein.This Agreement requires Land#12 Survey,No. 147,Collin County,Texas. modification if other general conditions are utilized. The Architect is: (Name and address) Jacobs Engineering,Inc. 6136 Frisco Square Blvd.,Suite 400 Frisco,TX 75034 The Owner and Construction Manager agree as set forth below: AIA Document A121 T CMc—2003 and AGC Document 565.Copyright©1991 and 2003 by The American Institute of Architects and The Associated General Init. Contractors of America.All rights reserved.WARNING. This document is protected by U.S.Copyright Law and International Treaties.Unauthorized reproduction or distribution of this 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 13:08:55 on 10/26/2009 under Order No.8678215296_1 which expires on 06/11/2010,and is not for resale. User Notes: (1211575149) TABLE OF CONTENTS ARTICLE 1 GENERAL PROVISIONS §1.1 Relationship of the Parties §1.2 General Conditions ARTICLE 2 CONSTRUCTION MANAGER'S RESPONSIBILITIES §2.1 Preconstruction Phase §2.2 Guaranteed Maximum Price Proposal and Contract Time §2.3 Construction Phase §2.4 Professional Services §2.5 Hazardous Materials ARTICLE 3 OWNER'S RESPONSIBILITIES §3.1 Information and Services §3.2 Owner's Designated Representative §3.3 Architect §3.4 Legal Requirements ARTICLE 4 COMPENSATION AND PAYMENTS FOR PRECONSTRUCTION PHASE SERVICES §4.1 Compensation §4.2 Payments ARTICLE 5 COMPENSATION FOR CONSTRUCTION PHASE SERVICES §5.1 Compensation §5.2 Guaranteed Maximum Price §5.3 Changes in the Work ARTICLE 6 COST OF THE WORK FOR CONSTRUCTION PHASE §6.1 Costs to Be Reimbursed §6.2 Costs Not to Be Reimbursed §6.3 Discounts,Rebates and Refunds §6.4 Accounting Records ARTICLE 7 CONSTRUCTION PHASE §7.1 Progress Payments §7.2 Final Payment ARTICLE 8 INSURANCE AND BONDS §8.1 Insurance Required of the Construction Manager §8.2 Insurance Required of the Owner §8.3 Performance Bond and Payment Bond ARTICLE 9 MISCELLANEOUS PROVISIONS §9.1 Dispute Resolution §9.2 Other Provisions ARTICLE 10 TERMINATION OR SUSPENSION §10.1 Termination Prior to Establishing Guaranteed Maximum Price §10.2 Termination Subsequent to Establishing Guaranteed Maximum Price §10.3 Suspension ARTICLE 11 OTHER CONDITIONS AND SERVICES Init. AIA Document A121 TMCMC-2003 and AGC Document 565.Copyright©1991 and 2003 by The American Institute of Architects and The Associated General Contractors of America.All rights reserved.WARNING:This document is protected by U.S.Copyright Law and International Treaties Unauthorized 2 reproduction or distribution of this 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 13:08:55 on 10/26/2009 under Order No.8678215296_1 which expires on 06/11/2010,and is not for resale. User Notes: (1211575149) ARTICLE 1 GENERAL PROVISIONS §1.1 RELATIONSHIP OF PARTIES The Construction Manager accepts the relationship of trust and confidence established with the Owner by this Agreement,and covenants with the Owner to furnish the Construction Manager's reasonable skill and judgment and to cooperate with the Architect in furthering the interests of the Owner.The Construction Manager shall furnish construction administration and management services and use the Construction Manager's best efforts to perform the Project in an expeditious and economical manner consistent with the interests of the Owner.The Owner shall endeavor to promote harmony and cooperation among the Owner,Architect,Construction Manager and other persons or entities employed by the Owner for the Project. §1.2 GENERAL CONDITIONS For the Construction Phase,the General Conditions of the contract shall be the AIA®Document A201Tm-2007, General Conditions of the Contract for Construction,which is incorporated herein by reference.For the Preconstruction Phase,or in the event that the Preconstruction and Construction Phases proceed concurrently, A201TM-2007 shall apply to the Preconstruction Phase only as specifically provided in this Agreement.The term "Contractor"as used in A201TM-2007 shall mean the Construction Manager. ARTICLE 2 CONSTRUCTION MANAGER'S RESPONSIBILITIES The Construction Manager shall perform the services described in this Article.The services to be provided under Sections 2.1 and 2.2 constitute the Preconstruction Phase services.If the Owner and Construction Manager agree, after consultation with the Architect,the Construction Phase may commence before the Preconstruction Phase is completed,in which case both phases will proceed concurrently. §2.1 PRECONSTRUCTION PHASE §2.1.1 PRELIMINARY EVALUATION The Construction Manager shall provide a preliminary evaluation of the Owner's program and Project budget requirements,each in terms of the other. §2.1.2 CONSULTATION The Construction Manager with the Architect shall jointly schedule and attend regular meetings with the Owner. The Construction Manager shall consult with the Owner and Architect regarding site use and improvements and the selection of materials,building systems and equipment.The Construction Manager shall provide recommendations on construction feasibility; actions designed to minimize adverse effects of labor or material shortages;time requirements for procurement,installation and construction completion;and factors related to construction cost, including estimates of alternative designs or materials,preliminary budgets and possible economies. §2.1.3 PRELIMINARY PROJECT SCHEDULE When Project requirements described in Section 3.1.1 have been sufficiently identified,the Construction Manager shall prepare,and periodically update,a preliminary Project schedule for the Architect's review and the Owner's approval.The Construction Manager shall coordinate and integrate the preliminary Project schedule with the services and activities of the Owner,Architect and Construction Manager.As design proceeds, the preliminary Project schedule shall be updated to indicate proposed activity sequences and durations,milestone dates for receipt and approval of pertinent information,submittal of a Guaranteed Maximum Price proposal,preparation and processing of shop drawings and samples,delivery of materials or equipment requiring long-lead-time procurement, Owner's occupancy requirements showing portions of the Project having occupancy priority,and proposed date of Substantial Completion.If preliminary Project schedule updates indicate that previously approved schedules may not be met,the Construction Manager shall make appropriate recommendations to the Owner and Architect. §2.1.4 PHASED CONSTRUCTION The Construction Manager shall make recommendations to the Owner and Architect regarding the phased issuance of Drawings and Specifications to facilitate phased construction of the Work,if such phased construction is appropriate for the Project,taking into consideration such factors as economies,time of performance,availability of labor and materials,and provisions for temporary facilities. AIA Document A121—CMc—2003 and AGC Document 565.Copyright 01991 and 2003 by The American Institute of Architects and The Associated General Init. Contractors of America.All rights reserved.WARNING:This document is protected by U.S.Copyright Law and International Treaties Unauthorized 3 reproduction or distribution of this 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 13:08:55 on 10/26/2009 under Order No.8678215296_1 which expires on 06/11/2010,and is not for resale. User Notes: (1211575149) §2.1.5 PRELIMINARY COST ESTIMATES §2.1.5.1 When the Owner has sufficiently identified the Project requirements and the Architect has prepared other basic design criteria,the Construction Manager shall prepare,for the review of the Architect and approval of the Owner,a preliminary cost estimate utilizing area,volume or similar conceptual estimating techniques. §2.1.5.2 When Schematic Design Documents have been prepared by the Architect and approved by the Owner,the Construction Manager shall prepare,for the review of the Architect and approval of the Owner,a more detailed estimate with supporting data.During the preparation of the Design Development Documents,the Construction Manager shall update and refine this estimate at appropriate intervals agreed to by the Owner,Architect and Construction Manager. §2.1.5.3 When Design Development Documents have been prepared by the Architect and approved by the Owner, the Construction Manager shall prepare a detailed estimate with supporting data for review by the Architect and approval by the Owner.During the preparation of the Construction Documents,the Construction Manager shall update and refine this estimate at appropriate intervals agreed to by the Owner,Architect and Construction Manager. §2.1.5.4 If any estimate submitted to the Owner exceeds previously approved estimates or the Owner's budget,the Construction Manager shall make appropriate recommendations to the Owner and Architect. §2.1.6 SUBCONTRACTORS AND SUPPLIERS The Construction Manager shall seek to develop subcontractor interest in the Project and shall furnish to the Owner and Architect for their information a list of possible subcontractors,including suppliers who are to furnish materials or equipment fabricated to a special design,from whom proposals will be requested for each principal portion of the Work.The receipt of such list shall not require the Owner or Architect to investigate the qualifications of proposed subcontractors or suppliers,nor shall it waive the right of the Owner or Architect later to object to or reject any proposed subcontractor or supplier. §2.1.7 LONG-LEAD-TIME ITEMS The Construction Manager shall recommend to the Owner and Architect a schedule for procurement of long-lead- time items which will constitute part of the Work as required to meet the Project schedule. If such long-lead-time items are procured by the Owner,they shall be procured on terms and conditions acceptable to the Construction Manager.Upon the Owner's acceptance of the Construction Manager's Guaranteed Maximum Price proposal,all contracts for such items shall be assigned by the Owner to the Construction Manager,who shall accept responsibility for such items as if procured by the Construction Manager.The Construction Manager shall expedite the delivery of long-lead-time items. §2.1.8 EXTENT OF RESPONSIBILITY The Construction Manager does not warrant or guarantee estimates and schedules except as may be included as part of the Guaranteed Maximum Price.The recommendations and advice of the Construction Manager concerning design alternatives shall be subject to the review and approval of the Owner and the Owner's professional consultants.It is not the Construction Manager's responsibility to ascertain that the Drawings and Specifications are in accordance with applicable laws,statutes,ordinances,building codes,rules and regulations.However,if the Construction Manager recognizes that portions of the Drawings and Specifications are at variance therewith,the Construction Manager shall promptly notify the Architect and Owner in writing. The Construction Manager shall certify to the Owner that the facility, to the best of his knowledge,has been constructed in accordance with the Architect's construction documents. The certification shall be in a form which is acceptable to the Owner and Construction Manager. §2.1.9 EQUAL EMPLOYMENT OPPORTUNITY AND AFFIRMATIVE ACTION The Construction Manager shall comply with applicable laws,regulations and special requirements of the Contract Documents regarding equal employment opportunity and affirmative action programs. §2.2 GUARANTEED MAXIMUM PRICE PROPOSAL AND CONTRACT TIME §2.2.1 When the Drawings and Specifications are sufficiently complete,the Construction Manager shall propose a Guaranteed Maximum Price,which shall be the sum of the estimated Cost of the Work and the Construction Manager's Fee. AIA Document A121 TMCMC—2003 and AGC Document 565.Copyright©1991 and 2003 by The American Institute of Architects and The Associated General Init. Contractors of America.All rights reserved.WARNING:This document is protected by U.S.Copyright Law and International Treaties.Unauthorized 4 reproduction or distribution of this 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 13:08:55 on 10/26/2009 under Order No.8678215296_1 which expires on 06/11/2010,and is not for resale. User Notes: (1211575149) §2.2.2 As the Drawings and Specifications may not be finished at the time the Guaranteed Maximum Price proposal is prepared,the Construction Manager shall provide in the Guaranteed Maximum Price for further development of the Drawings and Specifications by the Architect that is consistent with the Contract Documents and reasonably inferable therefrom. Such far-ther development does not include such things as changes in scope, systems,kinds and quality of materials, finishes or equipment,all of which,if required,shall be incorporated by Change Order. §2.2.3 The estimated Cost of the Work shall include the Construction Manager's contingency,a sum established by the Construction Manager for the Construction Manager's exclusive use to cover costs arising under Section 2.2.2 and other costs which are properly reimbursable as Cost of the Work but not the basis for a Change Order. §2.2.4 BASIS OF GUARANTEED MAXIMUM PRICE The Construction Manager shall include with the Guaranteed Maximum Price proposal a written statement of its basis,which shall include: .1 A list of the Drawings and Specifications,including all addenda thereto and the Conditions of the Contract,which were used in preparation of the Guaranteed Maximum Price proposal. .2 A list of allowances and a statement of their basis. .3 A list of the clarifications and assumptions made by the Construction Manager in the preparation of the Guaranteed Maximum Price proposal to supplement the information contained in the Drawings and Specifications. .4 The proposed Guaranteed Maximum Price,including a statement of the estimated cost organized by trade categories,allowances,contingency,and other items and the Fee that comprise the Guaranteed Maximum Price. .5 The Date of Substantial Completion upon which the proposed Guaranteed Maximum Price is based, and a schedule of the Construction Documents issuance dates upon which the date of Substantial Completion is based. §2.2.5 The Construction Manager shall meet with the Owner and Architect to review the Guaranteed Maximum Price proposal and the written statement of its basis.In the event that the Owner or Architect discover any inconsistencies or inaccuracies in the information presented,they shall promptly notify the Construction Manager, who shall make appropriate adjustments to the Guaranteed Maximum Price proposal,its basis,or both. §2.2.6 Unless the Owner accepts the Guaranteed Maximum Price proposal in writing on or before the date specified in the proposal for such acceptance and so notifies the Construction Manager,the Guaranteed Maximum Price proposal shall not be effective without written acceptance by the Construction Manager. §2.2.7 Prior to the Owner's acceptance of the Construction Manager's Guaranteed Maximum Price proposal