regular meeting agenda - babcockranchliving.com

BABCOCK RANCH COMMUNITY INDEPENDENT

SPECIAL DISTRICT

February 18 2021

BOARD OF SUPERVISORS

REGULAR MEETING AGENDA

Babcock Ranch Community Independent Special District OFFICE OF THE DISTRICT MANAGER

2300 Glades Road Suite 410WBoca Raton Florida 33431 Phone (561) 571-0010Toll-free (877) 276-0889Fax (561) 571-0013

February 11 2021

Board of Supervisors Babcock Ranch Community Independent Special District

Dear Board Members

The Governing Board of the Babcock Ranch Community Independent Special District will hold a Regular Meeting on February 18 2021 at 130 pm in-person at The Hive 42891 Lake Babcock Drive Room 211 Punta Gorda Florida 33982 and telephonically at 1-888-354-0094 CONFERENCE ID 2144145 The agenda is as follows

1 Call to Order

2 Roll Call

3 Consent Agenda Approval of Babcock National Phase 1 Utility Acceptance Package and Corresponding Rate Increase

4 Public Comments [any members of the public desiring to speak on a specific agenda item may address the Board]

5 Competitive Selection of Qualifications for Emergency Facility Design-Build Services

A Evaluation Committee Summary

B Qualifications StatementsRespondents

6 Authorization to Commence Competitive Negotiation of Agreement for Design-Build Services

bull Draft Form of Agreement for Design-Build Services

7 Consideration of First Amendment to the Emergency Facility Funding Agreement Between Babcock Ranch Community Independent Special District and Babcock Property Holdings LLC (to be provided under separate cover)

8 Ratification of Babcock Retail Holdings LLC Corrective Perpetual Non-Exclusive Drainage Easement Agreement (Crescent B Commons On Site)

ATTENDEES Please identify yourself each time you speak to facilitate accurate transcription of meeting minutes

Governing Board Babcock Ranch Community Independent Special District February 18 2021 Regular Meeting Agenda Page 2

9 Consideration of Resolution 2021-09 Authorizing the Chairperson and Staff to Take Any Necessary Action to Coordinate with Charlotte County and Lee County Regarding the Provision of Emergency Services to the Babcock Ranch Community and Providing for Severability and Effective Date

10 Consideration of Vigilant License Plate Reader Agreement

11 Acceptance of Unaudited Financial Statements as of January 31 2021

12 Consideration of January 28 2021 Regular Meeting Minutes

13 Staff Reports

A District Counsel Hopping Green amp Sams PA

B District Engineer Kimley-Horn amp Associates

C Field Operations Manager CCMC

D Construction Manager John Broderick

E District Manager Wrathell Hunt and Associates LLC

bull NEXT MEETING DATE March 25 2021 at 100 PM

o QUORUM CHECK

GREG PANKOW IN PERSON PHONE NO

BILL VANDER MAY IN PERSON PHONE NO

KATHY VALENTINE IN PERSON PHONE NO

BUTCH STEWART IN PERSON PHONE NO

BILL MOORE IN PERSON PHONE NO

14 Board Membersrsquo CommentsRequests

15 Public Comments

16 Adjournment

Should you have any questions please do not hesitate to contact me directly at (561) 346-5294

Sincerely

Cindy Cerbone District Manager

TO ATTEND BY TELEPHONE CALL-IN NUMBER 1-888-354-0094

CONFERENCE ID 8518503

BABCOCK RANCH

COMMUNITY INDEPENDENT SPECIAL DISTRICT

3

6 TOWN ampCOuNTRY

February I 2021

Craig Wrathell District Manager Babcock Ranch Community Independent Special District 2300 Glades Road Suite 410W Boca Raton FL 33431

Re Water and Sewer System and Irrigation Quality Water System LeaseOption to Purchase Agreement-Addition of Lease Equipment and Real Property and Increase of Base Rent [Babcock National Phase 1]

Dear Mr Wrathell

This letter is provided pursuant to the Water and Sewer System and Irrigation Quality Water System LeaseOption to Purchase Agreement dated December 15 2016 as amended (the Agreement) In accordance with Exhibit C Rider C-1 the Lessors hereby notify the Babcock Ranch Community Independent Special District (the District) that the Base Rent is hereby adjusted as described on the attached Exhibit A incorporated herein and made a pait hereof to reflect the additional improvements described in the Utility Acceptance Packages (the UAP) for Babcock National Phase 1 (Phase 1 Babcock National Infrastructure) which is expected to be approved at the February 18 2021 District Governing Board Meeting The project engineer has ce1tified that the Phase 1 Babcock National Infrastructure has been placed into service and such certification was included as paii of UAP The adjustment to the rent as described on Exhibit A shall be effective upon District Governing Board approval of the UAP for Phase 1 Babcock National Infrastructure This letter shall also serve as notice that the Phase I Babcock National Infrastructure is hereby incorporated as an addition to the Real Property on Exhibit A-1 and A-2 and Equipment pursuant to the Agreement

Sincerely

tul~aldMSKP Town and Country Uti lity LLC 4500 PGA Boulevard Suite 400 Palm Beach Gardens FL 33418

Bab~c 4500 PGA Boulevard Suite 400 Palm Beach Gardens FL 33418

cc Amy Wicks District Engineer Jonathan Johnson District Counsel

Exhibit A

Lease Rent Increase UAP Babcock NatI PHI

Contributing Entity Lennar

7232020_Pending Addition $ 32643346 Annual Rate 1116 Monthly Base $ 303583 Capacity 1612 Rate Increase per ERC s 188

7232020--~Pending Addition $ 101818076 Annual Rale 1116 Monthly Base $ 946908 Capacity 1428 Rate Increase per ERC $ 663

Irrigation Bill of Sale Date 7232020 Pending Addition $ 54027432 Annual Rate 1116 Monthly Base $ 502455 Capacity 1612 Rate Increase per ERC $ 312

Date Received September 1 2020 Project Name Babcock Nation Phase 1

Project Number UAP (Year-XXX) Phase 1 Date Forwarded to ISD

Title Reviewed By Approved Denied

Under

Review

Approved

by Date Comments

1 Cover Letter-Builder to Inspections NA X JM 9232020

2 Utility Facilities Bill of Sales and Warranty Accounting X GM 10292020

3A Grant of Utility Easement and Plats Legal X EW 11242020

3B Plat Map Legal X EW 9232020

4 Ownerrsquos Affidavit Legal X EW 10292020

5 Attorneyrsquos Affidavit Legal X EW 10292020

Utility Facilities Subordination Consent and Joinder Legal NA

6 Engineerrsquos Certification Legal X EW 10292020

7A Bactee Results TCU X JM 542020

7B Pressure (Potable and Reuse Water) Main Testing Results TCU X JM 2192020

8A Sewer Videos District Engineer X AW 9232020

8B Gravity Sewer Testing Results Low Pressure District Engineer X JM 1212020 NA

9A Pump Station Startup Report TCU X JM 912020

9B Spare Parts TCU X JM 3182020 Addessed in cover letter

9C Wrenches for Hatch Cover TCU X JM 9232020 Addessed in cover letter

9D Lift Station O amp M TCU X JM 3182020

9E Forcemain Pressure Results NA

10A As-Built Record Drawings TCU X BL 1192021

10B GIS as Defined in the DSMs Auto CAD Standards District Engineer X AW 1192021

11 Punch List- Commercial or Residential District Engineer X AW 7292020

12 Final Inspection District Engineer X JM 8122020

13

FDEP Requests for ApprovalClearance to Place into Operation

(water and wastewater) TCU X JM 2252020

14 Lots and Addresses - Residential TCU X JM 252020

15 Lots and Addresses - Commercial NA

16Date Lease Updated

Date Map Updated

Utility Acceptance Package Approval

Internal Use Only Revised 12619 Form 17x

BABCOCK RANCH


5A

BABCOCK RANCH


5B

BABCOCK RANCH


6

Attachment F ndash Sample Design Build Contract

Design Build for The Southwest Florida Regional Emergency Shelter `

34

ADDENDUM (ldquoADDENDUMrdquo) TO CONTRACT (ldquoCONTRACTrdquo)

1 ADDENDUM This Addendum applies to that certain contract between the Babcock Ranch Community Independent Special District (ldquoDistrictrdquo or ldquoOwnerrdquo) and a

(ldquoDesign-Builderrdquo) which Contract was executed simultaneous with the execution of this Addendum To the extent the terms of the Contract conflict with this Addendum the terms of this Addendum shall control

2 LOCAL GOVERNMENT PROMPT PAYMENT ACT Notwithstanding any other provision of the Contract all payments to the Design-Builder shall be made in a manner consistent with the Local Government Prompt Payment Act sections 21870 through 21880 of the Florida Statutes Design-Builder shall make payments due to subcontractors and materialmen and laborers within ten (10) days in accordance with the prompt payment provisions contained in Section 218735(6) 218735(7) and 21874 Florida Statutes All payments due and not made within the time prescribed by Section 218735 Florida Statutes bear interest at the rate of one percent (1) per month on the unpaid balance in accordance with Section 218735(9) Florida Statutes

3 PUBLIC RECORDS Design-Builder understands and agrees that all documents of any kind provided to the Owner in connection with this Contract may be public records and accordingly Design-Builder agrees to comply with all applicable provisions of Florida law in handling such records including but not limited to Section 1190701 Florida Statutes Design-Builder acknowledges that the designated public records custodian for the Owner is Craig Wrathell (ldquoPublic Records Custodianrdquo) Among other requirements and to the extent applicable by law the Design-Builder shall 1) keep and maintain public records required by the Owner to perform the services performed in accordance with the Contract 2) upon request by the Public Records Custodian provide the Owner with the requested public records or allow the records to be inspected or copied within a reasonable time period at a cost that does not exceed the cost provided in Chapter 119 Florida Statutes 3) ensure that public records which are exempt or confidential and exempt from public records disclosure requirements are not disclosed except as authorized by law for the duration of the contract term and following the contract term if the Design-Builder does not transfer the records to the Public Records Custodian of the Owner and 4) upon completion of the contract transfer to the Owner at no cost all public records in Design-Builderrsquos possession or alternatively keep maintain and meet all applicable requirements for retaining public records pursuant to Florida laws When such public records are transferred by the Design-Builder the Design-Builder shall destroy any duplicate public records that are exempt or confidential and exempt from public records disclosure requirements All records stored electronically must be provided to the Owner in a format that is compatible with Microsoft Word or Adobe PDF formats

IF THE DESIGN-BUILDER HAS QUESTIONS REGARDING THE APPLICATION OF CHAPTER 119 FLORIDA STATUTES TO THE DESIGN-BUILDERrsquoS DUTY TO PROVIDE PUBLIC RECORDS RELATING TO THIS CONTRACT CONTACT THE CUSTODIAN OF PUBLIC RECORDS AT (561) 571-0010 wrathellcwhhassociatescom 2300 GLADES ROAD SUITE 410 W BOCA RATON FLORIDA 33431

1

The Owner shall in no way be liable for the disclosure of confidential or propriety information provided by Design-Builder to the Owner or Owner staff in connection with the project and in response to a request for public records pursuant to Chapter 119 Florida Statutes The Owner reserves the right to unilaterally cancel this Contract if the Design-Builder refuses to allow public access to all documents papers letters or other materials subject to the provisions of Chapter 119 Florida Statues which Design-Builder created or received under this Contract

4 SOVEREIGN IMMUNITY Nothing in the Contract shall be deemed as a waiver of the Ownerrsquos sovereign immunity or the Ownerrsquos limits of liability as set forth in Section 76828 Florida Statutes or other statute and nothing in the Contract shall inure to the benefit of any third party for the purpose of allowing any claim which would otherwise be barred under such limitations of liability or by operation of law

5 SCRUTINIZED COMPANIES STATEMENT Design-Builder shall properly execute a sworn statement pursuant to section 287135(5) Florida Statutes regarding Scrutinized Companies with Activities in Sudan List or Scrutinized Companies with Activities in the Iran Petroleum Energy Sector List Scrutinized Companies that Boycott Israel List or Companies Engaged in the Boycott of Israel and by signing this Addendum represents that Design-Builder is able to execute such sworn statement The statement shall be substantially in the form of the attached Exhibit A If the Design-Builder is found to have submitted a false certification as provided in section 287135(5) Florida Statutes been placed on the Scrutinized Companies with Activities in Sudan List or the Scrutinized Companies with Activities in the Iran Petroleum Energy Sector List Scrutinized Companies that Boycott Israel List or Companies Engaged in the Boycott of Israel or been engaged in business operations in Cuba or Syria or to have been placed on the Scrutinized Companies that Boycott Israel List or is engaged in a boycott of Israel the Owner may immediately terminate the Contract

6 PUBLIC ENTITY CRIMES STATEMENT Design-Builder shall properly execute a sworn statement under section 287133(3)(a) Florida Statutes regarding public entity crimes and by signing this Addendum represents that Design-Builder is able to execute such sworn statement The statement shall be substantially in the form of the attached Exhibit B

7 TRENCH SAFETY ACT STATEMENTS Design-Builder shall properly execute a Trench Safety Act Compliance Statement and a Trench Safety Act Compliance Cost Statement and by signing this Addendum represents that Design-Builder is able to execute such sworn statement The statements shall be substantially in the form of the attached Exhibit C

8 CONSTRUCTION DEFECTS PURSUANT TO SECTION 558005 FLORIDA STATUTES ANY CLAIMS FOR CONSTRUCTION DEFECTS ARE NOT SUBJECT TO THE NOTICE AND CURE PROVISIONS OF CHAPTER 558 FLORIDA STATUTES

9 REQUIREMENTS OF STATE FUNDED GRANT AGREEMENT Design-Builder acknowledges and agrees that the Contract is executed in accordance with all requirements of the State Funded Grant Agreement entered into between the Owner and State of Florida Division of Emergency Management (the ldquoDivisionrdquo) dated 2020 (the ldquoState Funded Agreementrdquo) and attached hereto and made a part hereof as Exhibit D As required by the State Funded Agreement the following terms shall apply to the Contract

10 APPLICABILITY OF STATE FUNDED AGREEMENT Design-Builder agrees that (i) the Design-Builder is bound by the terms of the State Funded Agreement (ii) the Design-Builder is bound by all applicable state and federal laws and regulations and (iii) the Design-Builder shall hold

2

the Division and Owner harmless against all claims of whatever nature arising out of the Design-Builderrsquos performance of work under the State Funded Agreement to the extent allowed and required by law

a RECORDS 1 As required by the State Funded Agreement and as required by sections 20055(6)(c)

and 21597(5)(b) Florida Statutes the Division the Chief Inspector General of the State of Florida the Florida Attorney General and any of their authorized representatives shall enjoy the right of access to any documents financial statements papers or other records of the Design-Builder which are pertinent to the Contract and State Funded Agreement in order to make audits examinations excerpts and transcripts The right of access also includes timely and reasonable access to the Design-Builderrsquos personnel for the purpose of interview and discussion related to such documents Design-Builder agrees to assist Owner in providing quarterly reports on the Design-Builderrsquos progress in performing its work as required by the State Funded Agreement

2 The Design-Builder shall maintain all records for the Design-Builder and for all subcontractors or consultants to be paid form funds provided under this Contract related to performance under this Contract including documentation of all costs in a form sufficient to determine compliance with the State Funded Agreement and all other applicable laws and regulations Upon request Design-Builder shall provide copies any such records to the Owner

b REPORTS Design-Builder shall provide any requested information records and assistance necessary to complete any reports to the Division required pursuant to the State Funded Agreement

c MONITORING Design-Builder agrees to cooperate with Owner and Division to ensure all monitoring is performed in accordance with the requirements of the State Funded Agreement

d MANDATED CONDITIONS 1 Those who have been placed on the convicted vendor list following a conviction for a

public entity crime or the discriminatory vendor list may not submit a bid on a contract to provide any goods or services to a public entity may not submit a bid on a contract with a public entity for the construction or repair of a public building or public work may not submit bids on leases of real property to a public entity may not be awarded or perform work as a contractor supplier subcontractor or consultant under a contract with a public entity and may not transact business with any public entity in excess of $2500000 for a period of thirty-six (36) months from the date of being placed on the convicted vendor list or on the discriminatory vendor list

2 All bills for fees or other compensation for services or expenses shall be submitted in detail sufficient for a proper pre-audit and post-audit thereof

3 Any bills for travel expense shall be submitted in accordance with Section 112061 Florida Statutes

4 Design-Builder shall not knowingly employ unauthorized alien workers constituting a violation of the employment provisions contained in 8 USC Section 1342a(e) [Section 274A(e)of the Immigration and Nationality Act (ldquoINArdquo) The Owner shall consider Design-Builderrsquos employment of unauthorized aliens a violation of Section 274(A)(e) of the INA Any such violation shall be grounds for cancellation of this Contract by the Owner

e CONSTRUCTION DOCUMENTS 3

1 Design-Builder shall title all construction documents ldquoSouthwest Florida Regional Emergency Shelterrdquo

2 Structural engineer of record shall include a statement in the construction documents certifying that to the best of their knowledge and belief the SWFRES was designed and constructed to withstand wind loads according to ASCESEI 7- (include publication year) and ICC 500

f ASSISTANCE WITH TASK PRODUCTS Design-Builder agree to upon request assist Owner with any applicable items identified in Section IV Task Products of the State Funded Agreement

g ASSISTANCE WITH DELIVERABLES Design-Builder agrees to comply with all requirements associated with Ownerrsquos requests for reimbursement in Section V Deliverables of the State Funded Agreement which may include but is not limited to providing adequate and complete source documentation for all invoices Affidavits or American Institute of Architects (AIA) forms G702 and G703

h SCHEDULE OF WORK Design-Builder agrees to upon request assist Owner in preparation of any and all reports required pursuant to Section VII Schedule of Work of the State Funded Agreement

i APPLICABILITY OF PROGRAM STATUTES AND REGULATIONS Design-Builder agrees to comply with the requirements of the program statutes and regulations listed in the State Funded Agreement Attachment B

j TERMINATION In addition to the termination provisions contained in Article 13 of the Contract Design-Builder agrees Owner may terminate the Contract in the event funding is no longer available pursuant to the State Funded Agreement Such termination may occur with reasonable costs to be paid by the Owner for eligible contract work completed prior to the date the notice of suspension of funding was received by the Owner Any cost incurred after a notice of suspension or termination is received by the Owner may not be funded with funds provided under the State Funded Agreement unless previously approved in writing by the Division but may be funded pursuant to the funding agreement entered into between the Owner and Babcock Property Holdings LLC In the event Design-Builderrsquos actions or inaction causes the Owner to be in violation of the terms of the State Funded Agreement such action or inaction shall be grounds for immediate termination of the Contract and Design-Builder shall be liable for any resulting damages to the Owner

k STATEMENT OF ASSURANCES To the extent the following provisions apply to this Contract the Design-Builder certifies that

a No member of or delegate to the Congress of the United States and no Resident Commissioner shall receive any share or part of this Contract or any benefit No member officer or employee of the Design-Builder or its designees or agents no member of the governing body of the locality in which this program is situated and no other public official of the locality or localities who exercises any functions or responsibilities with respect to the program during his tenure or for one year after shall have any interest direct or indirect in any contract or subcontract or the proceeds for work be performed in connection with the program assisted under this Contract

b It will comply with i Contract Work Hours and Safety Standards Act of 1962 40 USC 327 et seq

requiring that mechanics and laborers (including watchmen and guards) employed on federally assisted contracts be paid wages of not less than one

4

and one-half times their basic wage rates for all hours worked in excess of forty hours in a work week and

ii Federal Fair Labor Standards Act 29 USC Section 201 et seq requiring that covered employees be paid at least minimum prescribed wage and also that they be paid one and one-half times their basic wage rates for all hours worked in excess of the prescribed work-week and

iii Title VI of the Civil Rights Act of 1964 (PL 88-352) and the regulations issued pursuant thereto which provides that no person in the United States shall on the grounds of race color or national origin be excluded from participation in be denied the benefits of or be otherwise subjected to discrimination under any program or activity for which the Design-Builder received Federal financial assistance and will immediately take any measures necessary to effectuate this assurance If any real property or structure thereon is provided or improved with the aid of Federal financial assistance extended to the Design-Builder this assurance shall obligate the Design-Builder or in the case of any transfer of such property any transferee for the period during which the real property or structure is used for a purpose for which the Federal financial assistance is extended or for another purpose involving the provision of similar services or benefits

iv Any prohibition against discrimination on the basis of age under the Age Discrimination Act of 1975 as amended (42 USC 6101-6107) which prohibits discrimination on the basis of age or with respect to otherwise qualifies handicapped individuals as provided in Section 504 of the Rehabilitation Act of 1973

v Executive Order 11246 as amended by Executive Orders 11375 and 12086 and the regulations issued pursuant thereto which provide that no person shall be discriminated against on the basis of race color religion sex or national origin in all phases of employment during the performance of federal or federally assisted construction contracts affirmative action to insure fair treatment in employment upgrading demotion or transfer recruitment or recruitment advertising layofftermination rates of pay or other forms of compensation and election for training and apprenticeship

vi The Anti-Kickback Act of 1986 41 USC Section 51 which outlaws and prescribes penalties for ldquokickbacksrdquo of wages in federally financed or assisted construction activities

vii The provisions of 18 USC 594 598 600-605 (further known as the Hatch Act) which limits the political activities of employees

viii The ldquoUniform Federal Accessibility Standardsrdquo (AS) which is Appendix A to 41 CFR Section 101-196 for general type buildings and Appendix A to 24 CFR Part 40 for residential structures The Owner will be responsible for conducting inspections to ensure compliance with these specifications by the Design-Builder

c It will in connection with its performance of environmental assessments under the National Environmental Policy Act of 1969 comply with Section 106 of the National Historic Preservation Act of 1966 (USC 470) Executive Order 11593 24 CFR Part

5

800 and the Preservation of Archaeological and Historical Data Act of 1966 (16 USC 469a-1 et seq) by

i Consulting with the State Historic Preservation Office to identify properties listed in or eligible for inclusion in the National Register of Historic Places that are subject to adverse effects (see 36 CFR Section 8008) by the proposed activity and

ii Complying with all requirements established by the State to avoid or mitigate adverse effects upon such properties

iii Abiding by the terms and conditions of the ldquoProgrammatic Agreement Among the Federal Emergency Management Agency the Florida State Historic Preservation Office the Florida Division of Emergency Management and the Advisory Council on Historic Preservation (PA)rdquo which addresses roles and responsibilities of Federal and State entities in implementing Section 106 of the National Historic Preservation Act (NHPA) 16 USC 470(f) and implementing regulations in 36 CFR Part 800

iv When work conducted pursuant to this Contract may affect a historic property as defined in 36 CFR Part 800 (2)(e) the Federal Emergency Management Agency (FEMA) may require the Owner to review the eligible scope of work in consultation with the State Historic Preservation Office (SHPO) and suggest methods of repair or construction that will conform with the recommended approaches set out in the Secretary of Interiorrsquos Standards for Rehabilitation and Guidelines for Rehabilitating Historic Buildings 1992 (Standards) the Secretary of the Interiorrsquos Guidelines for Archeological Documentation (Guidelines) (48 Federal Register 44734-37) or any other applicable Secretary of Interior standards If FEMA determines that the eligible scope of work will not conform with the Standards the Owner agrees to participate in consultations to develop and after execution by all parties to abide by a written agreement that establishes mitigation and recondition measures including but not limited to impacts to archeological sites and the salvage storage and reuse of any significant architectural features that may otherwise be demolished Design-Builder agrees to any modification of this Contract required pursuant to any such written agreement aforementioned

v The Design-Builder will notify Owner which shall in turn notify FEMA and the Division if work under this Contract will involve ground disturbing activities including but not limited to subsurface disturbance removal of trees excavation of footings and foundations and installation of utilities (such as water sewer storm drains electrical gas leach lines and septic tanks) except where these activities are restricted solely to areas previously disturbed by the installation replacement or maintenance of such utilities FEMA will request the SHPOrsquos opinion on the potential that archeological properties may be present and be affected by such activities The SHPO will advise the Owner which shall advise the Design-Builder on any feasible steps to be accomplished to avoid any National Register eligible archeological property or will make recommendations for the development of a treatment plan for the recovery or archeological data from the property Design-Builder agrees to comply with any such advisements

6

vi If the Design-Builder is unable to avoid the archeological property develop in consultation with SHPO a treatment plan consistent with the Guidelines and take into account the Advisory Council on Historic Preservation (Council) publication ldquoTreatment of Archeological Propertiesrdquo The Owner shall forward information regarding the treatment plan to FEMA the SHPO and the Council for review If the SHPO and the Council do not object within 15 calendar days of receipt of the treatment plan FEMA may direct the Owner to implement the treatment plan If either the Council or the SHPO object Owner shall not proceed with the project until the objection is resolved

vii The Design-Builder shall notify the Owner immediately which shall then notify the Division and FEMA as soon as practicable (a) of any changes in the approved scope of work for a National Register eligible or listed property (b) of all changes to a project that may result in a supplemental DSR or modify a HMGP project for a National Register eligible or listed property (c) if it appears that a project funded under this Agreement will affect a previously unidentified property that may be eligible for inclusion in the National Register or affect a known historic property in an unanticipated manner The Design-Builder acknowledges that FEMA may require the Owner to stop construction in the vicinity of the discovery of a previously unidentified property that may eligible for inclusion in the National Register or upon learning that construction may affect a known historic property in an unanticipated manner The Design-Builder further acknowledges that FEMA may require the Owner which shall in turn require the Design-Builder to take all reasonable measures to avoid or minimize harm to such property until FEMA concludes consultation with the SHPO The Design-Builder also acknowledges that FEMA will require and the Design-Builder shall comply with modifications to the project scope of work necessary to implement recommendations to address the project and the property

viii The Design-Builder acknowledges that unless FEMA specifically stipulates otherwise Owner shall not receive funding pursuant to the State Funded Agreement for work under the Contract when with intent to avoid the requirements of the PA or the NHPA the Owner or Design-Builder intentionally and significantly adversely affects a historic property or having the legal power to prevent it allowed such significant adverse affect to occur

d It will comply with Title IX of the Education Amendments of 1972 as amended (20 USC 1681-1683 and 1685-1686) which prohibits discrimination on the basis of sex

e It will comply with the Comprehensive Alcohol Abuse and Alcoholism Prevention Treatment and Rehabilitation Act of 1970 (42 USC 4521-45-94) relating to nondiscrimination on the basis of alcohol abuse or alcoholism

f It will comply with 523 and 527 of the Public Health Service Act of 1912 (42 USC 290 dd- 3 and 290 ee-3) as amended relating to confidentiality of alcohol and drug abuse patient records

g It will comply with Lead-Based Paint Poison Prevention Act (42 USC 4821 et seq) which prohibits the use of lead based paint in construction of rehabilitation or residential structures

7

h It will comply with the Energy Policy and Conservation Act (PL 94-163 42 USC 6201- 6422) and the provisions of the State Energy Conservation Plan adopted pursuant thereto

i It will comply with the Laboratory Animal Welfare Act of 1966 (7 USC 2131-2159) pertaining to the care handling and treatment of warm blooded animals held for research teaching or other activities supported by an award of assistance under this Agreement

j It will comply with Title VIII of the Civil Rights Act of 1968 (42 USC 2000c and 42 k USC 3601-3619) as amended relating to non-discrimination in the sale rental or

financing of housing and Title VI of the Civil Rights Act of 1964 (PL 88-352) which prohibits discrimination on the basis of race color or national origin

l It will comply with the Clean Air Act of 1955 as amended 42 USC 7401-7642 m It will comply with the Clean Water Act of 1977 as amended 42 USC 7419-7626 n It will comply with the endangered Species Act of 1973 16 USC 1531-1544 o It will comply with the Intergovernmental Personnel Act of 1970 42 USC 4728-

4763 p It will assist the awarding agency in assuring compliance with the National Historic

Preservation Act of 1966 as amended 16 USC 270 q It will comply with environmental standards which may be prescribed pursuant to the

National Environmental Policy Act of 1969 42 USC 4321-4347 r It will assist the awarding agency in assuring compliance with the Preservation of

Archeological and Historical Preservation Act of 1966 16 USC 469a et seq s It will comply with the Rehabilitation Act of 1973 Section 504 29 USC 794

regarding non-discrimination t It will comply with the environmental standards which may be prescribed pursuant to

the Safe Drinking Water Act of 1974 42 USC 300f-300j regarding the protection of underground water sources

u It will comply with the requirements of Titles II and III of the Uniform Relocation Assistance and Property Acquisition Policies Act of 1970 42 USC 4621-4638 which provide for fair and equitable treatment of persons displaced or whose property is acquired as a result of Federal or Federally assisted programs

v It will comply with the Wild and Scenic Rivers Act of 1968 16 USC 1271-1287 related to protecting components or potential components of the national wild and scenic rivers system

w It will comply with the following Executive Orders EO 11514 (NEPA) EO 11738 (violating facilities) EO 11988 (Floodplain Management) EO 11990 (Wetlands) and EO 12898 (Environmental Justice)

x It will comply with the Coastal Barrier Resources Act of 1977 16 USC 3510 y It will assure project consistency with the approved State program developed under the

Coastal Zone Management Act of 1972 16 USC 1451-1464 and z It will comply with the Fish and Wildlife Coordination Act of 1958 16 USC 661-

666 aa It will provide addresses and marked maps for each site where water wells and septic

tanks are to be closed along with the number of wells and septic tanks located on each site Provide documentation of closures