and issuance of a Notice to Proceed,the Construction Manager shall not incur any cost to be reimbursed as part of the Cost of the Work,except as the Owner may specifically authorize in writing. §2.2.8 Upon acceptance by the Owner of the Guaranteed Maximum Price proposal,the Guaranteed Maximum Price and its basis shall be set forth in Amendment No. 1.The Guaranteed Maximum Price shall be subject to additions and deductions by a change in the Work as provided in the Contract Documents,and the Date of Substantial Completion shall be subject to adjustment as provided in the Contract Documents. §2.2.9 The Owner shall authorize and cause the Architect to revise the Drawings and Specifications to the extent necessary to reflect the agreed-upon assumptions and clarifications contained in Amendment No. 1. Such revised Drawings and Specifications shall be furnished to the Construction Manager in accordance with schedules agreed to by the Owner,Architect and Construction Manager.The Construction Manager shall promptly notify the Architect and Owner if such revised Drawings and Specifications are inconsistent with the agreed-upon assumptions and clarifications. §2.2.10 The Guaranteed Maximum Price shall not include in the Cost of the Work any taxes from which the Owner is exempt by virtue of its status as a governmental entity. In the event that the Contractor is required to pay or bear the burden of any new federal,state,or local tax,or if any rate increase of an existing tax(except a tax on net profits),as a result of any statute,court decision,written ruling,or regulation takes effect after the contract date,the Guaranteed Maximum Price shall be increased by the amount of the new tax,or tax increase. AIA Document A121 TMCMC—2003 and AGC Document 565.Copyright©1991 and 2003 by The American Institute of Architects and The Associated General Init. Contractors of America.All rights reserved.WARNING:This document is protected by U.S.Copyright Law and International Treaties.Unauthorized 5 reproduction or distribution of this 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 13:08:55 on 10/26/2009 under Order No.8678215296_1 which expires on 06/11/2010,and is not for resale. User Notes: (1211575149) §2.3 CONSTRUCTION PHASE §2.3.1 GENERAL §2.3.1.1 The Construction Phase shall commence on the earlier of: (1) the Owner's acceptance of the Construction Manager's Guaranteed Maximum Price proposal and issuance of a Notice to Proceed,or (2) the Owner's first authorization to the Construction Manager to: (a)award a (Paragraphs deleted) subcontract. §2.3.1.2 Other than services normally associated with Construction Manager's performance of the General Conditions,Construction Manager shall not perform any portions of the Work unless it has been awarded such portion in accordance with the same procedures imposed upon all other trade contractors or subcontractors,and then,only if the Owner has determined that the Construction Manager's bid or proposed provides the best value for the Owner. §2.3.2 ADMINISTRATION §2.3.2.1 All portions of the Work,other than minor work,site clean-up,etc.("General Conditions"),shall be performed by trade contractors or subcontractors,including Construction Manager,who have been selected using competitive bids or competitive sealed proposals in accordance with the policies and procedures approved by Owner. On all portions of the Work for which the Construction Manager does not submit a bid or proposal,the Construction Manager and the Owner shall receive and open all trade contractor and subcontractor bids or proposals in a manner that does not disclose the contents of the bid or proposal during the selection process. On any portion of the Work for which the Construction Manager submits a bid or proposal,the Owner shall receive and open the trade contractors,subcontractors and Construction Manager bids or proposals,but shall not disclose the contents of the bids or proposals until the selection process therefor is completed. All bids or proposals shall be made public within seven(7)days after the date of final selection. §2.3.2.1.1 The Construction Manager shall furnish to Owner and Architect for the Owner's approval prior to any public advertisement or solicitation for the portion of the Work the evaluation criteria that the Construction Manager proposes to use in recommending qualified trade contractors or subcontractors for each portion of the Work that will provide the best value for the Owner. §2.3.2.2 If the Guaranteed Maximum Price has been established and a specific bidder among those whose bids are delivered by the Construction Manager to the Owner and Architect(1)is recommended to the Owner by the Construction Manager;(2)is qualified to perform that portion of the Work;and(3)has submitted a bid which conforms to the requirements of the Contract Documents without reservations or exceptions,(4)offers the best value to the Owner,but the Owner requires that another bid be accepted,then the Construction Manager may require that a change in the Work be issued to adjust the Contract Time and the Guaranteed Maximum Price by the difference between the bid of the person or entity recommended to the Owner by the Construction Manager and the amount of the subcontract or other agreement actually signed with the person or entity designated by the Owner. §2.3.2.3 Subcontracts and agreements with suppliers furnishing materials or equipment fabricated to a special design shall conform to the payment provisions of Sections 7.1.8 and 7.1.9 and shall not be awarded on the basis of cost plus a fee without the prior consent of the Owner. §2.3.2.4 The Construction Manager shall schedule and conduct meetings at which the Owner,Architect, Construction Manager and appropriate Subcontractors can discuss the status of the Work.The Construction Manager shall prepare and promptly distribute meeting minutes. §2.3.2.5 Promptly after the Owner's acceptance of the Guaranteed Maximum Price proposal,the Construction Manager shall prepare a schedule in accordance with Section 3.10 of A201TM-2007,including the Owner's occupancy requirements. §2.3.2.6 The Construction Manager shall provide monthly written reports to the Owner and Architect on the progress of the entire Work.The Construction Manager shall maintain a daily log containing a record of weather, AIA Document A1211"CMc—2003 and AGC Document 565.Copyright©1991 and 2003 by The American Institute of Architects and The Associated General Init. Contractors of America.All rights reserved.WARNING:This document is protected by U.S.Copyright Law and International Treaties Unauthorized 6 reproduction or distribution of this document.or any portion of it,may result in severe civil and criminal penalties,and will be prosecuted to the t maximum extent possible under the law This document was produced by AIA software at 13:08:55 on 10/26/2009 under Order No.8678215296_1 which expires on 06/11/2010,and is not for resale. User Notes: (1211575149) Subcontractors working on the site,number of workers,Work accomplished,problems encountered and other similar relevant data as the Owner may reasonably require.The log shall be available to the Owner and Architect. §2.3.2.7 The Construction Manager shall develop a system of cost control for the Work,including regular monitoring of actual costs for activities in progress and estimates for uncompleted tasks and proposed changes.The Construction Manager shall identify variances between actual and estimated costs and report the variances to the Owner and Architect at regular intervals. §2.4 PROFESSIONAL SERVICES Section 3.12.10 of A201TM-2007 shall apply to both the Preconstruction and Construction Phases. §2.5 HAZARDOUS MATERIALS Section 10.3 of A201TM-2007 shall apply to both the Preconstruction and Construction Phases. ARTICLE 3 OWNER'S RESPONSIBILITIES §3.1 INFORMATION AND SERVICES §3.1.1 The Owner shall provide full information in a timely manner regarding the requirements of the Project, including a program which sets forth the Owner's objectives,constraints and criteria,including space requirements and relationships,flexibility and expandability requirements,special equipment and systems,and site requirements. §3.1.2 The Owner,upon written request from the Construction Manager,shall provide a statement that funds are available and have been authorized for the full contract amount for the construction of the Work in accordance with the requirements of Tex.Bus.and Com.Code,Section 35.521 (n)(3),if applicable. §3.1.3 The Owner shall establish and update an overall budget for the Project,based on consultation with the Construction Manager and Architect,which shall include contingencies for changes in the Work and other costs which are the responsibility of the Owner. §3.1.4 STRUCTURAL AND ENVIRONMENTAL TESTS,SURVEYS AND REPORTS In the Preconstruction Phase,the Owner shall furnish the following with reasonable promptness and at the Owner's expense.Except to the extent that the Construction Manager knows of any inaccuracy,the Construction Manager shall be entitled to rely upon the accuracy of any such information,reports, surveys, drawings and tests described in Sections 3.1.4.1 through 3.1.4.4 but shall exercise customary precautions relating to the performance of the Work. §3.1.4.1 Reports, surveys, drawings and tests concerning the conditions of the site which are required by law. §3.1.4.2 Surveys describing physical characteristics,legal limitations and utility locations for the site of the 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 restrictions,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 information on the survey shall be referenced to a project benchmark. §3.1.4.3 The services of geotechnical engineers when such services are reasonably required by the Project and are requested by the Construction Manager. 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,including necessary operations for anticipating subsoil conditions,with reports and appropriate professional recommendations. §3.1.4.4 Structural,mechanical,chemical,air and water pollution tests,tests for hazardous materials,and other laboratory and environmental tests,inspections and reports which are required by law. §3.1.4.5 The services of other consultants when such services are reasonably required by the scope of the Project and are requested by the Construction Manager. AIA Document A121 TMCMc—2003 and AGC Document 565.Copyright©1991 and 2003 by The American Institute of Architects and The Associated General Init. Contractors of America.All rights reserved.WARNING:This document is protected by U.S.Copyright Law and International Treaties.Unauthorized 7 reproduction or distribution of this 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 13:08:55 on 10/26/2009 under Order No.8678215296_1 which expires on 06/11/2010,and is not for resale. User Notes: (1211575149) §3.2 OWNER'S DESIGNATED REPRESENTATIVE The Owner shall designate in writing a representative who shall have express authority to bind the Owner with respect to all matters requiring the Owner's approval or authorization.This representative shall have the authority to make decisions on behalf of the Owner concerning estimates and schedules,construction budgets,and changes in the Work,and shall render such decisions promptly and furnish information expeditiously,so as to avoid unreasonable delay in the services or Work of the Construction Manager.Except as otherwise provided in Section 4.2.1 of A201TM-2007,the Architect does not have such authority. §3.3 ARCHITECT The Owner shall retain an Architect to provide Basic Services,including normal structural,mechanical and electrical engineering services, other than cost estimating services.The Owner shall authorize and cause the Architect to provide those Additional Services requested by the Construction Manager and approved by Owner which must necessarily be provided by the Architect for the Preconstruction and Construction Phases of the Work. Such services shall be provided in accordance with time schedules agreed to by the Owner,Architect and Construction Manager.Upon request of the Construction Manager,the Owner shall furnish to the Construction Manager a copy of the Owner's Agreement with the Architect,from which compensation provisions may be deleted. §3.5 INSPECTION AND TESTING The Owner shall provide or contract for,independently of the Construction Manager,the inspection services,the testing of construction materials engineering and the verification testing services necessary for acceptance of the Work by Owner. (Paragraphs deleted) ARTICLE 4 COMPENSATION AND PAYMENTS FOR PRECONSTRUCTION PHASE SERVICES The Owner shall compensate and make payments to the Construction Manager for Preconstruction Phase services as follows: §4.1 COMPENSATION §4.1.1 For the services described in Sections 2.1 and 2.2,the Construction Manager's compensation shall be calculated as follows: The Construction Manager's fee for the Pre-Construction Phase Services shall be a stipulated sum of Thirty Thousand Dollars and No Cents($30,000.00). (State basis of compensation, whether a stipulated sum, multiple of Direct Personnel Expense, actual cost, etc. Include a statement of reimbursable cost items as applicable.) §4.1.2 Compensation for Preconstruction Phase Services shall be equitably adjusted if such services extend beyond ( )days from the date of this Agreement or if the originally contemplated scope of services is significantly modified. §4.1.3 If compensation is based on a multiple of Direct Personnel Expense,Direct Personnel Expense is defined as the direct salaries of the Construction Manager's personnel engaged in the Project and the portion of the cost of their mandatory and customary contributions and benefits related thereto,such as employment taxes and other statutory employee benefits, insurance, sick leave,holidays,vacations,pensions and similar contributions and benefits. §4.2 PAYMENTS §4.2.1 Payments shall be made monthly following presentation of the Construction Manager's invoice and,where applicable,shall be in proportion to services performed. §4.2.2 Payments are due and payable thirty ( 30 )days from the date the Construction Manager's invoice is received by the Owner.Amounts unpaid after the date on which payment is due shall bear interest at the rate entered below,or in the absence thereof,at the legal rate prevailing from time to time at the place where the Project is located. (Insert rate of interest agreed upon.) per annum AIA Document A121—CMc—2003 and AGC Document 565.Copyright©1991 and 2003 by The American Institute of Architects and The Associated General Init. Contractors of America.All rights reserved.WARNING:This document is protected by U.S.Copyright Law and Intemational Treaties.Unauthorized 8 reproduction or distribution of this document,or any portion of it;may result in severe civil and criminal penalties,and will be prosecuted to the t maximum extent possible under the law.This document was produced by AIA software at 13:08:55 on 10/26/2009 under Order No.8678215296_1 which expires on 06/11/2010,and is not for resale. (1211575149) User Notes: (Usury laws and requirements under the Federal Truth in Lending Act, similar state and local consumer credit laws and other regulations at the Owner's and Contractor's principal places of business, the location of the Project and elsewhere may affect the validity of this provision.Legal advice should be obtained with respect to deletions or modifications, and also regarding requirements such as written disclosures or waivers) ARTICLE 5 COMPENSATION FOR CONSTRUCTION PHASE SERVICES The Owner shall compensate the Construction Manager for Construction Phase services as follows: §5.1 COMPENSATION §5.1.1 For the Construction Manager's performance of the Work as described in Section 2.3,the Owner shall pay the Construction Manager in current funds the Contract Sum consisting of the Cost of the Work as defined in Article 6 and the Construction Manager's Fee determined as follows: The Construction Manager's fee for Construction Phase Services shall be Seven and Six Tenths Percent(7.6%)of the Cost of the Work. Such fee shall include: 1. preconstruction services at$30,000; 2. Superintendent(100%); 3. Project Manager(50%) 4. Safety Coordinator&Equipment(as required); 5. vehicle and related expenses for above; 6. cell phone for above; 7. jobsite office phone 8. offsite office overhead 9. general liability insurance 10. builder's risk insurance 11. performance&payment bond for CORE. (State a lump sum,percentage of actual Cost of the Work or otherprovision for determining the Construction Manager's Fee,and explain how the Construction Manager's Fee is to be adjusted for changes in the Work.) §5.2 GUARANTEED MAXIMUM PRICE §5.2.1 The sum of the Cost of the Work and the Construction Manager's Fee are guaranteed by the Construction Manager not to exceed the amount provided in Amendment No. 1,subject to additions and deductions by changes in the Work as provided in the Contract Documents. Such maximum sum as adjusted by approved changes in the Work is referred to in the Contract Documents as the Guaranteed Maximum Price.Costs which would cause the Guaranteed Maximum Price to be exceeded shall be paid by the Construction Manager without reimbursement by the Owner. One hundred percent(100%)of all savings realized during construction will be returned to the Owner. (Insert specific provisions if the Construction Manager is to participate in any savings.) §5.3 CHANGES IN THE WORK §5.3.1 Adjustments to the Guaranteed Maximum Price on account of changes in the Work subsequent to the execution of Amendment No. 1 may be determined by any of the methods listed in Section 7.3.3 of A201TM-2007. §5.3.2 In calculating adjustments to subcontracts(except those awarded with the Owner's prior consent on the basis of cost plus a fee),the terms"cost"and"fee" as used in Section 7.3.3.3 of A201TM-2007 and the terms"costs"and "a reasonable allowance for overhead and profit"as used in Section 7.3.7 of A201T"--2007 shall have the meanings assigned to them in that document and shall not be modified by this Article 5.Adjustments to subcontracts awarded with the Owner's prior consent on the basis of cost plus a fee shall be calculated in accordance with the terms of those subcontracts. §5.3.3 In calculating adjustments to the Contract,the terms"cost"and"costs"as used in the above-referenced provisions of A201TK--2007 shall mean the Cost of the Work as defined in Article 6 of this Agreement,and the term AIA Document A121—CMc—2003 and AGC Document 565.Copyright©1991 and 2003 by The American Institute of Architects and The Associated General Init. Contractors of America.All rights reserved.WARNING:This document is protected by U.S.Copyright Law and International Treaties.Unauthorized 9 reproduction or distribution of this document,or any portion of it,may result in severe civil and criminal penalties,and will be prosecuted to the t maximum extent possible under the law.This document was produced by AIA software at 13:08:55 on 10/26/2009 under Order No.8678215296_1 which expires on 06/11/2010,and is not for resale. User Notes: (1211575149) "and a reasonable allowance for overhead and profit"shall mean the Construction Manager's Fee as defined in Section 5.1.1 of this Agreement. §5.3.4 In the case of changes in the Work,the fee will be adjusted as provided for in 5.1.1,if both parties agree that the scope of services has changed significantly. ARTICLE 6 COST OF THE WORK FOR CONSTRUCTION PHASE §6.1 COSTS TO BE REIMBURSED §6.1.1 The term"Cost of the Work"shall mean costs necessarily incurred by the Construction Manager in the proper performance of the Work.Such costs shall be at rates not higher than those customarily 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 6. §6.1.2 LABOR COSTS 1 Wages of construction workers directly employed by the Construction Manager to perform minor work at the site or,with the Owner's agreement,at off-site workshops. .2 Wages or salaries of the Construction Manager's supervisory and administrative personnel when stationed at the site with the Owner's agreement. Classification Name Project Manager—'/z time on site (If it is intended that the wages or salaries of certain personnel stationed at the Construction Manager's principal office or offices other than the site office shall be included in the Cost of the Work, such personnel shall be identified below.) (Table deleted) .3 Wages and salaries of the Construction Manager's supervisory or administrative personnel engaged, at factories,workshops or on the road,in expediting the production or transportation of materials or equipment required for the Work,but only for that portion of their time required for the Work. .4 Costs paid or incurred by the Construction Manager for taxes,except taxes from which the Owner is exempt by virtue of its status as a governmental entity, 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 that such costs are based on wages and salaries included in the Cost of the Work under Sections 6.1.2.1 through 6.1.2.3. §6.1.3 SUBCONTRACT COSTS Payments made by the Construction Manager to trade contractors,Subcontractors,or the Construction Manager in accordance with the requirements of the trade contracts or subcontracts. §6.1.4 COSTS OF MATERIALS AND EQUIPMENT INCORPORATED IN THE COMPLETED CONSTRUCTION .1 Costs,including transportation,of materials and equipment incorporated or to be incorporated in the completed construction. .2 Costs of materials described in the preceding Section 6.1.4.1 in excess of those actually installed but required to provide reasonable allowance for waste and for spoilage.Unused excess materials,if any, shall be handed over to the Owner at the completion of the Work or,at the Owner's option,shall be sold by the Construction Manager;amounts realized,if any,from such sales shall be credited to the Owner as a deduction from the Cost of the Work. §6.1.5 COSTS OF OTHER MATERIALS AND EQUIPMENT,TEMPORARY FACILITIES AND RELATED ITEMS .1 Costs,including transportation,installation,maintenance,dismantling and removal of materials, supplies,temporary facilities,machinery,equipment,and hand tools not customarily owned by the construction workers,which are provided by the Construction Manager at the site and fully consumed in the performance of the Work;and cost less salvage value on such items if not fully consumed, whether sold to others or retained by the Construction Manager.Cost for items previously used by the Construction Manager shall mean fair market value. AIA Document A121 TMCMC—2003 and AGC Document 565.Copyright©1991 and 2003 by The American Institute of Architects and The Associated General Init. Contractors of America.All rights reserved.WARNING:This document is protected by U.S.Copyright Law and International Treaties.Unauthorized 10 reproduction or distribution of this document,or any portion of it,may result in severe civil and criminal penalties;and will be prosecuted to the t maximum extent possible under the law.This document was produced by AIA software at 13:08:55 on 10/26/2009 under Order No.8678215296_1 which expires on 06/11/2010,and is not for resale. User Notes: (1211575149) .2 Rental charges for temporary facilities,machinery,equipment and hand tools not customarily owned by the construction workers,which are provided by the Construction Manager at the site,whether rented from the Construction Manager or others,and costs of transportation,installation,minor repairs and replacements,dismantling and removal thereof.Rates and quantities of equipment rented shall be subject to the Owner's prior approval. .3 Costs of removal of debris from the site. 4 Reasonable reproduction costs,costs of telegrams,facsimile transmissions and long-distance telephone calls,postage and express delivery charges,telephone service at the site and reasonable petty cash expenses of the site office. §6.1.6 MISCELLANEOUS COSTS .1 That portion directly attributable to this Contract of premiums for insurance and bonds. (If charges for self-insurance are to be included,speck the basis of reimbursement.) (Paragraph deleted) .2 Taxes which are related to the Work and for which the Construction Manager is liable,except this does not include taxes from which the Owner is exempt by virtue of its status as a governmental entity. .3 Fees and assessments for the building permit and for other permits,licenses and inspections for which the Construction Manager is required by the Contract Documents to pay. 4 Intentionally deleted. .5 Royalties and license fees paid for the use of a particular design,process or product required by the Contract Documents. .6 Data processing costs related to the Work. 7 Deposits lost for causes other than the Construction Manager's negligence or failure to fulfill a specific responsibility to the Owner set forth in this Agreement. (Paragraphs deleted) §6.1.7 OTHER COSTS .1 Other costs incurred in the performance of the Work if and to the extent approved in advance in writing by the Owner. §6.1.8 EMERGENCIES AND REPAIRS TO DAMAGED OR NONCONFORMING WORK The Cost of the Work shall also include costs described in Section 6.1.1which are incurred by the Construction Manager: 1 In taking action to prevent threatened damage,injury or loss in case of an emergency affecting the safety of persons and property,as provided in Section 10.4 of A201TM-2007. .2 In repairing or correcting damaged or nonconforming Work executed by the Construction Manager or the Construction Manager's Subcontractors or suppliers,provided that such damaged or nonconforming Work was not caused by the negligence or failure to fulfill a specific responsibility to the Owner set forth in this agreement of the Construction Manager or the Construction Manager's foremen,engineers or superintendents,or other supervisory,administrative or managerial personnel of the Construction Manager,or the failure of the Construction Manager's personnel to supervise adequately the Work of the Subcontractors or suppliers,and only to the extent that the cost of repair or correction is not recoverable by the Construction Manager from insurance, Subcontractors or suppliers. §6.1.9 The costs described in Sections 6.1.1 through 6.1.8 shall be included in the Cost of the Work notwithstanding any provision of AIA or A201TM-2007 other Conditions of the Contract which may require the Construction Manager to pay such costs,unless such costs are excluded by the provisions of Section 6.2. §6.2 COSTS NOT TO BE REIMBURSED §6.2.1 The Cost of the Work shall not include: .1 Salaries and other compensation of the Construction Manager's personnel stationed at the Construction Manager's principal office or offices other than the site office,except as specifically provided in Sections 6.1.2.2 and 6.1.2.3. .2 Expenses of the Construction Manager's principal office and offices other than the site office,except as specifically provided in Section 6.1. AIA Document A121 TMCMC—2003 and AGC Document 565.Copyright©1991 and 2003 by The American Institute of Architects and The Associated General Init. Contractors of America.All rights reserved.WARNING:This document is protected by U.S.Copyright Law and International Treaties,Unauthorized 11 reproduction or distribution of this document,or any portion of it,may result in severe civil and criminal penalties,and will be prosecuted to the t maximum extent possible under the law This document was produced by AIA software at 13:08:55 on 10/26/2009 under Order No.8678215296_1 which expires on 06/11/2010,and is not for resale. User Notes: (1211575149) .3 Overhead and general expenses,except as may be expressly included in Section 6.1. .4 The Construction Manager's capital expenses, including interest on the Construction Manager's capital employed for the Work. .5 Rental costs of machinery and equipment,except as specifically provided in Section 6.1.5.2. 