8

bb It will comply with mandatory standards and policies relating to energy efficiency which are contained in the State Energy Conservation Plan issued in compliance with the Energy Policy and Conservation Act (Public Law 94-163)

cc It will comply with all applicable standards orders or requirements issued under Section 112 and 306 of the Clean Air Act (42 USC 1857h) Section 508 of the Clean Water Act (33 USC 1368) Executive Order 11738 and the US Environmental Protection Agency regulations (40 CFR Part 15 and 61)

[Signatures Appear on Following Page]

9

__________________________ ___________________________________

__________________________

__________________________ ___________________________________

__________________________

IN WITNESS WHEREOF the parties hereto hereby acknowledge and agree to this Addendum

BABCOCK RANCH COMMUNITY INDEPENDENT SPECIAL DISTRICT

Witness By________________________________ Its________________________________

Print Name of Witness

Witness By________________________________ Its________________________________


Exhibit A Scrutinized Companies Statement Exhibit B Public Entity Crimes Statement Exhibit C Trench Safety Act Statement Exhibit D State Funded Grant Agreement between the Owner and State of Florida Division of

Emergency Management (the ldquoDivisionrdquo) dated 2020

10

EXHIBIT A

SWORN STATEMENT PURSUANT TO SECTION 287135(5) FLORIDA STATUTES REGARDING SCRUTINIZED COMPANIES WITH ACTIVITIES IN SUDAN LIST OR SCRUTINIZED COMPANIES WITH ACTIVITIES IN THE IRAN PETROLEUM ENERGY SECTOR LIST

THIS FORM MUST BE SIGNED AND SWORN TO IN THE PRESENCE OF A NOTARY PUBLIC OR OTHER OFFICIAL AUTHORIZED TO ADMINISTER OATHS

1 This sworn statement is submitted to Babcock Ranch Community Independent Special District

by (print individuals name and title)

for (print name of entity submitting sworn statement)

whose business address is

2 I understand that subject to limited exemptions section 287135 Florida Statutes declares a company that at the time of bidding or submitting a proposal for a new contract or renewal of an existing contract is on the Scrutinized Companies with Activities in Sudan List or the Scrutinized Companies with Activities in the Iran Petroleum Energy Sector List created pursuant to section 215473 Florida Statutes is ineligible for and may not bid on submit a proposal for or enter into or renew a contract with a local governmental entity for goods or services of $1 million or more

3 Based on information and belief at the time the Contract is assigned to the Babcock Ranch Community Independent Special District neither the entity nor any of its officers directors executives partners shareholders members or agents is listed on either the Scrutinized Companies with Activities in Sudan List or the Scrutinized Companies with Activities in the Iran Petroleum Energy Sector List

4 The entity will immediately notify the Babcock Ranch Community Independent Special District in writing if either the entity or any of its officers directors executives partners shareholders members or agents is placed on either the Scrutinized Companies with Activities in Sudan List or the Scrutinized Companies with Activities in the Iran Petroleum Energy Sector List

Signature by authorized representative of Design-Builder

STATE OF FLORIDA COUNTY OF

Sworn to (or affirmed) and subscribed before me by means of physical presence or online notarization this _______ day of ________________ 2021 by

of who is personally known to me or who has produced as identification and who did (did not) take an oath

Signature of Notary Public taking acknowledgement (SEAL) 11

EXHIBIT B

SWORN STATEMENT UNDER SECTION 287133(3)(a)

FLORIDA STATUTES REGARDING PUBLIC ENTITY CRIMES



2 I am over eighteen (18) years of age and competent to testify as to the matters contained herein I serve in the capacity of _______________________ for (ldquoDesign-Builderrdquo) and am authorized to make this Sworn Statement on behalf of Design-Builder

3 Design-Builderrsquos business address is

4 Design-Builderrsquos Federal Employer Identification Number (FEIN) is

(If the Design-Builder has no FEIN include the Social Security Number of the individual signing this sworn statement )

5 I understand that a public entity crime as defined in Paragraph 287133(1)(g) Florida Statutes means a violation of any state or federal law by a person with respect to and directly related to the transaction of business with any public entity or with an agency or political subdivision of any other state or with the United States including but not limited to any bid or contract for goods or services to be provided to any public entity or an agency or political subdivision of any other state or of the United States and involving antitrust fraud theft bribery collusion racketeering conspiracy or material misrepresentation

6 I understand that convicted or conviction as defined in Paragraph 287133(1)(b) Florida Statutes means a finding of guilt or a conviction of a public entity crime with or without an adjudication of guilt in any federal or state trial court of record relating to charges brought by indictment or information after July 1 1989 as a result of jury verdict nonjury trial or entry of a plea of guilty or nolo contendere

7 I understand that an affiliate as defined in Paragraph 287133(1)(a) Florida Statutes means

a A predecessor or successor of a person convicted of a public entity crime or

b An entity under the control of any natural person who is active in the management of the entity and who has been convicted of a public entity crime The term affiliate includes those officers directors executives partners shareholders employees members and agents who are active in the management of an affiliate The ownership by one person of shares constituting a controlling interest in another person or a pooling of equipment or income among persons when not for fair market value under an arms length agreement shall be a prima facie case that one person controls another person A person who knowingly enters into a joint venture with a person who has been convicted of a public entity crime in Florida during the preceding 36 months shall be considered an affiliate

8 I understand that a person as defined in Paragraph 287133(1)(e) Florida Statutes means any natural person or entity organized under the laws of any state or of the United States with the legal power to enter into a binding contract and which bids or applies to bid on contracts for the provision of goods or services let by a public entity or which otherwise transacts or applies to transact business with a public entity The term

12

__________________________________________

person includes those officers directors executives partners shareholders employees members and agents who are active in management of an entity

9 Based on information and belief the statement which I have marked below is true in relation to the Design-Builder submitting this sworn statement (Please indicate which statement applies)

Neither the entity submitting this sworn statement nor any officers directors executives partners shareholders employees members or agents who are active in management of the entity nor any affiliate of the entity have been charged with and convicted of a public entity crime subsequent to July 1 1989

The entity submitting this sworn statement or one or more of the officers directors executives partners shareholders employees members or agents who are active in management of the entity or an affiliate of the entity has been charged with and convicted of a public entity crime subsequent to July 1 1989 AND (please indicate which additional statement applies)

There has been a proceeding concerning the conviction before an Administrative Law Judge of the State of Florida Division of Administrative Hearings The final order entered by the Administrative Law Judge did not place the person or affiliate on the convicted vendor list (Please attach a copy of the final order)

The person or affiliate was placed on the convicted vendor list There has been a subsequent proceeding before an Administrative Law Judge of the State of Florida Division of Administrative Hearings The final order entered by the Administrative Law Judge determined that it was in the public interest to remove the person or affiliate from the convicted vendor list (Please attach a copy of the final order)

The person or affiliate has not been placed on the convicted vendor list (Please describe any action taken by or pending with the Florida Department of Management Services)

Under penalties of perjury under the laws of the State of Florida I declare that I have read the foregoing Sworn Statement under Section 287133(3)(a) Florida Statutes Regarding Public Entity Crimes and all of the information provided is true and correct

Dated this __________ day of _______________________ 2021

Subcontractor________________________________

By______________________________________

Title_____________________________________


The foregoing instrument was acknowledged before me by means of physical presence or online notarization this ____ day of ______________________ 2021 by _________________ of

who is personally known to me or who has produced _________________________________ as identification and did [ ] or did not [ ] take the oath

Notary Public State of Florida13

__________________________________________

EXHIBIT C

BABCOCK RANCH COMMUNITY INDEPENDENT SPECIAL DISTRICT TRENCH SAFETY ACT COMPLIANCE STATEMENT

INSTRUCTIONS Because trench excavations on this project are expected to be in excess of 5 feet Chapter 90-96 of the Laws of Florida requires that construction on the project comply with Occupational Safety and Health Administration Standard 29 CFRs 1926650 Subpart P The Design-Builder is required to execute this Compliance Statement and the Compliance Cost Statement The costs for complying with the Trench Safety Act must be incorporated into the Contract Price

This form must be certified in the presence of a notary public or other officer authorized to administer oaths

CERTIFICATION 1 I understand that Chapter 9096 of the Laws of Florida (The Trench Safety Act) requires me to

comply with OSHA Standard 29 CFRs 1926650 Subpart P I will comply with The Trench Safety Act and I will design and provide trench safety systems at all trench excavations in excess of five feet in depth for this project

2 The estimated cost imposed by compliance with The Trench Safety Act will be _________________________________________________Dollars $___________

(Written) (Figures) 3 The amount listed above has been included within the Contract Price

Dated this __________ day of _______________________ 2021

Design-Builder

By______________________________________ Title_____________________________________


The foregoing instrument was acknowledged before me by means of physical presence or online notarization this ____ day of ______________________ 2021 by ___________________ of

who is personally known to me or who has produced _________________________________ as identification

Notary Public State of Florida

14

__________________________________________

BABCOCK RANCH COMMUNITY INDEPENDENT SPECIAL DISTRICT TRENCH SAFETY ACT COMPLIANCE COST STATEMENT

INSTRUCTIONS Because trench excavations on this Project are expected to be in excess of 5 feet Chapter 90-96 of the Laws of Florida requires that the Design-Builder submit a statement of the costs of complying with the Trench Safety Act Said costs must also be incorporated into the Contract Price


By executing this statement Design-Builder acknowledges that included in the various items of its Contract Price are costs for complying with the Florida Trench Safety Act (90-96 Laws of Florida) effective October 1 1990 The Design-Builder further identifies the costs as follows

Type of Trench Safety Mechanism Quantity Item Total Cost Unit Cost1

Project Total

Dated this __________ day of _______________________ 2021

Design-Builder

By______________________________________ Title_____________________________________





151 Use cost per linear square foot of trench excavation used and cost per square foot of shoring used

Exhibit D

State Funded Grant Agreement between the District and State of Florida Division of Emergency Management (the ldquoDivisionrdquo) dated 2020

16

ADDITIONS AND DELETIONS

AIAreg

Document A141TM ndash 2014 Standard Form of Agreement Between Owner and Design-Builder

ELECTRONIC COPYING of any portion of this AIAreg Document to another electronic file is prohibited and constitutes aviolation of copyright laws as set forth in the footer of this document

in

AGREEMENT made as of the laquo raquo day of laquo________ raquo in the year laquo2021 raquo (In words indicate day month and year)

BETWEEN the Owner (Name legal status address and other information)

laquo BABCOCK RANCH COMMUNITY INDEPENDENT SPECIAL DISTRICT a local unit of special-purpose government established pursuant to Chapter 2007-306 Laws of Florida as amended raquo laquo co District Manager 2300 Glades Road Suite 410w Boca Raton Florida 33431 Telephone (561) 571-0010 Email wrathellcwhhassociatescom raquo laquo raquo laquo raquo laquo raquo

and the Design-Builder (Name legal status address and other information)

laquo raquolaquo raquo laquo raquo laquo raquo laquo raquo

for the following Project (Name location and detailed description)

laquoThe development of a field house a Southwest Florida Regional Emergency Shelter (SWFRES) facility with at least 400000 gross square feet (gsf) of space to serve a commensurate number of people that such space and social distancing requirements permit together with related site work raquo laquo raquo laquo raquo

The Owner and Design-Builder agree as follows

The author of this document has added information needed for its completionThe author may also have

original AIA standard form An Additions and Deletions Report that notes added information as well as revisions to the standard form text is available from the author and should be reviewed

revised the text of the

This document has importantlegal consequences

professional licensing requirements in the

Consultation with an attorney is encouraged with respect to its completionor modification

Consultation with an attorney is also encouraged with respect to

jurisdiction where the Project is located

AIA Document A141trade ndash 2014 Copyright copy 2004 and 2014 by The American Institute of Architects All rights reserved WARNING This AIAreg Document is protected by US Copyright Law and International Treaties Unauthorized reproduction or distribution of this AIAreg Document or any portion of it may result in severe civil and criminal penalties and will be prosecuted to the maximum extent possible under the law This draft was produced by AIA software at 124914 on 10132016 under Order No4557176538_1 which expires on 02112017 and is not for resale User Notes (1364347240)

1

TABLE OF ARTICLES

1 GENERAL PROVISIONS

2 COMPENSATION AND PROGRESS PAYMENTS

3 GENERAL REQUIREMENTS OF THE WORK OF THE DESIGN-BUILD CONTRACT

4 WORK PRIOR TO EXECUTION OF THE DESIGN-BUILD AMENDMENT

5 WORK FOLLOWING EXECUTION OF THE DESIGN-BUILD AMENDMENT

6 CHANGES IN THE WORK

7 OWNERrsquoS RESPONSIBILITIES

8 TIME

9 PAYMENT APPLICATIONS AND PROJECT COMPLETION

10 PROTECTION OF PERSONS AND PROPERTY

11 UNCOVERING AND CORRECTION OF WORK

12 COPYRIGHTS AND LICENSES

13 TERMINATION OR SUSPENSION

14 CLAIMS AND DISPUTE RESOLUTION

15 MISCELLANEOUS PROVISIONS

16 SCOPE OF THE AGREEMENT

TABLE OF EXHIBITS

A DESIGN-BUILD AMENDMENT

B INSURANCE AND BONDS

C SUSTAINABLE PROJECTS

D OWNERrsquoS CRITERIA

E KEY PERSONNEL

F ADDENDUM TO CONTRACT

ARTICLE 1 GENERAL PROVISIONS sect 11 Ownerrsquos Criteria This Agreement is based on the Ownerrsquos Criteria set forth in this Section 11 (Note the disposition for the following items by inserting the requested information or a statement such as ldquonot applicablerdquo or ldquounknown at time of executionrdquo If the Owner intends to provide a set of design documents and the requested information is contained in the design documents identify the design documents and insert ldquosee Ownerrsquos design documentsrdquo where appropriate)

sect 111 The Ownerrsquos program for the Project

AIA Document A141trade ndash 2014 Copyright copy 2004 and 2014 by The American Institute of Architects All rights reserved WARNING This AIAreg Document is protected by US Copyright Law and International Treaties Unauthorized reproduction or distribution of this AIAreg Document or any portion of it may result in severe civil and criminal penalties and will be prosecuted to the maximum extent possible under thelaw This draft was produced by AIA software at 124914 on 10132016 under Order No4557176538_1 which expires on 02112017 and is not for resale User Notes (1364347240)

2

(Set forth the program identify documentation in which the program is set forth or state the manner in which the program will be developed)

laquoRefer to the Ownerrsquos Criteria attached hereto as Exhibit D raquo

sect 112 The Ownerrsquos design requirements for the Project and related documentation (Identify below or in an attached exhibit the documentation that contains the Ownerrsquos design requirements including any performance specifications for the Project)

laquo raquo

sect 113 The Projectrsquos physical characteristics (Identify or describe if appropriate size location dimensions or other pertinent information such as geotechnical reports site boundary and topographic surveys traffic and utility studies availability of public and private utilities and services legal description of the site etc)

laquo raquo

sect 114 The Ownerrsquos anticipated Sustainable Objective for the Project if any (Identify the Ownerrsquos Sustainable Objective for the Project such as Sustainability Certification benefit to the environment enhancement to the health and well-being of building occupants or improvement of energy efficiency If the Owner identifies a Sustainable Objective incorporate AIA Document A141tradendash2014 Exhibit C Sustainable Projects into this Agreement to define the terms conditions and Work related to the Ownerrsquos Sustainable Objective)

laquo raquo

sect 115 Incentive programs the Owner intends to pursue for the Project including those related to the Sustainable Objective and any deadlines for receiving the incentives that are dependent on or related to the Design-Builderrsquos services are as follows (Identify incentive programs the Owner intends to pursue for the Project and deadlines for submitting or applying for the incentive programs)

laquoRefer to Exhibit D attached hereto raquo

sect 116 The Ownerrsquos budget for the Work to be provided by the Design-Builder is set forth below (Provide total for Ownerrsquos budget and if known a line item breakdown of costs)

laquo raquo

sect 117 The Ownerrsquos design and construction milestone dates

1 Design phase milestone dates

laquo raquo

2 Submission of Design-Builder Proposal

laquo raquo

3 Phased completion dates

laquo raquo

4 Substantial Completion date

laquoJune 30 2022 raquo AIA Document A141trade ndash 2014 Copyright copy 2004 and 2014 by The American Institute of Architects All rights reserved WARNING This AIAreg Document is protected by US Copyright Law and International Treaties Unauthorized reproduction or distribution of this AIAreg Document or any portion of it may result in severe civil and criminal penalties and will be prosecuted to the maximum extent possible under thelaw This draft was produced by AIA software at 124914 on 10132016 under Order No4557176538_1 which expires on 02112017 and is not for resale User Notes (1364347240)

3

5 Other milestone dates

laquo raquo

sect 118 The Owner requires the Design-Builder to retain the Architect and all Consultants and Contractors necessary to fully design and construct the Project at the Design-Builderrsquos cost All agreements between the Design-Builder and its Consultants and between the Design-Builder and the Architect shall be subject to the Ownerrsquos prior written approval As of the date of this Agreement the parties have agreed that the Design-Builder shall retain the following (List name legal status address and other information)

1 Architect

laquo raquo

2 Consultants

laquo raquo

3 Contractors

laquo raquo

sect 119 Additional Ownerrsquos Criteria upon which the Agreement is based (Identify special characteristics or needs of the Project not identified elsewhere such as historic preservation requirements)

laquo raquo

sect 1110 The Design-Builder shall confirm that the information included in the Ownerrsquos Criteria complies with applicable laws statutes ordinances codes rules and regulations or lawful orders of public authorities and requirements of applicable utilities including without limitation environmental health safety building employment immigration and lien laws (collectively ldquoApplicable Laws and Requirementsrdquo)

sect 11101 If the Ownerrsquos Criteria conflicts with Applicable Laws and Requirements the Design-Builder shall promptly notify the Owner in writing of the conflict

sect 1111 If there is a material change in the Ownerrsquos Criteria the Owner and the Design-Builder shall discuss whether a Modification to this Agreement is required and if the Owner and Design-Builder determine after such discussion that a Modification is necessary the parties shall execute a Modification in accordance with Article 6

sect 1112 If the Owner and Design-Builder intend to transmit Instruments of Service or any other information or documentation in digital form they shall endeavor to establish necessary protocols governing such transmissions Unless otherwise agreed the parties will use AIA Document E203tradendash2013 to establish the protocols for the development use transmission and exchange of digital data and building information modeling

sect 12 Project Team sect 121 The Owner identifies the following representative in accordance with Section 711 (List name address and other information)

laquo raquo laquo raquo laquo raquo laquo raquo laquo raquo laquo raquo AIA Document A141trade ndash 2014 Copyright copy 2004 and 2014 by The American Institute of Architects All rights reserved WARNING This AIAreg Document is protected by US Copyright Law and International Treaties Unauthorized reproduction or distribution of this AIAreg Document or any portion of it may result in severe civil and criminal penalties and will be prosecuted to the maximum extent possible under thelaw This draft was produced by AIA software at 124914 on 10132016 under Order No4557176538_1 which expires on 02112017 and is not for resale User Notes (1364347240)

4

sect 122 The persons or entities in addition to the Ownerrsquos representative who are required to review the Design-Builderrsquos Submittals are as follows (List name address and other information)

laquo raquo

sect 123 The Owner will retain the following consultants and separate contractors (List discipline scope of work and if known identify by name and address)

laquo raquo

sect 124 The Design-Builder identifies the following representative in accordance with Section 312 (List name address and other information)

laquo raquo laquo raquo laquo raquo laquo raquo laquo raquo laquo raquo

sect 125 Neither the Ownerrsquos nor the Design-Builderrsquos representative shall be changed without ten daysrsquo written notice to the other party

sect 13 Binding Dispute Resolution For any Claim subject to but not resolved by mediation pursuant to Section 143 the method of binding dispute resolution shall be the following (Check the appropriate box If the Owner and Design-Builder do not select a method of binding dispute resolution below or do not subsequently agree in writing to a binding dispute resolution other than litigation Claims will be resolved by litigation in a court of competent jurisdiction)

[ laquo raquo ] Arbitration pursuant to Section 144

[ laquo X raquo ] Litigation in a court of competent jurisdiction Each of the parties hereby (i) irrevocably and unconditionally consents to submit itself to the sole and exclusive personal jurisdiction of any federal or state court located within the County where the Project is located (the Applicable Courts) (ii) waives any objection to the laying of venue of any such litigation in any of the Applicable Courts (iii) agrees not to plead or claim in any such court that such litigation brought therein has been brought in an inconvenient forum and agrees not otherwise to attempt to deny or defeat such personal jurisdiction or venue by motion or other request for leave from any such court and (iv) agrees that such party will not bring any action suit or proceeding in connection with any dispute claim or controversy arising out of or relating to this Agreement or the Project in any court or other tribunal other than any of the Applicable Courts

[ laquo raquo ] Other (Specify)

laquo raquo

sect 14 Definitions sect 141 Design-Build Documents The Design-Build Documents consist of this Agreement between Owner and Design-Builder and its attached Exhibits (hereinafter the ldquoAgreementrdquo) other documents listed in this Agreement and Modifications issued after execution of this Agreement A Modification is (1) a written amendment to the Contract signed by both parties including the Design-Build Amendment (2) a Change Order or (3) a Change Directive


5

sect 142 The Contract The Design-Build Documents form the Contract The Contract represents the entire and integrated agreement between the parties and supersedes prior negotiations representations or agreements either written or oral The Contract may be amended or modified only by a Modification The Design-Build Documents shall not be construed to create a contractual relationship of any kind between any persons or entities other than the Owner and the Design-Builder other than (a) the Ownerrsquos rights as a third-party beneficiary under the Design-Builderrsquos agreements with the Architect and other Consultants and Contractors and (b) rights of the Indemnitees (hereinafter defined)

sect 143 The Work The term ldquoWorkrdquo means the design construction and related services required to fulfill the Design-Builderrsquos obligations under the Design-Build Documents whether completed or partially completed and includes all labor materials equipment and services provided or to be provided by the Design-Builder The Work may constitute the whole or a part of the Project

sect 144 The Project The ldquoProjectrdquo is the total design and construction of which the Work performed under the Design-Build Documents may be the whole or a part and may include design and construction by the Owner and by separate contractors

sect 145 Instruments of Service ldquoInstruments of Servicerdquo are representations in any medium of expression now known or later developed of the tangible and intangible creative work performed by the Design-Builder Contractor(s) Architect and Consultant(s) under their respective agreements Instruments of Service may include without limitation studies surveys models sketches drawings specifications digital models and other similar materials whether in oral written graphic electronic machine readable human readable or any other form and in whatsoever medium now known or hereinafter developed and all copies of the foregoing and all information data and knowledge incorporating based upon or derived from the foregoing

sect 146 Submittal A ldquoSubmittalrdquo is any submission to the Owner for review and approval demonstrating how the Design-Builder proposes to conform to the Design-Build Documents for those portions of the Work for which the Design-Build Documents require Submittals Submittals include but are not limited to shop drawings product data and samples Submittals are not Design-Build Documents unless incorporated into a Modification

sect 147 Owner The ldquoOwnerrdquo is the person or entity identified as such in the Agreement and is referred to throughout the Design-Build Documents as if singular in number The term ldquoOwnerrdquo means the Owner or the Ownerrsquos authorized representative

sect 148 Design-Builder The ldquoDesign-Builderrdquo is the person or entity identified as such in the Agreement and is referred to throughout the Design-Build Documents as if singular in number The term ldquoDesign-Builderrdquo means the Design-Builder or the Design-Builderrsquos authorized representative

sect 1481 Design-Builder Party or Parties The term ldquoDesign-Builder Partyrdquo or ldquoDesign-Builder Partiesrdquo means individually or collectively as applicable the Design-Builder and all of the Design-Builderrsquos Architect Consultants Contractors subcontractors sub-subcontractors and suppliers materialmen and laborers of any tier and all of their respective employees and agents and all other persons and entities at any time utilized by any of the foregoing in the in the performance of any aspect of the Work

sect 149 Consultant A ldquoConsultantrdquo is a person or entity providing professional services for the Design-Builder for all or a portion of the Work and is referred to throughout the Design-Build Documents as if singular in number To the extent required by the relevant jurisdiction the Consultant shall be lawfully licensed to provide the required professional services

sect 1410 Architect The ldquoArchitectrdquo is a person or entity providing design services for the Design-Builder for all or a portion of the Work and is lawfully licensed to practice architecture in the applicable jurisdiction The Architect is referred to throughout the Design-Build Documents as if singular in number

sect 1411 Contractor A ldquoContractorrdquo is a person or entity performing all or a portion of the construction required in connection with the Work for the Design-Builder The Contractor shall be lawfully licensed if required in the jurisdiction where the Project is located The Contractor is referred to throughout the Design-Build Documents as if singular in number and means a Contractor or an authorized representative of the Contractor AIA Document A141trade ndash 2014 Copyright copy 2004 and 2014 by The American Institute of Architects All rights reserved WARNING This AIAreg Document is protected by US Copyright Law and International Treaties Unauthorized reproduction or distribution of this AIAreg Document or any portion of it may result in severe civil and criminal penalties and will be prosecuted to the maximum extent possible under thelaw This draft was produced by AIA software at 124914 on 10132016 under Order No4557176538_1 which expires on 02112017 and is not for resale User Notes (1364347240)

6

sect 1412 Confidential Information ldquoConfidential Informationrdquo is information containing confidential or business proprietary information that is clearly marked as ldquoconfidentialrdquo

sect 1413 Contract Time Unless otherwise provided ldquoContract Timerdquo is the period of time including authorized adjustments as set forth in the Design-Build Amendment for Substantial Completion of the Work

sect 1414 Day The term ldquodayrdquo as used in the Design-Build Documents shall mean calendar day unless otherwise specifically defined The term ldquobusiness dayrdquo as used in the Design-Build Documents shall mean Monday Tuesday Wednesday Thursday and Friday of each calendar week except for legal holidays when banks in the County in which the Project is located are permitted or are required to be closed

sect 1415 Contract Sum The ldquoContract Sumrdquo is the amount to be paid to the Design-Builder for performance of the Work after execution of the Design-Build Amendment as identified in Article A1 of the Design-Build Amendment sect 1420 Knowledge The terms knowledge recognize and discover their respective derivatives and similar terms in the Design-Build Documents as used in reference to the Design-Builder shall be interpreted to mean that which the Design-Builder knows recognizes or discovers in exercising the care skill and diligence required by the Design-Build Documents Analogously the expression reasonably inferable and similar terms in the Design-Build Documents shall be interpreted to mean reasonably inferable by a contractor familiar with the Project and exercising the care skill and diligence required of the Design-Builder by the Design-Build Documents

ARTICLE 2 COMPENSATION AND PROGRESS PAYMENTS sect 21 Compensation for Work Performed Prior To Execution of Design-Build Amendment sect 211 Unless otherwise agreed payments for Work performed prior to Execution of the Design-Build Amendment

laquo raquo

shall be made monthly For the Design-Builderrsquos performance of Work prior to the execution of the Design-Build Amendment the Owner shall compensate the Design-Builder as follows (Insert amount of or basis for compensation including compensation for any Sustainability Services or indicate the exhibit in which the information is provided If there will be a limit on the total amount of compensation for Work performed prior to the execution of the Design-Build Amendment state the amount of the limit)

sect 212 The hourly billing rates for services of the Design-Builder and the Design-Builderrsquos Architect Consultants and Contractors if any are set forth below (If applicable attach an exhibit of hourly billing rates or insert them below)

Individual or Position Rate

laquo raquo

sect 213 Compensation for Reimbursable Expenses Prior To Execution of Design-Build Amendment sect 2131 Reimbursable Expenses are in addition to compensation set forth in Section 211 and 212 and include expenses directly related to the Project incurred by the Design-Builder and the Design-Builderrsquos Architect Consultants and Contractors as follows

1 Transportation and authorized out-of-town travel and subsistence

2 Dedicated data and communication services teleconferences Project web sites and extranets

3 Fees paid for securing approval of authorities having jurisdiction over the Project

4 Printing reproductions plots standard form documents

5 Postage handling and delivery

6 Expense of overtime work requiring higher than regular rates if authorized in advance by the Owner

7 Renderings physical models mock-ups professional photography and presentation materials requested by the Owner

8 All taxes levied on professional services and on reimbursable expenses and

9 Other Project-related expenditures if authorized in advance by the Owner


7

sect 2132 For Reimbursable Expenses the compensation shall be the expenses the Design-Builder and the Design-Builderrsquos Architect Consultants and Contractors incurred without markup Notwithstanding anything herein to the contrary the Design-Builder shall not incur any Reimbursable Expense in excess of Five Hundred Dollars ($500) without the Ownerrsquos prior written consent

sect 214 Payments to the Design-Builder Prior To Execution of Design-Build Amendment sect 2141 Payments of undisputed amounts are due and payable thirty (30) days after presentation of the Design-Builderrsquos invoice and all required or reasonably requested supporting documents and information The Design-Builder will submit monthly invoices to the Owner for the fees earned in accordance with this Section 21 of this Agreement during such month All such invoices shall include duly executed and notarized unconditional waivers and releases of lien for payments received and if requested by the Owner conditional waivers and releases of lien for payments requested from the Design-Builder and the Design-Builderrsquos Architect Consultants and Contractors all in form and substance to acceptable to the Owner Undisputed amounts unpaid more than laquoforty-fiveraquo ( laquo45raquo ) days after the date such amount 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 principal place of business of the Design-Builder (Insert rate of monthly or annual interest agreed upon)

laquo Six percent raquo (6) laquoper annum raquo

sect 2142 Records of Reimbursable Expenses and services performed on the basis of hourly rates shall be available to the Owner at mutually convenient times for a period of two years following execution of the Design-Build Amendment or termination of this Agreement whichever occurs first

sect 22 Contract Sum and Payment for Work Performed After Execution of Design-Build Amendment For the Design-Builderrsquos performance of the Work after execution of the Design-Build Amendment the Owner shall pay to the Design-Builder the Contract Sum in current funds as agreed in the Design-Build Amendment

ARTICLE 3 GENERAL REQUIREMENTS OF THE WORK OF THE DESIGN-BUILD CONTRACT sect 31 General sect 311 The Design-Builder shall comply with and ensure that its Architect Consultants and Contractors comply with any applicable licensing requirements in the jurisdiction where the Project is located

sect 312 The Design-Builder shall designate in writing a representative who is authorized to act on the Design-Builderrsquos behalf with respect to the Project

sect 3121 The key members of the Design-Builderrsquos and its Architectrsquos Consultantsrsquo

Such Key Personnel shall not be changed without

and Contractorsrsquo staff (ldquoKey Personnelrdquo) shall be persons agreed upon by Owner and the Design-Builder and identified in the Schedule of Key Personnel attached hereto and incorporated herein as Exhibit E the written consent of the Owner unless such person(s) become unable to perform any required duties due to death disability or termination of employment with the Design-Builder or applicable Architect Consultant or Contractor If the Key Personnel are no longer capable of performing in this capacity Owner and the Design-Builder shall agree on a mutually acceptable substitute

sect 313 The Design-Builder shall perform the Work in accordance with the Design-Build Documents The Design-Builder shall not be relieved of the obligation to perform the Work in accordance with the Design-Build Documents by the activities tests inspections or approvals of the Owner or of the Ownerrsquos other consultants or contractors

sect 3131 The Design-Builder shall perform the Work in compliance with Applicable Laws and Requirements If the Design-Builder performs Work contrary to Applicable Laws and Requirements the Design-Builder shall assume responsibility for such Work and shall bear the costs attributable to correction and shall be responsible for payment of any and all fines penalties and interest levied as a result of such Work

sect 3132 Neither the Design-Builder nor any Contractor Consultant or Architect shall be obligated to perform any act which they believe will violate any Applicable Laws and Requirements If the Design-Builder determines that implementation of any instruction received from the Owner including those in the Ownerrsquos Criteria would cause a violation of any Applicable Laws and Requirements the Design-Builder shall promptly notify the Owner in writing Upon verification by the Owner that such a violation would exist and a change to the Ownerrsquos Criteria is required to AIA Document A141trade ndash 2014 Copyright copy 2004 and 2014 by The American Institute of Architects All rights reserved WARNING This AIAreg Document is protected by US Copyright Law and International Treaties Unauthorized reproduction or distribution of this AIAreg Document or any portion of it may result in severe civil and criminal penalties and will be prosecuted to the maximum extent possible under thelaw This draft was produced by AIA software at 124914 on 10132016 under Order No4557176538_1 which expires on 02112017 and is not for resale User Notes (1364347240)

8

remedy the violation the Owner and the Design-Builder shall discuss whether a Modification to this Agreement is required and if the Owner and Design-Builder determine after such discussion that a Modification is necessary the parties shall execute a Modification in accordance with Article 6

sect 3133 The Design-Builder to the extent that it performs professional services shall and shall cause the Architect and each Consultant to perform its services consistent with the professional skill and care ordinarily provided by similarly licensed professionals practicing in the same or similar locality under the same or similar circumstances (ldquoStandard of Carerdquo) and to review Applicable Laws and Requirements applicable to the Design-Builderrsquos the Architectrsquos and each Consultantrsquos services The Design-Builder shall andor shall cause the Architect and the Consultants as applicable to conform the design of the Project and all documents prepared or furnished by the Design-Builder the Architect and the Consultants to the Standard of Care and to all applicable requirements imposed by Applicable Laws and Requirements

sect 3134 The Design-Builder represents that the Design-Builder has an understanding of and expertise with projects of similar size and complexity as the Project which understanding and expertise the Design-Builder represents to the Owner will help facilitate the efficient and economical completion of the Project as compared to other design-builders architects engineers and contractors without such existing understanding and expertise The Design-Builder acknowledges that the Owner is relying on the Design-Builderrsquos representations in this regard

sect 3135 The Design-Builder shall be responsible for identifying any information that it needs and that is to be provided by the Owner pursuant to Article 7 of this Agreement The Owner is relying on the expertise of the Design-Builder to identify the information and services the Design-Builder believes are necessary for the proper execution of the Work and the successful completion of the Project

sect 3136 The Design-Builder acknowledges that the Owner is relying on the Design-Builderrsquos skill knowledge experience and ability to fully perform the services and its obligations under this Agreement Nothing in this Agreement is intended or shall be construed to require the Owner to determine the adequacy accuracy or sufficiency of the design the Design-Builderrsquos or its Architectrsquos Consultantsrsquo or Contractorsrsquo designs documents or services and nothing in this Agreement shall impose upon the Owner a duty to third-parties to assure that the Design-Builder the Architect the Consultants or the Contractors or others for whom they are responsible are adhering to Applicable Laws and Requirements

sect 314 The Design-Builder shall be responsible to the Owner for acts and omissions of the Design-Builder Parties The Design-Builder shall coordinate and hold at least weekly jobsite meetings with the Architect the Owner and representatives of such Contractors and suppliers as the Design-Builder or the Owner may deem advisable for the purpose of (a) reviewing status of the Work (b) the progress of the Work as compared to the most recent construction schedule (c) responses to submittals and requests for information (d) proposed and pending Change Orders and Change Directives (e) Applications for Payment (f) and other items relevant to the Project The Design-Builder shall prepare an agenda for each such meeting and deliver the agenda at least two (2) business days in advance of the meeting and after the meeting shall prepare minutes of the meeting and deliver such minutes to the Owner with reasonable promptness after the meeting Further the Design-Builder shall send a representative with full authority to act on behalf of and bind the Design-Builder to the foregoing weekly and to such other meetings and conferences relating to any Work as may be requested from time to time by the Owner

sect 315 General Consultation and Coordination sect 3151 The Design-Builder shall schedule and conduct periodic meetings with the Owner (no less than weekly unless otherwise approved in writing by the Owner) to review matters such as procedures progress coordination and scheduling of the Work

sect 3152 The Design-Builder shall provide for coordination of the activities of the Design-Builder and of the Design-Builderrsquos Architect Consultants and Contractors with the activities of the Ownerrsquos own forces and the Ownerrsquos separate contractors and consultants

sect 316 When applicable law requires that services be performed by licensed professionals the Design-Builder shall provide those services through qualified licensed professionals The Owner understands and agrees that the services of the Design-Builderrsquos Architect and the Design-Builderrsquos other Consultants are performed in the sole interest of


9

and for the benefit of the Design-Builder and the Owner who shall be expressly identified in the Design-Builderrsquos agreements with the Architect other Consultants as an expressed recognized third party beneficiary

sect 3161 The Design-Builder shall be responsible to the Owner for all actions omissions breaches negligence and misconduct of the Architect and the Consultants in the performance of their services with respect to the Project Before engaging the Architect or any Consultant the Design-Builder shall notify the Owner in writing of the identity of such consultant and the portion of the services for which the Design-Builder proposes to retain such Architect or Consultant The Design-Builder shall not retain an Architect or Consultant to whom the Owner has made reasonable objection within fourteen (14) days after receipt of the information regarding such Architect or Consultant All agreements between the Design-Builder and its Architect and Consultants shall be subject to the Ownerrsquos prior written approval The Owner shall enjoy the same benefits and rights as to the Architect and the Consultants as the Design-Builder enjoys with respect to its Architect and Consultants and all of the Design-Builderrsquos contracts with its Architect and Consultants shall be in writing signed by both parties and shall include expressly identify the Owner as a third-party beneficiary of such contract Should the Owner terminate this Agreement the Architect shall upon the Ownerrsquos request obtain assignment of those of the Architectrsquos or Consultantrsquos agreement(s) with the Design-Builder elected by the Owner Each of the Design-Builderrsquos agreements with its Architect and Consultants shall specifically provide that the Owner shall only be responsible to the consultant for those obligations of the Design-Builder that accrue subsequent to the Ownerrsquos exercise of its right to take an assignment of such agreement The Design-Builder shall provide to the Owner copies of all of the Design-Builderrsquos agreements with its Architect and Consultants

sect 317 The Design-Builder with the assistance of the Owner shall prepare and file documents required to obtain necessary approvals of governmental authorities having jurisdiction over the Project

sect 318 Progress Reports sect 3181 The Design-Builder shall keep the Owner informed of the progress and quality of the Work On a monthly basis or otherwise as agreed to by the Owner and Design-Builder the Design-Builder shall submit written progress reports to the Owner in such form as the Owner may require or as otherwise may be acceptable to the Owner showing estimated percentages of completion and other information identified below

1 Work completed for the period

2 Project schedule status

3 Submittal schedule and status report including a summary of outstanding Submittals

4 Responses to requests for information to be provided by the Owner

5 Approved Change Orders and Change Directives

6 Pending Change Order and Change Directive status reports

7 Tests and inspection reports

8 Status report of Work rejected by the Owner

9 Status of Claims previously submitted in accordance with Article 14

10 Cumulative total of the Cost of the Work to date including the Design-Builderrsquos compensation and Reimbursable Expenses if any

11 Current Project cash-flow and forecast reports and

12 Additional information as agreed to by the Owner and Design-Builder

sect 3182 In addition where the Contract Sum is the Cost of the Work with or without a Guaranteed Maximum Price the Design-Builder shall include the following additional information in its progress reports

1 Design-Builderrsquos work force report

2 Equipment utilization report and

3 Cost summary comparing actual costs to updated cost estimates

sect 3183 In no event shall any progress report constitute an adjustment to or modification of the Contract Time a Milestone Date or the Contract Sum unless such adjustment or modification is approved by the Owner and authorized by Change Order or Change Directive In addition in no event shall any progress report or any other log report or schedule provided to the Owner by the Design-Builder take the place of any notice the Design-Builder is required to give to the Owner under the Design-Build Documents If any progress report indicates any delays the Design-Builder shall include a detailed explanation of the delay indicate whether the delay impacts the critical path of the Work and propose an action plan to correct the delay including overtime andor additional labor if necessary AIA Document A141trade ndash 2014 Copyright copy 2004 and 2014 by The American Institute of Architects All rights reserved WARNING This AIAreg Document is protected by US Copyright Law and International Treaties Unauthorized reproduction or distribution of this AIAreg 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 10 law This draft was produced by AIA software at 124914 on 10132016 under Order No4557176538_1 which expires on 02112017 and is not for resale User Notes (1364347240)

sect 319 Design-Builderrsquos Schedules sect 3191 The Design-Builder promptly after execution of this Agreement shall prepare and submit for the Ownerrsquos information a schedule for the Work including the time required for design and construction Further at the time of delivery of the Design-Builderrsquos Proposal the Design-Builder shall include in the Design-Builderrsquos Proposal a detailed construction schedule for the Work This schedule and all updates thereto shall (a) contain detail appropriate for the Project including (i) the date of commencement of the Work (ii) interim schedule milestone dates required by the Owner (each a ldquoMilestone Daterdquo) (iii) the date of Substantial Completion and (iv) the dates for completion of punch list work and the closeout requirements (b) be related to the entire Project to the extent required by the Design-Build Documents (c) provide for expeditious and practicable execution of the Work (d) include allowances for periods of time required for the Ownerrsquos review and for approval of submissions by authorities having jurisdiction over the Project (e) contain an apportionment of the Work by construction activity that allows their regular monitoring (f) specify the time required for completion of each portion of the Work (g) not exceed time limits current under the Design-Build Documents and (h) be revised at appropriate intervals as required by the conditions of the Work and Project to accurately reflect progress achieved and any changes in the Design-Builderrsquos planned activities The construction schedule shall be in time-scaled precedence format approved by the Owner with the critical path clearly indicated and shall indicate Float (as defined in Section 814 below) values The Design-Builder shall give specific notice to the Owner of any change in the logic of the schedule or any part thereof or the removal of any restraints or the reduction of any duration If any schedule update shows that the progress of the Work is delayed in comparison to the latest approved construction schedule the Design-Builder shall if requested by the Owner provide a proposed recovery schedule to correct the delay which schedule may suggest methods such as overtime and additional labor to recover from or mitigate the effects of the delay No schedule updates shall modify any milestone dates identified as a Milestone Date the Contract Time the Substantial Completion Date unless the parties execute a Change Order

sect 3192 The Design-Builder shall perform the Work in general accordance with the most recent schedules submitted to the Owner provided however no schedule updates shall modify the Contract Time unless the parties execute a Change Order which modifies the Contract Time If as of a milestone date contained in the latest approved construction schedule the progress of the critical path of the Work has not reached the level of completion required by the Design-Build Documents the Owner may require the Design-Builder to take corrective measures necessary to expedite the progress of construction including (i) working additional shifts or overtime (ii) supplying additional labor equipment and facilities and (iii) other similar corrective measures Such corrective measures shall continue until the progress of the Work complies with the stage of completion required by the Design-Build Documents The Design-Builder shall not be entitled to an adjustment of the Contract Time or Contract Sum in connection with any corrective measures performed under this Section unless ndash and then only to the extent ndash the corrective measures required by the Owner are necessitated by a wrongful act or neglect of the Owner or of a consultant or separate contractor employed by the Owner or by an Excusable Delay The Owner may exercise its rights under this paragraph as frequently as the Owner deems necessary to ensure that the Work complies with the construction schedule and the Design-Build Documents

sect 3193 The Owner may at any time whether or not the Design-Builder is behind schedule accelerate the Work If the Owner accelerates the Work and (i) the critical path of the Work is not behind schedule and (ii) the Design-Builder believes that acceleration will increase the cost of performance of the Work the Design-Builder may submit a COR pursuant to Section 64

sect 3110 Certifications Upon the Ownerrsquos written request the Design-Builder shall obtain from the Architect Consultants and Contractors and furnish to the Owner certifications with respect to the documents and services provided by the Architect Consultants and Contractors (a) that to the best of their knowledge information and belief the documents or services to which the certifications relate (i) are consistent with the Design-Build Documents except to the extent specifically identified in the certificate and (ii) comply with Applicable Laws and Requirements governing the design of the Project and (b) that the Owner and its consultants shall be entitled to rely upon the accuracy of the representations and statements contained in the certifications The Design-Builderrsquos Architect Consultants and Contractors shall not be required to execute certificates or consents that would require knowledge services or responsibilities beyond the scope of their services

AIA Document A141trade ndash 2014 Copyright copy 2004 and 2014 by The American Institute of Architects All rights reserved WARNING This AIAreg Document is protected by US Copyright Law and International Treaties Unauthorized reproduction or distribution of this AIAreg 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 11 law This draft was produced by AIA software at 124914 on 10132016 under Order No4557176538_1 which expires on 02112017 and is not for resale User Notes (1364347240)

sect 3111 Design-Builderrsquos Submittals sect 31111 Prior to submission of any Submittals the Design-Builder shall prepare a Submittal schedule and shall submit the schedule for the Ownerrsquos approval The Ownerrsquos approval shall not unreasonably be delayed or withheld The Submittal schedule shall (1) be coordinated with the Design-Builderrsquos schedule provided in Section 3191 (2) allow the Owner reasonable time to review Submittals and (3) be periodically updated to reflect the progress of the Work If the Design-Builder fails to submit a Submittal schedule the Design-Builder shall not be entitled to any increase in Contract Sum or extension of Contract Time based on the time required for review of Submittals

sect 31112 By providing Submittals the Design-Builder represents to the Owner that it has (1) reviewed and approved them (2) determined and verified materials field measurements and field construction criteria related thereto or will do so and (3) checked and coordinated the information contained within such Submittals with the requirements of the Work and of the Design-Build Documents

sect 31113 The Design-Builder shall perform no portion of the Work for which the Design-Build Documents require Submittals until the Owner has approved the respective Submittal

sect 31114 The Work shall be in accordance with approved Submittals except that the Design-Builder shall not be relieved of its responsibility to perform the Work consistent with the requirements of the Design-Build Documents The Work may deviate from the Design-Build Documents only if the Design-Builder has notified the Owner in writing of a deviation from the Design-Build Documents at the time of the Submittal and a Modification is executed authorizing the identified deviation The Design-Builder shall not be relieved of responsibility for errors or omissions in Submittals by the Ownerrsquos approval of the Submittals

sect 31115 All professional design services or certifications to be provided by the Design-Builder including all drawings calculations specifications certifications shop drawings and other Submittals shall contain the signature and seal of the licensed design professional preparing them Submittals related to the Work designed or certified by the licensed design professionals if prepared by others shall bear the licensed design professionalrsquos written approval The Owner and its consultants shall be entitled to rely upon the adequacy accuracy and completeness of the services certifications or approvals performed by such design professionals

sect 31116 The Design-Builder shall obtain the Ownerrsquos written approval prior to substituting any materials or equipment for those specified or described in the Design-Build Documents As conditions to approval the Design-Builderrsquos written request shall (i) certify that the proposed substitute is equivalent to or better than the material or equipment specified in the Design-Build Documents and that the substitute shall perform the same function and achieve the same or better results as the material or equipment specified in the Design-Build Documents (ii) provide an itemized estimate of all costs that will result directly or indirectly from acceptance of such substitute including costs for redesign and claims of other contractors affected by the resulting change and (iii) submit such other information as the Owner may request No substitution of material or equipment shall change the Contract Sum or the Contract Time unless agreed to in writing by the Owner The Owner shall have a reasonable time within which to evaluate a proposed substitute and the Owner may grant or withhold approval at its discretion The Owner may require the Design-Builder to furnish a performance guarantee or other surety with respect to any substitute

sect 3112 Warranty sect 31121 In addition to all other warranties provided for in the Design-Build Documents or provided for by Applicable Laws the Design-Builder warrants to the Owner that materials and equipment furnished under the Contract will be of good quality and new unless the Design-Build Documents require or permit otherwise The Design-Builder further warrants that the Work will conform to the requirements of the Design-Build Documents and will be free from defects except for those inherent in the quality of the Work or otherwise expressly permitted by the Design-Build Documents Work materials or equipment not conforming to these requirements may be considered defective The Design-Builderrsquos warranty excludes remedy for damage or defect caused by abuse alterations to the Work not executed by the Design-Builder improper or insufficient maintenance improper operation or normal wear and tear and normal usage If required by the Owner the Design-Builder shall furnish satisfactory evidence as to the kind and quality of materials and equipment The Design-Builderrsquos warranties given herein are not in derogation of such longer warranties as may be provided by the Design-Builderrsquos Contractors suppliers and the manufacturers of equipment and materials incorporated into the Project Further the Design-Builderrsquos warranties will not be affected or limited by the terms of any manufacturerrsquos warranty that has lesser terms or otherwise AIA Document A141trade ndash 2014 Copyright copy 2004 and 2014 by The American Institute of Architects All rights reserved WARNING This AIAreg Document is protected by US Copyright Law and International Treaties Unauthorized reproduction or distribution of this AIAreg 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 12 law This draft was produced by AIA software at 124914 on 10132016 under Order No4557176538_1 which expires on 02112017 and is not for resale User Notes (1364347240)

sect 31122 The Design-Builder is responsible for ensuring that all warranties and guarantees required by the Design-Build Documents for materials systems equipment and work provided to and incorporated into the Work shall be issued in the name of and for the benefit of the Owner Further the Design-Builder hereby assigns to the Owner on a non-exclusive basis all such warranties and guarantees The Design-Builder shall perform the Work in such a manner so as to preserve any and all such warranties

sect 3113 Royalties Patents and Copyrights sect 31131 The Design-Builder shall pay all royalties and license fees The Design-Builder shall obtain all permissions and licenses and pay any royalties and license fees required for the installation and initial operation of all materials and equipment that are either used in the Work or incorporated into the Project Upon Substantial Completion of the Work the Design-Builder shall grant transfer and assign to the Owner (or the Design-Builder shall cause to be granted transferred and assigned to the Owner) all permissions and licenses required for the installation and operation of the materials and equipment incorporated into the Project

sect 31132 The Design-Builder shall defend suits or claims for infringement of copyrights and patent rights and shall to the fullest extent permitted by law indemnify defend and hold harmless the Owner Babcock Property Holdings LLC and their respective parent subsidiary and other affiliated companies each lender providing financing for the Project and the officers directors members managers partners agents employees successors and assigns of any of them (collectively the Indemnitees) and the Ownerrsquos separate contractors and consultants from loss on account thereof but shall not be responsible for such defense or loss when a particular design process or product of a particular manufacturer or manufacturers is required by the Owner or where the copyright violations are required in the Ownerrsquos Criteria However if the Design-Builder has reason to believe that the design process or product required in the Ownerrsquos Criteria is an infringement of a copyright or a patent the Design-Builder shall be responsible for such loss unless such information is promptly furnished to the Owner in writing If the Owner receives notice from a patent or copyright owner of an alleged violation of a patent or copyright attributable to the Design-Builder the Owner shall give prompt written notice to the Design-Builder

sect 3114 Indemnification sect 31141 To the fullest extent permitted by law the Design-Builder shall indemnify defend (subject to 31144 below) and hold harmless the Indemnitees from and against any and all demands fines penalties causes of action liabilities claims damages losses costs and expenses including but not limited to attorneysrsquo fees and arbitration and court costs (collectively ldquoIndemnity Claimsrdquo) arising out of or resulting from performance of the Work but only to the extent caused by the negligent reckless or intentionally wrongful acts or omissions of the Design-Builder or any of the Design-Builder Parties Such obligation shall not be construed to negate abridge or reduce other rights or obligations of indemnity that would otherwise exist as to a party or person described in this Section 3114 The parties hereby agree that no monetary limitation on the extent of indemnification is required for the Design-Builderrsquos indemnifications in this Agreement to be enforceable However if notwithstanding such agreement a monetary limitation on the extent of indemnification is deemed necessary by a duly appointed arbitrator or court of competent jurisdiction to enforce the Design-Builderrsquos indemnification obligations the specifications for the Project shall be deemed to include a monetary limitation on the extent of the indemnification required by said provision equal to the greater of on a per occurrence or per claim basis as applicable (a) the GMP or (b) the Dollar amount of the aggregate limit of all deductibles and self-insured retentions applicable to the Design-Builderrsquos insurance policy or policies applicable to such Indemnity Claims and the parties agree that this monetary limit bears a reasonable commercial relationship to the Contract The parties intend that the indemnity provisions of the Design-Build Documents be construed to comply with and not violate Section 72506 and if applicable Section 72508 Florida Statutes To the greatest extent permitted by Applicable Laws the Design-Builder waives for itself and its insurers any and all claims that the indemnification obligations under the Contract violate Applicable Laws

sect 31142 The indemnification obligation under this Section 3114 shall not be limited by a limitation on amount or type of damages compensation or benefits payable by or for Design-Builder Architect a Consultant a Contractor or anyone directly or indirectly employed by them under workersrsquo compensation acts disability benefit acts or other employee benefit acts

sect 31143 The Design-Builderrsquos indemnity obligations shall also specifically include all fines penalties damages liabilities costs expenses (including reasonable attorneysrsquo and paralegalsrsquo fees and court costs) and punitive damages (if any) arising out of or in connection with any (a) violation of or failure by the Design-Builder or its AIA Document A141trade ndash 2014 Copyright copy 2004 and 2014 by The American Institute of Architects All rights reserved WARNING This AIAreg Document is protected by US Copyright Law and International Treaties Unauthorized reproduction or distribution of this AIAreg 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 13 law This draft was produced by AIA software at 124914 on 10132016 under Order No4557176538_1 which expires on 02112017 and is not for resale User Notes (1364347240)

Contractors the Architect Consultants a subcontractor a subconsultant a supplier or any person for whom any of them is responsible to comply with any Applicable Laws and Requirements (b) means methods techniques procedures or sequences of execution or performance of the Work and (c) failure to secure and pay for permits fees approvals licenses and inspections as required of the Design-Builder under the Contract or any violation of any permit or other approval of a public authority applicable to the Work by the Design-Builder the Architect a Consultant a Contractor a subcontractor a subconsultant a supplier or any person for whom any of them is responsible

sect 31144 To the fullest extent permitted by law the duty of the Design-Builder to indemnify and hold harmless the Indemnitees includes the separate and independent duty to defend the Indemnitees which duty arises immediately upon receipt by the Design-Builder of the tender of any Indemnity Claim from an Indemnitee which reasonably appears to be within Design-Builderrsquos indemnification obligation However by proceeding to defend an Indemnity Claim the Design-Builder shall not be deemed to have admitted to an obligation to provide indemnification and defense and the Design-Builder may provide a defense under a written reservation of rights Such obligation to defend the Indemnitees is a separate and distinct obligation fully severable from any other duty stated herein The duty to defend shall apply regardless of any ultimate liability of the Design-Builder the Owner or any of the Indemnitees The defense provided to the Indemnitees by the Design-Builder shall be by well qualified adequately insured and experienced legal counsel reasonably acceptable to the Owner Notwithstanding the foregoing the Design-Builder shall not have a duty to defend the Indemnitees against Indemnity Claims to the extent caused by the negligence of the Architect or any of its Consultantsrsquo in the rendering or failure to render professional services The foregoing absence of the duty to defend however shall not preclude the Indemnitees from recovering their reasonable attorneysrsquo fees as part of their damages to the extent such fees are incurred as a result of Indemnity Claims caused by the negligence of the Architect or any of its Consultantsrsquo in the rendering or failure to render professional services

sect 3115 Contingent Assignment of Agreements sect 31151 Each agreement for a portion of the Work is assigned by the Design-Builder to the Owner provided that

1 assignment is effective only after termination of the Contract by the Owner and only for those agreements that the Owner accepts by written notification to the Design-Builder and the Architect Consultants and Contractors whose agreements are accepted for assignment and

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

When the Owner accepts the assignment of an agreement the Owner assumes the Design-Builderrsquos rights and obligations under the agreement that accrue after the date of the assignment The Design-Builder shall ensure that each such agreement shall specifically provide that the Owner shall only be responsible to the Architect Consultant or Contractor for those obligations of the Design-Builder that accrue subsequent to the Ownerrsquos exercise of its right to take an assignment of such agreement

sect 31152 Intentionally deleted

sect 31153 Upon such assignment to the Owner under this Section 3115 the Owner may further assign the agreement to a successor design-builder or other entity

sect 3116 Design-Builderrsquos Insurance and Bonds The Design-Builder shall purchase and maintain and shall cause the Architect Consultants and Contractor to purchase and maintain insurance and provide bonds as set forth in Exhibit B

ARTICLE 4 WORK PRIOR TO EXECUTION OF THE DESIGN-BUILD AMENDMENT sect 41 General sect 411 Any information submitted by the Design-Builder and any interim decisions made by the Owner shall be for the purpose of facilitating the design process and shall not modify the Ownerrsquos Criteria unless the Owner and Design-Builder execute a Modification

sect 412 The Design-Builder shall advise the Owner on proposed site use and improvements selection of materials and building systems and equipment The Design-Builder shall also provide the Owner with recommendations consistent with the Ownerrsquos Criteria on constructability availability of materials and labor time requirements for AIA Document A141trade ndash 2014 Copyright copy 2004 and 2014 by The American Institute of Architects All rights reserved WARNING This AIAreg Document is protected by US Copyright Law and International Treaties Unauthorized reproduction or distribution of this AIAreg 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 14 law This draft was produced by AIA software at 124914 on 10132016 under Order No4557176538_1 which expires on 02112017 and is not for resale User Notes (1364347240)

procurement installation and construction and factors related to construction cost including but not limited to costs of alternative designs or materials preliminary budgets life-cycle data and possible cost reductions

sect 413 The Design-Builder shall and shall cause the Architect and each Consultant and Contractor to use reasonable diligence to evaluate and satisfy themselves as to the condition and limitations under which the Work is to be performed including (1) the location condition layout and nature of the Project site and surrounding areas (2) anticipated labor supply and costs and (3) availability and cost of materials tools and equipment

sect 42 Evaluation of the Ownerrsquos Criteria sect 421 The Design-Builder shall schedule and conduct meetings with the Owner and any other necessary individuals or entities to discuss and review the Ownerrsquos Criteria as set forth in Section 11The Design-Builder shall thereafter again meet with the Owner to discuss a preliminary evaluation of the Ownerrsquos Criteria The preliminary evaluation shall address possible alternative approaches to design and construction of the Project and include the Design-Builderrsquos recommendations if any with regard to accelerated or fast-track scheduling procurement or phased construction The preliminary evaluation shall consider cost information constructability and procurement and construction scheduling issues

sect 422 After the Design-Builder meets with the Owner and presents the preliminary evaluation the Design-Builder shall provide a written report to the Owner summarizing the Design-Builderrsquos evaluation of the Ownerrsquos Criteria The report shall also include

1 allocations of program functions detailing each function and their square foot areas

2 a preliminary estimate of the Cost of the Work and if necessary recommendations to adjust the Ownerrsquos Criteria to conform to the Ownerrsquos budget

3 a preliminary schedule which shall include proposed design milestones dates for receiving additional information from or for work to be completed by the Owner anticipated date for the Design-Builderrsquos Proposal and dates of periodic design review sessions with the Owner and

4 the following (List additional information if any to be included in the Design-Builderrsquos written report)

laquo raquo

sect 423 The Owner shall review the Design-Builderrsquos written report and if acceptable provide the Design-Builder with written consent to proceed to the development of the Preliminary Design as described in Section 43 The consent to proceed shall not be understood to modify the Ownerrsquos Criteria unless the Owner and Design-Builder execute a Modification

sect 43 Preliminary Design sect 431 Upon the Ownerrsquos issuance of a written consent to proceed under Section 423 the Design-Builder shall prepare and submit a Preliminary Design to the Owner The Preliminary Design shall include a report identifying any deviations from the Ownerrsquos Criteria and shall include the following