6 Except as provided in Section 6.1.8.2,costs due to the negligence of the Construction Manager or to the failure of the Construction Manger to fulfill a specific responsibility to the Owner set forth in this Agreement. .7 Costs incurred in the performance of Preconstruction Phase Services. .8 Except as provided in Section 6.1.7.1,any cost not specifically and expressly described in Section 6.1. .9 Costs which would cause the Guaranteed Maximum Price to be exceeded. §6.3 DISCOUNTS,REBATES AND REFUNDS §6.3.1 Cash discounts obtained on payments made by the Construction Manager shall accrue to the Owner if(1) before making the payment,the Construction Manager included them in an Application for Payment and received payment therefor from the Owner,or(2)the Owner has deposited funds with the Construction Manager with which to make payments;otherwise,cash discounts shall accrue to the Construction Manager. Trade discounts,rebates, refunds and amounts received from sales of surplus materials and equipment shall accrue to the Owner,and the Construction Manager shall make provisions so that they can be secured. §6.3.2 Amounts which accrue to the Owner in accordance with the provisions of Section 6.3.1 shall be credited to the Owner as a deduction from the Cost of the Work. §6.4 ACCOUNTING RECORDS §6.4.1 The Construction Manager shall keep full and detailed accounts and exercise such controls as may be necessary for proper financial management under this Contract;the accounting and control systems shall be satisfactory to the Owner.The Owner and the Owner's accountants shall be afforded access to the Construction Manager's records,books,correspondence,instructions,drawings,receipts,subcontracts,purchase orders,vouchers, memoranda and other data relating to this Project,and the Construction Manager shall preserve these for a period of three years after final payment,or for such longer period as may be required by law. ARTICLE 7 CONSTRUCTION PHASE (Paragraph deleted) §7.1 PROGRESS PAYMENTS §7.1.1 Based upon Applications for Payment submitted to the Architect by the Construction Manager and Certificates for Payment issued by the Architect,the Owner shall make progress payments on account of the Contract Sum to the Construction Manager as provided below and elsewhere in the Contract Documents. §7.1.2 The period covered by each Application for Payment shall be one calendar month ending on the last day of the month,or as follows: §7.1.3 Provided an Application for Payment is received by the Architect not later than the thirtieth(30`") day of a month,the Owner shall make payment to the Construction Manager not later than the tenth(10`h) day of the next month.If an Application for Payment is received by the Architect after the application date fixed above,payment shall be made by the Owner not later than Thirty ( 30 )days after the Architect receives the Application for Payment. §7.1.4 With each Application for Payment,the Construction Manager shall submit payrolls,petty cash accounts, receipted invoices or invoices with check vouchers attached and any other evidence required by the Owner or Architect to demonstrate that cash disbursements already made by the Construction Manager on account of the Cost of the Work equal or exceed(1)progress payments already received by the Construction Manager;less(2)that portion of those payments attributable to the Construction Manager's Fee;plus(3)payrolls for the period covered by the present Application for Payment. Init. AIA Document A121—CMc—2003 and AGC Document 565.Copyright©1991 and 2003 by The American Institute of Architects and The Associated General Contractors of America.All rights reserved.WARNING:This document is protected by U.S.Copyright Law and International Treaties.Unauthorized 12 reproduction or distribution of this document,or any portion of it,may result in severe civil and criminal penalties,and will be prosecuted to the t maximum extent possible under the law.This document was produced by AIA software at 13:08:55 on 10/26/2009 under Order No.8678215296_1 which expires on 06/11/2010,and is not for resale. User Notes: (1211575149) §7.1.5 Each Application for Payment shall be based upon the most recent schedule of values submitted by the Construction Manager in accordance with the Contract Documents.The schedule of values shall allocate the entire Guaranteed Maximum Price among the various portions of the Work,except that the Construction Manager's Fee shall be shown as a single separate item.The schedule of values shall be prepared in such form and supported by such data to substantiate its accuracy as the Architect may require.This schedule,unless objected to by the Architect, shall be used as a basis for reviewing the Construction Manager's Applications for Payment. §7.1.6 Applications for Payment shall show the percentage completion of each portion of the Work as of the end of the period covered by the Application for Payment.The percentage completion shall be the lesser of(1)the percentage of that portion of the Work which has actually been completed or(2)the percentage obtained by dividing (a)the expense which has actually been incurred by the Construction Manager on account of that portion of the Work for which the Construction Manager has made or intends to make actual payment prior to the next Application for Payment by(b)the share of the Guaranteed Maximum Price allocated to that portion of the Work in the schedule of values. §7.1.7 Subject to other provisions of the Contract Documents,the amount of each progress payment shall be computed as follows: .1 Take that portion of the Guaranteed Maximum Price properly allocable to completed Work as determined by multiplying the percentage 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 may be included as provided in Section 7.3.9 of A201Tm-2007,even though the Guaranteed Maximum Price has not yet been adjusted by Change Order. .2 Add that portion of the Guaranteed Maximum Price properly allocable to materials and equipment delivered and suitably stored at the site for subsequent incorporation in the Work or,if approved in advance by the Owner,suitably stored off the site at a location agreed upon in writing. .3 Add the Construction Manager's Fee,less retainage of five percent ( 5% ).The Construction Manager's Fee shall be computed upon the Cost of the Work described in the two preceding Sections at the rate stated in Section 5.1.1 or,if the Construction Manager's Fee is stated as a fixed sum in that Section,shall be an amount which 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 Construction Manager in the documentation required by Section 7.1.4 to substantiate prior Applications for Payment,or resulting from errors subsequently discovered by the Owner's accountants in such documentation. 6 Subtract amounts,if any,for which the Architect has withheld or nullified a Certificate for Payment as provided in Section 9.5 of A201TM-2007. §7.1.8 Except with the Owner's prior approval,payments to Subcontractors shall be subject to retention of not less than five percent ( 5% ).The Owner and the Construction Manager shall agree upon a mutually acceptable procedure for review and approval of payments and retention for subcontracts. §7.1.9 Except with the Owner's prior approval,the Construction Manager shall not make advance payments to suppliers for materials or equipment which have not been delivered and stored at the site. §7.1.10 In taking action on the Construction Manager's Applications for Payment, the Architect shall be entitled to rely on the accuracy and completeness of the information furnished by the Construction Manager and shall not be deemed to represent that the Architect has made a detailed examination,audit or arithmetic verification of the documentation submitted in accordance with Section 7.1.4 or other supporting data,that the Architect has made exhaustive or continuous on-site inspections or that the Architect has made examinations to ascertain how or for what purposes the Construction Manager has used amounts previously paid on account of the Contract. Such examinations,audits and verifications,if required by the Owner,will be performed by the Owner's accountants acting in the sole interest of the Owner. Init. AIA Document At 21 TMCMc—2003 and AGC Document 565.Copyright©1991 and 2003 by The American Institute of Architects and The Associated General Contractors of America.All rights reserved.WARNING:This document is protected by U.S.Copyright Law and International Treaties.Unauthorized 13 reproduction or distribution of this 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 13:08:55 on 10/26/2009 under Order No.8678215296_1 which expires on 06/11/2010,and is not for resale. User Notes: (1211575149) §7.2 FINAL PAYMENT §7.2.1 Final payment shall be made by the Owner to the Construction Manager when(1)the Contract has been fully performed by the Construction Manager except for the Construction Manager's responsibility to correct nonconforming Work,as provided in Section 12.2.2 of A20 1rm-2007,and to satisfy other requirements,if any, which necessarily survive final payment;(2)a final Application for Payment and a final accounting for the Cost of the Work have been submitted by the Construction Manager and reviewed by the Owner's accountants;and(3)a final Certificate for Payment has then been issued by the Architect;such final payment shall be made by the Owner not more than 30 days after the issuance of the Architect's final Certificate for Payment,or as follows: §7.2.2 The amount of the final payment shall be calculated as follows: .1 Take the sum of the Cost of the Work substantiated by the Construction Manager's final accounting and the Construction Manager's Fee,but not more than the Guaranteed Maximum Price. 2 Subtract amounts,if any,for which the Architect withholds,in whole or in part,a final Certificate for Payment as provided in Section 9.5.1 of A201TM-2007 or other provisions of the Contract Documents. .3 Subtract the aggregate of previous payments made by the Owner. If the aggregate of previous payments made by the Owner exceeds the amount due the Construction Manager,the Construction Manager shall reimburse the difference to the Owner. §7.2.3 The Owner's accountants will review and report in writing on the Construction Manager's final accounting within 30 days after delivery of the final accounting to the Architect by the Construction Manager.Based upon such Cost of the Work as the Owner's accountants report to be substantiated by the Construction Manager's final accounting,and provided the other conditions of Section 7.2.1 have been met,the Architect will,within seven days after receipt of the written report of the Owner's accountants,either issue to the Owner a final Certificate for Payment with a copy to the Construction Manager or notify the Construction Manager and Owner in writing of the Architect's reasons for withholding a certificate as provided in Section 9.5.1 of A201TM-2007.The time periods stated in this Section 7.2 supersede those stated in Section 9.4.1 of A201TM-2007. §7.2.4 If the Owner's accountants report the Cost of the Work as substantiated by the Construction Manager's final accounting to be less than claimed by the Construction Manager,the Construction Manager shall be entitled to proceed in accordance with Article 9 without a further decision of the Architect.Pending a final resolution of the disputed amount,the Owner shall pay the Construction Manager the amount certified in the Architect's final Certificate for Payment. §7.2.5 If,subsequent to final payment and at the Owner's request, the Construction Manager incurs costs described in Section 6.1 and not excluded by Section 6.2(1)to correct nonconforming Work or(2)arising from the resolution of disputes,the Owner shall reimburse the Construction Manager such costs and the Construction Manager's Fee, if any,related 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. ARTICLE 8 INSURANCE AND BONDS §8.1 INSURANCE REQUIRED OF THE CONSTRUCTION MANAGER During both phases of the Project,the Construction Manager shall purchase and maintain insurance as set forth in Section 11.1 of A201TM-2007. Such insurance shall be written for not less than the following limits,or greater if required by law: (Paragraphs deleted) AIA Document A121 T"CMc—2003 and AGC Document 565.Copyright©1991 and 2003 by The American Institute of Architects and The Associated General Init. Contractors of America.All rights reserved.WARNING:This document is protected by U.S Copyright Law and International Treaties.Unauthorized 14 reproduction or distribution of this 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 13:08:55 on 10/26/2009 under Order No.8678215296_1 which expires on 06/11/2010,and is not for resale. (1211575149) User Notes: §8.3 PERFORMANCE BOND AND PAYMENT BOND §8.3.1 The Construction Manager shall (Insert"shall"or"shall not")furnish bonds covering faithful performance of the Contract and payment of obligations arising thereunder.Bonds may be obtained through the Construction Manager's usual source,and the cost thereof shall be included in the Cost of the Work.The amount of each bond shall be equal to One Hundred Percent ( 100% )of the Contract Sum. §8.3.2 The Construction Manager shall deliver the required bonds to the Owner at least three days before the commencement of any Work at the Project site. ARTICLE 9 MISCELLANEOUS PROVISIONS §9.1 DISPUTE RESOLUTION §9.1.1 During both the Preconstruction and Construction Phases,Claims,disputes or other matters in question between the parties to this Agreement shall be resolved except that,during the Preconstruction Phase,no decision by the Architect shall be a condition precedent to mediation. §9.2 OTHER PROVISIONS §9.2.1 Unless otherwise noted,the terns used in this Agreement shall have the same meaning as those in A201TM- 2007, General Conditions of the Contract for Construction. §9.2.2 EXTENT OF CONTRACT This Contract,which includes this Agreement and the other documents incorporated herein by reference,represents the entire and integrated agreement between the Owner and the Construction Manager and supersedes all prior negotiations,representations or agreements,either written or oral.This Agreement may be amended only by written instrument signed by both the Owner and Construction Manager.If anything in any document incorporated into this Agreement is inconsistent with this Agreement,this Agreement shall govern. §9.2.3 OWNERSHIP AND USE OF DOCUMENTS Article 1.5 of A201TM-2007 shall apply to both the Preconstruction and Construction Phases. §9.2.4 GOVERNING LAW The Contract shall be governed by the law of the State of Texas,and venue for any disputes shall be in Collin County. §9.2.5 ASSIGNMENT The Owner and Construction Manager respectively bind themselves, their partners,successors,assigns and legal representatives to the other party hereto and to partners,successors,assigns and legal representatives of such other party in respect to covenants,agreements and obligations contained in the Contract Documents.Except as provided in Section 13.2.2 of A201TM-2007,neither party to the Contract shall assign the Contract as a whole without written consent of the other.If either party attempts to make such an assignment without such consent,that party shall nevertheless remain legally responsible for all obligations under the Contract. ARTICLE 10 TERMINATION OR SUSPENSION §10.1 TERMINATION PRIOR TO ESTABLISHING GUARANTEED MAXIMUM PRICE §10.1.1 Prior to execution by both parties of Amendment No. 1 establishing the Guaranteed Maximum Price,the Owner may terminate this Contract at any time without cause,and the Construction Manager may terminate this Contract for any of the reasons described in Section 14.1.1 of A201TM-2007. §10.1.2 If the Owner or Construction Manager terminates this Contract pursuant to this Section 10.1 prior to commencement of the Construction Phase,the Construction Manager shall be equitably compensated for Preconstruction Phase Services performed prior to receipt of notice of termination;provided,however,that the compensation for such services shall not exceed the compensation set forth in Section 4.1.1. §10.1.3 If the Owner or Construction Manager terminates this Contract pursuant to this Section 10.1 after commencement of the Construction Phase,the Construction Manager shall,in addition to the compensation provided in Section 10.1.2,be paid an amount calculated as follows: .1 Take the Cost of the Work incurred by the Construction Manager. Init. AIA Document A121—CMc—2003 and AGC Document 565.Copyright©1991 and 2003 by The American Institute of Architects and The Associated General Contractors of America.All rights reserved.WARNING:This document is protected by U.S.Copyright Law and International Treaties,Unauthorized 15 reproduction or distribution of this 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 13:08:55 on 10/26/2009 under Order No.8678215296_1 which expires on 06/11/2010,and is not for resale. User Notes: (1211575149) .2 Add the Construction Manager's Fee computed upon the Cost of the Work to the date of termination at the rate stated in Section 5.1 or,if the Construction Manager's Fee is stated as a fixed sum in that Section,an amount which bears the same ratio to that fixed-sum Fee as the Cost of the Work at the time of termination bears to a reasonable estimate of the probable Cost of the Work upon its completion. .3 Subtract the aggregate of previous payments made by the Owner on account of the Construction Phase. The Owner shall also pay the Construction Manager fair compensation,either by purchase or rental at the election of the Owner,for any equipment owned by the Construction Manager which the Owner elects to retain and which is not otherwise included in the Cost of the Work under Section 10.1.3.1.To the extent that the Owner elects to take legal assignment of subcontracts and purchase orders(including rental agreements),the Construction Manager shall, as a condition of receiving the payments referred to in this Article 10,execute and deliver all such papers and take all such steps,including the legal assignment of such subcontracts and other contractual rights of the Construction Manager,as the Owner may require for the purpose of fully vesting in the Owner the rights and benefits of the Construction Manager under such subcontracts or purchase orders. Subcontracts,purchase orders and rental agreements entered into by the Construction Manager with the Owner's written approval prior to the execution of Amendment No. 1 shall contain provisions permitting assignment to the Owner as described above. If the Owner accepts such assignment,the Owner shall reimburse the Construction Manager with respect to all costs arising under the subcontract,purchase order or rental agreement except those which would not have been reimbursable as Cost of the Work if the contract had not been terminated.If the Owner elects not to accept the assignment of any subcontract,purchase order or rental agreement which would have constituted a Cost of the Work had this agreement not been terminated,the Construction Manager shall terminate such subcontract,purchase order or rental agreement and the Owner shall pay the Construction Manager the costs necessarily incurred by the Construction Manager by reason of such termination. §10.2 TERMINATION SUBSEQUENT TO ESTABLISHING GUARANTEED MAXIMUM PRICE Subsequent to execution by both parties of Amendment No. 1,the Contract may be terminated as provided in Article 14 of A201TI11--2007. §10.2.1 In the event of such termination by the Owner,the amount payable to the Construction Manager pursuant to Section 14.1.3 of A201Tm-2007 shall not exceed the amount the Construction Manager would have been entitled to receive pursuant to Sections 10.1.2 and 10.1.3 of this Agreement. §10.2.2 In the event of such termination by the Construction Manager,the amount to be paid to the Construction Manager under Section 14.1.3 of A201TM-2007 shall not exceed the amount the Construction Manager would have been entitled to receive under Sections 10.1.2 and 10.1.3 above,except that the Construction Manager's Fee shall be calculated as if the Work had been fully completed by the Construction Manager,including a reasonable estimate of the Cost of the Work for Work not actually completed. §10.3 SUSPENSION The Work may be suspended by the Owner as provided in Article 14 of A201Tm-2007; ARTICLE 11 OTHER CONDITIONS AND SERVICES A201-2007v:1.0(4/17/09), General Conditions of the Contract for Construction,attached hereto and incorporated herein for all purposes. Init. AIA Document A121 TM CMc—2003 and AGC Document 565.Copyright©1991 and 2003 by The American Institute of Architects and The Associated General Contractors of America.All rights reserved.WARNING:This document is protected by U.S.Copyright Law and International Treaties.Unauthorized reproduction or distribution of this document,or any portion of it;may result in severe civil and criminal penalties,and will be prosecuted to the 16 maximum extent possible under the law.This document was produced by AIA software at 13:08:55 on 10126/2009 under Order No.8678215296 1 which expires on 06/11/2010,and is not for resale. User Notes: (1211575149) This Agreement entered into as of the day and year first written above. OWNER CONSTRUCTION MANAGER Town of Pros Core Construction,Inc.: oc' Y By: B ��1 (S.✓ /t/Ce� A�Jl/ �� (Signature) J �, zjim Erickson - President 49T!e) (Printed name and title)) October 27 , 20�Dat ATTES Init. AIA Document A121 TMCMc—2003 and AGC Document 565.Copyright©1991 and 2003 by The American Institute of Architects and The Associated General Contractors of America.All rights reserved.WARNING:This document is protected by U.S.Copyright Law and International Treaties.Unauthorized .�7 reproduction or distribution of this 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 13:08:55 on 10/26/2009 under Order No.8678215296_1 which expires on 06/11/2010,and is not for resale. User Notes: (1211575149) Document A121 CMc - 2003 Amendment No. 1 Amendment No. 1 to Agreement Between Owner and Construction Manager Pursuant to Section 2.2 of the Agreement,dated November 17,2009 between Town of Prosper,Texas (Owner)and CORE Construction Services of Texas,Inc. (the Construction Manager),for ARBJFile: Prosper8700760216-Prosper Sports Complex(the Project),the Owner and Construction Manager establish a Guaranteed Maximum Price and Contract Time for the Work as set forth below. ADDITIONS AND DELETIONS: The author of this document has ARTICLE I GUARANTEED MAXIMUM PRICE added information needed for its The Construction Manager's Guaranteed Maximum Price for the Work,including the completion.The author may also have revised the text of the original estimated Cost of the Work as defined in Article 6 and the Construction Manager's Fee as AIA standard form.An Additions and defined in Article 5,is Nine Million One Hundred Thousand Dollars($9,100,000.00 ). Deletions Report that notes added This Price is for the performance of the Work in accordance with the Contract Documents- information as well as revisions to the listed and attached to this Amendment and marked Exhibits A through F,as follows: standard form text is available from the author and should be reviewed.A Exhibit A Drawings,Specifications,addenda and General,Supplementary vertical line in the left margin of this and other Conditions of the Contract on which the Guaranteed document indicates where the author Maximum Price is based,pages 1 through 11 ,dated November has added necessary information 17,2009 and where the author has added to or deleted from the original AIA text. I Exhibit B Allowance items,pages 1 through 1 ,dated November 17,2009- This document has important legal consequences.Consultation with an attorney is encouraged if Exhibit C Assumptions and Clarifications made in preparing the with aspect to its completion or modification. Guaranteed Maximum Price,pages 1 through 2 ,dated November 17,2009 . I Exhibit D Completion Schedule,pages 1 through I ,dated November 17, 2009 . IExhibit E Alternate Prices,pages 1 through 1 ,dated November 17,2009 Exhibit F Unit Prices,pages 1 through 2 ,dated November 17,2009 . ARTICLE II CONTRACT TIME The date of Substantial Completion established by this Amendment is:refer to Exhibit D Init AIA Document A121"'CMc—2003 Amendment No.1.Copyright®1991,1998 and 2003 by The American Institute of Architects and The Associated General Contractors of America.All rights reserved.WARNING:This document is protected by U.S.Copyright Law and International Treaties Unauthorized reproduction or distribution of this document,or any portion of it,may result in severe civil and criminal penalties,and will be prosecuted to the t maximum extent possible under the law This document was produced byAlA software at 10:58:52 on 11/1812009 under Order No.1845472219_1 which expires on 061222010,and is not for resale. �y V user Notes: (1916039761) OWNE CONS UCTION MANAQ9R UZ, (S' iature) (Sign Mike Land Town Manager Tim Erickson President (Print name nd title) (Printed name and title) ATr ATTEST nk AIA Document A121 T CMc—2003 Amendment No.1.Copyright®1991,1998 and 2003 by The American Institute of Architects and The Associated General Contractors of America.All rights reserved.WARNING, This document is protected by U.S.Copyright Law and International Treaties.Unauthorized 2 reproduction or distribution of this 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 byAlA software at 10:58:52 on 11/18/2009 under Order No.1845472219_1 which expires on 0622/2010,and is not for resale. User Notes: (1916039761) Additions and Deletions Report for AIA Document A 121 TMCMc—2003 Amendment No. 1 This Additions and Deletions Report,as defined on page 1 of the associated document,reproduces below all text the author has added to the standard form AIA document in order to complete it,as well as any text the author may have added to or deleted from the original AIA text.Added text is shown underlined.Deleted text is indicated with a horizontal line through the original AIA text. Note: This Additions and Deletions Report is provided for information purposes only and is not incorporated into or constitute any part of the associated AIA document.This Additions and Deletions Report and its associated document were generated simukaneously by AIA software at 10:58:52 on 11/18/2009. PAGE 1 Pursuant to Section 2.2 of the Agreement,dated November 17.2009 between Town of Prosoer.Texas (Owner)and CORE Construction Services of Texas,Inc. (the Construction Manager),for ARBJFile: Prosner8700760216-Prost)er Snorts Comolex(the Project),the Owner and Construction Manager establish a Guaranteed Maximum Price and Contract Time for the Work as set forth below. The Construction Manager's Guaranteed Maximum Price for the Work,including the estimated Cost of the Work as defined in Article 6 and the Construction Manager's Fee as defined in Article S,is Nine Million One Hundred Thousand Dollars($9.100.000.00 ).This Price is for the performance of the Work in accordance with the Contract Documents listed and attached to this Amendment and marked Exhibits A through F,as follows: Exhibit A Drawings,Specifications,addenda and General,Supplementary and other Conditions of the Contract on which the Guaranteed Maximum Price is based,pages 1 through L 1 ,dated November 17.2009 . Exhibit B Allowance items,pages 1 through 1 ,dated November 17.2009 Exhibit C Assumptions and Clarifications made in preparing the Guaranteed Maximum Price,pages 1 through 2_,dated November 17.2009 . Exhibit D Completion Schedule,pages I through 1 ,dated November 17.2009 Exhibit E Alternate Prices,pages 2 through L_,dated November 17,2009 Exhibit F Unit Prices,pages 1 through 2 ,dated November 17,2009 . The date of Substantial Completion established by this Amendment is:refer to Exhibit D Additions and Deletions Report for AIA Document A121°CMc—2003 Amendment No.1.Copyright®1991,1998 and 2003 by The American Institute of Architects and The Associated General Contractors ofAmerica.All rights reserved.WARNING:This document is protected by U.S.Copyright Law and International Treaties.Unauthorized reproduction or distribution of this 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 10:58:52 on 11/1812009 under Order No.1845472219_1 which expires on 06/22/2010,and is not for resale. (1916039761) User Notes: PAGE 2 Mike Land Town Mana¢er Tim Erickson President Additions and Deletions Report for AIA Document A1121"CMc—2003 Amendment No.1.Copyright®1991,1998 and 2003 by The American Institute of Architects and The Associated General Contractors of America.All rights reserved.WARNING:This document is protected by U.S.Copyright Law and 2 International Treaties.Unauthorized reproduction or distribution of this 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 ALA software at 10:58:52 on 11/1812009 under Order No.1845472219_1 which expires on 06/22/2010,and is not for resale. User Notes: (1916039761) Certification of Document's Authenticity AIA®Document D401 Tm —2003 I,Tim Erickson,hereby certify,to the best of my knowledge,information and belief,that I created the attached final document simultaneously with its associated Additions and Deletions Report and this certification at 10:58:52 on 11/18/2009 under Order No. 1845472219_1 from AIA Contract Documents software and that in preparing the attached final document I made no changes to the original text of AIA®Document A 121 TMCMc—2003 Amendment No. 1 -Amendment No. I to Agreement Between Owner and Construction Manager,as published by the AIA in its software,other than those additions and deletions shown in the associated Additions and Deletions Report. //I C2 (Signed) PI-e S. (Title) (Dated) AIA Document D401" —2003.Copyright®1992 and 2003 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 10:58:52 on 11/18/2009 under Order No.1845472219_1 which expires on 06/2212010,and is not for resale. User Notes: (1916039761) Exhibit A Amendment 1— November 17, 2009 Enumeration of Documents ARBJ File: Prosper 870079 0216— Prosper Sports Complex Drawings, Specifications,Addenda and General, Supplementary and other Conditions of the Contract on which the Guaranteed Maximum Price is Based. Architect ID Number Title Stamp Drawings JACOBS ISSUED DRAWINGS 9/1/2009 COVER 9/1/2009 LO-1 SITE ORIENTATION PLAN 9/1/2009 LO-2 EXISTING CONDITIONS/ DEMOLITION PLAN 9/1/2009 1-1-0 GENERAL NOTES 9/1/2009 1-1-1 LAYOUT PLAN -AREA 1 9/1/2009 1-1-2 LAYOUT PLAN -AREA 2 9/1/2009 1-1-3 LAYOUT PLAN -AREA 3 9/1/2009 1-1-4 LAYOUT PLAN -AREA 4 9/1/2009 1-1-5 LAYOUT PLAN -AREA 5 9/1/2009 1-1-6 LAYOUT PLAN -AREA 6 9/1/2009 1-1-7 LAYOUT PLAN -AREA 7 9/1/2009 1-1-8 LAYOUT PLAN -AREA 8 9/1/2009 1-1-9 LAYOUT PLAN -AREA 9 9/1/2009 L1-10 LAYOUT PLAN -AREA 10 9/1/2009 L1-11 LAYOUT PLAN -AREA 11 9/1/2009 L1-12 LAYOUT PLAN -AREA 12 10/14/2009 L1-13 LAYOUT PLAN -AREA 13 9/1/2009 L1-14 LAYOUT PLAN -AREA 14 9/1/2009 L1-15 LAYOUT PLAN -AREA 15 9/1/2009 L1-16 LAYOUT PLAN -AREA 16 9/1/2009 L1-17 LAYOUT PLAN -AREA 17 9/1/2009 L1-18 LAYOUT PLAN -AREA 18 9/1/2009 L1-19 CURVE DATA&COORDINATES 9/1/2009 1-2-0 OVERALL GRADING PLAN 9/1/2009 1-2-1 GRADING PLAN -AREA 1 9/1/2009 1-2-2 GRADING PLAN -AREA 2 9/1/2009 1-2-3 GRADING PLAN -AREA 3 9/1/2009 1-2-4 GRADING PLAN -AREA 4 9/1/2009 1-2-5 GRADING PLAN -AREA 5 9/1/2009 1-2-6 GRADING PLAN -AREA 6 9/1/2009 1-2-7 GRADING PLAN -AREA7 9/1/2009 1-2-8 GRADING PLAN -AREA 8 9/1/2009 1-2-9 GRADING PLAN -AREA 9 9/1/2009 1-2-10 GRADING PLAN-AREA 10 9/1/2009 1-2-11 GRADING PLAN -AREA 11 9/1/2009 1-2-12 GRADING PLAN -AREA 12 9/1/2009 1-2-13 GRADING PLAN -AREA 13 9/1/2009 Prosper Sports Complex 1 of 11 Exhibit A EOD Exhibit A Amendment 1 — November 17, 2009 Enumeration of Documents ARBJ File: Prosper 870079 0216— Prosper Sports Complex Drawings, Specifications, Addenda and General, Supplementary and other Conditions of the Contract on which the Guaranteed Maximum Price is Based. Architect ID Number Title Stamp 1-2-14 GRADING PLAN -AREA 14 9/1/2009 1-2-15 GRADING PLAN -AREA 15 9/1/2009 1-2-16 GRADING PLAN-AREA 16 9/1/2009 1-2-17 