1 Confirmation of the allocations of program functions

2 Site plan

3 Building plans sections and elevations

4 Structural system

5 Selections of major building systems including but not limited to mechanical electrical and plumbing systems and

6 Outline specifications or sufficient drawing notes describing construction materials

The Preliminary Design may include some combination of physical study models perspective sketches or digital modeling

sect 432 The Owner shall review the Preliminary Design and if acceptable provide the Design-Builder with written consent to proceed to development of the Design-Builderrsquos Proposal The Preliminary Design shall not modify the Ownerrsquos Criteria unless the Owner and Design-Builder execute a Modification


sect 44 Design-Builderrsquos Proposal sect 441 Upon the Ownerrsquos issuance of a written consent to proceed under Section 432 the Design-Builder shall prepare and submit the Design-Builderrsquos Proposal to the Owner The Design-Builderrsquos Proposal shall include the following

1 A list of the Preliminary Design documents and other information including the Design-Builderrsquos clarifications assumptions and deviations from the Ownerrsquos Criteria upon which the Design-Builderrsquos Proposal is based

2 The proposed Contract Sum including the compensation method and if based upon the Cost of the Work plus a fee a written statement of estimated cost organized by trade categories allowances contingencies Design-Builderrsquos Fee and other items that comprise the Contract Sum

3 The proposed date the Design-Builder shall achieve Substantial Completion

4 An enumeration of any qualifications and exclusions if applicable

5 A list of the Design-Builderrsquos key personnel Contractors and suppliers and

6 The date on which the Design-Builderrsquos Proposal expires

sect 442 Submission of the Design-Builderrsquos Proposal shall constitute a representation by the Design-Builder that it has visited the site and become familiar with local conditions under which the Work is to be completed

sect 443 If the Owner and Design-Builder agree on a proposal the Owner and Design-Builder shall execute the Design-Build Amendment setting forth the terms of their agreement However for the avoidance of doubt the Owner may at its sole discretion and based upon its sole judgment (a) indicate its acceptance of the Design-Builderrsquos Proposal (b) reject the Design-Builderrsquos Proposal (c) terminate the Project or (d) obtain bids from other contractors and proceed to construct the Project using a party or parties other than the Design-Builder

sect 444 Execution of the Design-Build Amendment shall constitute a representation by the Design-Builder that it has visited the Project site and become familiar with local conditions under which the Work is to be completed correlated personal observations with requirements of the Design-Build Documents and evaluated and satisfied itself as to the condition and limitations under which the Work is to be performed including (a) the location condition layout and nature of the Project site and surrounding areas including conditions bearing upon ingress to and egress from the Project site delivery handling and storage of materials disposal of waste availability of water and electric power ground water table or similar physical conditions of the ground the character quality and quantity of surface and sub-surface conditions and materials to be encountered and the character of equipment and facilities needed prior to and during the execution of the Work (b) generally prevailing climatic conditions (c) anticipated labor supply and costs and (d) availability and cost of materials tools and equipment

ARTICLE 5 WORK FOLLOWING EXECUTION OF THE DESIGN-BUILD AMENDMENT sect 51 Construction Documents sect 511 Upon the execution of the Design-Build Amendment the Design-Builder shall prepare Construction Documents The Construction Documents shall establish the quality levels of materials and systems required The Construction Documents shall be consistent with the Design-Build Documents The Construction Documents shall fully indicate the requirements for construction of the Work and be sufficient to obtain all required necessary permits and approvals and the Design-Builder shall be responsible for obtaining all relevant permits and approvals for the Project

sect 512 The Design-Builder shall provide the Construction Documents to the Owner for the Ownerrsquos information and approval If the Owner discovers any deviations between the Construction Documents and the Design-Build Documents the Owner shall promptly notify the Design-Builder of such deviations in writing The Construction Documents shall not modify the Design-Build Documents unless the Owner and Design-Builder execute a Modification The failure of the Owner to discover any such deviations shall not relieve the Design-Builder of the obligation to perform the Work in accordance with the Design-Build Documents

sect 513 Upon the Ownerrsquos approval of the Construction Documents the Design-Builder shall submit the Construction Documents for review and approval by the permitting authorities Any changes required by the permitting authorities to obtain approval of the Construction Documents and building permits for the Project shall be made by the Design-Builder without additional charge to the Owner


sect 52 Construction sect 521 Commencement Except as permitted in Section 522 construction shall not commence prior to execution of the Design-Build Amendment

sect 522 If the Owner and Design-Builder agree in writing construction may proceed prior to the execution of the Design-Build Amendment However such authorization shall not waive the Ownerrsquos right to reject the Design-Builderrsquos Proposal

sect 523 The Design-Builder shall supervise and direct the Work using the Design-Builderrsquos best skill and attention and cause the Work to be performed in accordance with the Design-Build Documents and in a good and workmanlike manner The Design-Builder shall be solely responsible for and have control over construction means methods techniques sequences and procedures and for coordinating all portions of the Work under the Contract unless the Design-Build Documents give other specific instructions concerning these matters

sect 524 The Design-Builder shall be responsible for inspection of portions of Work already performed to determine that such portions are in proper condition to receive subsequent Work

sect 525 Investigation and Evaluation sect 5251 The Design-Builder shall locate prior to performing any Work all utility lines telephone company lines and cables sewer lines water pipes gas lines electrical lines and shall perform the Work in such a manner so as to avoid damaging any such lines cables and pipes The Owner shall not be required to make any adjustment in either the Contract Sum or Contract Time in connection with any failure by the Design-Builder or any Contractor to comply with the requirements of this Section 5251

sect 5252 The Owner shall not be responsible for the accuracy or completeness of information and data shown or indicated in the Design-Build with respect to existing underground pipelines conduits ducts cables wires manholes vaults tanks tunnels or other such facilities or attachments and any encasements containing such facilities including those that convey electricity gases steam liquid petroleum products telephone or other communications cable television water wastewater storm water other liquids or chemicals or traffic or other control systems (collectively ldquoUnderground Facilitiesrdquo) at or contiguous to the Project site The Design-Builder shall have full responsibility for (a) reviewing and checking all such information and data (b) locating all Underground Facilities (c) coordination of the Work with the owners of such Underground Facilities during construction and (d) the safety and protection of all such Underground Facilities and repairing any damage thereto resulting from the Work If an Underground Facility is uncovered or revealed at or contiguous to the Project site which was not previously identified and accounted for by the Design-Builder the Design-Builder shall promptly after becoming aware thereof and before further disturbing conditions affected thereby or performing any Work in connection therewith (except in an emergency that threatens imminent damage to property or injury or death to person) identify the owner of such Underground Facility and give written notice to that owner and to the Owner

sect 5253 The Design-Builder shall be responsible for laying out the site Work shall protect and preserve reference points and property monuments and shall make no changes or relocations without the prior written approval of the Owner The Contractor shall report to the Owner whenever any reference point or property monument is lost or destroyed or requires relocation because of necessary changes in grades or locations and shall be responsible for the accurate replacement or relocation of such reference points or property monuments by professionally qualified personnel

sect 5254 All grade lines levels and bench marks shall be established and maintained by the Design-Builder The Design-Builder shall establish bench marks in no less than two widely separated locations Bench marks established by others shall be verified and may be used for the Work but shall be maintained in correct position and if moved or damaged shall be replaced by a registered civil engineer or land surveyor at the expense of the Design-Builder The Design-Builder shall submit certification by civil engineer for established building corners and finish floor elevations prior to commencing placement of the slab on grade

sect 525 The Design-Builder shall be responsible for assuring that fill on the Project site shall consist of well to moderately-well graded soils consistent with the approved Construction Documents and acceptable to the civil engineer of record for the Project consisting of sands silts non-plastic clays and gravel and shall be free from detrimental quantities of debris muck peat roots grass leaves humus sewage and other organic material clods AIA Document A141trade ndash 2014 Copyright copy 2004 and 2014 by The American Institute of Architects All rights reserved WARNING This AIAreg Document is protected by US Copyright Law and International Treaties Unauthorized reproduction or distribution of this AIAreg 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 17 law This draft was produced by AIA software at 124914 on 10132016 under Order No4557176538_1 which expires on 02112017 and is not for resale User Notes (1364347240)

lumps balls of clay rocks trees stumps branches twigs limbs trash refuse development debris non-plastic soils and frozen materials (collectively Unsuitable Materials) in accordance with the instructions of the civil engineer of record for the Project The Design-Builder shall remove all Unsuitable Materials and deposit them in areas specified by the Owner No Unsuitable Material shall be located within the boundary of a building pad or on pond banks that abut or are adjacent to a building pad The Design-Builder shall compact all fill areas within the Project site as necessary in order to comply with the structural requirements set forth in the approved Construction Documents The Design-Builder shall abide by recommendations in the geotechnical report for the Project site provided by the Owner or the civil engineer of record for the Project to the Design-Builder unless otherwise specified in the approved Construction Documents or instructed in writing by the civil engineer of record for the Project

sect 526 Location of Utilities The Design-Builder shall locate all existing roadways railways drainage facilities power generation transmission and distribution systems and lines and any other utility services at above upon or under the Project site (collectively the Utilities) The Design-Builder shall contact the owners of all Utilities to determine without limitation the necessity for relocating or temporarily interrupting any Utilities during the performance of the Work and the means methods techniques sequences and procedures to safely control and avoid hazards relating to Utilities at the Project site The Design-Builder shall schedule and coordinate the Work around any such relocation or temporary service interruption The Design-Builder is responsible for properly shoring supporting and protecting all Utilities at all times during the performance of the Work If the Design-Builder or any of the Design-Builder Parties causes a disruption to any Utilities the Design-Builder shall take all actions necessary and required to immediately restore such Utilities If the Design-Builder fails to take such actions the Owner shall have the right but not the obligation to take whatever action it deems necessary to restore the disrupted Utilities The Design-Builder shall reimburse the Owner within ten (10) business days of written demand for all expenses incurred by the Owner as a result of any such disruption of Utilities or in connection with the restoration thereof

sect 527 The Design-Builder shall manage supervise and coordinate all portions of the Work The Design-Builder shall provide sufficient support staff on- and off-site to perform the Design-Builderrsquos obligations under the Design-Build Documents

sect 528 The Design-Builder shall develop and maintain a program to assure quality control of the Work The Design-Builder is responsible for all acts and omissions of the Design-Builder Parties in the performance of the Work

sect 53 Labor and Materials sect 531 Unless otherwise provided in the Design-Build Documents the Design-Builder shall provide and pay for labor materials equipment tools construction equipment and machinery water heat utilities transportation and other facilities and services necessary for proper execution and completion of the Work whether temporary or permanent and whether or not incorporated or to be incorporated in the Work

sect 532 When a material or system is specified in the Design-Build Documents the Design-Builder may make substitutions only in accordance with Article 6

sect 533 The Design-Builder shall enforce strict discipline and good order among the Design-Builderrsquos employees and other persons carrying out the Work The Design-Builder shall not permit employment of unfit persons or persons not properly skilled in tasks assigned to them At the Ownerrsquos request the Design-Builder without additional cost to the Owner and without any increase of the Contract Time shall reassign replace or remove from the Project site any of the Design-Builderrsquos or its Contractorsrsquo personnel who in the Ownerrsquos opinion acting in good faith (a) negatively affect (i) the efficiency or safety of the Project or (ii) the timely progress or completion of the Work or (b) who have (i) acted in a threatening or offensive manner or (ii) who have otherwise committed a violation of the Ownerrsquos job site policies

sect 534 The Design-Builder shall comply with all Applicable Laws and Requirements pertaining to the employment of labor hours of labor occupational safety and health requirements working conditions workers compensation payment of wages and payment of taxes including unemployment social security and other payroll taxes including applicable contributions from such persons The Design-Builder shall provide reasonable evidence to the Owner upon the Ownerrsquos request to substantiate the Design-Builderrsquos compliance with this Section


sect 535 The Owner may elect to directly purchase certain materials from vendors and provide the same to the Design-Builder for the Design-Builderrsquos incorporation into the Project The Ownerrsquos election in this regard may be the result of certain tax advantages (including sales tax exemptions afforded by Section 21208(6) Florida Statutes) or for the purpose of other discounts or deductions including those in kind Before placing orders for material and equipment that are anticipated in good faith to exceed the pre-tax purchase price of $5000 (including categories of items for which the ultimate aggregate purchase price is expected to exceed $5000) the Design-Builder shall inform the Owner in writing of the various sources from which the materials or equipment may be purchased and the purchase price thereof and afford the Owner at least five (5) days after the Owner receives such written information within which to issue a direct purchase order to the Owners vendor of choice for the item or items to be purchased at the Ownerrsquos election (such materials and equipment that the Owner elects in its sole discretion to procure directly from vendors referred to herein as Direct Purchase Materials) The following provisions shall apply to such Direct Purchased Materials (a) the Design-Builder shall prepare and provide to the Owner a purchase order in form approved by the Owner containing the name and address of the material supplier a list of required items the quantity needed the price of the materials and the Ownerrsquos Consumer Certificate of Exemption number (b) the Owner shall issue a purchase order directly to the material supplier for such materials and other information reasonably required by the Owner (c) the Owner shall issue its exemption certificate (d) the materials shall be delivered to the Owner at the Project site and title to the materials shall be transferred directly from the material supplier to the Owner (e) the Design-Builder shall be responsible for all matters relating to the receipt of the materials including verifying correct quantities inspection and acceptance of the materials at the time of delivery (f) the Owner shall be billed directly by the material supplier (g) the Owner shall pay the material supplier directly and (h) the Owner shall bear all risk of loss or damage to the materials from the time of purchase and prior to their installation into the Project Further the Owner shall issue a Certificate of Entitlement to each supplier of Direct Purchase Materials and to the Contractor Each Certificate of Entitlement will be in the format specified by Rule 12A-1094(4)(c) Florida Administrative Code Each Certificate of Entitlement shall have attached thereto the corresponding purchase order Each Certificate of Entitlement shall affirm that (1) the attached purchase order is being issued directly to the vendor supplying the tangible personal property the Design-Builder will use in the identified public works (2) the vendorrsquos invoice will be issued directly to the Owner (3) payment of the vendorrsquos invoice will be made directly by the Owner to the vendor from public funds (4) the Owner will take title to the tangible personal property from the vendor at the time of purchase or of delivery by the vendor and (5) the Owner assumes the risk of damage or loss at the time of purchase or delivery by the vendor Each Certificate of Entitlement shall acknowledge that if the Department of Revenue determines the purchase is not a tax-exempt purchase by a governmental entity then the governmental entity will be responsible for any tax penalties and interest determined to be due Title to the materials purchased directly by the Owner shall vest in the Owner at the time the materials are delivered to the Project site The Contract Sum shall by Change Order or Change Directive be reduced by the cost of such Direct Purchase Materials including sales tax thereon To the extent permitted by Applicable Laws and Requirements the Design-Builder shall be responsible for coordinating and receiving delivery of inspecting accepting delivery of handling safeguarding and installing Direct Purchase Materials to the same extent as if the Design-Builder itself had procured such Direct Purchase Materials The Design-Builder shall cooperate with the Owner and shall assist the Owner with any other processes necessary for the Owner to take full advantage of any available tax advantages discounts or deductions associated with the purchase of materials

sect 5341 Upon the Design-Builderrsquos receipt of Direct Purchase Materials the Design-Builder shall promptly notify the Owner in writing of any damage to defects in the Direct Purchase Materials failing which the Design-Builder shall bear full responsibility for removing the damaged andor defective Direct Purchase Materials for procuring and installing replacement materials or equipment and for remedying losses and damage arising from or relating to same as the Design-Builderrsquos expense and without adjustment in either the Contract Sum or Contract Time

sect 54 Taxes The Design-Builder shall pay sales consumer use and similar taxes for the Work provided by the Design-Builder that are legally enacted when the Design-Build Amendment is executed whether or not yet effective or merely scheduled to go into effect

sect 55 Permits Fees Notices and Compliance with Laws sect 551 Unless otherwise provided in the Design-Build Documents the Design-Builder shall secure and pay for the building permit as well as any other permits fees licenses and inspections by government agencies including but


not limited to Charlotte County and the Babcock Ranch Community Independent Special District necessary for proper execution of the Work and Substantial Completion of the Project

sect 552 The Design-Builder shall comply with and give notices required by Applicable Laws and Requirements Without limitation of the foregoing the Design-Builder shall fully comply with and remain in full compliance with the Immigration and Control Act of 1986 as applicable to the Design-Builder including all required employment and identity verification procedures and record keeping requirements

sect 553 Concealed or Unknown Conditions If the Design-Builder encounters conditions at the Project site that are (1) subsurface or otherwise concealed physical conditions that differ materially from those indicated in the Design-Build Documents or other information provided to or made available to Design-Builder or (2) unknown physical conditions of an unusual nature that differ materially from those ordinarily found to exist and generally recognized as inherent in construction activities of the character provided for in the Design-Build Documents and if such conditions could not have been discovered through a reasonably careful visual inspection of the Project site as of the date of this Agreement then the Design-Builder shall promptly provide a PCO to the Owner in accordance with Section 64 before conditions are disturbed and in no event later than ten (10) days after first observance of the conditions The Owner shall promptly investigate such conditions and if the Owner determines that they differ materially could not have been discovered through a reasonably careful visual inspection of the Project site as of the date of this Agreement and cause an increase or decrease in the Design-Builderrsquos cost of or time required for performance of any part of the Work shall recommend an equitable adjustment in the Contract Sum or Contract Time or both If the Owner determines that the conditions at the Project site are not materially different from those indicated in the Design-Build Documents or could reasonably have been discovered and that no change in the terms of the Contract is justified the Owner shall promptly notify the Design-Builder in writing stating the reasons If the Design-Builder disputes the Ownerrsquos determination or recommendation the Design-Builder may proceed as provided in Section 64

sect 554 If in the course of the Work the Design-Builder encounters human remains or recognizes the existence of burial markers archaeological sites or wetlands not indicated in the Design-Build Documents the Design-Builder shall immediately suspend any operations that would affect them and shall notify the Owner Upon receipt of such notice if the Owner desires to proceed with the Project the Owner shall take any action necessary to obtain governmental authorization required to resume the operations The Design-Builder shall continue to suspend such operations until otherwise instructed by the Owner but shall continue with all other operations that do not affect those remains or features Requests for adjustments in the Contract Sum and Contract Time arising from the existence of such remains or features may be made as provided in Article 14

sect 56 Allowances sect 561 The Design-Builder shall include in the Contract Sum all allowances stated in the Design-Build Documents Items covered by allowances shall be supplied for such amounts and by such persons or entities as the Owner may direct but the Design-Builder shall not be required to employ persons or entities to whom the Design-Builder has reasonable objection Only items clearly specified as ldquoallowancesrdquo in the Design-Build Documents shall be deemed allowances for purposes of this Section 56 For the avoidance of doubt allowances shall be stated in such detail as required by the Owner to show how or for what the allowance amounts are designated Further allowances shall be shown as separate line items in the schedule of values and shall not be included in other line items

sect 562 Unless otherwise provided in the Design-Build Documents 1 allowances shall cover the cost to the Design-Builder of materials and equipment delivered at the site

and all required taxes less applicable trade discounts 2 the Design-Builderrsquos costs for unloading and handling at the Project site labor installation costs

overhead profit and other expenses contemplated for stated allowance amounts shall be included in the Contract Sum but not in the allowances and

3 whenever costs are more than or less than allowances the Contract Sum shall be adjusted accordingly by Change Order The amount of the Change Order shall reflect (1) the difference between actual costs and the allowances under Section 5621 and (2) changes in Design-Builderrsquos costs under Section 5622

sect 563 The Owner shall make selections of materials and equipment with reasonable promptness for allowances requiring Owner selection AIA Document A141trade ndash 2014 Copyright copy 2004 and 2014 by The American Institute of Architects All rights reserved WARNING This AIAreg Document is protected by US Copyright Law and International Treaties Unauthorized reproduction or distribution of this AIAreg 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 20 law This draft was produced by AIA software at 124914 on 10132016 under Order No4557176538_1 which expires on 02112017 and is not for resale User Notes (1364347240)

sect 57 Key Personnel Contractors and Suppliers sect 571 Unless otherwise agreed to by the Owner in writing which agreement shall not be unreasonably withheld the Design-Builder shall obtain at least three (3) bids on all of the Work including obtaining at least two (2) third party bids on any Work that the Design-Builder desires to self-perform Additionally the Design-Builder shall prepare and submit its own bids on any Work it intends to self-perform The Owner reserves the right to require that the Design-Builder obtains bids from particular Contractors identified by the Owner The Design-Builder shall obtain bids from Contractors and from itself and after analyzing such bids shall deliver all such bids (without redaction) a bid recap table and copies of the bid solicitation materials provided by the Design-Builder to the bidders to the Owner The Owner reserves the right to participate in the Design-Builderrsquos negotiations with proposed Contractors and the Design-Builder shall timely notify the Owner so that it has the opportunity to have a representative present during such negotiations The Owner shall then determine with the advice of the Design-Builder which bids will be accepted The Design-Builder shall not employ personnel or contract with Contractors or suppliers to whom the Owner has made reasonable and timely objection The Design-Builder shall not be required to contract with anyone to whom the Design-Builder has made reasonable and timely objection The Design-Builder shall be responsible to the Owner for acts and omissions of the Design-Builderrsquos employees Contractors and their agents and employees and other persons or entities performing portions of the Work for or on behalf of the Design-Builder or any of its Contractors

sect 5711 Each agreement between the Design-Builder and the Architect or a Consultant or Contractor shall preserve and protect the rights of the Owner under the Design-Build Documents with respect to the Work to be performed by the Architect Consultant or Contractor so that subcontracting thereof will not prejudice such rights Additionally each agreement between Design-Builder and the Architect or a Consultant or Contractor shall require or provide that (a) except as provided in the following clause (b) nothing in the Design-Build Documents will create a contractual relationship between the Owner and the Architect or a Consultant or Contractor unless the Owner elects to accept contingent assignment of the agreement as provided in Section 3115 above and (b) the Owner and its successors and assigns are each an intended third-party beneficiary of such agreement The Design-Builder shall deliver copies of all signed agreements and purchase orders with Contractors and suppliers to the Owner promptly after the full execution thereof

sect 572 If the Design-Builder changes any of the personnel Contractors or suppliers identified in the Design-Build Amendment the Design-Builder shall notify the Owner and provide the name and qualifications of the new personnel Contractor or supplier The Owner may reply within 14 days to the Design-Builder in writing stating (1) whether the Owner has reasonable objection to the proposed personnel Contractor or supplier or (2) that the Owner requires additional time to review Failure of the Owner to reply within the 14-day period shall constitute notice of no reasonable objection

sect 573 Except for those persons or entities already identified or required in the Design-Build Amendment the Design-Builder as soon as practicable after execution of the Design-Build Amendment shall furnish in writing to the Owner the names of persons or entities (including those who are to furnish materials or equipment fabricated to a special design) proposed for each principal portion of the Work The Owner may reply within 14 days to the Design-Builder in writing stating (1) whether the Owner has reasonable objection to any such proposed person or entity or (2) that the Owner requires additional time for review Failure of the Owner to reply within the 14-day period shall constitute notice of no reasonable objection

sect 5731 If the Owner has reasonable objection to a person or entity proposed by the Design-Builder the Design-Builder shall propose another to whom the Owner has no reasonable objection If the rejected person or entity was reasonably capable of performing the Work the Contract Sum and Contract Time shall be increased or decreased by the difference if any occasioned by such change and an appropriate Change Order shall be issued before commencement of the substitute person or entityrsquos Work However no increase in the Contract Sum or Contract Time shall be allowed for such change unless the Design-Builder has acted promptly and responsively in submitting names as required

sect 574 The Design-Builder shall employ the Project Manager and Superintendent acceptable to the Owner Once approved by the Owner neither the Project Manager nor the Superintendent shall be changed without the Ownerrsquos prior written consent unless required by termination of employment death or disability However any successor


Project Manager andor Superintendent must be approved by the Owner in writing Either the Project Manager the Superintendent or both shall be in attendance at the Project site during performance of the Work

sect 575 If in the opinion of the Owner the Design-Builderrsquos Project Manager Superintendent any other personnel of the Design-Builder or Contractors or any laborers by whomever employed are not qualified to supervise or perform work considered as first class quality for the area or do not conduct themselves in a proper manner or are interfering with the operations of any facility on or adjacent on the site of the Work the Design-Builder shall cause such persons(s) to be replaced with qualified personnel immediately upon written notice from the Owner without any additional cost to the Owner and without extension of the Contract Time Neither the Ownerrsquos rights herein nor the Ownerrsquos exercise or failure to exercise such rights shall relieve the Design-Builder of the obligations to select assign and supervise competent and qualified personnel or otherwise make the Owner responsible for original or replacement personnel

sect 58 Documents and Submittals at the Site The Design-Builder shall maintain at the Project site for the Owner (a) one (1) record copy of a current set of the Construction Documents (ldquoRecord Drawingsrdquo) and (b) one record copy of the Design-Build Documents including without limitation Specifications Change Orders and other Modifications to the Design-Build Documents addenda requests for information bulletins approved Submittals and a log of such Submittals permits inspection reports test results daily reports field notes accident reports schedules contracts subcontracts purchase orders and other written agreements with any parties relating to the Project (collectively Record Documents) in good order The Record Drawings shall be prepared and continuously updated during the prosecution of the Work but no less than once per month The prints for Record Drawings will be a set of permit drawings The Design-Builder shall maintain said set in good order and shall use a method acceptable to the Owner to mark-up said set with record information in a legible manner to show (a) field changes and selections made during construction (b) deviations from the Construction Documents made during construction (c) details in the Work not previously shown (d) changes to existing conditions or existing conditions found to differ from those shown on any existing Construction Documents and (e) such other information as either the Owner or the Architect may reasonably request (collectively Updated Information) The Design-Builderrsquos obligation to make Record Drawings and Record Documents updated with current Project information available for inspection by the Owner and its consultants shall be a condition precedent to the Ownerrsquos duty to process payment applications The Design-Builder shall deliver these items to the Owner in accordance with Section 9102 as a record of the Work as constructed

sect 59 Use of Site sect 591 The Design-Builder shall confine operations at the site to areas permitted by Applicable Laws and Requirements and the Design-Build Documents and shall not unreasonably encumber the site with materials or equipment Only materials and equipment that are to be used directly in the Work shall be brought to and stored on the Project site by the Design-Builder After equipment is no longer required for the Work it shall be promptly removed from the Project site

sect 592 The Contractor shall ensure that the Work at all times is performed in a manner that affords reasonable access both vehicular and pedestrian to the site of the Work and all adjacent areas

sect 593 The Work shall be performed to the fullest extent reasonably possible in such a manner that public areas adjacent to the site of the Work shall be free from all debris building materials and equipment likely to cause hazardous conditions

sect 594 Without limitation of any other provision of the Design-Build Documents the Design-Builder shall use commercially reasonable efforts to minimize any interference with the occupancy or beneficial use of (i) any areas and buildings adjacent to the site of the Work and (ii) the Project in the event of partial occupancy as more specifically described in Section 99

sect 595 Without prior approval of the Owner the Design-Builder shall not permit any workers to use any existing facilities at the Project site including lavatories toilets entrances and parking areas other than those designated by the Owner


sect 596 If any Work is to be performed on or around finished work the Design-Builder shall provide appropriate protection for the finished work to protect it from any of the Work

sect 597 The Design-Builder and any entity for whom the Design-Builder is responsible shall not erect any sign on the Project site without the prior written consent of the Owner which may be withheld in the sole discretion of the Owner (unless the signage is required by a governmental authority having jurisdiction) Upon the completion of the Project or the earlier termination of this Agreement the Design-Builder shall remove such signage and repair any damage caused thereby

sect 598 The Design-Builder shall comply with the applicable Storm Water Pollution Prevention Plan (SWPPP) applicable storm water permit (Permit) and the Ownerrsquos Storm Water Compliance Guidelines (Guidelines) The Design-Builder shall implement the Best Management Practices (BMPs) set forth in the SWPPP for any work that it performs on the Project site The Owner shall be entitled to recover from the Design-Builder all fines fees expenses and other penalties assessed by any governmental body due to the Design-Builderrsquos violation of the Permit or its obligations herein THE DESIGN-BUILDER SHALL INDEMNIFY DEFEND (WITH COUNSEL ACCEPTABLE TO THE OWNER) AND HOLD HARMLESS THE INDEMNITEES FROM AND AGAINST ANY AND ALL CLAIMS DAMAGES ATTORNEYSrsquo FEES EXPENSES OR LIABILITIES OF ANY TYPE OR NATURE INCLUDING ANY AND ALL FINES OR OTHER PENALTIES CIVIL OR CRIMINAL ARISING OUT OF ANY VIOLATION OF THE PERMIT OR ANY OF THE DESIGN-BUILDERrsquoS OBLIGATIONS CONTAINED IN THIS SECTION 598 CAUSED IN WHOLE OR IN PART BY THE WRONGFUL ACTS OR OMISSIONS OF THE DESIGN-BUILDER THE DESIGN-BUILDERrsquoS CONTRACTORS OR SUPPLIERS OR ANYONE ELSE FOR WHOM THE DESIGN-BUILDER MAY BE LIABLE OR OTHERWISE CAUSED IN WHOLE OR IN PART BY THE DESIGN-BUILDERrsquoS FAILURE TO COMPLY WITH THE OBLIGATIONS IN THIS SECTION

sect 510 Cutting and Patching The Design-Builder shall not cut patch or otherwise alter fully or partially completed construction by the Owner or a separate contractor except with written consent of the Owner and of such separate contractor such consent shall not be unreasonably withheld The Design-Builder shall not unreasonably withhold from the Owner or a separate contractor the Design-Builderrsquos consent to cutting or otherwise altering the Work

sect 511 Cleaning Up sect 5111 The Design-Builder shall keep the premises and surrounding area free from accumulation of waste materials or rubbish caused by operations under the Contract At completion of the Work the Design-Builder shall remove waste materials rubbish the Design-Builderrsquos tools construction equipment machinery and surplus materials from and about the Project

sect 5112 If the Design-Builder fails to clean up as provided in the Design-Build Documents the Owner may do so and Owner shall be entitled to reimbursement from the Design-Builder

sect 512 Access to Work The Design-Builder shall provide the Owner its separate contractors and consultants and other persons andor entities designated by the Owner access to the Work in preparation and progress wherever located The Design-Builder shall notify the Owner regarding Project safety criteria and programs which the Owner and its contractors and consultants shall comply with while at the Project site

sect 513 Construction by Owner or by Separate Contractors sect 5131 Ownerrsquos Right to Perform Construction and to Award Separate Contracts sect 51311 The Owner reserves the right to perform construction or operations related to the Project with the Ownerrsquos own forces and to award separate contracts in connection with other portions of the Project or other construction or operations on the site The Owner shall notify the Design-Builder promptly after execution of any separate contract If the Design-Builder claims that delay or additional cost is involved because of such action by the Owner the Design-Builder may submit a COR in accordance with Section 64



sect 51313 The Owner shall provide for coordination of the activities of the Ownerrsquos own forces and shall require that each separate contractor coordinate its work with the Work of the Design-Builder who shall be responsible for the overall coordination of the Project The Design-Builder shall participate with other separate contractors and the Owner in reviewing their construction schedules The Design-Builder shall make any revisions to the construction schedule deemed necessary after a joint review and mutual agreement The construction schedules shall then constitute the schedules to be used by the Design-Builder separate contractors and the Owner until subsequently revised


sect 514 Mutual Responsibility sect 5141 The Design-Builder shall afford the Owner and separate contractors reasonable opportunity for introduction and storage of their materials and equipment and performance of their activities and shall connect and coordinate the Design-Builderrsquos construction and operations with theirs as required by the Design-Build Documents

sect 5142 If part of the Design-Builderrsquos Work depends upon construction or operations by the Owner or a separate contractor the Design-Builder shall prior to proceeding with that portion of the Work prepare a written report to the Owner identifying apparent discrepancies or defects in the construction or operations by the Owner or separate contractor that would render it unsuitable for proper execution and results of the Design-Builderrsquos Work Failure of the Design-Builder to report shall constitute an acknowledgment that the Ownerrsquos or separate contractorrsquos completed or partially completed construction is fit and proper to receive the Design-Builderrsquos Work except as to defects not then reasonably discoverable

sect 5143 The Design-Builder shall reimburse the Owner for costs the Owner incurs that are payable to a separate contractor because of the Design-Builderrsquos delays improperly timed activities or defective construction The Owner shall be responsible to the Design-Builder for costs the Design-Builder incurs because of a separate contractorrsquos delays improperly timed activities damage to the Work or defective construction

sect 5144 The Design-Builder shall promptly remedy damage the Design-Builder wrongfully causes to completed or partially completed construction or to property of the Owner or separate contractors as provided in Section 1025

sect 5145 Each separate contractor shall have the same responsibilities for cutting and patching the Work as the Design-Builder has with respect to the construction of the Owner or separate contractors in Section 510

sect 515 Ownerrsquos Right to Clean Up If a dispute arises among the Design-Builder separate contractors and the Owner as to the responsibility under their respective contracts for maintaining the premises and surrounding area free from waste materials and rubbish the Owner may clean up and will allocate the cost among those responsible