GRADING PLAN -AREA 17 9/1/2009 1-2-18 GRADING PLAN -AREA 18 9/1/2009 1-3-0 OVERALL LANDSCAPE PLAN 9/1/2009 1-3-1 LANDSCAPE PLAN -AREA 1 9/1/2009 1-3-2 LANDSCAPE PLAN -AREA 2 9/1/2009 1-3-3 LANDSCAPE PLAN -AREA 3 9/1/2009 1-3-4 LANDSCAPE PLAN -AREA 4 9/1/2009 1-3-5 LANDSCAPE PLAN -AREA 5 9/1/2009 1-3-6 LANDSCAPE PLAN -AREA 6 9/1/2009 1-3-7 LANDSCAPE PLAN -AREA 7 9/1/2009 1-3-8 LANDSCAPE PLAN -AREA 8 9/1/2009 1-3-9 LANDSCAPE PLAN -AREA 9 9/1/2009 1-3-10 LANDSCAPE PLAN -AREA 10 9/1/2009 1-3-11 LANDSCAPE PLAN -AREA 11 9/1/2009 1-3-12 LANDSCAPE PLAN -AREA 12 9/1/2009 1-3-13 LANDSCAPE PLAN -AREA 13 9/1/2009 1-3-14 LANDSCAPE PLAN -AREA 14 9/1/2009 1-3-15 LANDSCAPE PLAN -AREA 15 9/1/2009 1-3-16 LANDSCAPE PLAN -AREA 16 9/1/2009 1-3-17 LANDSCAPE PLAN -AREA 17 9/1/2009 1-3-18 LANDSCAPE PLAN -AREA 18 9/1/2009 1-4-0 SITE IRRIGATION ORIENTATION PLAN 9/1/2009 1-4-1 IRRIGATION PLAN -AREA 1 9/1/2009 1-4-2 IRRIGATION PLAN-AREA 2 9/1/2009 1-4-3 IRRIGATION PLAN -AREA 3 9/1/2009 1-4-4 IRRIGATION PLAN -AREA 4 9/1/2009 1-4-5 IRRIGATION PLAN -AREA 5 9/1/2009 1-4-6 IRRIGATION PLAN -AREA 6 9/1/2009 1-4-7 IRRIGATION PLAN -AREA 7 9/1/2009 1-4-8 IRRIGATION PLAN -AREA 8 9/1/2009 1-4-9 IRRIGATION PLAN -AREA 9 9/1/2009 1-4-10 IRRIGATION PLAN -AREA 10 9/1/2009 1-4-11 IRRIGATION PLAN -AREA 11 9/1/2009 1-4-12 IRRIGATION PLAN -AREA 12 9/1/2009 1-4-13 IRRIGATION PLAN -AREA 13 9/1/2009 Prosper Sports Complex 2 of 11 Exhibit A EOD Exhibit A Amendment 1 — November 17, 2009 Enumeration of Documents ARB1 File: Prosper 870079 0216— Prosper Sports Complex Drawings, Specifications, Addenda and General, Supplementary and other Conditions of the Contract on which the Guaranteed Maximum Price is Based. Architect ID Number Title Stamp 1-4-14 IRRIGATION PLAN -AREA 14 9/1/2009 1-4-15 IRRIGATION PLAN -AREA 15 9/1/2009 1-4-16 IRRIGATION PLAN -AREA 16 9/1/2009 1-4-17 IRRIGATION PLAN -AREA 17 9/1/2009 1-4-18 IRRIGATION PLAN -AREA 18 9/1/2009 1-4-19 BUBBLER PLAN -AREA 1 9/1/2009 1-4-20 BUBBLER PLAN -AREA 2 9/1/2009 1-4-21 BUBBLER PLAN -AREA 3 9/1/2009 1-4-22 BUBBLER PLAN -AREA 4 9/1/2009 1-4-23 BUBBLER PLAN -AREA 5 9/1/2009 1-4-24 BUBBLER PLAN -AREA 6 9/1/2009 1-4-25 BUBBLER PLAN -AREA 7 9/1/2009 1-4-26 BUBBLER PLAN -AREA 8 9/1/2009 1-4-27 BUBBLER PLAN -AREA 9 9/1/2009 1-4-28 BUBBLER PLAN -AREA 10 9/1/2009 1-4-29 BUBBLER PLAN -AREA 11 9/1/2009 1-4-30 BUBBLER PLAN -AREA 12 9/1/2009 1-4-31 BUBBLER PLAN -AREA 13 9/1/2009 1-4-32 BUBBLER PLAN -AREA 14 9/1/2009 1-4-33 BUBBLER PLAN -AREA 15 9/1/2009 1-4-34 BUBBLER PLAN -AREA 16 9/1/2009 1-4-35 BUBBLER PLAN -AREA 17 9/1/2009 1-4-36 BUBBLER PLAN -AREA 18 9/1/2009 1-4-37 IRRIGATION DETAILS 9/1/2009 1-5-2 FENCE DETAILS 9/1/2009 1-5-3 BASEBALL FIELD DETAILS 9/1/2009 1-5-4 BASEBALL FIELD DETAILS 9/1/2009 1-5-5 BASEBALL/SOFTBALL FIELD LAYOUTS 9/1/2009 1-5-6 BASEBALL/SOFTBALL FIELD BACKSTOP PLAN/ELEVATION 9/1/2009 1-5-7 SITE DETAILS 9/1/2009 1-5-8 SITE DETAILS 9/1/2009 1-5-9 SITE DETAILS 9/1/2009 1-5-10 PLAYGROUND DETAILS 9/1/2009 1-5-11 SITE DETAILS 9/1/2009 1-5-12 SITE DETAILS 9/1/2009 1-5-13 CENTRAL PLAZA ENLARGEMENT LAYOUT PLAN "A" 9/1/2009 1-5-14 CENTRAL PLAZA ENLARGEMENT LAYOUT PLAN "B" 9/1/2009 1-5-15 CENTRAL PLAZA ENLARGEMENT GRADING PLAN "A" 9/1/2009 Prosper Sports Complex 3 of 11 Exhibit A EOD Exhibit A Amendment 1 — November 17, 2009 Enumeration of Documents ARBJ File: Prosper 870079 0216— Prosper Sports Complex Drawings, Specifications, Addenda and General, Supplementary and other Conditions of the Contract on which the Guaranteed Maximum Price is Based. Architect ID Number Title Stamp 1-5-16 CENTRAL PLAZA ENLARGEMENT GRADING PLAN "B" 9/1/2009 1-5-17 LANDSCAPE DETAILS& PLAN LIST 9/1/2009 C1-0 WATER&SEWER ORIENTATION PLAN 8/31/2009 C1-1 WATER&SEWER PLAN -AREA 1 8/31/2009 C1-2 WATER &SEWER PLAN -AREA 2 8/31/2009 C1-3 WATER&SEWER PLAN -AREA 3 8/31/2009 C1-4 WATER&SEWER PLAN-AREA 4 8/31/2009 C1-5 WATER &SEWER PLAN -AREA 6 8/31/2009 C1-6 WATER&SEWER PLAN -AREA 7 8/31/2009 C1-7 WATER &SEWER PLAN -AREA 8 8/31/2009 C1-8 WATER&SEWER PLAN -AREA 9 8/31/2009 C1-9 WATER &SEWER PLAN -AREA 13 8/31/2009 C1-10 WATER &SEWER PLAN -AREA 16 8/31/2009 C1-11 WATER LINE 1 PROFILE 8/31/2009 C1-12 WATER LINE 2 PROFILE 8/31/2009 C1-13 WATER LINE 3 PROFILE 8/31/2009 C1-14 SANITARY SEWER LINES OS-1 &A PROFILES 8/31/2009 C1-15 SANITARY SEWER LINES B&C PROFILES 8/31/2009 C-16 WATER&SEWER DETAILS 8/31/2009 C-17 WELL PUMP ENLARGEMENT LAYOUT 10/14/09 EC-1 EROSION CONTROL PLAN 9/25/2009 EC-2 EROSION CONTROL DETAILS 9/25/2009 C2-0 DRAINAGE ORIENTATION PLAN 9/1/2009 C2-1 DRAINAGE AREA CALCULATIONS 9/1/2009 C2-2 STORM SEWER& INLET COMPUTATIONS 9/1/2009 C2-3 DRAINAGE AREA MAP 9/1/2009 C2-4 POND OUTLET& DETENTION COMPUTATIONS 9/1/2009 C2-5 DRAINAGE PLAN -AREA 2 9/1/2009 C2-6 DRAINAGE PLAN -AREA 3 9/1/2009 C2-7 DRAINAGE PLAN -AREA 4 9/1/2009 C2-8 DRAINAGE PLAN-AREA 6 9/1/2009 C2-9 DRAINAGE PLAN -AREA 7 9/1/2009 C2-10 DRAINAGE PLAN -AREA 8 9/1/2009 C2-11 DRAINAGE PLAN -AREA 9 9/1/2009 C2-12 DRAINAGE PLAN -AREA 11 9/1/2009 C2-13 DRAINAGE PLAN -AREA 12 9/1/2009 C2-14 DRAINAGE PLAN -AREA 13 9/1/2009 C2-15 DRAINAGE PLAN -AREA 14 9/1/2009 Prosper Sports Complex 4 of 11 Exhibit A EOD Exhibit A Amendment 1 — November 17, 2009 Enumeration of Documents ARBJ File: Prosper 870079 0216— Prosper Sports Complex Drawings, Specifications, Addenda and General, Supplementary and other Conditions of the Contract on which the Guaranteed Maximum Price is Based. Architect ID Number Title Stamp C2-16 DRAINAGE PLAN -AREA 17 9/1/2009 C2-17 STORM DRAIN - LINE 'A' PROFILE 9/1/2009 C2-18 STORM DRAIN - LINE 'B' PROFILE 9/1/2009 C2-19 STORM DRAIN - LINE 'C' PROFILE 9/1/2009 C2-20 STROM DRAIN -CULVERT& LATERALS PROFILES 9/1/2009 C2-21 CHANNEL PLAN & PROFILE 9/1/2009 C2-22 POND OUTLET STRUCTURE 8/28/2009 C2-23 POND OUTLET STRUCTURE-MISC DETAILS 8/28/2009 C2-24 REINFORCING STEEL DETAILS 8/28/2009 C2-25 STANDARD CONSTRUCTION DETAILS STORM DRAINAGE-CURB INLET July 1996 C2-26 STANDARD CONSTRUCTION DETAILS STORM DRAINAGE-COMBO INLET July 1996 C2-27 STANDARD CONSTRUCTION DETAILS STORM DRAINAGE-GRATE INLET July 1996 C2-28 CH-PW-S CONCRETE HEADWALLS May 2005 C2-29 SET TP-PD SAFETY END TREATMENT May 2005 A1.1 FLOOR PLAN 9/1/2009 A1.2 FLOOR SLOPE PLAN & RCP 9/1/2009 A13 FRAMING & ROOF PLAN 9/1/2009 A1.4 EXERIOR ELEVATIONS 9/1/2009 A1.5 BUILDING SECTIONS& DETAILS 9/1/2009 A1.6 PLAN &SECTION DETAILS 9/1/2009 A13 PLAN &SECTION DETAILS 9/1/2009 A1.8 TRUSS DETAILS 9/1/2009 A1.9 INTERIOR ELEVATIONS 9/1/2009 A2.1 FLOOR PLAN 9/1/2009 A2.2 RCP, ROOF PLAN & FRAMING PLAN 9/1/2009 A23 EXTERIOR ELEVATIONS 9/1/2009 A2.4 BUILDING SECTIONS 9/1/2009 A2.5 WALL SECTIONS 9/1/2009 A2.6 DETAILS 9/1/2009 A2.7 TRUSS DETAILS 9/1/2009 A2.8 INTERIOR ELEVATIONS 9/1/2009 A3.1 PLAN &SECTIONS 9/1/2009 S1 FOUNDATION DETAILS 9/1/2009 S2 FOUNDATION PLAN OF PAVILION 9/1/2009 S3 FOUNDATION PLAN OF BUILDING 9/1/2009 S4 BLEACHER COVER& DUGOUTS DETAILS 9/1/2009 S5 FOUNDATION PLAN AT BLEACHER 9/1/2009 S6 DUGOUT FOUNDATION PLAN & DETAILS 9/1/2009 Prosper Sports Complex 5 of 11 Exhibit A EOD Exhibit A Amendment 1 — November 17, 2009 Enumeration of Documents ARBJ File: Prosper 870079 0216— Prosper Sports Complex Drawings, Specifications, Addenda and General, Supplementary and other Conditions of the Contract on which the Guaranteed Maximum Price is Based. Architect ID Number Title Stamp M0.1A MECHANICAL NOTES SCHEDULE & DETAIL 9/1/2009 M2.1A MECHANICAL PLAN 9/1/2009 E1.0A ELECTRICAL SYMBOLS&ABBREV. 9/1/2009 E1.1A LIGHTING PLAN 9/1/2009 E1.2A POWER PLAN 9/1/2009 E13A SCHEDULES& DETAILS 9/1/2009 P0.1A SCHEDULES 9/1/2009 P2.1A PLUMBING PLAN 9/1/2009 P6.1A DETAILS 9/1/2009 P6.2A RISER DIAGRAMS 9/1/2009 M0.113 MECHANICAL SCHEDULES& NOTES 9/1/2009 M2.1B MECHANICAL PLAN 9/1/2009 E2.013 ELECTRICAL SYMBOLS&ABBREV. 9/1/2009 E2.113 LIGHTING PLAN 9/1/2009 E2.26 POWER PLAN 9/1/2009 E2.36 SCHEDULES& DETAILS 9/1/2009 P0.16 SCHEDULE 9/1/2009 P2.1B PLUMBING PLAN 9/1/2009 P6.1B DETAILS 9/1/2009 P6.213 RISER DIAGRAMS 9/1/2009 E1.0 ELECTRICAL SYMBOLS&ABBREV. 9/1/2009 E1.1 LIGHTING PLAN 9/1/2009 EO-0 ELECTRICAL ABBREVIATIONS&SYMBOLS 9/18/2009 E1-0 SITE LAYOUT ORIENTATION PLAN 10/27/2009 E1-1 LAYOUT PLAN -AREA 1 9/1/2009 E1-2 LAYOUT PLAN -AREA 2 9/1/2009 E1-3 LAYOUT PLAN -AREA 3 9/1/2009 E1-4 LAYOUT PLAN -AREA 4 10/27/2009 E1-5 LAYOUT PLAN -AREA 5 10/27/2009 E1-6 LAYOUT PLAN -AREA 6 9/1/2009 E1-7 LAYOUT PLAN -AREA 7 9/1/2009 E1-8 LAYOUT PLAN -AREA 8 10/27/2009 E2-1 SPORTS LIGHTING FIXTURE SCHEDULE 9/1/2009 E2-2 SITE LIGHTING FIXTURE SCHEDULE 9/1/2009 E2-3 PANEL SCHEDULES 9/1/2009 E2-4 PANEL SCHEDULES 10/27/2009 E3-1 ELECTRICAL DIAGRAMS& DETAILS 10/27/2009 E3-2 ELECTRICAL DIAGRAMS 9/1/2009 Prosper Sports Complex 6 of 11 Exhibit A EOD Exhibit A Amendment 1 — November 17, 2009 Enumeration of Documents ARBJ File: Prosper 870079 0216— Prosper Sports Complex Drawings, Specifications,Addenda and General, Supplementary and other Conditions of the Contract on which the Guaranteed Maximum Price is Based. Architect ID Number Title Stamp E3-3 ELECTRICAL DIAGRAMS 9/1/2009 E3-4 ELECTRICAL DIAGRAMS 9/1/2009 E3-5 ELECTRICAL DIAGRAMS 9/1/2009 RLK ENGINEERING, INC. ISSUED DRAWINGS C3-1 PAVING PLAN 9/1/2009 C3-2 PAVING PLAN 9/1/2009 C3-3 GRADING PLAN 9/1/2009 C3-4 GRADING PLAN 9/1/2009 C3-5 DRAINAGE AREA MAP 9/1/2009 C3-6 STORM SEWER CALCULATIONS 9/1/2009 C3-7 DRAINAGE PLAN 9/1/2009 C3-8 DRAINAGE PLAN 9/1/2009 C3-9 STORM SEWER PROFILES 9/1/2009 C3-10 STORM SEWER PROFILES 9/1/2009 C3-11 EROSION CONTROL PLAN 9/1/2009 C3-12 DETAILS 9/1/2009 SPECIFICATIONS-JACOBS ISSUED SPECIFICATIONS COVER 9/1/2009 DIVISION 1 -GENERAL REQUIREMENTS ----- GEOTECHNICAL INVESTIGATION(Fugro Project#04-4009-1038 July 2009) 9/1/2009 ------- GAS LINE EASEMANT GUILELINES(ATMOS ENERGY) 9/1/2009 01010 SUMMARY OF WORK 9/1/2009 01025 MEASUREMENTS AND PAYMENMTS 9/1/2009 01027 APPLICATION FOR PAYMENT 9/1/2009 01040 COORDINATION 9/1/2009 01045 CUTTING AND PATCHING 9/1/2009 01200 PROJECTMEETINGS 9/1/2009 01300 ADMINISTRATIVE SUBMITTALS 9/1/2009 01340 SHOP DRAWINGS, PRODUCT DATA AND SAMPLES SUBMTTALS 9/1/2009 01350 PROGRESS SCHEDULE 9/1/2009 01440 TESTING AND LABORATORY CONTROL 9/1/2009 01500 CONSTRUCTION FACILITIES 9/1/2009 01605 WARRANTIES AND MAINTENANCE 9/1/2009 01610 PRODUCT HANDLING 9/1/2009 01630 PRODUCT OPTIONS, EQUAL MATERIALS AND SUBSTITUTIONS 9/1/2009 01705 PROJECT CLOSEOUT 9/1/2009 01710 CLEANING 9/1/2009 Prosper Sports Complex 7 of 11 Exhibit A EOD Exhibit A Amendment 1— November 17, 2009 Enumeration of Documents ARBJ File: Prosper 870079 0216— Prosper Sports Complex Drawings, Specifications, Addenda and General, Supplementary and other Conditions of the Contract on which the Guaranteed Maximum Price is Based. Architect ID Number Title Stamp 01720 PROPJECT RECORD DOCUMENTS 9/1/2009 DIVISION 2-SITE WORK 02050 DEMOLITION 9/1/2009 02105 PRESERVATION AND PROTECTION OF PLANT MATERIALS 9/1/2009 02220 EARTHWORK 9/1/2009 02221 TOPSOIL 9/1/2009 02225 EXCAVATING, BACKFILLING AND COMPACTION FOR UTILITIES 9/1/2009 02270 EROSION AND SEDIMENT CONTROL 9/1/2009 02310 LASER GRADING 9/1/2009 02345 LIME SOIL STABILIZATION 9/1/2009 02375 DRILLED CONCRETE PIERS 9/1/2009 02510 WATER DISTRIBUTION 9/1/2009 02512 CONCRETE VEHICULAR PAVING 9/1/2009 02515 CONCRETE WALKS 9/1/2009 02518 CONCRETE UNIT PAVERS 9/1/2009 02520 INFIELD SURFACING 9/1/2009 02521 INFIELD CONDITIONER 9/1/2009 02580 PAVEMENT MARKING 9/1/2009 02671 WATER SUPPLY WELL 9/1/2009 02673 DEEP WELL PUMP 9/1/2009 02700 SANITARY SEWER SYSTEM 9/1/2009 02705 STORM DRAINAGE SYSTEM 9/1/2009 02795 REINFORCED GRASS PAVING 9/1/2009 02810 LANDSCAPE IRRIGATION SYSTEM 9/1/2009 02815 PREFABRICATED PUMP STATION 9/1/2009 02830 CHAIN LINK FENCING 9/1/2009 02930 HYDRAULIC SEEDING 9/1/2009 02938 SODDING 9/1/2009 02958 TREES, SHRUBSAND GROUND COVER 9/1/2009 DIVISION 3-CONCRETE 03100 CONCRETE FORMWORK FOR POND OUTLET STRUCTURE 9/1/2009 03110 CONCRETE FORMWORK 9/1/2009 03200 REINFORCING STEEL 9/1/2009 03210 CONCRETE REINFORCEMENT FOR POND OUTLET STRUCTURE 9/1/2009 03290 JOINTS IN CONCRETE FOR POND OUTLET STRUCTURE 9/1/2009 03300 CAST IN PLACE CONCRETE FOR POND OUTLET STRUCTURE 9/1/2009 03300-A CAST IN PLACE CONCRETE 9/1/2009 03310 CAST IN PLACE CONCRETE 9/1/2009 Prosper Sports Complex 8 of 11 Exhibit A EOD Exhibit A Amendment 1 — November 17, 2009 Enumeration of Documents ARBJ File: Prosper 870079 0216— Prosper Sports Complex Drawings, Specifications, Addenda and General, Supplementary and other Conditions of the Contract on which the Guaranteed Maximum Price is Based. Architect ID Number Title Stamp 03366 CHEMICALLY STAINED CONCRETE PAVING 9/1/2009 DIVISION 4-MASONRY 04100 MORTAR AND MASONRY GROUT 9/1/2009 04800 MASONRY ASSEMBLIES 9/1/2009 DIVISION 5-METALS 05120-A STRUCTURAL STEEL 9/1/2009 05310-A STEEL DECK 9/1/2009 05500 MISCELLANEOUS METALS AND FINISHES 9/1/2009 05500-A METAL FABRICATIONS 9/1/2009 DIVISION 6-WOODS&PLASTICS 06110-A WOOD FRAMING 9/1/2009 DIVISION 7-THERMAL&MOISTURE PROTECTION 07213-A BATT INSULATION 9/1/2009 07410-A PREFORMED METAL ROOFING 9/1/2009 07461-A CEMENT FIBER SIDING 9/1/2009 07620-A SHEET METAL FLASHING AND TRIM 9/1/2009 07715-A GUTTER AND DOWNSPOUTS 9/1/2009 07900-A JOINT SEALANTS 9/1/2009 DIVISION 8-DOORS&WINDOWS 08111-A STANDARD STEEL DOORS AND FRAMES 9/1/2009 08580-A ALUMINUM SLIDING WINDOWS 9/1/2009 08710-A DOOR HARDWARE 9/1/2009 DIVISION 9-FINISHES 09511-A SUSPENDED ACOUSTIC CEILING 9/1/2009 09705-A RESINOUS FLOORING 9/1/2009 09770-A SPECIAL WALL SURFACES(FIBERGLASS REINFORCED PLASTIC PANELS) 9/1/2009 0'9800-A SPECIAL COATINGS 9/1/2009 09900-A PAINTING 9/1/2009 09970-A COATING SYSTEMS FOR STEEL 9/1/2009 DIVISION 10-SPECIALTIES 10210-A METAL WALL LOUVERS 9/1/2009 10430 SITE SIGNAGE 9/1/2009 10800-A TOILET ACCESSORIES 9/1/2009 DIVISION 11-EQUIPMENT 11510 SITE FURNISHINGS AND ATHLETIC PARK EQUIPMENT 9/1/2009 DIVISION 12-FURNISHINGS-NOT USED DIVISION 13-SPECIAL CONSTRUCTION 13150 FLOATING AERATION EQUIPMENT 9/1/2009 Prosper Sports Complex 9 of 11 Exhibit A EOD I Exhibit A Amendment 1— November 17, 2009 Enumeration of Documents ARBJ File: Prosper 870079 0216— Prosper Sports Complex Drawings, Specifications,Addenda and General, Supplementary and other Conditions of the Contract on which the Guaranteed Maximum Price is Based. Architect ID Number Title Stamp DIVISION 14-CONVEYING SYSTEMS-NOT USED DIVISION 15-MECHANICAL 15050-A BASIC MECHANICAL MATERIALS AND METHODS 9/1/2009 15060-A HANGERS AND SUPPORTS 9/1/2009 15083-A PIPE INSULATION 9/1/2009 15140-A DOMESTIC WATER PIPING 9/1/2009 15150-A SANITARY WASTE AND VENT PIPING 9/1/2009 15410-A PLUMBING FIXTURES 9/1/2009 15430-A PLIMBING SPECIALTIES 9/1/2009 15485-A ELECTRIC WATER HEATERS 9/1/2009 15767-A ELECTRIC UNIT HEATER 9/1/2009 15814-A METAL DUCT- LOW PRESSURE 9/1/2009 15838-A POWER VENTILATORS 9/1/2009 15950-A SYSTEM BALANCING 9/1/2009 DIVISION 16-ELECTRICAL 16050 ELECTRICAL GENERAL PROVISIONS 9/1/2009 16050-A BASIC ELECTRICAL MATERIALS AND METHODS 9/1/2009 16051 SUBMITTALS 9/1/2009 16060 GROUNDING AND BONDING SYSTEM 9/1/2009 16060-A GROUNDING AND BONDING 9/1/2009 16070 SUPPORTING DEVICES 9/1/2009 16075 ELECTRICAL IDENTIFICATION 9/1/2009 16075-A ELECTRICAL IDENTIFICATIONS 9/1/2009 16080 ELECTRICAL TESTING 9/1/2009 16120 WIRE AND CABLE 9/1/2009 16120-A CONDUCTORS AND CABLE 9/1/2009 16130 BOXES 9/1/2009 16130-A RACEWAY AND BOXES 9/1/2009 16132 CONDUIT 9/1/2009 16140-A WIRING DEVICES 9/1/2009 16210 SERVICE ENTRANCE 9/1/2009 16412 ENCLOSED CIRCUIT BREAKERS 9/1/2009 16423 CONTACTORS 9/1/2009 16442 PANELBOARDS 9/1/2009 16442-A PANELBOARDS 9/1/2009 16511-A LIGHTING 9/1/2009 16520 LIGHTING FIXTURES-SITE 9/1/2009 16528 LIGHTING FIXTURES- BALLFIELD 9/1/2009 Prosper Sports Complex 10 of 11 Exhibit A EOD Exhibit A Amendment 1 — November 17, 2009 Enumeration of Documents ARBJ File: Prosper 870079 0216— Prosper Sports Complex Drawings, Specifications, Addenda and General, Supplementary and other Conditions of the Contract on which the Guaranteed Maximum Price is Based. Architect ID Number Title Stamp RLK ENGINEERING, INC. ISSUED SPECIFICATIONS 02100 SITE CLEARING 9/1/2009 02210 SITE EARTHWORK 9/1/2009 02240 SOIL STABILIZATION 9/1/2009 02400 ONSITE STORM DRAINAGE SYSTEM 9/1/2009 02516 PORTLAND CEMENT CONCRETE PAVING 9/1/2009 02700 ONSITE PIPED UTILITIES 9/1/2009 02765 PAVEMENT MARKINGS 9/1/2009 02920 TOPSOIL AND FINISH GRADING 9/1/2009 ADDENDA ADDENDUM No. 1 9/15/2009 ADDENDUM No. 2 9/18/2009 Prosper Sports Complex 11 of 11 Exhibit A EOD Exhibit B Amendment 1 — November 17, 2009 Allowance Items ARBJ File: Prosper 870079 0216— Prosper Sports Complex 1. Masonry materials; Brick$400/1000 and Stone $380/ton Tumbled Chestnut Chopped. Prosper Sports Complex 1 of 1 Exhibit B Allowances Exhibit C Amendment 1 — November 17, 2009 Basis of Guaranteed Maximum Price ARBJ File: Prosper 870079 0216— Prosper Sports Complex The following assumptions and exclusions were used to develop the Guarantee Maximum Price for the Town of Prosper New Sports Complex.The GMP is based upon these items and are hereby made part of the contract documents. All costs are based on CORE's incorporation of the scope shown and inferred from the Construction Documents dated September 1, 2009. Please refer to Exhibit A for a complete enumeration of the Construction Documents. Assumptions: 1. The owner will provide and pay for the following: all permits and inspection fees, utility franchise fees, connection charges and usage charges for temporary electrical and water. 2. The owner will provide a testing lab and pay for all testing and inspection cost. 3. Water of adequate quantity shall be available with 150' of the southwest corner of the sports complex boundary at the commencement of project and during the complete operation of construction. 4. The water developed from the deep well will be of adequate chemistry for proper irrigation of all proposed landscaping and sod. 5. The onsite clay material will be adequate to properly develop the proposed lake. No offsite material will be imported to develop the lake's clay liner. 6. All excess dirt material from construction operations will be spread onsite, with the exception of Well Drilling operations. No dirt material will be trucked offsite with exception of well drilling spoils. 7. The well, lake, irrigation and electrical design will meet the service requirements for all sports complex operation. 8. Masonry materials; Brick$400/1000 and Stone $380/ton Tumbled Chestnut Chopped. Prosper Sports Complex 1 of 2 Exhibit C BoGMP I Exhibit C Amendment 1 — November 17, 2009 Basis of Guaranteed Maximum Price ARBJ File: Prosper 870079 0216— Prosper Sports Complex Exclusions: 1. Owner Contractor Protective liability(OCIP Insurance) 2. Providing the electrical service for the sports complex, all of Oncor's service and installation charges. • CORE will provide two empty conduits from the existing overhead power line located on E1-3 to the transformer locations indicated on E1-2 and E1-3. CORE will provide transformer pads per Oncor's specifications. All other work required for electrical service is excluded. 3. Relocation of any existing power poles and lines associated with the sports complex and future PISD stadium. 4. All fees and insurances incurred due to close proximity of existing railroad. 5. Photo metric study of sports field lighting. 6. Type III permanent barricade at termination points of Stadium Loop Road. 7. Permanent Signage for existing high pressure gas line. 8. Two year warranty bond. Contingencv: 1. Owner Contingency: $80,000 2. Contractor Contingency: $80,000 Prosper Sports Complex 2 of 2 Exhibit C BoGMP i I Exhibit D Amendment 1 — November 17, 2009 Completion Schedule ARBJ File: Prosper 870079 0216— Prosper Sports Complex Substantial Completion of the scope of work as defined as Amendment 1 shall be complete: • 335 calendar days following the execution of: • Notice to Proceed • Issuance of Building Permit • Acceptance of Amendment No.1 • Acceptance of General Liability Insurance • Acceptance of Builders Risk Insurance • Acceptance of Payment and Performance Bonds I Prosper Sports Complex 1 of 1 Exhibit D Schedule r Exhibit E Amendment 1 — November 17, 2009 Alternate Prices ARBJ File: Prosper 870079 0216— Prosper Sports Complex 1. N/A— No alternates established. Prosper Sports Complex 1 of 1 Exhibit E Alternates Exhibit F Amendment 1 — November 17, 2009 Unit Prices ARBJ File: Prosper 870079 0216— Prosper Sports Complex Established Unit Prices: 1. Typical Concrete Paving: Forms as required; Fine grading; #3 Rebar @ 18" O.C.; 3600psi Redi-mix; Place and Finish. Add Deduct a. 5" Depth-$3.50/sq ft a. 5" Depth -<1.75/sq ft> b. 6" Depth -$3.70/sq ft b. 6" Depth-<1.90/sq ft> c. 7" Depth -$3.90/sq ft c. 7" Depth-<2.00/sq ft> d. Curb-6" Integral Rolled Curb-6.35/1 ft 2. Typical Concrete Sidewalks/Trails: Freestanding with forms on all sides; Fine grading;4"Sand Cushion; #3 Rebar @ 18" O.C.;4" -3000psi Redi-mix; Place and Finish. Add Deduct a. 6ft Width -$3.50/sqft a. 6ft Width-<$2.50/sqft> b. 8ft Width-$3.30/sqft b. 8ft Width -<$2.30/sqft> c. 10ft Width -$3.10/sqft c. 10ft Width-<$2.10/sqft> 3. Pier Depth: Add Deduct a. 18" Dia Pier-$25.00/If a. 18" Dia Pier-<$12.00/lf> 4. Pier Casing: Add a. 18" Dia Pier-$25.00/If 5. Concrete Unit Pavers: Add Deduct a. Unit Paving-$ 6.00/sf a. Unit Pavers-<$3.50/sf> Prosper Sports Complex 1 of 2 Exhibit F UP r Exhibit F Amendment 1 — November 17, 2009 Unit Prices ARBJ File: Prosper 870079 0216— Prosper Sports Complex 6. Lime Stabilization:Single lift operation of 6" at 7% lime to soil ratio. Add Deduct a. Lime Stabilization -$3.95/sqyd a. Lime Stabilization-<$2.25/sqyd> 7. Haul Excess Onsite Spoils Add a. Haul Excess Spoils offsite -$6.95/sqyd 8. Bermuda Hydromulch Add Deduct a. Bermuda Hydromulch -$0.08/sqft a. Bermuda Hydromulch-<$0.06/sqft> 9. Bermuda Sod Add Deduct a. Bermuda Sod -$0.30/sqft a. Bermuda Sod -<$0.20/sqft> 10. TIFWAY 419 Sod Add Deduct a. TIFWAY 419 Sod -$0.30/sqft a.TIFWAY 419 Sod -<$0.20/sqft> 11. Irrigation Zone (Complete with-in a Soccer Field Add Deduct a. Irrigation Zone-$1,9500.00/zone a. Irrigation Zone-$1,2500.00/zone Prosper Sports Complex 2 of 2 Exhibit F UP . j ACORQ CERTIFICATE OF LIABILITY INSURANCE 1 DATE1/099/09/09 IYY) PRODUCER LIC #36-3066541 1-312-527-9500 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION Willis of Illinois ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AMEND, EXTEND OR One East Wacker Dr. ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. Suite 1800 Chicago, IL 60601-1802 INSURERS AFFORDING COVERAGE INSURED INSURERA:Arch Insurance Company CORE Construction Services of Texas Inc. — - INSURERB:Illinois National Insurance Company 10625 North County Road INSURER C: Frisco, TX 75034 INSURER D: I INSURER E: COVERAGES THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED.NOTWITHSTANDING ANY REQUIREMENT,TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN,THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS,EXCLUSIONS AND CONDITIONS OF SUCH POLICIES.AGGREGATE LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. INSRR TYPE OF INSURANCE POLICY NUMBER POLICY EFFECTIVE POLICY EXPIRATION nATF IMM/DD/YYI DATE lMMIDD/VY1 LIMITS • GENERAL LIABILITY 41PKG2244400 03/01/09 03/01/10 EACH OCCURRENCE ( $2,000,000 X COMMERCIAL GENERAL LIABILITY FIRE DAMAGE(Any one fire) $100,000 CLAIMS MADE I X I OCCUR MED EXP(Any one person) $10,000 PERSONAL&ADV INJURY $1,000,000 GENERAL AGGREGATE $4,000,000 GEN'L AGGREGATE LIMIT APPLIES PER: PRODUCTS-COMP/OP AGG $4,000,000 POLICY X PRO n LOC A AUTOMOBILE LIABILITY 41PKG2244400 03/01/09 03/01/10 COMBINED SINGLE LIMIT $2,000,000 X ANY AUTO (Ea accident) ALL OWNED AUTOS BODILY INJURY $ SCHEDULED AUTOS (Per person) X HIRED AUTOS BODILY INJURY $ X NON-OWNED AUTOS (Per accident) X Drive Other Car PROPERTY DAMAGE $ (Per accident) GARAGE LIABILITY AUTO ONLY-EA ACCIDENT $ ANY AUTO OTHER THAN EA ACC $ AUTO ONLY AGG $ • EXCESS LIABILITY 23649325 03/01/09 03/01/10 EACH OCCURRENCE ( $2,000,000 X OCCUR 1:]CLAIMS MADE I AGGREGATE $2,000,000 S DEDUCTIBLE $ X RETENTION $10,000 $ • WORKERS COMPENSATION AND 41WCI2244300 03/01/09 03/01/10 X I WC TORY LIMITS O F R � R EMPLOYERS'LIABILITY E.L.EACH ACCIDENT $1,000,000 E.L.DISEASE-EA EMPLOYEE$1,000,000 El DISEASE-POLICY LIMIT I $1,000,000 OTHER S S S DESCRIPTION OF OPERATIONS/LOCATIONSNEHICLES/EXCLUSIONS ADDED BY ENDORSEMENT/SPECIAL PROVISIONS Re: Prosper Sports Complex - SW Corner of Coleman & County Road #5 The following are included as Additional Insured(s) with respect to the General Liability: Town of Prosper (Owner) and Jacobs Engineering Inc. (Architect) CERTIFICATE HOLDER ADDITIONAL INSURED;INSURER LETTER: CANCELLATION SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION Town of Prosper DATE THEREOF,THE ISSUING INSURER WILL ENDEAVOR TO MAIL 30 DAYS WRITTEN Inspection Division NOTICE TO THE CERTIFICATE HOLDER NAMED TO THE LEFT,BUT FAILURE TO DO SO SHALL PO BOX 307 IMPOSE NO OBLIGATION OR LIABILITY OF ANY KIND UPON THE INSURER,ITS AGENTS OR REPRESENTATIVES. Prosper, TX 75078-0307 AUTHORIZED REPRESENTATIVE USA ACORD 25-S(7/97) bworthington O ACORD CORPORATION 1988 13578440 r IMPORTANT If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must be endorsed. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). DISCLAIMER The Certificate of Insurance on the reverse side of this form does not constitute a contract between the issuing insurer(s), authorized representative or producer, and the certificate holder, nor does it affirmatively or negatively amend, extend or alter the coverage afforded by the policies listed thereon. ACORD 25-S(7/97) J r THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. ADDITIONAL INSURED-AUTOMATIC STATUS WHEN REQUIRED BY A CONSTRUCTION AGREEMENT WITH YOU--COMPLETED OPERATIONS-- PRIMARY AND NON-CONTRIBUTORY ENDORSEMENT This endorsement modifies insurance provided under the following: Section it--Who is an"Insured"is amended to include as an insured any person or organization for whom you are performing operations when you are specifically required by a written construction contract or agreement with such person or organization to include them as an additional insured on your policy and provide coverage for such additional insured only for liability arising out of: i) your work"at the location designated;or ii) The"products completed operations hazard." Coverage afforded to these additional insured parties will be primary to,and non-contributory with,any other insurance available to that person or organization. All other terms and conditions of this Policy remain unchanged. Policy Number: 41'PKG2244400 Named insured: This endorsement is effective on the inception date of this Policy unless otherwise stated herein: Endorsement Effective Date: 3/1109 00 ML0019 00 08 06 Page 1 of 1 r t AIA Document No. A-311 (February 1970 Ed.) Performance Bond Bond No. 105318150 KNOW ALL MEN BY THESE PRESENTS: that CORE Construction Services of Texas,Inc. 10625 North County Road Frisco,TX 75034 as Principal, hereinafter called Contractor, and, Travelers Casualty and Surety Company Hartford,Connecticut as Surety, hereinafter called Surety, are held and firmly bound unto Town of Prosper 121 W.Broadway,Prosper,TX 75078 as Obligee, hereinafter called Owner, in the amount of Nine Million One Hundred Thousand and Dollars ($ ******9,100,000.00 for the payment whereof Contractor and Surety bind themselves, their heirs, executors, administrators, successors and assigns,jointly and severally, firmly by these presents. WHEREAS, Contractor has by written agreement dated August 28, 2009 entered into a contract with Owner for Prosper Sports Complex SW Corner of Coleman Street and County Road#5,Prosper,Texas in accordance with Drawings and Specifications prepared by Jacobs Engineering Inc. 6136 Frisco Square Blvd.,Frisco,TX which contract is by reference made a part hereof, and is hereinafter referred to as the Contract. AIA311-092094 Conforms to AIA Document A-311 Performance Bond and Labor and Material Payment Bond r PERFORMANCE BOND NOW,THEREFORE,THE CONDITION OF THIS OBLIGATION is such that,if Contractor shall promptly and faithfully perform said Contract,then this obligation shall be null and void;otherwise it shall remain in full force and effect. The Surety hereby waives notice of any alteration completion arranged under this paragraph) sufficient or extension of time made by the owner. funds to pay the cost of completion less the balance of the contract price; but not exceeding, including other Whenever Contractor shall be, and declared by Owner costs and damages for which the Surety may be liable to be in default under the Contract, the Owner having hereunder, the amount set forth in the first paragraph performed Owner's obligations thereunder, the Surety hereof. The term "balance of the contract price." as may promptly remedy the default,or shall promptly used in this paragraph, shall mean the total amount payable by Owner to Contractor under the Contract and 1) Complete the Contract in accordance with its terms any amendments thereto, less the amount properly paid and conditions,or by Owner to Contractor. 