ARTICLE 6 CHANGES IN THE WORK sect 61 General sect 611 Changes in the Work may be accomplished after execution of the Contract and without invalidating the Contract by Change Order or Change Directive subject to the limitations stated in this Article 6 and elsewhere in the Design-Build Documents Notwithstanding anything herein to the contrary the further development of the Ownerrsquos Criteria in connection with the preparation of further development of the Ownerrsquos Criteria attached to this Agreement as Exhibit D the Construction Documents shall not be deemed to be a change in the Work

sect 612 A Change Order shall be based upon agreement between the Owner and Design-Builder The Owner may issue a Change Directive without agreement by the Design-Builder

sect 613 Changes in the Work shall be performed under applicable provisions of the Design-Build Documents and the Design-Builder shall proceed promptly unless otherwise provided in the Change Order or Change Directive

sect 62 Change Orders sect 621 A Change Order is a written instrument signed by the Owner and Design-Builder stating their agreement upon all of the following

1 The change in the Work AIA Document A141trade ndash 2014 Copyright copy 2004 and 2014 by The American Institute of Architects All rights reserved WARNING This AIAreg Document is protected by US Copyright Law and International Treaties Unauthorized reproduction or distribution of this AIAreg 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 24 law This draft was produced by AIA software at 124914 on 10132016 under Order No4557176538_1 which expires on 02112017 and is not for resale User Notes (1364347240)

2 The amount of the adjustment if any in the Contract Sum or if prior to execution of the Design-Build Amendment the adjustment in the Design-Builderrsquos compensation and

3 The extent of the adjustment if any in the Contract Time

sect 622 The Design-Builder shall submit with any request for a Change Order a calculation of the costs the Design-Builder estimates are associated with such requested Change Order including unit costs and such other information as reasonably requested by the Owner Agreement on any Change Order shall constitute a final settlement of all matters relating to the change in the Work that is the subject of the Change Order including all direct and indirect costs associated with such change and any and all adjustments to the Contract Sum and Contract Time Except as permitted in Section 63 and Section 972 a change in the Contract Sum or Contract Time shall be accomplished only by a Change Order Accordingly no course of conduct or dealings between the parties nor express or implied acceptance of alterations or additions to the Work and no claim that the Owner has been unjustly enriched by any alteration of or addition to the Work whether or not there is in fact any unjust enrichment to the Work shall be a basis of any claim to an increase in any amounts due under the Design-Build Documents or a change in any time period provided in the Design-Build Documents

sect 63 Change Directives sect 631 A Change Directive is a written order signed by the Owner directing a change in the Work prior to agreement on adjustment if any in the Contract Sum or if prior to execution of the Design-Build Amendment the adjustment in the Design-Builderrsquos compensation or Contract Time The Owner may by Change Directive without invalidating the Contract order changes in the Work within the general scope of the Contract consisting of additions deletions or other revisions the Contract Sum or if prior to execution of the Design-Build Amendment the adjustment in the Design-Builderrsquos compensation and Contract Time being adjusted accordingly

sect 632 A Change Directive shall be used in the absence of total agreement on the terms of a Change Order

sect 633 If the Change Directive provides for an adjustment to the Contract Sum or if prior to execution of the Design-Build Amendment an adjustment in the Design-Builderrsquos compensation the adjustment shall be based on one of the following methods

1 Mutual acceptance of a lump sum properly itemized and supported by sufficient substantiating data to permit evaluation

2 Unit prices stated in the Design-Build Documents or subsequently agreed upon

3 Cost to be determined in a manner agreed upon by the parties and a mutually acceptable fixed or percentage fee or

4 As provided in Section 637

sect 634 If unit prices are stated in the Design-Build Documents or subsequently agreed upon and if quantities originally contemplated are materially changed in a proposed Change Order or Change Directive so that application of such unit prices to quantities of Work proposed will cause substantial inequity to the Owner or Design-Builder the applicable unit prices shall be equitably adjusted

sect 635 Upon receipt of a Change Directive the Design-Builder shall promptly proceed with the change in the Work involved and promptly advise the Owner in writing of the Design-Builderrsquos agreement or disagreement with the method if any provided in the Change Directive for determining the proposed adjustment in the Contract Sum or if prior to execution of the Design-Build Amendment the adjustment in the Design-Builderrsquos compensation or Contract Time

sect 636 A Change Directive signed by the Design-Builder indicates the Design-Builderrsquos agreement therewith including adjustment in Contract Sum or if prior to execution of the Design-Build Amendment the adjustment in the Design-Builderrsquos compensation and Contract Time or the method for determining them Such agreement shall be effective immediately and shall be recorded as a Change Order

sect 637 If the Design-Builder does not respond promptly or disagrees with the method for adjustment in the Contract Sum or if prior to execution of the Design-Build Amendment the method for adjustment in the Design-Builderrsquos compensation the Owner shall determine the method and the adjustment on the basis of reasonable expenditures and savings of those performing the Work attributable to the change In such case and also under Section 6333 the Design-Builder shall keep and present in such form as the Owner may prescribe an itemized accounting together AIA Document A141trade ndash 2014 Copyright copy 2004 and 2014 by The American Institute of Architects All rights reserved WARNING This AIAreg Document is protected by US Copyright Law and International Treaties Unauthorized reproduction or distribution of this AIAreg 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 25 law This draft was produced by AIA software at 124914 on 10132016 under Order No4557176538_1 which expires on 02112017 and is not for resale User Notes (1364347240)

with appropriate supporting data Unless otherwise provided in the Design-Build Documents costs for the purposes of this Section 637 shall be limited to the following

1 Additional costs of professional services

2 Costs of labor including social security unemployment insurance fringe benefits required by agreement or custom and workersrsquo compensation insurance

3 Costs of materials supplies and equipment including cost of transportation whether incorporated or consumed

4 Rental costs of machinery and equipment exclusive of hand tools whether rented from the Design-Builder or others

5 Costs of premiums for all bonds and insurance permit fees and sales use or similar taxes related to the Work and

6 Additional costs of supervision and field office personnel directly attributable to the change

sect 638 The amount of credit to be allowed by the Design-Builder to the Owner for a deletion or change that results in a net decrease in the Contract Sum or if prior to execution of the Design-Build Amendment in the Design-Builderrsquos compensation shall be actual net cost

sect 639 Pending final determination of the total cost of a Change Directive to the Owner the Design-Builder may request payment for Work completed under the Change Directive in Applications for Payment The Owner will make an interim determination for purposes of payment for those costs deemed to be reasonably justified The Ownerrsquos interim determination of cost shall adjust the Contract Sum or if prior to execution of the Design-Build Amendment the Design-Builderrsquos compensation on the same basis as a Change Order subject to the right of Design-Builder to disagree and assert a Claim in accordance with Article 14

sect 6310 When the Owner and Design-Builder agree with a determination concerning the adjustments in the Contract Sum or if prior to execution of the Design-Build Amendment the adjustment in the Design-Builderrsquos compensation and Contract Time or otherwise reach agreement upon the adjustments such agreement shall be effective immediately and the Owner and Design-Builder shall execute a Change Order Change Orders may be issued for all or any part of a Change Directive

sect 64 Design-Builder Initiated Change Order Request sect 641 If the Design-Builder becomes aware of any circumstance that may be a change in the scope of the Work or of an act or failure to act by the Owner or the Ownerrsquos other consultants that in the Design-Builderrsquos opinion justifies a change to the Contract Sum or Contract Time or if the Design-Builder otherwise becomes aware of the need for or desirability of a change in the Work then the Design-Builder must within ten (10) days submit a written Notice of Potential Change Order (a PCO) to the Owner in a format acceptable to the Owner and must specify in such PCO the reasons for such proposed change and the anticipated time and cost impacts The Design-Builder shall submit a written Rough Order of Magnitude (ROM) which shall include a more detailed description of the changed Work an estimated price for such changed Work and estimated adjustment to the Contract Time related to such changed Work together with any substantiating data required by Sections 62 642 and 643 or otherwise required by the Owner within ten (10) business days after delivery of the PCO The Design-Builder shall promptly submit a written Change Order Request (ldquoCORrdquo) which shall include a final detailed description of the changed Work a final price proposal for such changed Work and any requested adjustment of the Contract Time together with any additional substantiating data required by Sections 62 642 and 643 not previously delivered to the Owner or otherwise required by the Owner The Design-Builder shall clearly label PCOs ROMs and CORs as such when submitting them to the Owner In the event that the scope of changed Work the price of such changed Work and the time impact of such changed Work is known within the time for submitting an ROM the Design-Builder may elect not to deliver to the Owner an ROM but rather proceed directly to the delivery to the Owner of a COR within the time for delivery of an ROM The Design-Builder may request additional compensation andor time through a COR but not for instances that the Design-Builder knew or reasonably should have known occurred more than ten (10) days prior to the date a PCO is submitted The Design-Builderrsquos failure to deliver a PCO within such 10-day period shall be deemed a waiver of the right to adjustment of the Contract Sum or the Contract Time for the alleged change Any COR that is approved by the Owner will be incorporated in a Change Order or Change Directive If the Owner determines that the Work in question is not a change in the scope of the Work and the COR is denied but the Design-Builder believes that it does have merit the Design-Builder may submit a Claim in accordance with the procedures set forth herein The time frames in this Section 64 shall control over those specified in Article 14 Further notwithstanding anything herein to the contrary the Design-Builder must comply AIA Document A141trade ndash 2014 Copyright copy 2004 and 2014 by The American Institute of Architects All rights reserved WARNING This AIAreg Document is protected by US Copyright Law and International Treaties Unauthorized reproduction or distribution of this AIAreg 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 26 law This draft was produced by AIA software at 124914 on 10132016 under Order No4557176538_1 which expires on 02112017 and is not for resale User Notes (1364347240)

with the provisions of this Section 64 as a condition to entitlement to any Claim for an increase in the Contract Time or Contract Sum

sect 642 Requests for Additional Cost If the Design-Builder intends to submit a COR for an increase in the Contract Sum written notice as provided herein shall be given before proceeding to execute the portion of the Work that relates to the COR When not possible under the circumstances prior notice is not required for requests relating to an emergency imminently endangering life or property arising under Section 104 but the Design-Builder shall give notice as soon as reasonably practicable The Owner may review and audit the Design-Builderrsquos Project records as well as the books and records of its Architect Consultants Contractors and subcontractors to verify the accuracy of any COR by the Design-Builder Notwithstanding anything in this Agreement or the other Design-Build Documents to the contrary in no event shall the Design-Builder be entitled to any compensation or recovery from the Owner for special punitive indirect incidental or consequential damages including loss of bond capacity loss of bidding opportunities insolvency lost opportunity costs impact costs lost profit loss of productivity inefficiency costs termination expenses home-office overhead or claims preparation expenses all of which are hereby expressly waived by the Design-Builder The costs to the Design-Builder of preparing and negotiating PCOs ROMs CORs and Claims shall not be reimbursable under the Contract

sect 643 Requests for Additional Time sect 6431 If the Design-Builder wishes to make a request for an increase in the Contract Time notice as provided in Section 641 shall be given The Design-Builderrsquos COR shall include an estimate of cost and of probable effect of delay on progress of the Work In the case of a continuing delay only one COR is necessary Further with requests for additional time the Design-Builder shall submit all of the following without limitation of other requirements under the Contract (a) the Design-Builderrsquos PCO ROM and COR per Section 64 (b) the approved as planned construction schedule in accordance with Section 319 (c) identification and explanation of the basis for (i) the duration start and finish dates of each impacted activity (ii) the successor and predecessor events affected in the construction schedule and (iii) the duration of any leadlags inserted into the construction schedule and the duration-related activity duration and (d) a mark-up construction schedule indicating the causes responsible for changes between the as-planned and as-built schedule and establishing the required cause and effect relationships In the case of an acceleration COR in connection with the exercise of the Ownerrsquos rights to require the Design-Builder to accelerate performance of the Work for which the Design-Builder is entitled to an increase in the Contract Sum pursuant to Section 3193 the Design-Builder also shall submit other documentation for typical acceleration consequences including comparison of anticipated manpower equipment and material utilization increased levels of manpowerovertime and duplicated sets of equipment or materials indicating the acceleration that occurred A detailed explanation of how the planned manpowerequipment levels could have achieved the planned schedule and a comparison of the levels actually consumed in performing the work must be included in the COR

sect 6432 If adverse weather conditions are the basis for a COR for additional time such COR shall be documented by data substantiating that weather conditions were abnormal for the period of time could not have been reasonably anticipated and had an adverse effect on the scheduled construction Only unusual or severe weather conditions for the time of year will be considered as a potential justification for a delay in the completion of the Work and the Design-Builder agrees than an extension of time will only be granted for actual days lost due to adverse weather conditions that are in excess of the normal days lost due to inclement for the given period and then only if the excessive actual days lost due to adverse weather conditions negatively impact the critical path of the Work No extension will be requested for days of adverse weather conditions occurring after the building or buildings are enclosed unless the exterior site work remains on the critical path to construction completion

sect 6433 CORs for increase in the Contract Time shall set forth in detail the circumstances that form the basis for the COR the date upon which each cause of delay began to affect the progress of the Work the date upon which each cause of delay ceased to affect the progress of the Work and the number of daysrsquo increase in the Contract Time claimed as a consequence of each such cause of delay The Design-Builder shall provide such supporting documentation as the Owner may require including where appropriate a revised construction schedule indicating all the activities affected by the circumstances forming the basis of the COR

sect 6434 The Design-Builder shall not be entitled to a separate increase in the Contract Time for each one of the number of causes of delay which may have concurrent or interrelated effects on the progress of the Work

sect 65 Owner Initiated Change Order Request AIA Document A141trade ndash 2014 Copyright copy 2004 and 2014 by The American Institute of Architects All rights reserved WARNING This AIAreg Document is protected by US Copyright Law and International Treaties Unauthorized reproduction or distribution of this AIAreg 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 27 law This draft was produced by AIA software at 124914 on 10132016 under Order No4557176538_1 which expires on 02112017 and is not for resale User Notes (1364347240)

The Owner may issue a request in writing to the Design-Builder describing a proposed change to the Work and requesting the Design-Builder submit an itemized proposal in a format acceptable to the Owner within ten (10) business days after the Owner issues the request The Design-Builderrsquos proposal shall include an analysis of impacts to cost and time if any to perform additional work or delete Work as applicable including the effects and impacts if any on unchanged Work estimates of costs and the Design-Builderrsquos proposed methods to minimize costs delay and disruption to the performance of the Work If the Design-Builder fails to submit a written proposal or request additional time for submitting the proposal within the 10-business day time period then the Owner may send a subsequent written notice to the Design-Builder requesting the Design-Builderrsquos proposal If the Design-Builder fails to submit a written proposal or request for additional time for submitting the proposal within five (5) business days after receipt of such subsequent written notice it shall be presumed that the change described in the Ownerrsquos request for a proposed change will not result in a modification to the Contract Sum or Contract Time and the change shall be performed by the Design-Builder without additional compensation The Ownerrsquos request for a proposed change does not authorize the Design-Builder to commence performance of the change unless otherwise specified in writing If the Owner decides that the proposed change shall be performed the Work shall be authorized according to the Change Order or Change Directive procedures set forth above

sect 65 Design-Builderrsquos Good Faith Review of Requests For Changes The Design-Builder shall make a good faith determination of the validity of the nature and amount of changes requested by the Architect Consultants or Contractors before passing through such requests to the Owner It is the Design-Builderrsquos responsibility to check all such requests for correctness completeness detail and fairness before submitting them to the Owner

ARTICLE 7 OWNERrsquoS RESPONSIBILITIES sect 71 General sect 711 The Owner shall designate in writing one or more representatives who shall have express authority to bind the Owner with respect to all Project matters requiring the Ownerrsquos approval or authorization

sect 712 The Owner shall render decisions in a timely manner and in accordance with the Design-Builderrsquos schedule agreed to by the Owner

sect 72 Information and Services Required of the Owner sect 721 The Owner shall furnish information or services required of the Owner by the Design-Build Documents with reasonable promptness

sect 722 The Owner shall provide to the extent under the Ownerrsquos control and if not required by the Design-Build Documents to be provided by the Design-Builder the results and reports of prior tests inspections or investigations conducted for the Project involving structural or mechanical systems chemical air and water pollution hazardous materials or environmental and subsurface conditions and information regarding the presence of pollutants at the Project site Upon receipt of a written request from the Design-Builder that substantiates the need to the Ownerrsquos reasonable satisfaction the Owner shall also provide surveys describing physical characteristics legal limitations and utility locations for the site of the Project and a legal description of the Project site under the Ownerrsquos control

sect 723 The Owner shall use commercially reasonable efforts to promptly obtain easements zoning variances and legal authorizations or entitlements regarding site utilization where essential to the execution of the Project

sect 724 The Owner shall cooperate with the Design-Builder in securing building and other permits licenses and inspections

sect 725 The services information surveys and reports required to be provided by the Owner under this Agreement shall be furnished at the Owners expense and except as otherwise specifically provided in this Agreement or elsewhere in the Design-Build Documents or to the extent the Owner advises the Design-Builder to the contrary in writing the Design-Builder shall be entitled to rely upon the accuracy and completeness thereof In no event shall the Design-Builder be relieved of its responsibility to exercise proper precautions relating to the safe performance of the Work

sect 726 If the Owner observes or otherwise becomes aware of a fault or defect in the Work or non-conformity with the Design-Build Documents the Owner shall give prompt written notice thereof to the Design-Builder provided AIA Document A141trade ndash 2014 Copyright copy 2004 and 2014 by The American Institute of Architects All rights reserved WARNING This AIAreg Document is protected by US Copyright Law and International Treaties Unauthorized reproduction or distribution of this AIAreg 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 28 law This draft was produced by AIA software at 124914 on 10132016 under Order No4557176538_1 which expires on 02112017 and is not for resale User Notes (1364347240)

however nothing in this Agreement is intended or shall be construed to require the Owner to determine the adequacy accuracy or sufficiency of the Design-Builderrsquos or its Architectrsquos Consultantsrsquo or Contractorsrsquo designs documents or services

sect 727 Prior to the execution of the Design-Build Amendment the Design-Builder may request in writing that the Owner provide reasonable evidence that the Owner has made financial arrangements to fulfill the Ownerrsquos obligations under the Design-Build Documents and the Design-Builderrsquos Proposal Thereafter the Design-Builder may only request such evidence if (1) the Owner fails to make payments to the Design-Builder as the Design-Build Documents require (2) a change in the Work materially changes the Contract Sum or (3) the Design-Builder identifies in writing a reasonable concern regarding the Ownerrsquos ability to make payment when due The Owner shall furnish such evidence as a condition precedent to commencement or continuation of the Work or the portion of the Work affected by a material change After the Owner furnishes the evidence the Owner shall not materially vary such financial arrangements without prior notice to the Design-Builder

sect 728 Except as otherwise provided in the Design-Build Documents or when direct communications have been specially authorized the Owner shall communicate through the Design-Builder with persons or entities employed or retained by the Design-Builder

sect 729 Unless required by the Design-Build Documents to be provided by the Design-Builder the Owner shall upon request from the Design-Builder furnish the services of geotechnical engineers or other consultants for investigation of subsurface air and water conditions when such services are reasonably necessary to properly carry out the design services furnished by the Design-Builder In such event the Design-Builder shall specify the services required Such services may include but are not limited to test borings test pits determinations of soil bearing values percolation tests evaluations of hazardous materials ground corrosion and resistivity tests and necessary operations for anticipating subsoil conditions The services of geotechnical engineer(s) or other consultants shall include preparation and submission of all appropriate reports and professional recommendations

sect 7210 The Owner shall purchase and maintain insurance as set forth in Exhibit B

sect 73 Submittals sect 731 The Owner shall review and approve or take other appropriate action on Submittals Review of Submittals is solely for the Ownerrsquos benefit and is not conducted for the purpose of determining the accuracy and completeness of other details such as dimensions and quantities or for substantiating instructions for installation or performance of equipment or systems or for determining that the Submittals are in conformance with the Design-Build Documents all of which remain the responsibility of the Design-Builder as required by the Design-Build Documents The Ownerrsquos action will be taken in accordance with the submittal schedule approved by the Owner or in the absence of an approved submittal schedule with reasonable promptness while allowing sufficient time in the Ownerrsquos judgment to permit adequate review The Ownerrsquos review of Submittals shall not relieve the Design-Builder of the obligations under Sections 3111 3112 and 523 The Ownerrsquos review shall not constitute approval of safety precautions or unless otherwise specifically stated by the Owner of any construction means methods techniques sequences or procedures The Ownerrsquos approval of a specific item shall not indicate approval of an assembly of which the item is a component

sect 732 Upon review of the Submittals required by the Design-Build Documents the Owner shall notify the Design-Builder of any non-conformance with the Design-Build Documents the Owner discovers

sect 74 Visits to the Project site by the Owner shall not be construed to create an obligation on the part of the Owner to make on-site inspections to check the quality or quantity of the Work

sect 75 The Owner shall not be responsible for the Design-Builderrsquos failure to perform the Work in accordance with the requirements of the Design-Build Documents The Owner shall not have control over or charge of and will not be responsible for acts or omissions of the Design-Builder or any other Design-Builder Parties

sect 76 The Owner has the authority to reject Work that does not conform to the Design-Build Documents The Owner shall have authority to require inspection or testing of the Work in accordance with Section 1552 whether or not such Work is fabricated installed or completed However neither this authority of the Owner nor a decision made in good faith either to exercise or not to exercise such authority shall give rise to a duty or responsibility of the Owner AIA Document A141trade ndash 2014 Copyright copy 2004 and 2014 by The American Institute of Architects All rights reserved WARNING This AIAreg Document is protected by US Copyright Law and International Treaties Unauthorized reproduction or distribution of this AIAreg 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 29 law This draft was produced by AIA software at 124914 on 10132016 under Order No4557176538_1 which expires on 02112017 and is not for resale User Notes (1364347240)

to the Design-Builder the Architect Consultants Contractors material and equipment suppliers their agents or employees or other persons or entities performing portions of the Work sect 77 The Owner shall determine the date or dates of Substantial Completion in accordance with Section 98 and the date of final completion in accordance with Section 910

sect 78 Ownerrsquos Right to Stop Work If the Design-Builder fails to correct Work which is not in accordance with the requirements of the Design-Build Documents as required by Section 112 or persistently fails to carry out Work in accordance with the Design-Build Documents the Owner may issue a written order to the Design-Builder to stop the Work or any portion thereof until the cause for such order has been eliminated however the right of the Owner to stop the Work shall not give rise to a duty on the part of the Owner to exercise this right for the benefit of the Design-Builder or any other person or entity

sect 79 Ownerrsquos Right to Carry Out the Work If the Design-Builder defaults or neglects to carry out the Work in accordance with the Design-Build Documents and fails within twenty-four (24) hours in the event of an emergency threatening imminent harm to person or property or otherwise within a ten-day period after receipt of written notice from the Owner to commence and continue correction of such default or neglect with diligence and promptness the Owner may without prejudice to other remedies the Owner may have correct such deficiencies In such case an appropriate Change Order shall be issued deducting from payments then or thereafter due the Design-Builder the reasonable cost of correcting such deficiencies If payments then or thereafter due the Design-Builder are not sufficient to cover such amounts the Design-Builder shall pay the difference to the Owner

sect 710 Rapid Response to Emergencies If the Design-Builder neglects to prosecute the Work properly or to perform any provision of the Design-Build Documents or does or omits to do anything whereby the safety or proper construction may be endangered or whereby damage or injury may result to person or property then the Owner after twenty-four (24) hoursrsquo written notice to the Design-Builder may but shall not be obligated to without prejudice to any other right or remedy of the Owner take such action as the Owner deems necessary or desirable to endeavor to correct such condition and may deduct the cost thereof from the amounts then due or thereafter due the Design-Builder No action taken by the Owner pursuant to this Section 710 shall affect or diminish any of the Ownerrsquos other rights or remedies under the Agreement at law or in equity nor shall it relieve the Design-Builder from any consequences or liabilities arising from its acts or omissions

sect 711 Extent of Ownerrsquos Rights The Ownerrsquos rights under this Article 7 and elsewhere in the Design-Build Documents are cumulative and not in limitation of any rights of the Owner (i) granted in the Contract Documents (ii) at law or (iii) in equity In no event shall the Owner have control over charge of or any responsibility for the design of the Project or for construction means methods techniques sequences or procedures or for safety precautions and programs in connection with the Work notwithstanding any of the rights and authority granted the Owner in the Design-Build Documents

ARTICLE 8 TIME sect 81 Progress and Completion sect 811 Time limits stated in the Design-Build Documents are of the essence of the Contract By executing the Design-Build Amendment the Design-Builder confirms that the Contract Time is a reasonable period for performing the Work

sect 812 The Design-Builder shall not except by agreement of the Owner in writing commence the Work prior to the effective date of insurance other than property insurance required by this Contract The Contract Time shall not be adjusted as a result of the Design-Builderrsquos failure to obtain insurance required under this Contract

sect 813 The Design-Builder shall proceed expeditiously with adequate forces and shall achieve Substantial Completion within the Contract Time

sect 814 In performing any critical path method (CPM) analysis relating to the Work float or slack time (ldquoFloatrdquo) associated with one chain of activities is defined as the amount of time between earliest start date and latest start date or between earliest finish date and latest finish date for such activities as described in the approved schedule


for the Work including any revisions or updates to the schedule The Project owns the Float which means Float is not for the exclusive use of any of the parties and it serves whoever needs it first as long as it is used in good faith

sect 82 Delays and Extensions of Time sect 821 If the Design-Builder is delayed at any time in the critical path of the Work by an act or neglect of the Owner or of a consultant or separate contractor employed by the Owner or by changes ordered in the Work by the Owner or by labor disputes fire unavoidable casualties or other causes beyond the Design-Builderrsquos control that the Owner in its reasonable judgment determines may justify delay or by delay authorized by the Owner pending mediation and binding dispute resolution then the Contract Time shall be extended by Change Order for such reasonable time as the Owner may determine Adjustments in the Contract Time will be permitted for a delay only to the extent such delay (a) is not caused by the Design-Builder or anyone for whom the Design-Builder is responsible (b) delays the critical path of the Work and is of a duration not less than one (1) day and (c) a PCO is provided to the Owner within ten (10) days after commencement of such delay To the extent the Design-Builder is entitled under the Design-Build Documents to an extension of time due to a delay but the performance of the Work is independently suspended delayed or interrupted by a delay for which the Design-Builder is not entitled to an extension of time the delay shall be deemed to be a Concurrent Delay In the case of a Concurrent Delay the Design-Builder shall be entitled to an extension of the Contract Time but the Design-Builder shall not be entitled to any additional compensation whatsoever during the period of Concurrent Delay

sect 822 Requests for extension of time shall be made in accordance with applicable provisions of Section 64

sect 823 Notwithstanding anything in the Contract to the contrary the Design-Builder shall be permitted an adjustment in the Contract Sum if any excusable delays for which an extension is permitted pursuant to Section 821 above (but not Concurrent Delays) extensions authorized pursuant to a Change Order or Construction Change Directive pursuant to Article 6 hereof andor suspensions by the Owner pursuant to Section 1323 hereof (collectively ldquoExcusable Delaysrdquo) Any adjustment in the Contract Sum under this Section 823 shall be limited to the increase if any of the actual and direct Costs of the Work incurred by the Design-Builder in performing the Work as a result of that portion of any Excusable Delay or Excusable Delays which cause the Contract Time to be extended Without limitation actual and direct costs do not include and the Design-Builder waives any claims for damages or indirect costs

sect 824 While the Design-Builder may schedule completion of all of the Work or portions thereof earlier than the Contract Time the Owner is exempt from liability for and the Design-Builder shall not be entitled to an adjustment of the Contract Sum or to any additional costs or damages including claims for increased or extended General Conditions Costs or any other general requirements costs home office overhead jobsite overhead and management or administrative costs or compensation whatsoever for use of Float or for the Design-Builderrsquos inability to complete the Work earlier than the Contract Time for any reason whatsoever including delay caused by Owner

ARTICLE 9 PAYMENT APPLICATIONS AND PROJECT COMPLETION sect 91 Contract Sum The Contract Sum is stated in the Design-Build Amendment

sect 92 Schedule of Values Where the Contract Sum is based on a stipulated sum or Guaranteed Maximum Price the Design-Builder prior to the first Application for Payment after execution of the Design-Build Amendment shall submit to the Owner a schedule of values allocating the entire Contract Sum to the various portions of the Work and prepared in such form and supported by such data to substantiate its accuracy as the Owner may require The Design-Builder shall submit an updated schedule of values to the Owner with each Application for Payment subject to the Ownerrsquos review and written approval to reflect all approved Change Orders and Change Directives which may have been issued by the Owner during the period covered by the current Application for Payment The original schedule of values and each update thereto shall (a) show any compensation for design services separately (b) include the percentage of completion of each portion of the Work as of the end of the period covered by the Application for Payment the scheduled value of each portion of the Work the balance required to finish each portion of the Work the amount retained with respect to each portion of the Work and such other information as the Owner deems necessary and (c) be supported by such data to substantiate its accuracy as the Owner may require The most recent schedule of values approved by the Owner shall be used as a basis for reviewing the Design-Builderrsquos Applications for Payment


sect 93 Applications for Payment sect 931 At the time established in the Design-Build Amendment therefor the Design-Builder shall submit to the Owner an itemized Application for Payment on form AIA Document G702-1992 with the Continuation Sheet based on AIA Document G703-1992 for completed portions of the Work together with all required supporting documentation and information The application shall be notarized if required and supported by data substantiating the Design-Builderrsquos right to payment as the Owner may require such as copies of requisitions from the Architect Consultants Contractors and material suppliers and shall reflect retainage provided for in the Design-Build Documents

sect 9311 As provided in Section 639 Applications for Payment may include requests for payment on account of changes in the Work that have been properly authorized by Change Directives or by interim determinations of the Owner but not yet included in Change Orders

sect 9312 Applications for Payment shall not include requests for payment for portions of the Work for which the Design-Builder does not intend to pay the Architect Consultant Contractor material supplier or other persons or entities providing services or work for the Design-Builder unless such Work has been performed by others whom the Design-Builder intends to pay

sect 9313 As an express condition precedent to the Ownerrsquos obligation to make any progress payment to the Design-Builder each Application for Payment shall be accompanied by the following all in form and substance satisfactory to the Owner and in compliance with applicable statutes of the State where the Project is located

1 A fully-completed and duly-executed and notarized Application for Payment using AIA Documents G702 and G703 or such other form as is approved by the Owner based on the approved Schedule of Values together with such detail and backup as the Owner deems necessary

2 A duly-executed and notarized unconditional waiver and release of lien and bond claims from the Design-Builder and every Lienor (as defined in Section 71301(18) Florida Statutes) who has performed work or provided labor services equipment or materials to the Project effective through the last date the Owner has paid the Design-Builder

3 A duly-executed and notarized waiver and release of lien and bond claims from the Design-Builder and every Lienor who has performed work or provided labor services or materials to the Project effective through the date of the Design-Builderrsquos current Application for Payment to be paid (which may be conditioned upon receipt of payment of the amount specified in the partial release of lien and bond claims if allowed by the Owner in its sole discretion)

4 Copies of the Architectrsquos and each Consultantrsquos and Contractorrsquos invoice draw request or application for payment for which payment is requested

5 An updated schedule of values and cash flow projections

6 An updated current construction schedule monthly progress report and accident reports for any accidents occurring during the current pay period

7 All new Change Orders executed since the last progress payment if any and the Change Order Log including a list of any Change Orders contemplated or under negotiation at the date of such payment request if any

8 An updated submittal log

9 An updated log of all notices to owner claims against bond and other bond-related notices received by Contractor

10 All required evidence of insurance required by the Design-Build Documents to the extent not previously provided

11 If the Owner has required payment and performance bonds a consent of surety if required by the Owner

12 Delivery tickets andor other documents establishing that all materials equipment and other personal property not yet incorporated into the Project but for which payment is sought are then situated on the Project site and secured in a manner acceptable to Owner

13 For the final site Work draw (a) all as-built drawings and an as-built survey for the site Work prepared in accordance with ALTA-ACSM standards by a properly licensed surveyor showing the location of all site Work improvements constructed on the Project site and showing the location of all water sewer gas and electric lines and mains and all existing utility easements as may be more particularly described in the site plan set for the Project (B) a written certification from a licensed geotechnical engineer that all controlled fills placed on the Project site has been properly placed in


accordance with the Construction Documents and Applicable Laws and (C) copies of all soil reports compaction reports and tests performed by or obtained by the Design-Builder with respect to the Project site and

14 Such other information documentation and materials as the Owner may require

sect 9314 Each Application for Payment shall constitute a certification and representation by the Design-Builder to the Owner that (i) the Work has progressed to the point indicated (ii) the quality of the Work covered by the Application is in accordance with the Design-Build Documents (iii) such Application for Payment represents a just estimate of cost reimbursable to the Design-Builder under the terms of the Design-Build Documents and the Design-Builder is entitled to payment in the amount requested and (iv) such Application for Payment has not been front-end-loaded by the Design-Builder (including placing a value on a line item that is in excess of its cost increasing unit prices on early completed items while decreasing unit prices on later completed ones andor inflating the percentage of completion on line items)

sect 932 Unless otherwise provided in the Design-Build Documents payments shall be made for services provided as well as materials and equipment delivered and suitably stored at the Project site for subsequent incorporation in the Work If approved in advance by the Owner in writing payment may similarly be made for materials and equipment suitably stored off the Project site at a location agreed upon in writing Payment for materials and equipment stored on or off Project the site shall be conditioned upon compliance by the Design-Builder with procedures satisfactory to the Owner to establish the Ownerrsquos title to such materials and equipment or otherwise protect the Ownerrsquos interest and shall include the costs of applicable insurance storage and transportation to the site for such materials and equipment stored off the Project site

sect 933 The Design-Builder warrants that title to all Work other than Instruments of Service covered by an Application for Payment will pass to the Owner no later than the time of payment The Design-Builder further warrants that upon submittal of an Application for Payment all Work for which payment has been previously issued by and received from the Owner shall to the best of the Design-Builderrsquos knowledge information and belief be free and clear of liens claims security interests or encumbrances in favor of the Design-Builder Architect Consultants Contractors material suppliers or other persons or entities entitled to make a claim by reason of having provided labor materials and equipment relating to the Work

sect 934 If any of the Contractors material suppliers or laborers of any tier under the Design-Builder refuse to furnish a release of bond claims required by the Owner payment may be withheld by the Owner on account thereof while the remainder is paid unless and until the Owner receives the required release of bond claims

sect 935 Provided that the Owner has paid to the Design-Builder undisputed amounts due to the Design-Builder the Design-Builder shall defend indemnify and hold the Indemnitees harmless against any liens or claims of lien and shall pay any judgment or lien resulting from any such actions lawsuits or proceedings If any lien or liens are claimed on the Ownerrsquos property by any person as a result of the Work and provided that the Owner has paid undisputed sum due the Design-Builder without limitation of any other obligations such as obligations of the surety under any applicable payment bonds shall cause the lien or liens to be satisfied or transferred to other security in accordance with Applicable Laws and Requirements If the Design-Builder fails to do so within seven (7) days after receiving notice of such lien or claim of lien the Owner may take such action as it deems advisable to protect itself from such lien or claim of lien and the Design-Builder shall pay to the Owner the amounts incurred by the Owner including reasonable attorneysrsquo fees and paralegal fees in taking such protective action Notwithstanding the foregoing Design-Builder agrees that the Owner is a local unit of special purpose government and not an ldquoOwnerrdquo as defined in Section 71301(23) Florida Statutes Therefore as against the Owner or the Ownerrsquos property there are no lien rights available to any person providing materials or services for improvements in connection with the project Contractor shall notify any subcontractors material suppliers or others claiming interest in the work of the existence of the payment and performance bond

sect 94 Payment The Owner shall within seven days after receipt of the Design-Builderrsquos Application for Payment and all required supporting information and documentation issue to the Design-Builder a written notification indicating the amount the Owner determines is properly due and notifying the Design-Builder in writing of the Ownerrsquos reasons for withholding payment in whole or in part as provided in Section 951


sect 95 Decisions to Withhold Payment sect 951 The Owner may withhold a payment in whole or in part to the extent reasonably necessary to protect the Owner due to the Ownerrsquos determination that the Work has not progressed to the point indicated in the Design-Builderrsquos Application for Payment or the quality of the Work is not in accordance with the Design-Build Documents If the Owner disagrees with the amount of the Application the Owner will notify the Design-Builder as provided in Section 94 If the Design-Builder and Owner cannot agree on a revised amount the Owner will issue payment for the amount that the Owner deems to be due and owing within the time for making payment hereunder The Owner may also withhold a payment or because of subsequently discovered evidence may recover from the Design-Builder or offset for payments previously issued to such extent as may be necessary to protect the Owner from loss for which the Design-Builder is responsible because of

1 defective Work including design and construction not remedied

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

3 failure of the Design-Builder to make payments properly to the Architect Consultants Contractors or others for services labor materials or equipment

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

5 damage to the Owner or a separate contractor

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

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

sect 952 When the above reasons for withholding payment are removed payment will be made for amounts previously withheld provided that all other conditions precedent to payment have been satisfied No interest shall be payable to the Design-Builder for amounts withheld pursuant to Section 951

sect 953 If the Owner withholds payment under Section 9513 the Owner may at its sole option issue joint checks to the Design-Builder and to the Architect or any Consultants Contractor material or equipment suppliers or other persons or entities providing services or work for the Design-Builder to whom the Design-Builder failed to make payment for Work properly performed or material or equipment suitably delivered Further the Owner may in its sole discretion issue joint checks to the Design-Builder and to the Architect or any other Consultants Contractor material or equipment suppliers for any reason other than that specified in Section 9513 upon five (5) days prior written notice to the Design-Builder However so long as an absolute and unconditional payment bond meeting the requirements of Section 25505 Florida Statutes is in full force and effect (and has been properly recorded) the Owner will not issue such joint checks to anyone with whom the Design-Builder has a bona fide dispute as to entitlement to such payment if the Design-Builder has notified the Owner in writing of such dispute and requested the Owner not to issue a joint check prior to the Ownerrsquos issuance of such joint check If the Owner makes payments by joint check such amount shall be credited against any payment due to the Design-Builder the Owner shall be relieved and released from the obligation to make such payment to the Design-Builder and the Design-Builder shall reflect such payment on its next Application for Payment Notwithstanding the foregoing in no event shall the Owner have or be deemed to have an obligation to pay or confirm payment to Architect or any Consultants Contractor subcontractor sub-subcontractor or any other person other than the Design-Builder or to issue any joint checks or direct payments The Ownerrsquos reserved right to issue joint checks shall not be construed as imposing any obligation upon the Owner to do so The Ownerrsquos exercise of its right to make payment by joint check to particular Contractors or suppliers shall not be construed as imposing any obligation upon the Owner to make such payments to other Contractors or suppliers The Ownerrsquos exercise of its right to make payments by joint check to some or all Contractors or suppliers during particular pay periods shall not be construed as imposing any obligation upon the Owner to make such payments to such Contractors or suppliers for other pay periods

sect 96 Progress Payments sect 961 The Owner shall make payment of undisputed amounts due in the manner and within the time provided in the Design-Build Documents

sect 962 The Design-Builder shall pay each Architect Consultant Contractor and other person or entity providing services or work for the Design-Builder no later than the time period required by applicable law but in no event more than seven days after receipt of payment from the Owner the amount to which the Architect Consultant Contractor and other person or entity providing services or work for the Design-Builder is entitled reflecting AIA Document A141trade ndash 2014 Copyright copy 2004 and 2014 by The American Institute of Architects All rights reserved WARNING This AIAreg Document is protected by US Copyright Law and International Treaties Unauthorized reproduction or distribution of this AIAreg 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 34 law This draft was produced by AIA software at 124914 on 10132016 under Order No4557176538_1 which expires on 02112017 and is not for resale User Notes (1364347240)

percentages actually retained from payments to the Design-Builder on account of the portion of the Work performed by the Architect Consultant Contractor or other person or entity The Design-Builder shall by appropriate agreement with each Architect Consultant Contractor and other person or entity providing services or work for the Design-Builder require each Architect Consultant Contractor and other person or entity providing services or work for the Design-Builder to make payments to subconsultants and subcontractors in a similar manner

sect 963 The Owner will on request and if practicable furnish to the Architect a Consultant Contractor or other person or entity providing services or work for the Design-Builder information regarding percentages of completion or amounts applied for by the Design-Builder and action taken thereon by the Owner on account of portions of the Work done by such Architect Consultant Contractor or other person or entity providing services or work for the Design-Builder

sect 964 The Owner has the right to request written evidence from the Design-Builder that the Design-Builder has properly paid the Architect Consultants Contractors or other person or entity providing services or work for the Design-Builder amounts paid by the Owner to the Design-Builder for the Work If the Design-Builder fails to furnish such evidence within seven days the Owner shall have the right to contact the Architect Consultants and Contractors to ascertain whether they have been properly paid The Owner shall have no obligation to pay or to see to the payment of money to a Consultant or Contractor except as may otherwise be required by law

sect 965 Design-Builder payments to material and equipment suppliers shall be treated in a manner similar to that provided in Sections 962 963 and 964

sect 966 A progress payment final payment or partial or entire use or occupancy of the Project by the Owner shall not constitute acceptance of Work not in accordance with the Design-Build Documents

sect 967 Unless the Design-Builder provides the Owner with a payment bond in the full penal sum of the Contract Sum payments received by the Design-Builder for Work properly performed by the Architect Consultants Contractors and other person or entity providing services or work for the Design-Builder shall be held by the Design-Builder for the Architect and those Consultants Contractors or other person or entity providing services or work for the Design-Builder for which payment was made by the Owner Nothing contained herein shall require money to be placed in a separate account and not commingled with money of the Design-Builder shall create any fiduciary liability or tort liability on the part of the Design-Builder for breach of trust or shall entitle any person or entity to an award of punitive damages against the Design-Builder for breach of the requirements of this provision

sect 97 Failure of Payment sect 971 If the Owner does not issue a payment of an amount due through no fault of the Design-Builder within the time required by the Design-Build Documents then the Design-Builder may upon seven additional daysrsquo written notice to the Owner stop the Work until payment of the amount owing has been received The Contract Time shall be extended appropriately and the Contract Sum shall be increased by the amount of the Design-Builderrsquos reasonable direct costs of shut-down delay and start-up plus interest as provided for in the Design-Build Documents

sect 972 If the Owner is entitled to reimbursement or payment from the Design-Builder pursuant to the Contract such payment shall be made within fifteen (15) days after the Ownerrsquos written demand (unless a different time for such payment is expressly provided for in the Contract) Notwithstanding anything in the Contract to the contrary if the Design-Builder fails to timely make any payment due the Owner or if the Owner incurs any costs and expenses to cure any default of the Design-Builder or to correct defective Work the Owner shall have the right to offset such amount against the Contract Sum and may elect either to (a) deduct an amount equal to that which the Owner is entitled from any payment then or thereafter due the Contractor from the Owner or (b) issue a written notice to the Contractor reducing the Contract Sum by an amount equal to that which the Owner is entitled

sect 98 Substantial Completion sect 981 Substantial Completion is the stage in the progress of the Work when the Work or designated portion thereof is sufficiently complete in accordance with the Design-Build Documents so that the Owner can lawfully occupy or utilize the Work for its intended use under a temporary certificate of occupancy or its jurisdictional equivalent provided that in the case of a temporary certificate of occupancy any conditions to the issuance of a final certificate of occupancy that are within the Design-Builderrsquos scope of Work to complete are only ldquopunch listrdquo items that the AIA Document A141trade ndash 2014 Copyright copy 2004 and 2014 by The American Institute of Architects All rights reserved WARNING This AIAreg Document is protected by US Copyright Law and International Treaties Unauthorized reproduction or distribution of this AIAreg 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 35 law This draft was produced by AIA software at 124914 on 10132016 under Order No4557176538_1 which expires on 02112017 and is not for resale User Notes (1364347240)

Owner agrees can be included in the list items to be completed or corrected prior to final payment pursuant to Section 982 below The date of Substantial Completion is the date determined by the Owner in accordance with this Section 98

sect 982 When the Design-Builder considers that the Work or a portion thereof which the Owner agrees to accept separately is substantially complete the Design-Builder shall prepare and submit to the Owner a comprehensive list of items to be completed or corrected prior to final payment Failure to include an item on such list does not alter the responsibility of the Design-Builder to complete all Work in accordance with the Design-Build Documents

sect 983 Upon receipt of the Design-Builderrsquos list the Owner shall make an inspection to determine whether the Work or designated portion thereof is substantially complete If the Ownerrsquos inspection discloses any item whether or not included on the Design-Builderrsquos list which is not sufficiently complete in accordance with the Design-Build Documents so that the Owner can lawfully occupy or utilize the Work or designated portion thereof for its intended use the Design-Builder shall before issuance of the Certificate of Substantial Completion complete or correct such item upon notification by the Owner In such case the Design-Builder shall then submit a request for another inspection by the Owner to determine Substantial Completion

sect 984 Prior to issuance of the Certificate of Substantial Completion under Section 985 the Owner and Design-Builder shall discuss and then determine the partiesrsquo obligations to obtain and maintain property insurance following issuance of the Certificate of Substantial Completion

sect 985 When the Work or designated portion thereof is substantially complete the Design-Builder will prepare for the Ownerrsquos signature a Certificate of Substantial Completion that shall upon the Ownerrsquos signature establish the date of Substantial Completion establish responsibilities of the Owner and Design-Builder for security maintenance heat utilities damage to the Work and insurance and fix the time within which the Design-Builder shall finish all items on the list accompanying the Certificate Warranties required by the Design-Build Documents shall commence on the date of Substantial Completion of the Work or designated portion thereof unless otherwise provided in the Certificate of Substantial Completion

sect 986 The Certificate of Substantial Completion shall be submitted by the Design-Builder to the Owner for written acceptance of responsibilities assigned to it in the Certificate Upon the Ownerrsquos acceptance and consent of surety if any the Owner shall make payment of retainage applying to the Work or designated portion thereof as and if required by the Design-Build Amendment Payment shall be adjusted for Work that is incomplete or not in accordance with the requirements of the Design-Build Documents

sect 99 Partial Occupancy or Use sect 991 The Owner may occupy or use any completed or partially completed portion of the Work at any stage when such portion is designated by separate agreement with the Design-Builder provided such occupancy or use is consented to by endorsement or otherwise by the insurer providing property insurance and authorized by public authorities having jurisdiction over the Project Such partial occupancy or use may commence whether or not the portion is substantially complete provided the Owner and Design-Builder have accepted in writing the responsibilities assigned to each of them for payments retainage if any security maintenance heat utilities damage to the Work and insurance and have agreed in writing concerning the period for correction of the Work and commencement of warranties required by the Design-Build Documents When the Design-Builder considers a portion of the Work that the Owner has agreed in writing to accept separately substantially complete the Design-Builder shall prepare and submit a list to the Owner as provided under Section 982 The stage of the progress of the Work shall be determined by written agreement between the Owner and Design-Builder

sect 992 Immediately prior to such partial occupancy or use the Owner and Design-Builder shall jointly inspect the area to be occupied or portion of the Work to be used in order to determine and record the condition of the Work

sect 993 Unless otherwise agreed upon in writing partial occupancy or use of a portion or portions of the Work shall not constitute acceptance of Work not complying with the requirements of the Design-Build Documents

sect 910 Final Completion and Final Payment sect 9101 Upon receipt of the Design-Builderrsquos written notice that the Work is ready for final inspection and acceptance and upon receipt of a final Application for Payment the Owner will promptly make such inspection AIA Document A141trade ndash 2014 Copyright copy 2004 and 2014 by The American Institute of Architects All rights reserved WARNING This AIAreg Document is protected by US Copyright Law and International Treaties Unauthorized reproduction or distribution of this AIAreg 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 36 law This draft was produced by AIA software at 124914 on 10132016 under Order No4557176538_1 which expires on 02112017 and is not for resale User Notes (1364347240)

When the Owner finds the Work acceptable under the Design-Build Documents and the Contract fully performed the Owner will subject to Section 9102 issue final payment in accordance with the Contract

sect 9102 Neither final payment nor any remaining retained percentage shall become due until the Design-Builder submits to the Owner (1) a final Application for Payment (2) a duly executed and notarized final payment affidavit in statutory form affirming amongst other things that payrolls bills for materials and equipment and other indebtedness connected with the Work for which the Owner or the Ownerrsquos property might be responsible or encumbered (less amounts withheld by Owner) have been paid or otherwise satisfied (3) a certificate evidencing that insurance required by the Design-Build Documents to remain in force after final payment is currently in effect (4) a written statement that the Design-Builder knows of no substantial reason that the insurance will not be renewable to cover the period required by the Design-Build Documents (5) consent of surety if any to final payment (6) Record Drawings and Record Documents in the form required by Section 58 (7) manufacturerrsquos warranties product data and maintenance and operations manuals (8) final inspection reports permits and temporary and final certificates of occupancy (9) duly executed and notarized waiver and final release of lien and bond claims in statutory form from the Design-Builder and the Architect and each Consultant and Contractor who has provided labor services or materials (10) a complete list of Contractors and suppliers on the Project including addresses and telephone numbers (11) if required by the Owner other data establishing payment or satisfaction of obligations such as receipts or releases and waivers of liens claims security interests or encumbrances arising out of the Contract to the extent and in such form as may be designated by the Owner and (12) such other information documentation and materials as the Owner and the Ownerrsquos lender may reasonably require If an Architect a Consultant or a Contractor or other person or entity providing services or work for the Design-Builder refuses to furnish a release or waiver required by the Owner the Design-Builder may furnish a bond satisfactory to the Owner to indemnify the Owner against such liens claims security interests or encumbrances If such liens claims security interests or encumbrances remains unsatisfied after payments are made the Design-Builder shall refund to the Owner all money that the Owner may be compelled to pay in discharging such liens claims security interests or encumbrances including all costs and reasonable attorneysrsquo fees

sect 9103 If after Substantial Completion of the Work final completion thereof is materially delayed through no fault of the Design-Builder or by issuance of Change Orders affecting final completion the Owner shall upon application by the Design-Builder and without terminating the Contract make payment of the balance due for that portion of the Work fully completed and accepted If the remaining balance for Work not fully completed or corrected is less than retainage stipulated in the Design-Build Documents and if bonds have been furnished the written consent of surety to payment of the balance due for that portion of the Work fully completed and accepted shall be submitted by the Design-Builder to the Owner prior to issuance of payment Such payment shall be made under terms and conditions governing final payment except that it shall not constitute a waiver of claims

sect 9104 The making of final payment shall constitute a waiver of Claims by the Owner except those arising from 1 liens Claims security interests or encumbrances arising out of the Contract and unsettled 2 failure of the Work to comply with the requirements of the Design-Build Documents or 3 terms of special warranties required by the Design-Build Documents 4 audits performed by the Owner if permitted by the Contract after final payment 5 the Design-Builderrsquos indemnifications made in required by or given in accordance with the Contract

as well as all continuing obligations indicated in the Contract that survive final payment completion and acceptance of the Work or termination or completion of the Contract or termination of the services of Design-Builder as provided in Section 1510 below

sect 9105 Acceptance of final payment by the Design-Builder shall constitute a waiver of claims by the Design-Builder except those previously made in writing and identified by the Design-Builder as unsettled at the time of final Application for Payment

ARTICLE 10 PROTECTION OF PERSONS AND PROPERTY sect 101 Safety Precautions and Programs The Design-Builder shall be responsible for initiating maintaining and supervising all safety precautions and programs in connection with the performance of the Contract


sect 102 Safety of Persons and Property sect 1021 The Design-Builder shall be responsible for precautions for the safety of and reasonable protection to prevent damage injury or loss to

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

2 the Work and materials and equipment to be incorporated therein whether in storage on or off the site under care custody or control of the Design-Builder or any other of the Design-Builder Parties and

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

sect 1022 The Design-Builder shall comply with and give notices required by Applicable Laws and Requirements bearing on safety of persons or property or their protection from damage injury or loss

sect 1023 The Design-Builder shall implement erect and maintain as required by existing conditions and performance of the Contract reasonable safeguards for safety and protection including posting danger signs and other warnings against hazards promulgating safety regulations and notify owners and users of adjacent sites and utilities of the safeguards and protections

sect 1024 When use or storage of explosives or other hazardous materials or equipment or unusual methods are necessary for execution of the Work the Design-Builder shall exercise utmost care and carry on such activities under supervision of properly qualified personnel

sect 1025 The Design-Builder shall promptly remedy damage and loss (other than damage or loss insured under property insurance required by the Design-Build Documents) to property referred to in Sections 10212 and 10213 caused in whole or in part by the Design-Builder the Architect a Consultant a Contractor or anyone directly or indirectly employed by any of them or by anyone for whose acts they may be liable and for which the Design-Builder is responsible under Sections 10212 and 10213 except damage or loss to the extent caused by the acts or omissions of the Owner or anyone employed by the Owner or by anyone for whose acts the Owner may be liable and not attributable to the fault or negligence of the Design-Builder or anyone for whose acts or omissions the Design-Builder may be responsible or liable The foregoing obligations of the Design-Builder are in addition to the Design-Builderrsquos obligations under Section 3114

sect 1026 The Design-Builder shall designate a responsible member of the Design-Builderrsquos organization at the site whose duty shall be the prevention of accidents This person shall be the Design-Builderrsquos superintendent unless otherwise designated by the Design-Builder in writing to the Owner

sect 1027 The Design-Builder shall not permit any part of the construction or Project site to be loaded so as to cause damage or create an unsafe condition

sect 1028 Injury or Damage to Person or Property If the Owner or Design-Builder suffers injury or damage to person or property because of an act or omission of the other or of others for whose acts such party is legally responsible written notice of the injury or damage whether or not insured shall be given to the other party within a reasonable time not exceeding ten (10) days after discovery The notice shall provide sufficient detail to enable the other party to investigate the matter

sect 103 Hazardous Materials sect 1031 The Design-Builder is responsible for compliance with any requirements included in the Design-Build Documents regarding hazardous materials or substances If the Design-Builder encounters a hazardous material or substance not addressed in the Design-Build Documents and if reasonable precautions will be inadequate to prevent foreseeable bodily injury or death to persons resulting from a material or substance including but not limited to asbestos or polychlorinated biphenyl (PCB) encountered on the site by the Design-Builder the Design-Builder shall upon recognizing the condition immediately stop Work in the affected area and report the condition to the Owner in writing

sect 1032 Upon receipt of the Design-Builderrsquos written notice if the Owner intends to have the Design-Builder proceed with the Work in the affected area the Owner shall obtain the services of a licensed laboratory to verify the AIA Document A141trade ndash 2014 Copyright copy 2004 and 2014 by The American Institute of Architects All rights reserved WARNING This AIAreg Document is protected by US Copyright Law and International Treaties Unauthorized reproduction or distribution of this AIAreg 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 38 law This draft was produced by AIA software at 124914 on 10132016 under Order No4557176538_1 which expires on 02112017 and is not for resale User Notes (1364347240)

presence or absence of the material or substance reported by the Design-Builder and in the event such material or substance is found to be present to cause it to be rendered harmless Unless otherwise required by the Design-Build Documents the Owner shall furnish in writing to the Design-Builder the names and qualifications of persons or entities who are to perform tests verifying the presence or absence of such material or substance or who are to perform the task of removal or safe containment of such material or substance The Design-Builder will promptly reply to the Owner in writing stating whether or not the Design-Builder has reasonable objection to the persons or entities proposed by the Owner If the Design-Builder has an objection to a person or entity proposed by the Owner the Owner shall propose another to whom the Design-Builder has no reasonable objection When the material or substance has been rendered harmless Work in the affected area shall resume upon written agreement of the Owner and Design-Builder By Change Order the Contract Time shall be extended appropriately and the Contract Sum shall be increased in the amount of the Design-Builderrsquos reasonable additional direct costs of shut-down delay and start-up

sect 1033 To the fullest extent permitted by law and without waiving the provisions of Section 76828 Florida Statutes the Owner shall indemnify and hold harmless the Design-Builder the Architect Consultants and Contractors and employees of any of them from and against claims damages losses and expenses including but not limited to attorneysrsquo fees arising out of or resulting from performance of the Work in the affected area if in fact the material or substance presents the risk of bodily injury or death as described in Section 1031 and has not been rendered harmless provided that such claim damage loss or expense is attributable to bodily injury sickness disease or death or to injury to or destruction of tangible property (other than the Work itself) except to the extent that such damage loss or expense is due to the fault or negligence of the Design-Builder the Architect Consultants and Contractors or employees of any of them

sect 1034 The Owner shall not be responsible under this Section 103 for materials or substances the Design-Builder brings to the Project site unless such materials or substances are required by the Ownerrsquos Criteria The Owner shall be responsible for materials or substances required by the Ownerrsquos Criteria except to the extent of the Design-Builderrsquos fault or negligence in the use and handling of such materials or substances

sect 1035 The Design-Builder shall indemnify the Owner for the cost and expense the Owner incurs (1) for remediation of a material or substance the Design-Builder brings to the site and negligently or in violation of Applicable Laws and Requirements uses stores disposes or otherwise handles or (2) where the Design-Builder fails to perform its obligations under Section 1031 except to the extent that the cost and expense are due to the Ownerrsquos fault or negligence

sect 1036 If without fault or negligence on the part of the Design-Builder the Design-Builder is held liable by a government agency for the cost of remediation of a hazardous material or substance solely by reason of performing Work as required by the Design-Build Documents the Owner shall indemnify the Design-Builder for all reasonable direct cost and expense thereby incurred

sect 104 Emergencies In an emergency affecting safety of persons or property the Design-Builder shall act at the Design-Builderrsquos reasonable discretion to prevent threatened damage injury or loss