2) Obtain a bid or bids for completing the Contract in Any suit under this bond must be instituted before the accordance with its terms and conditions, and upon expiration of two (2) years from the date on which final determination by Surety of the lowest responsible payment under the Contract falls due. bidder, or, if the Owner elects, upon determination by the Owner and the Surety jointly of the lowest No right of action shall accrue on this bond to or for the responsible bidder, arrange for a contract between such use of any person or corporation other than the Owner bidder and Owner, and make available as Work named herein or the heirs, executors, administrators, or progresses (even though there should be a default or a successors of the Owner. succession of defaults under the contract of contracts of Signed and Sealed this 5th day of November 2009 CORE Construction Services of Texas,Inc. I / // /,, C (Principal) (Seal) (Witness) .,iyk -- (Title) President l Travelers Casualty d urety Company (Surety) (Seat) } < (Witness) L f (Title) Sue Carruthers Attorney-in-Fact 9969 A311-092094 Conforms to AIA Document A-311 Performance Bond and Labor and Material Payment Bond 2 r 1 AIA Document No. A-311 (February 1970 Ed.) Labor and Material Payment Bond THIS BOND IS ISSUED SIMULTANEOUSLY WITH PERFORMANCE BOND IN FAVOR OF THE OWNER CONDITIONED ON THE FULL AND FAITHFUL PERFORMANCE OF THE CONTRACT Bond No. 105318150 KNOW ALL MEN BY THESE PRESENTS: that CORE Construction Services of Texas,Inc. 10625 North County Road Frisco,TX 75034 as Principal, hereinafter called Contractor, and, Travelers Casualty and Surety Company Hartford,Connecticut as Surety, hereinafter called Surety, are held and firmly bound unto Town of Prosper 121 W.Broadway,Prosper,TX 75078 as Obligee, hereinafter called Owner, for the use and benefit of claimants as herein below defined, in the amount of Nine Million One Hundred Thousand and No/100's****************************** Dollars ($*******9,100,000.00 ), for the payment whereof Contractor and Surety bind themselves, their heirs, executors, administrators, successors and assigns,jointly and severally, firmly by these presents. WHEREAS, Principal has by written agreement dated August 28, 2009 entered into a contract with Owner for Prosper Sports Complex SW Corner of Coleman Street and County Road#5,Prosper,Texas in accordance with Drawings and Specifications prepared by Jacobs Engineering Inc. 6136 Frisco Square Blvd.,Frisco,TX which contract is by reference made a part hereof, and is hereinafter referred to as the Contract. AIA311-092094 Conforms to AIA Document A-311 Performance Bond and Labor and Material Payment Bond 9 r LABOR AND MATERIAL PAYMENT BOND NOW, THEREFORE, THE CONDITION OF THIS OBLIGATION is such that, if Principal shall promptly make payment to all claimants as hereinafter defined, for all labor and material used or reasonbly required for use in the performance of the Contract, then this obligation shall be void; otherwise it shall remain in full force and effect,subject,however,to the following: 1. A claimant is defined as one having a direct con- accuracy the amount claimed and the name of the party tract with the Principal or with a Subcontractor of the to who the materials were furnished, or for whom Principal for labor, material, or both, used or reasonably the work or labor was done or performed. Such notice required for use in the performance of the Contract, shall be served by mailing the same by registered mail labor and material being construed to include that part of or certified mail, postage prepaid, in an envelope ad- water, gas, power, light, heat, oil, gasoline, telephone dressed to the Principal, Owner or Surety, at any place service or rental of equipment directly applicable to the where an office is regularly maintained for the trans- Contract. action of business, or served in any manner in which legal process may be served in the state in which the 2. The above named Principal and Surety hereby aforesaid project is located, save that such service need jointly and severally agree with the Owner that every not be made by a public officer. claimant as herein defined, who has not been paid in full before the expiration of a period of ninety (90) b) After the expiration of one(1)year following the date days after the date on which the last of such claimant's on which Principal ceased Work on said Contract, it work or labor was done or performed, or materials were being understood, however, that if any limiation em- furnished by such claimant, may sue on this bond for bodied in this bond is prohibited by any law controlling the use of such claimant, prosecute the suit to final the construction hereof such limitation shall be deemed judgement for such sum or sums as may be justly due to be amended so as to be equal to the minimum period claimant, and have execution thereon. The Owner shall of limitation permitted by such law. not be liable for the payment of any costs or expenses of c) Other than in a state court of competent jurisdiction in any such suit. and for the county or other political subdivision of the 3. No suit or action shall be commenced hereunder state in which the Project, or any part thereof, is by any claimant: situated, or in the United States District Court for the district in which the Project, or any part thereof, is sit- a) Unless claimant, other than one having a direct uated,and not elsewhere. contract with the Principal, shall have given written 4. The amount of this bond shall be reduced by and notice to any two of the following: the Principal, the to the extent of any payment or payments made in good Owner, or the Surety above named, within ninety (90) faith hereunder, inclusive of the payment of Surety of days after such claimant did or performed the last of mechanics' liens which may be filed of record against the work or labor, or furnished the last of the materials said improvement, whether or not claim for the amount for which said claim is made, stating with substantial of such lien be presented under and against this bond. Signed and Sealed this 5th day of November 2009 CORE Construction Services of Texas,Inc. ?� (Principal) (Seal) (Witness) (Title) President I Travelers Casualty an urety Company ! (Surety) (Seal) Sue Carruthers Attorney-in-Fact 9969 A311-092094 Conforms to AIA Document A-311 Performance Bond and Labor and Material Payment Bond 4 W STATE OF Illinois COUNTY OF Tazewell On this 5th of November 2009 before me personally appeared Sue Carruthers with whom I am personally acquainted,who, being by me duly sworn, said: That she is Attorney-in-Fact of Travelers Casualty and Surety Company an excuted the foregoing instrument; that he/she knows the corporate seal of said Company; that said seal affixed to said instrument is such corporate seal; that it was so affixed by authority of the Board of Directors thereof and of his/her office under the Standing Resolutions of said Company; and that he/she signed his/her name thereto as Attorney-in-Fact b like authority. e---- zl& Nancy ucht eld Notary Public NOTARY STAMP M commission ex ire � (3FJ. LU SEAI. Y P i�� i�lCY J. LUCHTEFELD NOTAr�Y i�UBUG-STATE OF IWNOIS MY COMMISSION EXPIRES 3.23.2012 r, WARNING:THIS POWER OF ATTORNEY IS INVALID WITHOUT THE R ED BORDER POWER OF ATTORNEY TRAVELERSFarmington Casualty Company St.Paul Guardian Insurance Company Fidelity and Guaranty Insurance Company St.Paul Mercury Insurance Company Fidelity and Guaranty Insurance Underwriters,Inc. Travelers Casualty and Surety Company Seaboard Surety Company Travelers Casualty and Surety Company of America St.Paul Fire and Marine Insurance Company United States Fidelity and Guaranty Company a Attorney-In Fact No. --ooU10 7 Certificate No. 002945831 {' KNOW ALL MEN BY THESE PRESENTS:That Seaboard Surety Company is a corporation duly organized under the laws of the State of New York,that St.Paul Fire and Marine Insurance Company,St.Paul Guardian Insurance Company and St.Paul Mercury Insurance Company are corporations duly organized under the laws " of the State of Minnesota,that Farmington Casualty Company,Travelers Casualty and Surety Company,and Travelers Casualty and Surety Company of America are corporations duly organized under the laws of the State of Connecticut,that United States Fidelity and Guaranty Company is a corporation duly organized under the laws of the State of Maryland,that Fidelity and Guaranty Insurance Company is a corporation duly organized under the laws of the State of Iowa,and that Fidelity and Guaranty Insurance Underwriters,Inc.is a corporation duly organized under the laws of the State of Wisconsin(herein collectively called the"Companies"),and that the Companies do hereby make,constitute and appoint Philip A.Kuhl, Nancy L. Rule,Sue Carruthers, Laura L.Andrews, Mike Kuhl,Amy Boll, Nancy J. Luchtefeld,Scott Howard,and Miranda L. Leininger Of the City of Mot'hm , State of Tlliro„c ,their true and lawful Attorneys)-in-Fact, each in their separate capacity if more than one is named above,to sign,execute,seal and acknowledge any and all bonds,recognizances,conditional undertakings and other writings obligatory in the nature thereof on behalf of the Companies in their business of guaranteeing the fidelity of persons,guaranteeing the performance of contracts and executing or guaranteeing bonds and undertakings required or permitted in any actions or proceedings allowed by law. i IN WITNESS WHEREOF,the Companies have caused this instrument to be signed and their corporate seals to be hereto affixed,this 16th day of April 2009 Farmington Casualty Company St.Paul Guardian Insurance Company Fidelity and Guaranty Insurance Company St.Paul Mercury Insurance Company i Fidelity and Guaranty Insurance Underwriters,Inc. Travelers Casualty and Surety Company Seaboard Surety Company Travelers Casualty and Surety Company of America St.Paul Fire and Marine Insurance Company United States Fidelity and Guaranty Company v 0 yO��t 6 4 9m pP POR (+=. 0 'P 3�• Yaa O 1951 m9O mo® �`',SEAL,:o". SEAL 01 mO° y�•.......1 996 -. ' } bey �,' � *� �CF .� '"�s�xnNC<� a1........�L�f '1\v�''•..., d° '°' a� t • H� 9tY1 AN�� State of Connecticut By: City of Hartford ss. /George Thompson, enior ice President z On this the 16th day of April 2009 before me personally appeared George W. Thompson, who acknowledged himself to be the Senior Vice President of Farmington Casualty Company, Fidelity and Guaranty Insurance Company,Fidelity and Guaranty Insurance Underwriters, I I Inc.,Seaboard Surety Company,St.Paul Fire and Marine Insurance Company,St.Paul Guardian Insurance Company,St.Paul Mercury Insurance Company.Travelers i # Casualty and Surety Company,Travelers Casualty and Surety Company of America, and United States Fidelity and Guaranty Company,and that he,as such,being authorized so to do,executed the foregoing instrument for the purposes therein contained by signing on behalf of the corporations by himself as a duly authorized officer. z 1 to L In Witness Whereof,I hereunto set my hand and official seal. P TNi My Commission expires the 30th day of June,2011. p�L1G Or �'Marie C.Tetreault,Notary Public RN 58440-5-07 Printed in U.S.A. WITHOUT THE RED BORDER WARNING:THIS POWER OF ATTORNEY IS INVALID = WARNING:THIS POWER OF ATTORNEY IS INVALID WITHOUT THE RED BORDER This Power of Attorney is granted under and by the authority of the following resolutions adopted by the Boards of Directors of Farmington Casualty Company,Fidelity and Guaranty Insurance Company. Fidelity and Guaranty Insurance Underwriters, Inc., Seaboard Surety Company, St. Paul Fire and Marine Insurance Company, St. Paul Guardian Insurance Company, St. Paul Mercury Insurance Company,Travelers Casualty and Surety Company, Travelers Casualty and Surety Company of America,and United States Fidelity and Guaranty Company,which resolutions are now in full force and effect,reading as follows: RESOLVED,that the Chairman, the President, any Vice Chairman, any Executive Vice President,any Senior Vice President,any Vice President,any Second Vice President,the Treasurer,any Assistant Treasurer,the Corporate Secretary or any Assistant Secretary may appoint Attorneys-in-Fact and Agents to act for and on behalf of the Company and may give such appointee such authority as his or her certificate of authority may prescribe to sign with the Company's name and seal with the Company's seal bonds,recognizances,contracts of indemnity and other writings obligatory in the nature of a bond,recognizance,or conditional undertaking,and any of said officers or the Board of Directors at any time may remove any such appointee and revoke the power given him or her;and it is FURTHER RESOLVED•that the Chairman,the President,any Vice Chairman,any Executive Vice President,any Senior Vice President or any Vice President may delegate all or any part of the foregoing authority to one or more officers or employees of this Company,provided that each such delegation is in writing and a copy thereof is filed in the office of the Secretary;and it is FURTHER RESOLVED,that any bond,recognizance,contract of indemnity,or writing obligatory in the nature of a bond,recognizance,or conditional undertaking shall be valid and binding upon the Company when(a)signed by the President,any Vice Chairman,any Executive Vice President,any Senior Vice President or any Vice President,any Second Vice President,the Treasurer,any Assistant Treasurer,the Corporate Secretary or any Assistant Secretary and duly attested and sealed with the Company's seal by a Secretary or Assistant Secretary;or(b)duly executed(under seal,if required)by one or more Attorneys-in-Fact and Agents pursuant to the power prescribed in his or her certificate or their certificates of authority or by one or more Company officers pursuant to a written delegation of authority; and it is FURTHER RESOLVED,that the signature of each of the following officers:President,any Executive Vice President,any Senior Vice President,any Vice President, any Assistant Vice President, any Secretary, any Assistant Secretary, and the seal of the Company may be affixed by facsimile to any power of attorney or to any certificate relating thereto appointing Resident Vice Presidents,Resident Assistant Secretaries or Attorneys-in-Fact for purposes only of executing and attesting bonds and undertakings and other writings obligatory in the nature thereof,and any such power of attorney or certificate bearing such facsimile signature or facsimile seal shall be valid and binding upon the Company and any such power so executed and certified by such facsimile signature and facsimile seal shall be valid and binding on the Company in the future with respect to any bond or understanding to which it is attached. 1,Kori M.Johanson,the undersigned,Assistant Secretary,of Farmington Casualty Company,Fidelity and Guaranty Insurance Company,Fidelity and Guaranty Insurance Underwriters, Inc., Seaboard Surety Company, St. Paul Fire and Marine Insurance Company, St. Paul Guardian Insurance Company, St. Paul Mercury Insurance Company,Travelers Casualty and Surety Company,Travelers Casualty and Surety Company of America,and United States Fidelity and Guaranty Company do hereby certify that the above and foregoing is a true and correct copy of the Power of Attorney executed by said Companies,which is in full force and effect and has not been revoked. IN TESTIMONY WHEREOF,I have hereunto set my hand and affixed the seals of said Companies this 5TH day of NOVEMBER 20 09• Kori M.Johans Assistant Secretary or.suA� Su9Ery tae "",ye, D��N..�NSG9 }�p+.........9`t• gJp��r apas ��yo soapy ��yTYA� - p2 ��' '* � �Pg �CpP FOR '� f4:' ''.1•�.: P G9 � F OP'F� � u]gg��TTgq++pp�[1 111 1 9 8 2 o y 97] I f s- W HnFtrFaao. i ` 1896 Z" Sa; .iy� 1951 qO ® � �t SE AL�o; ii•�`•.SEAL:;3' ; CCNN. r �� aO< - To verify the authenticity of this Power of Attorney,call 1-800-421-3880 or contact us at www.travelersbond.com.Please refer to the Attorney-In-Fact number,the above-named individuals and the details of the bond to which the power is attached. WARNING:THIS POWER OF ATTORNEY IS INVALID WITHOUT THE RED BORDER