ARTICLE 11 UNCOVERING AND CORRECTION OF WORK sect 111 Uncovering of Work The Owner may request to examine a portion of the Work that the Design-Builder has covered to determine if the Work has been performed in accordance with the Design-Build Documents If such Work is in accordance with the Design-Build Documents the Owner and Design-Builder shall execute a Change Order to adjust the Contract Time and Contract Sum as appropriate If such Work is not in accordance with the Design-Build Documents the costs of uncovering and correcting the Work shall be at the Design-Builderrsquos expense and the Design-Builder shall not be entitled to a change in the Contract Time unless the condition was caused by the Owner or a separate contractor in which event the Owner shall be responsible for payment of such costs and the Contract Time will be adjusted as appropriate

sect 112 Correction of Work sect 1121 Before or After Substantial Completion The Design-Builder shall within twenty-four (24) hours in the event of an emergency threatening imminent harm to person or property or otherwise within seven (7) days of receipt of


notice from the Owner remove from the Project site any Work that the Owner rejects as unsound or improper or in any way fails to conform to the requirements of the Design-Build Documents whether discovered before or after Substantial Completion and whether or not fabricated installed or completed Costs of correcting such rejected Work including additional testing and inspections the cost of uncovering and replacement and compensation for any design consultant employed by the Owner whose expenses and compensation were made necessary thereby shall be at the Design-Builderrsquos expense

sect 1122 After Substantial Completion sect 11221 In addition to the Design-Builderrsquos obligations under Section 3112 if within one year after the date of Substantial Completion of the Work or designated portion thereof or after the date for commencement of warranties established under Section 991 or by terms of an applicable warranty required by the Design-Build Documents any of the Work is found not to be in accordance with the requirements of the Design-Build Documents the Design-Builder shall correct it promptly after receipt of written notice from the Owner to do so unless the Owner has previously given the Design-Builder a written acceptance of such condition The Owner shall give such notice promptly after discovery of the condition During the one-year period for correction of the Work if the Owner fails to notify the Design-Builder and give the Design-Builder an opportunity to make the correction the Owner waives the rights to require correction by the Design-Builder and to make a claim for correction pursuant to this Section 1122 If the Design-Builder fails to commence correction of nonconforming Work within ten (10) days after receipt of notice from the Owner and thereafter diligently prosecute such correction to completion the Owner may correct it in accordance with Section 79

sect 11222 The one-year period for correction of Work shall be extended with respect to portions of Work first performed after Substantial Completion by the period of time between Substantial Completion and the actual completion of that portion of the Work

sect 11223 The one-year period for correction of Work shall not be extended by corrective Work performed by the Design-Builder pursuant to this Section 112

sect 1123 The Design-Builder shall remove from the Project site portions of the Work that are not in accordance with the requirements of the Design-Build Documents and are neither corrected by the Design-Builder nor accepted by the Owner

sect 1124 The Design-Builder shall bear the cost of correcting destroyed or damaged construction of the Owner or separate contractors whether completed or partially completed caused by the Design-Builderrsquos correction or removal of Work that is not in accordance with the requirements of the Design-Build Documents

sect 1125 Nothing contained in this Section 112 shall be construed to establish a period of limitation with respect to other obligations the Design-Builder has under the Design-Build Documents Establishment of the one-year period for correction of Work as described in Section 1122 relates only to the specific obligation of the Design-Builder to correct the Work and has no relationship to the time within which the obligation to comply with the Design-Build Documents may be sought to be enforced nor to the time within which proceedings may be commenced to establish the Design-Builderrsquos liability with respect to the Design-Builderrsquos obligations other than specifically to correct the Work

sect 113 Acceptance of Nonconforming Work If the Owner prefers to accept Work that is not in accordance with the requirements of the Design-Build Documents the Owner may do so instead of requiring its removal and correction in which case the Contract Sum will be reduced as appropriate and equitable Such adjustment shall be effected whether or not final payment has been made

ARTICLE 12 COPYRIGHTS AND LICENSES sect 121 Drawings specifications and other documents furnished by the Design-Builder including those in electronic form are Instruments of Service The Design-Builder and the Architect Consultants Contractors and any other person or entity providing services or work for any of them shall be deemed the authors and owners of their respective Instruments of Service including the Drawings and Specifications and shall retain all common law statutory and other reserved rights including copyrights Submission or distribution of Instruments of Service to meet official regulatory requirements or for similar purposes in connection with the Project is not to be construed AIA Document A141trade ndash 2014 Copyright copy 2004 and 2014 by The American Institute of Architects All rights reserved WARNING This AIAreg Document is protected by US Copyright Law and International Treaties Unauthorized reproduction or distribution of this AIAreg 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 40 law This draft was produced by AIA software at 124914 on 10132016 under Order No4557176538_1 which expires on 02112017 and is not for resale User Notes (1364347240)

as publication in derogation of the reserved rights of the Design-Builder and the Architect Consultants and Contractors and any other person or entity providing services or work for any of them

sect 122 The Design-Builder and the Owner warrant that in transmitting Instruments of Service or any other information the transmitting party is the copyright owner of such information or has permission from the copyright owner to transmit such information for its use on the Project

sect 123 Upon execution of the Agreement the Design-Builder grants to the Owner a perpetual irrevocable and non-exclusive license to reproduce and use the Instruments of Service for purposes of constructing using maintaining altering and adding to the Project The license granted under this section permits the Owner to authorize its consultants and separate contractors to reproduce and use applicable portions of the Instruments of Service solely and exclusively for use in performing services or construction for the Project The license granted to the Owner hereunder shall not be affected in any way by the suspension termination or breach of this Agreement or any dispute between the Owner and the Design-Builder (provided however nothing in this Section 123 shall affect any of the Design-Builderrsquos other rights and remedies provided for in this Agreement)

sect 1231 The Design-Builder shall obtain non-exclusive licenses from the Architect Consultants and Contractors that will allow the Design-Builder to satisfy its obligations to the Owner under this Article 12 to grant to the Owner perpetual irrevocable and non-exclusive license solely and exclusively for purposes of constructing using maintaining altering and adding to the Project

sect 1232 In the event the Owner alters the Instruments of Service without the authorrsquos written authorization or uses the Instruments of Service without retaining the authors of the Instruments of Service the Owner releases the Design-Builder Architect Consultants Contractors and any other person or entity providing services or work for any of them from all claims and causes of action to the extent caused by such uses The Owner to the extent permitted by law and without waiving the provisions of Section 76828 Florida Statutes further agrees to indemnify and hold harmless the Design-Builder Architect Consultants Contractors and any other person or entity providing services or work for any of them from costs and expenses including the cost of defense incurred as a result of claims and causes of action asserted by any third person or entity to the extent such costs and expenses arise from the Ownerrsquos alteration or use of the Instruments of Service under this Section 1232 The terms of this Section 1232 shall not apply if the Owner rightfully terminates this Agreement for cause under Sections 1314 or 1322

sect 1233 In addition to hard copies the Design-Builder shall deliver to the Owner with each submittal to the Owner or at such other times as the Owner may request in a medium approved by the Owner in its sole discretion a digital copy of (a) the most recent Instruments of Service including the Drawings and Specifications prepared by the Design-Builder and its Consultants and Contractors and (b) upon completion of the Project final as-constructed Record Drawings

ARTICLE 13 TERMINATION OR SUSPENSION sect 131 Termination or Suspension Prior to Execution of the Design-Build Amendment sect 1311 If the Owner fails to make payments of amounts due to the Design-Builder for Work prior to execution of the Design-Build Amendment in accordance with this Agreement such failure shall be considered substantial nonperformance and cause for termination or at the Design-Builderrsquos option cause for suspension of performance of services under this Agreement If the Design-Builder elects to suspend the Work the Design-Builder shall give seven daysrsquo written notice to the Owner before suspending the Work In the event of a suspension of the Work the Design-Builder shall have no liability to the Owner for delay or damage caused by the suspension of the Work Before resuming the Work the Design-Builder shall be paid all sums due prior to suspension and any reasonable direct expenses incurred in the interruption and resumption of the Design-Builderrsquos Work The Design-Builderrsquos compensation for and time to complete the remaining Work shall be equitably adjusted

sect 1312 If the Owner suspends the Project the Design-Builder shall be compensated for the Work performed prior to notice of such suspension When the Project is resumed the Design-Builder shall be compensated for reasonable direct Costs of the Work incurred in the interruption and resumption of the Design-Builderrsquos Work The Design-Builderrsquos compensation for and time to complete the remaining Work shall be equitably adjusted


sect 1313 If the Owner suspends the Project for more than 90 cumulative days for reasons other than the fault of the Design-Builder the Design-Builder may terminate this Agreement by giving not less than seven daysrsquo written notice

sect 1314 Either party may terminate this Agreement upon not less than seven daysrsquo written notice should the other party fail substantially to perform in accordance with the terms of this Agreement through no fault of the party initiating the termination

sect 1315 The Owner may terminate this Agreement upon not less than seven daysrsquo written notice to the Design-Builder for the Ownerrsquos convenience and without cause Any termination by the Owner for cause that is later determined not to be justified shall be deemed to have been a termination for convenience

sect 1316 In the event of termination not the fault of the Design-Builder the Design-Builder shall be compensated for Work performed prior to termination together with Reimbursable Expenses then due and any other reasonable direct expenses directly attributable to termination for which the Design-Builder is not otherwise compensated In no event shall the Design-Builderrsquos compensation under this Section 1316 be greater than the compensation set forth in Section 21

sect 132 Termination or Suspension Following Execution of the Design-Build Amendment sect 1321 Termination by the Design-Builder sect 13211 The Design-Builder may terminate the Contract if the Work is stopped for a period of 30 consecutive days through no act or fault of the Design-Builder the Architect a Consultant or a Contractor or their agents or employees or any other persons or entities performing portions of the Work under direct or indirect contract with the Design-Builder for any of the following reasons

1 Intentionally deleted


3 Because the Owner has not issued a payment within the time required by the Contract and has not notified the Design-Builder of the reason for withholding payment as provided in Section 951 or

4 The Owner has failed to furnish to the Design-Builder promptly upon the Design-Builderrsquos request reasonable evidence as required by Section 727

sect 13212 The Design-Builder may terminate the Contract if through no act or fault of the Design-Builder the Architect a Consultant a Contractor or their agents or employees or any other persons or entities performing portions of the Work under direct or indirect contract with the Design-Builder either (a) repeated suspensions delays or interruptions of the entire Work by the Owner as described in Section 1323 constitute in the aggregate more than 100 percent of the total number of days scheduled for completion or 120 days in any 365-day period whichever is less or (b) issuance of an order of a court or public authority having jurisdiction requires all Work to be stopped or an act of government such as a declaration of national emergency requires all Work to be stopped for ninety (90) consecutive days

sect 13213 If one of the reasons described in Section 13211 or 13212 exists the Design-Builder may upon seven daysrsquo written notice to the Owner terminate the Contract and recover from the Owner as the Design-Builderrsquos sole monetary remedy payment for Work executed including reasonable overhead and profit and reasonable direct costs incurred by reason of such termination

sect 13214 If the Work is stopped for a period of 60 consecutive days through no act or fault of the Design-Builder or any other persons or entities performing portions of the Work under contract with the Design-Builder because the Owner has repeatedly failed to fulfill the Ownerrsquos obligations under the Design-Build Documents with respect to matters important to the progress of the Work the Design-Builder may upon seven additional daysrsquo written notice to the Owner terminate the Contract and recover from the Owner as provided in Section 13213

sect 1322 Termination by the Owner For Cause sect 13221 The Owner may terminate the Contract if the Design-Builder

1 fails to submit the Proposal by the date required by this Agreement or if no date is indicated within a reasonable time consistent with the date of Substantial Completion

2 repeatedly refuses or fails to supply an Architect or enough properly skilled Consultants Contractors or workers or proper materials


3 fails to make payment to the Architect Consultants or Contractors for services materials or labor in accordance with their respective agreements with the Design-Builder

4 repeatedly disregards Applicable Laws and Requirements

5 is unable to pay its debts as they mature becomes insolvent files for bankruptcy protection is adjudged a bankrupt or makes a general assignment for the benefit of its creditors or if a receiver is appointed on account of this insolvency or

6 is otherwise guilty of breach of a provision of the Design-Build Documents and fails to cure such breach within the cure period specified in the Contract if any

sect 13222 When any of the above reasons exist the Owner may without prejudice to any other rights or remedies of the Owner and after giving the Design-Builder and the Design-Builderrsquos surety if any seven daysrsquo written notice terminate employment of the Design-Builder or terminate the Design-Builderrsquos right to proceed with the Work under the Design-Build Documents in whole or in part and may subject to any prior rights of the surety

1 Exclude the Design-Builder from the Project site and take possession of all materials equipment tools and construction equipment and machinery thereon owned by the Design-Builder

2 Accept assignment of the Architect Consultant and Contractor agreements pursuant to Section 3115 and

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

sect 13223 When the Owner terminates the Contract for one of the reasons stated in Section 13221 the Design-Builder shall not be entitled to receive further payment until the Work is finished

sect 13224 If the unpaid balance of the Contract Sum exceeds costs of finishing the Work and other damages incurred by the Owner and not expressly waived such excess shall be paid to the Design-Builder If such costs and damages exceed the unpaid balance the Design-Builder shall pay the difference to the Owner The obligation for such payments shall survive termination of the Contract

sect 1323 Suspension by the Owner for Convenience sect 13231 The Owner may without cause order the Design-Builder in writing to suspend delay or interrupt the Work in whole or in part for such period of time as the Owner may determine Upon receipt of a written notice the Design-Builder shall proceed with the orderly cessation of the Work to accomplish such suspension and take steps as well to protect and preserve the Work completed and permit the resumption of the Work if and when directed by the Owner In this regard the Design-Builder shall cooperate with the Owner in good faith and minimize the Cost of Work that accrues during the period of suspension

sect 13232 The Design-Builder shall promptly recommence the Work upon written notice from Owner directing Design-Builder to resume the Work The Contract Sum and Contract Time shall be adjusted for increases in the cost and time caused by suspension delay or interruption as described in Section 13231 Adjustment of the Contract Sum shall include direct Costs of the Work reasonably incurred by the Design-Builder to suspend the Work including costs for demobilization remobilization those general condition costs that will continue to accrue during the period of the suspension and costs required to protect the Work during the suspension The Design-Builder shall cooperate with the Owner in good faith to protect the Work during the period of any suspension and minimize the Cost of Work that accrues during the period of suspension No adjustment shall be made to the extent

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

2 that an equitable adjustment is made or denied under another provision of the Contract

sect 1324 Termination by the Owner for Convenience sect 13241 The Owner may at any time terminate the Contract in whole or in part for the Ownerrsquos convenience and without cause Any termination by the Owner for cause that is later determined not to be justified shall be deemed to have been a termination for convenience

sect 13242 Upon receipt of written notice from the Owner of such termination for the Ownerrsquos convenience the Design-Builder shall

1 cease operations as directed by the Owner in the notice AIA Document A141trade ndash 2014 Copyright copy 2004 and 2014 by The American Institute of Architects All rights reserved WARNING This AIAreg Document is protected by US Copyright Law and International Treaties Unauthorized reproduction or distribution of this AIAreg 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 43 law This draft was produced by AIA software at 124914 on 10132016 under Order No4557176538_1 which expires on 02112017 and is not for resale User Notes (1364347240)

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

3 except for Work directed to be performed prior to the effective date of termination stated in the notice terminate all existing Project agreements including agreements with the Architect Consultants Contractors and purchase orders and enter into no further Project agreements and purchase orders

4 transfer title and deliver to Owner of Work in progress specialized equipment necessary to perform the Work Record Drawings and Record Documents and

5 except for Work directed by the Owner to be performed incur no further costs or expenses

sect 13243 In case of such termination for the Ownerrsquos convenience the Design-Builder shall be entitled to receive payment for Work executed and reasonable direct costs incurred by reason of such termination

sect 1325 If the Owner terminates the Contract for cause (as distinguished from termination for its convenience) and it shall be determined that the Ownerrsquos termination was unjustified such termination shall be deemed to have been a termination for the Ownerrsquos convenience under Section 1324 hereof and the Design-Builderrsquos sole rights remedy and recourse shall be governed and determined by this Section 1324

ARTICLE 14 CLAIMS AND DISPUTE RESOLUTION sect 141 Claims sect 1411 Definition A ldquoClaimrdquo is a demand or assertion by one of the parties seeking as a matter of right payment of money or other relief with respect to the terms of the Contract provided however a request for a Change Order shall not constitute a Claim (and a request for a Change Order shall be governed by the provisions of Article 6 hereof) The term ldquoClaimrdquo also includes other disputes and matters in question between the Owner and Design-Builder arising out of or relating to the Contract The responsibility to substantiate Claims shall rest with the party making the Claim

sect 1412 Time Limits on Claims The Owner and Design-Builder shall commence all claims and causes of action whether in contract tort breach of warranty or otherwise against the other arising out of or related to the Contract in accordance with the requirements of the binding dispute resolution method selected in Section 13 within the time period specified by applicable law

sect 1413 Notice of Claims sect 14131 Prior To Final Payment Prior to Final Payment Claims by either the Owner or Design-Builder must be initiated by written notice to the other party within 21 days after occurrence of the event giving rise to such Claim or within 21 days after the claimant first recognizes the condition giving rise to the Claim whichever is later Denial in whole or part of a COR submitted in accordance with Section 64 shall be deemed the occurrence of the event giving rise to a Claim for any adjustment of the Contract Sum or Contract Time sought in the COR but denied in whole or in part

sect 14132 Claims Arising After Final Payment After Final Payment Claims by either the Owner or Design-Builder that have not otherwise been waived pursuant to Sections 9104 or 9105 must be initiated by prompt written notice to the other party The notice requirement in Section 14131 and the Initial Decision requirement as a condition precedent to mediation in Section 1421 shall not apply

sect 1414 Continuing Contract Performance Pending final resolution of a Claim except as otherwise agreed in writing or as provided in Section 97 and Article 13 the Design-Builder shall proceed diligently with performance of the Contract and the Owner shall continue to make payments of undisputed amounts in accordance with the Design-Build Documents

sect 1415 Intentionally Deleted

sect 1416 Intentionally Deleted sect 14161 Intentionally deleted



sect 1417 Claims for Consequential Damages The Design-Builder and Owner waive Claims against each other for the following consequential damages arising out of or relating to this Contract

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

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

This mutual waiver is applicable without limitation to all consequential damages due to either partyrsquos termination in accordance with Article 13 Nothing contained in this Section 1417 shall be deemed to preclude an award of liquidated damages when applicable in accordance with the requirements of the Design-Build Documents Additionally and notwithstanding anything in the Contract to the contrary the parties expressly acknowledge and agree that this waiver of claims for consequential damages does not apply to any (i) damages liabilities costs or expenses recoverable from insurance required to be maintained pursuant to the Contract and (ii) third-party claims for which the Design-Builder has an indemnification obligation under the Contract

sect 142 Initial Decision sect 1421 An initial decision shall be required as a condition precedent to mediation of all Claims between the Owner and Design-Builder initiated prior to the date final payment is due excluding those arising under Sections 103 and 104 of the Agreement and Sections B329 and B3210 of Exhibit B to this Agreement unless 30 days have passed after the Claim has been initiated with no decision having been rendered Unless otherwise mutually agreed in writing the Owner shall render the initial decision on Claims

sect 1422 Procedure sect 14221 Claims Initiated by the Owner If the Owner initiates a Claim the Design-Builder shall provide a written response to Owner within ten days after receipt of the notice required under Section 14131 Thereafter the Owner shall render an initial decision within ten days of receiving the Design-Builderrsquos response (1) withdrawing the Claim in whole or in part (2) approving the Claim in whole or in part or (3) suggesting a compromise

sect 14222 Claims Initiated by the Design-Builder If the Design-Builder initiates a Claim the Owner will take one or more of the following actions within ten days after receipt of the notice required under Section 14131 (1) request additional supporting data (2) render an initial decision rejecting the Claim in whole or in part (3) render an initial decision approving the Claim (4) suggest a compromise or (5) indicate that it is unable to render an initial decision because the Owner lacks sufficient information to evaluate the merits of the Claim

sect 1423 In evaluating Claims the Owner may but shall not be obligated to consult with or seek information from persons with special knowledge or expertise who may assist the Owner in rendering a decision The retention of such persons shall be at the Ownerrsquos expense

sect 1424 If the Owner requests the Design-Builder to provide a response to a Claim or to furnish additional supporting data the Design-Builder shall respond within ten days after receipt of such request and shall either (1) provide a response on the requested supporting data (2) advise the Owner when the response or supporting data will be furnished or (3) advise the Owner that no supporting data will be furnished Upon receipt of the response or supporting data if any the Owner will either reject or approve the Claim in whole or in part

sect 1425 The Ownerrsquos initial decision shall (1) be in writing (2) state the reasons therefor and (3) identify any change in the Contract Sum or Contract Time or both The initial decision shall be final and binding on the parties but subject to mediation and if the parties fail to resolve their dispute through mediation to binding dispute resolution

sect 1426 Either party may file for mediation of an initial decision at any time



sect 1427 In the event of a Claim against the Design-Builder the Owner may but is not obligated to notify the surety if any of the nature and amount of the Claim If the Claim relates to a possibility of a Design-Builderrsquos default the Owner may but is not obligated to notify the surety and request the suretyrsquos assistance in resolving the controversy

sect 1428 If a Claim relates to or is the subject of a mechanicrsquos lien the party asserting such Claim may proceed in accordance with applicable law to comply with the lien notice or filing deadlines

sect 143 Mediation sect 1431 Claims disputes or other matters in controversy arising out of or related to the Contract except those waived as provided for in Sections 9104 9105 and 1417 shall be subject to mediation as a condition precedent to binding dispute resolution

sect 1432 The parties shall endeavor to resolve their Claims by mediation which unless the parties mutually agree otherwise shall be administered by the American Arbitration Association in accordance with its Construction Industry Mediation Procedures in effect on the date of the Agreement A request for mediation shall be made in writing delivered to the other party to the Contract and filed with the person or entity administering the mediation The request may be made concurrently with the filing of binding dispute resolution proceedings but in such event mediation shall proceed in advance of binding dispute resolution proceedings which shall be stayed pending mediation for a period of 60 days from the date of filing unless stayed for a longer period by agreement of the parties or court order

sect 1433 The parties shall share the mediatorrsquos fee and any filing fees equally The mediation shall be held in the place where the Project is located unless another location is mutually agreed upon Agreements reached in mediation shall be enforceable as settlement agreements in any court having jurisdiction

sect 144 Waiver of Jury Trial THE OWNER AND THE DESIGN-BUILDER HEREBY WAIVE TRIAL BY JURY IN ANY ACTION PROCEEDING OR COUNTERCLAIM INVOLVING ANY MATTER WHATSOEVER ARISING OUT OF OR IN ANY WAY CONNECTED WITH (A) THIS AGREEMENT OR THE DESIGN-BUILD DOCUMENTS (B) THE PROJECT (C) THE WORK (D) ANY COURSE OF CONDUCT COURSE OF DEALING STATEMENTS (WHETHER VERBAL OR WRITTEN) OR (E) ANY ACTION OF EITHER PARTY This waiver is intended to and does encompass each instance and each issue as to which the right to a jury trial would otherwise accrue This waiver shall apply to this Agreement and any future amendments supplements or modifications hereto





sect 1444 Attorneysrsquo Fees and Costs In any suit action or other proceeding including arbitration or bankruptcy arising out of or in any manner relating to this Agreement the Design-Build Documents or the Project including (a) the enforcement or interpretation of either partyrsquos rights or obligations under this Agreement or the Design-Build Documents whether in contract tort or both or (b) the declaration of any rights or obligations under this Agreement or the Design-Build Documents the prevailing party as determined by the court or arbitrator shall be entitled to recover from the losing party Attorneysrsquo Fees For purposes of this paragraph ldquoAttorneysrsquo Feesrdquo shall mean all reasonable fees and disbursements (including disbursements that would not otherwise be taxable as costs in the proceeding) which are incurred by a party including without limitation all legal assistantsrsquo paralegalsrsquo law clerksrsquo and expertsrsquo fees and all fees incurred through all post award or judgment and appellate levels and in connection with arbitration bankruptcy and collection proceedings (post judgment and otherwise)


sect 14442 Intentionally deleted AIA Document A141trade ndash 2014 Copyright copy 2004 and 2014 by The American Institute of Architects All rights reserved WARNING This AIAreg Document is protected by US Copyright Law and International Treaties Unauthorized reproduction or distribution of this AIAreg 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 46 law This draft was produced by AIA software at 124914 on 10132016 under Order No4557176538_1 which expires on 02112017 and is not for resale User Notes (1364347240)


sect 145 Chapter 558 Florida Statutes Opt-Out THE PARTIES AGREE THAT THE PROVISIONS OF CHAPTER 558 FLORIDA STATUTES SHALL NOT APPLY TO THIS AGREEMENT ANY DESIGN-BUILD DOCUMENTS OR ANY DISPUTE RELATING TO THE PROJECT

ARTICLE 15 MISCELLANEOUS PROVISIONS sect 151 Governing Law The Contract shall be governed by the law of the place where the Project is located without regard to its choice of law provisions

sect 152 Successors and Assigns sect 1521 The Owner and Design-Builder respectively bind themselves their partners successors assigns and legal representatives to the covenants agreements and obligations contained in the Design-Build Documents Except as provided in Section 1522 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 such assignment shall be void and that party shall nevertheless remain legally responsible for all obligations under the Contract Further the Design-Builder may not assign any monies due to it under the Contract without the prior written consent of the Owner

sect 1522 The Owner may without consent of the Design-Builder assign the Contract to a lender providing construction financing for the Project if the lender assumes the Ownerrsquos rights and obligations under the Design-Build Documents The Design-Builder shall execute all consents reasonably required to facilitate such assignment

sect 1523 If the Owner requests the Design-Builder Architect Consultants or Contractors to execute certificates other than those required by Section 3110 the Owner shall submit the proposed language of such certificates for review at least 14 days prior to the requested dates of execution If the Owner requests the Design-Builder Architect Consultants or Contractors to execute consents reasonably required to facilitate assignment to a lender the Design-Builder Architect Consultants or Contractors shall execute all such consents that are consistent with this Agreement provided the proposed consent is submitted to them for review at least 14 days prior to execution The Design-Builder Architect Consultants and Contractors shall not be required to execute certificates or consents that would require knowledge services or responsibilities beyond the scope of their services

sect 153 Written Notice sect 1531 Except as otherwise provided in Section 1532 where the Design-Build Documents require one party to notify or give notice to the other party such notice shall be provided in writing to the designated representative of the party noted on the first page of the Agreement and with respect to the Owner with a copy to Babcock Property Holdings LLC 42850 Crescent Loop Suite 200 Babcock Ranch Florida 33982 Attn John Broderick Email jbroderickkitsonpartnerscom (or such other person as a party may later designate in writing in accordance with the provisions of this Section) to whom the notice is addressed and shall be deemed to have been duly served if delivered in person by mail by courier or by electronic transmission

sect 1532 Notice of Claims as provided in Section 1413 default or termination shall be provided in writing and shall be deemed to have been duly served only if delivered to the designated representative of the party to whom the notice is addressed by certified or registered mail or by courier providing proof of delivery Any notice delivered pursuant to this Section 1532 to be valid must also be sent to

Hopping Green amp Sams PA 119 S Monroe Street Suite 300 Tallahassee Florida 32301 Attn Jonathan T Johnson Email jonathanjhgslawcom

With copy to GCOfficeKitsonPartnerscom


sect 154 Rights and Remedies sect 1541 Duties and obligations imposed by the Design-Build Documents and rights and remedies available thereunder shall be in addition to and not a limitation of duties obligations rights and remedies otherwise imposed or available by law

sect 1542 No action or failure to act by the Owner or Design-Builder shall constitute a waiver of a right or duty afforded them under the Contract nor shall such action or failure to act constitute approval of or acquiescence in a breach thereunder except as may be specifically agreed in writing

sect 155 Tests and Inspections sect 1551 Tests inspections and approvals of portions of the Work shall be made as required by the Design-Build Documents and by Applicable Laws and Requirements Unless otherwise provided the Design-Builder shall make arrangements for such tests inspections and approvals with an independent testing laboratory or entity acceptable to the Owner or with the appropriate public authority and shall bear all related costs of tests inspections and approvals The Design-Builder shall give the Owner timely notice of when and where tests and inspections are to be made so that the Owner may be present for such procedures The Owner shall bear costs of (1) tests inspections or approvals that do not become requirements until after bids are received or negotiations concluded and (2) tests inspections or approvals where Applicable Laws and Requirements prohibit the Owner from delegating their cost to the Design-Builder

sect 1552 If the Owner determines that portions of the Work require additional testing inspection or approval not included under Section 1551 the Owner will instruct the Design-Builder to make arrangements for such additional testing inspection or approval by an entity acceptable to the Owner and the Design-Builder shall give timely notice to the Owner of when and where tests and inspections are to be made so that the Owner may be present for such procedures Such costs except as provided in Section 1553 shall be at the Ownerrsquos expense

sect 1553 If such procedures for testing inspection or approval under Sections 1551 and 1552 reveal failure of the portions of the Work to comply with requirements established by the Design-Build Documents all costs made necessary by such failure shall be at the Design-Builderrsquos expense

sect 1554 Required certificates of testing inspection or approval shall unless otherwise required by the Design-Build Documents be secured by the Design-Builder and promptly delivered to the Owner

sect 1555 If the Owner is to observe tests inspections or approvals required by the Design-Build Documents the Owner will do so promptly and where practicable at the normal place of testing

sect 1556 Tests or inspections conducted pursuant to the Design-Build Documents shall be made promptly to avoid unreasonable delay in the Work

sect 156 Confidential Information If the Owner or Design-Builder transmits Confidential Information the transmission of such Confidential Information constitutes a warranty to the party receiving such Confidential Information that the transmitting party is authorized to transmit the Confidential Information If a party receives Confidential Information the receiving party shall keep the Confidential Information strictly confidential and shall not disclose it to any other person or entity except as set forth in Section 1561

sect 1561 A party receiving Confidential Information may disclose the Confidential Information as required by law including but not limited to Section 1190701 Florida Statutes or court order including a subpoena or other form of compulsory legal process issued by a court or governmental entity A party receiving Confidential Information may also disclose the Confidential Information to its employees consultants or contractors in order to perform services or work solely and exclusively for the Project provided those employees consultants and contractors are subject to the restrictions on the disclosure and use of Confidential Information as set forth in this Contract

sect 157 Capitalization Terms capitalized in the Contract include those that are (1) specifically defined (2) the titles of numbered articles or (3) the titles of other documents published by the American Institute of Architects


sect 158 Interpretation sect 1581 In the interest of brevity the Design-Build Documents frequently omit modifying words such as ldquoallrdquo and ldquoanyrdquo and articles such as ldquotherdquo and ldquoanrdquo but the fact that a modifier or an article is absent from one statement and appears in another is not intended to affect the interpretation of either statement

sect 1582 Unless otherwise stated in the Design-Build Documents words which have well-known technical or construction industry meanings are used in the Design-Build Documents in accordance with such recognized meanings sect 1583 The invalidity of any provision of the Design-Build Documents shall not invalidate the Contract or its remaining provisions If it is determined that any provision of the Design-Build Documents violates any law or is otherwise invalid or unenforceable then that provision shall be revised to the extent necessary to make that provision legal and enforceable In such case the Design-Build Documents shall be construed to the fullest extent permitted by law to give effect to the partiesrsquo intentions and purposes in executing the Contract

sect 1584 The failure of a party to insist in any one or more instances upon the performance of any of the terms covenants or conditions of this Agreement or to exercise any right herein shall not be construed as a waiver or relinquishment of such term covenant condition or right as respects further performance No approval consent or waiver by the Owner shall be effective unless it is in writing and then only to the extent specifically stated Each of the individuals executing this Agreement represent and warrant that he or she has been duly authorized by the respective party on whose behalf he or she is executing this Agreement to execute this Agreement on such partyrsquos behalf and that once executed by him or her this Agreement shall be valid and binding upon such party This Agreement has been negotiated by the parties with the advice of counsel Therefore this Agreement shall not be interpreted more strictly against one party than the other including by virtue of one party having drafted some or all of this Agreement The singular shall include the plural the plural the singular and the use of any gender shall include all genders Caption headings are included for ease of use only and shall not be utilized for purposes of interpreting the provisions of this Agreement All Section and Article references in this Agreement are to Articles and Sections of this Agreement unless expressly stated otherwise

sect 159 Independent Contractor The relationship of the Design-Builder to the Owner shall be that of an independent contractor Nothing herein shall be construed to make Design-Builder the agent servant or employee of the Owner or create any partnership joint venture or other association

sect 1510 Survival All of the Design-Builderrsquos representations indemnifications warranties and guarantees made in required by or given in accordance with the Design-Build Documents as well as all continuing obligations indicated in the Design-Build Documents will survive final payment completion and acceptance of the Work or termination or completion of the Contract or termination of the services of the Design Builder

sect 1511 Lender Provisions The Owner may elect to finance the Project with a loan from one or more lenders (each a ldquoLenderrdquo) The Design-Builder agrees to use its best efforts to comply with the requirements of the Ownerrsquos Lenders that bear upon the performance of the Work The Design-Builder shall also

1 Make the site of the Work available at reasonable times for inspection by the Ownerrsquos Lenders and their representatives

2 Consent to and execute all commercially reasonable documents reasonably requested by the Owner in connection with the assignment of this Agreement and the Drawings and Specifications to its Lenders for collateral purposes and

3 Promptly furnish the Owner with information documents and materials that the Owner may reasonably request from time to time in order to comply with the requirements of its Lenders

sect 1512 Additional Representations and Warranties The Design-Builder represents and warrants to the Owner the following

1 The Design-Builder is and will remain professionally qualified to act as the Design-Builder for the Project

2 The Design-Builder shall obtain and maintain any and all governmental approvals necessary for the performance of the Work


3 The Design-Builder has become and will remain familiar with all of the Design-Build Documents the Project site and the local conditions under which the Project is to be designed constructed and operated

4 The Design-Builder has the capability and experience including sufficient qualified and competent supervisory personnel to efficiently and timely perform and complete the Work required under this Agreement and the

shall not be changed unless (i) the Owner exercises its right of removal (ii) the Owner gives express

Design-Builder will continuously furnish sufficient personnel to progress and perform the Work in a timely and proper manner

5 The parties agree that the individuals named in Exhibit E attached hereto and incorporated herein shall perform those functions indicated therein The individuals and functions listed in Exhibit E

prior written authorization for such change or (iii) any such individual ceases to be employed or retained by the Design-Builder In any such case the Design-Builder shall promptly assign to the Project a replacement reasonably acceptable to the Owner

6 The Design-Builder shall comply with and shall cause the Architect and all Consultants Contractors and other persons for whom the Design-Builder is responsible to comply with all Applicable Laws and Requirements relating to the observance and performance of the Work and the transactions contemplated by this Agreement

7 The Design-Builder shall comply with and shall cause the Architect and all Consultants Contractors and other persons for whom the Design-Builder is responsible to comply with all rules regulations policies and procedures of the Owner relating to the Project site prior notice of which is provided to the Design-Builder including without limitation safety rules regulations policies and programs personnel practices in the work place and fitness for duty requirements including but not limited to its policy on drugs and alcohol Any such rules regulations policies and procedures enacted after the date of this Agreement will not be inconsistent with the terms of this Agreement and the Design-Build Documents nor will they impose requirements that will (a) result in an increase in the Cost of the Work or (b) require additional time to complete the Work without the need for overtime that has not been planned for by Design-Builder or its Architect Consultants or Contractors prior to receipt of such rules regulations policies and procedures If any such newly enacted rules regulations policies or procedure are inconsistent with this Agreement or the Design-Build Documents or would result in an increase in the Cost of the Work or the time required to complete the Work then the same will be the basis for a COR

8 The Design-Builder assumes full responsibility to the Owner for the acts defaults errors omissions or negligence of its employees officers agents representatives and other personnel the Architect Consultants Contractors and other persons or entities employed or retained by it or them in connection with the performance of the Work

9 All persons furnishing labor to progress and performing the Work under the Design-Build Documents must be competent to perform the tasks undertaken the product of such labor will yield only first-class results the materials and equipment furnished will be of good quality and new and the Work will be of good quality free from faults and defects and in strict conformance with the Design-Build Documents Any and all Work not strictly conforming to these requirements will be considered faulty and defective

10 If at any time during the course of the Project the Owner determines that any member of the Design-Builderrsquos the Architectrsquos or any Contractorrsquos or Consultantrsquos staff working on the Project is engaged in illegal dangerous or unsatisfactory behavior including without limitation any non-compliance with Applicable Laws and Requirements or any of the rules regulations policies or procedures of the Owner the Owner may require the Design-Builder to remove such staff member from the Project immediately and replace the staff member at no cost or penalty to the Owner for costs delays or inefficiencies the change may cause

11 The Contractor shall assume all duties under this Agreement as an independent contractor and in no event shall this be considered an agreement of employment partnership or agency The Owner shall have no control or supervision over the particular manner or method by which the Contractor accomplishes the performance of any Work such matters being in the exclusive charge and control of the Design-Builder

The representations and warranties enumerated in this section operate in addition to and shall in no way supersede limit or restrict any other duty responsibility covenant agreement representation or warranty express or implied created by the Design-Build Documents or otherwise by Applicable Law and Requirements AIA Document A141trade ndash 2014 Copyright copy 2004 and 2014 by The American Institute of Architects All rights reserved WARNING This AIAreg Document is protected by US Copyright Law and International Treaties Unauthorized reproduction or distribution of this AIAreg 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 50 law This draft was produced by AIA software at 124914 on 10132016 under Order No4557176538_1 which expires on 02112017 and is not for resale User Notes (1364347240)

sect 1513 Proprietary Materials No information related to the Project or related to the Owner (excluding information already generally available to the public) shall be released by the Design-Builder nor shall the Design-Builder otherwise identify the Owner or use the Ownerrsquos name or marks refer to or identify the Owner either before or after completion of the Project whether for publication marketing advertising publicity purposes or otherwise including without limitation in any releases interviews announcements customer listings testimonials or similar materials without the express prior written consent of the Owner Signs and advertisements of the Design-Builder the Architect Contractors Consultants or any of their agents employees or representatives will not be allowed on the Project site or any building or structure thereon without the express prior written consent of the Owner Notwithstanding the foregoing the Design-Builder may disclose such Project-related information to its auditors lenders sureties attorneys insurance advisors and other professional representatives as may be necessary to perform its obligations hereunder and comply with Applicable Laws and Requirements and may also identify the Project in its corporate resume provided that the financial details of the Agreement are not revealed

sect 1514 Confidential Information The Design-Builder will hold in confidence and will not disclose and will cause its Architect Contractors Consultants and all of their respective employees agents representatives and all other third-parties for whom the Design-Builder is responsible to hold in confidence and not disclose information concerning this Agreement the Work and the Owner (including without limitation information concerning the Ownerrsquos business financial condition operations assets properties liabilities non-public information proprietary information and other confidential information) all of such information being ldquoConfidential Informationrdquo Notwithstanding the foregoing (i) the Design-Builder may disclose such Project-related information to its auditors lenders sureties attorneys insurance advisors and other professional representatives as may be necessary to perform its obligations hereunder and comply with Applicable Laws and Requirements and (ii) the obligations of this provision shall not extend to information that is now or hereafter becomes available to the public other than as a result of disclosure by the Design-Builder the Architect Consultants Contractors or any of their respective employees consultants agents representatives and all other third-parties for whom the Design-Builder is responsible in violation of this Agreement If the Design-Builder is requested by any governmental or regulatory authority to disclose any Confidential Information the Design-Builder shall give the Owner prompt notice of such request so that the Owner may seek an appropriate protective order The obligations of the Design-Builder under this section shall survive the termination of this Agreement

sect 1515 Ethics Neither the Design-Builder nor any partner director employee or agent of the Design-Builder as applicable nor any of the Architect Consultants Contractors or any partner director employee or agent of any of them shall without specific advance written authorization of the Owner

1 Commissions Give or receive any commission fee rebate gift or entertainment of significant cost or value to any person or entity in connection with or as a result of the execution of this Agreement or the Design-Builderrsquos performance of the Work

2 Business Dealings with Affiliates Enter into any business arrangement with any employee of the Owner or any affiliate of the Owner other than as a representative of the Owner or such affiliate in accordance with this Agreement and with the prior written approval of the Owner

3 Gratuities Make any payment or give or promise anything of value to any government or quasi-government official including without limitation any officer or employee of any government department agency governing body board commission or instrumentality to influence any decision including any decision to award a contract obtain an entitlement or to gain any other advantage for the Owner or the Design-Builder or

4 Conflict of Interest Engage in any employment or enter into any contract or agreement which conflicts with the Design-Builderrsquos obligations under this Agreement or either individually or in association with any other individual or entity acquire property or rights to acquire property or perform services or engage in any activities which will either directly or indirectly conflict or compete with the Ownerrsquos businesses or interests

The Design-Builder shall notify the Owner immediately of any violation of this Section 1515 In the event of a violation of subsection 1 above the Design-Builder shall pay to the Owner any and all amounts received by the Design-Builder or any other individual or entity described above in violation of subsection 1 however such payment shall not limit or operate as a waiver of any other legal or equitable rights which the Owner may have against the Design-Builder at law in equity or under this Agreement including without limitation the right to seek punitive damages for such violation AIA Document A141trade ndash 2014 Copyright copy 2004 and 2014 by The American Institute of Architects All rights reserved WARNING This AIAreg Document is protected by US Copyright Law and International Treaties Unauthorized reproduction or distribution of this AIAreg 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 51 law This draft was produced by AIA software at 124914 on 10132016 under Order No4557176538_1 which expires on 02112017 and is not for resale User Notes (1364347240)

sect 1516 The Design-Builder specifically warrants and agrees it (i) shall not knowingly hire or continue to employ aliens not authorized to work in the United States (ii) has and shall continue to verify the employment documentation specified in the Immigration Act and (iii) has and shall properly complete and retain the US Citizenship and Immigration Servicersquos Form I-9 for all its employees covered by the Immigration Act Accordingly the Design-Builder agrees to defend indemnify and hold the Owner free and harmless from and against any claims or charges asserted or filed against the Owner and any judgments fines penalties and assessments entered against the Owner arising from or as the result of the employment or engagement of any person inconsistent with the foregoing covenants or the laws of the United States

ARTICLE 16 SCOPE OF THE AGREEMENT sect 161 This Agreement is comprised of the following documents listed below

1 AIA Document A141tradendash2014 Standard Form of Agreement Between Owner and Design-Builder

2 AIA Document A141tradendash2014 Exhibit A Design-Build Amendment if executed

3 AIA Document A141tradendash2014 Exhibit B Insurance and Bonds

4 AIA Document A141tradendash2014 Exhibit C Sustainable Projects if completed

5 AIA Document E203tradendash2013 Building Information Modeling and Digital Data Exhibit if completed or the following

laquo raquo

6 Other

laquoExhibit D Ownerrsquos Criteria Exhibit E Key Personnel Addendum to Contractraquo

sect 162 Order of Precedence In the event of any conflict discrepancies or inconsistencies between the Design-Build Documents unless otherwise agreed by the parties in writing the conflict will be resolved in accordance with following order of precedence

(a) Duly executed Modifications including Change Orders and Change Directives with those of a later date having precedence over those of an earlier date

(b) This Agreement not including the Exhibits which are addressed below (c) The Drawings provided that precedence shall be given to Drawings of a larger scale over those of a

smaller scale noted dimensions on the Drawings shall control over scaled dimensions and noted materials shall control over graphic indications

(d) The Specifications (e) The other Exhibits to this Agreement with more stringent requirements thereof taking precedence over any

less stringent requirements such that in the event of conflicts the Contractor shall provide the higher level of service or quality of materials that has been specified and

(f) All other Design-Build Documents if any

sect 163 Counterparts This Agreement may be executed in counterparts a complete set of such executed counterparts shall constitute the same Agreement and the signature of any party to any counterpart shall be deemed as signature to and may be appended to another counterpart For purposes of executing this Agreement a document signed and transmitted by facsimile or by emailed PDF scan shall be treated as an original document The signature of any party on a faxed or emailed PDF scanned version of this Agreement shall be considered as an original signature and the document transmitted shall be considered to have the same binding legal effect as if it were originally signed At the request of either party any facsimile or PDF scanned document shall be re-executed by both parties in original form No party to this Agreement may raise the use of facsimile emailed PDF scan or the fact that any signature was transmitted by facsimile or email as a defense to the enforcement of this Agreement or any amendment executed in compliance with this Section


This Agreement entered into as of the day and year first written above

BABCOCK RANCH COMMUNITY INDEPENDENT SPECIAL DISTRICT a local unit of special-purpose government established pursuant to Chapter 2007-306 Laws of Florida as amended

OWNER (Signature) DESIGN-BUILDER (Signature)

laquo raquolaquo raquo laquo raquolaquo raquo (Printed name and title) (Printed name and title)


WPBDOCS 10443769 5

AIAreg

Document A141trade ndash 2014 Exhibit A Design-Build Amendment

This Amendment is incorporated into the accompanying AIA Document A141tradendash2014 Standard Form of Agreement Between Owner and Design-Builder dated the laquo raquo day of laquo raquo in the year laquo raquo (the ldquoAgreementrdquo) (In words indicate day month and year)

for the following PROJECT (Name and location or address)

laquo The development of a field house a Southwest Florida Regional Emergency Shelter (SWFRES) facility with at least 400000 gross square feet (gsf) of space to serve a commensurate number of people that such space and social distancing requirements permit together with related site work raquo laquo raquo

THE OWNER (Name legal status and address)

laquo BABCOCK RANCH COMMUNITY INDEPENDENT SPECIAL DISTRICT a local unit of special-purpose government established pursuant to Chapter 2007-306 Laws of Florida as amended raquolaquo raquo laquo raquo

THE DESIGN-BUILDER (Name legal status and address)

laquo raquolaquo raquo laquo raquo

The Owner and Design-Builder hereby amend the Agreement as follows

TABLE OF ARTICLES

A1 CONTRACT SUM

A2 CONTRACT TIME

A3 INFORMATION UPON WHICH AMENDMENT IS BASED

A4 DESIGN-BUILDERrsquoS PERSONNEL CONTRACTORS AND SUPPLIERS

A5 COST OF THE WORK

ARTICLE A1 CONTRACT SUM sect A11 The Owner shall pay the Design-Builder the Contract Sum in current funds for the Design-Builderrsquos performance of the Contract after the execution of this Amendment The Contract Sum shall be one of the following and shall not include compensation the Owner paid the Design-Builder for Work performed prior to execution

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

This document has importantlegal consequences Consultation with an attorney is encouraged with respect to its completionor modification

Consultation with an attorney is also encouragedwith respect to professional licensingrequirements in the jurisdiction where theProject is located


of this Amendment (Check the appropriate box)

AIA Document A141trade ndash 2014 Exhibit A Copyright copy 2004 and 2014 by The American Institute of Architects All rights reserved The ldquoAmerican Institute of Architectsrdquo ldquoAIArdquo the AIA Logo and ldquoAIA Contract Documentsrdquo are registered trademarks and may not be used without permission This draft was produced by AIA software at 085815 ET on 07142020 under Order No8042045140 which expires on 02172021 is not for resale is licensed for one-time use only and may only be used in accordance with the AIA Contract Documentsreg Terms of Service To report copyright violations e-mail copyrightaiaorg User Notes (1248872806)

1

[ laquo raquo ] Stipulated Sum in accordance with Section A12 below

[ laquo raquo ] Cost of the Work plus the Design-Builderrsquos Fee in accordance with Section A13 below

[ laquo X raquo ] Cost of the Work plus the Design-Builderrsquos Fee with a Guaranteed Maximum Price in accordance with Section A14 below

(Based on the selection above complete Section A12 A13 or A14 below)

sect A12 Stipulated Sum

laquo raquo

Price per Unit ($000)

laquo raquo

laquo raquo

sect A121 The Stipulated Sum shall be laquo raquo ($ laquo raquo ) subject to authorized adjustments as provided in the Design-Build Documents

sect A122 The Stipulated Sum is based upon the following alternates if any which are described in the Design-Build Documents and are hereby accepted by the Owner (State the numbers or other identification of accepted alternates If the Owner is permitted to accept other alternates subsequent to the execution of this Amendment attach a schedule of such other alternates showing the change in Stipulated Sum for each and the deadline by which the alternate must be accepted)

sect A123 Unit prices if any (Identify item state the unit price and state any applicable quantity limitations)

Item Units and Limitations

sect A13 Cost of the Work Plus Design-Builderrsquos Fee sect A131 The Cost of the Work is as defined in Article A5 Cost of the Work

sect A132 The Design-Builderrsquos Fee (State a lump sum percentage of Cost of the Work or other provision for determining the Design-Builderrsquos Fee and the method for adjustment to the Fee for changes in the Work)

sect A14 Cost of the Work Plus Design-Builderrsquos Fee With a Guaranteed Maximum Price sect A141 The Cost of the Work is as defined in Article A5 Cost of the Work


sect A143 Guaranteed Maximum Price sect A1431 The sum of the Cost of the Work and the Design-Builderrsquos Fee is guaranteed by the Design-Builder not to exceed laquo raquo ($ laquo raquo ) (the ldquoGuaranteed Maximum Pricerdquo or ldquoGMPrdquo) subject to additions and deductions for changes in the Work as provided in the Design-Build Documents Costs that would cause the Guaranteed Maximum Price to be exceeded shall be paid by the Design-Builder without reimbursement by the Owner (Insert specific provisions if the Design-Builder is to participate in any savings)

laquoldquoGMP Savingsrdquo means the difference as of the date of final completion of the Work between (i) the Guaranteed Maximum Price (as it may be adjusted in accordance with the terms of the Design-Build Documents including by reducing it by the amount of any unspent contingency and allowance amounts) and (ii) the total aggregate sum of the Cost of the Work plus the Design-Builderrsquos Fee GMP Savings shall be for the sole benefit of the Owner and the Design-Builder shall not be entitled to any additional compensation on account of any GMP Savings raquo AIA Document A141trade ndash 2014 Exhibit A Copyright copy 2004 and 2014 by The American Institute of Architects All rights reserved The ldquoAmerican Institute of Architectsrdquo ldquoAIArdquo the AIA Logo and ldquoAIA Contract Documentsrdquo are registered trademarks and may not be used without permission This draft was produced by AIA software at 085815 ET on 07142020 under Order No8042045140 which expires on 02172021 isnot for resale is licensed for one-time use only and may only be used in accordance with the AIA Contract Documentsreg Terms of Service To report copyright violations e-mail copyrightaiaorg User Notes (1248872806)

2

sect A1432 Itemized Statement of the Guaranteed Maximum Price Provided below is an itemized statement of the Guaranteed Maximum Price organized by trade categories allowances contingencies alternates the Design-Builderrsquos Fee and other items that comprise the Guaranteed Maximum Price (Provide information below or reference an attachment)

laquo raquo

sect A1433 The Guaranteed Maximum Price is based on the following alternates if any which are described in the


Design-Build Documents and are hereby accepted by the Owner (State the numbers or other identification of accepted alternates If the Owner is permitted to accept other alternates subsequent to the execution of this Amendment attach a schedule of such other alternates showing the change in the Cost of the Work and Guaranteed Maximum Price for each and the deadline by which the alternate must be accepted)

laquo

The prices indicated for the alternates on the schedule of values are considered complete and include (i) all materials equipment labor delivery installation overhead and profit and (ii) any other costs or expenses in connection with or incidental to the performance of that portion of the Work to which such alternate prices applyraquo

sect A1434 Unit Prices if any (Identify item state the unit price and state any applicable quantity limitations)


Such unit prices are considered complete and include (i) all materials equipment labor delivery installation overhead and profit and (ii) any other costs or expenses in connection with or incidental to the performance of that portion of the Work to which such unit prices apply

sect A1435 Assumptions if any on which the Guaranteed Maximum Price is based

laquo raquo

sect A1436 The Design-Builderrsquos contingency shall be available to cover costs which are reimbursable as Cost of the Work (except as provided below) including unforeseen costs that result from (a) errors by the Design-Builder in estimating time or money (b) additional costs incurred as a result of the default by Contractors or items omitted by the Design-Builder in the formulation of the GMP (c) time extensions to the extent not provided for by the Agreement (d) costs to the extent the sum of the contracted costs exceed the sum of the contract costs in the GMP and (e) casualty losses and related expenses not compensated by insurance or otherwise and sustained by the Design-Builder in connection with the Work Reimbursement from the contingency shall not be made for any losses or expenses for which the Design-Builder would have been indemnified or compensated by bonds or insurance but for the failure of the Design-Builder to procure and maintain bonds or insurance in accordance with the requirements of the Agreement or the failure of the Design-Builder to comply with the requirements of any sureties or insurance carriers providing coverage for the Project The Design-Builder shall submit to the Owner monthly written notice of contingency use provided that expenditures of more than Five Thousand Dollars ($5000) from the contingency for any one item or group of related items shall require the Ownerrsquos prior written approval such approval not to be unreasonably withheld No sums may be charged to the contingency for (i) costs which arise out of the Design-Builderrsquos gross negligence intentional misconduct a material breach of the Agreement disputes with employees of the Design-Builder or the Architect or any Contractor Consultant or subcontractor or subconsultant working on the Project or with any union representing such employees (ii) costs not otherwise subject to inclusion in a Cost of the Work category of the GMP (iii) costs to the extent arising from delays by the Design-Builder or delays caused by those for whom the Design-Builder is responsible including overtime costs or (iv) liquidated damages The Design-Builder is not entitled to payment of sums which are otherwise properly chargeable to the contingency to the extent (i) such sums are reasonably chargeable to the Architect a Contractor a Consultant or other responsible person or entity (ii) the Design-Builder failed to notify the Owner or its insurance carrier if applicable of the event AIA Document A141trade ndash 2014 Exhibit A Copyright copy 2004 and 2014 by The American Institute of Architects All rights reserved The ldquoAmerican Institute of Architectsrdquo ldquoAIArdquo the AIA Logo and ldquoAIA Contract Documentsrdquo are registered trademarks and may not be used without permission This draft was produced by AIA software at 085815 ET on 07142020 under Order No8042045140 which expires on 02172021 isnot for resale is licensed for one-time use only and may only be used in accordance with the AIA Contract Documentsreg Terms of Service To report copyright violations e-mail copyrightaiaorg User Notes (1248872806)

3

which results in the claim to the contingency resulting in coverage disclaimer or (iii) such sums exceed the available contingency set forth in the GMP The Design-Builder shall reconcile the contingency monthly All unspent contingency shall accrue to the benefit of the Owner Upon final completion of the Work and before final payment there shall be executed andor issued a deductive Change Order or deductive Construction Change Directive that reduces the GMP by the amount of the unspent contingency

sect A15 Payments sect A151 Progress Payments sect A1511 Based upon Applications for Payment and all required supporting information and documentation submitted to the Owner by the Design-Builder the Owner shall make progress payments on account of the Contract Sum to the Design-Builder as provided below and elsewhere in the Design-Build Documents

sect A1512 The period covered by each Application for Payment shall be one calendar month ending on the last day of the month or as follows

laquo raquo

sect A1513 The Design-Builder shall prepare a monthly draft Application for Payment to be reviewed and discussed at a pencil draw meeting to be held no later than the 25th day of each month The Design-Builder and the Owner shall be in attendance The Design-Builder shall revise the draft Application for Payment pursuant to the pencil draw meeting and a revised Application for Payment (together with all required supporting documentation and information required by the Contract) to Owner Provided that an Application for Payment and all required supporting documentation and information is received not later than the laquofirstraquo day of the month the Owner shall make payment of the Owner-approved amount to the Design-Builder not later than the laquotwenty-fifthraquo day of the laquosameraquo month If an Application for Payment is received by the Owner after the application date fixed above payment shall be made by the Owner not later than laquotwenty-fiveraquo ( laquo25 raquo ) days after the Owner receives the Application for Payment and all required supporting documentation and information (Federal state or local laws may require payment within a certain period of time)

sect A1514 With each Application for Payment where the Contract Sum is based upon the Cost of the Work or the Cost of the Work with a Guaranteed Maximum Price the Design-Builder shall submit payrolls petty cash accounts receipted invoices or invoices with check vouchers attached and any other evidence required by the Owner to demonstrate that cash disbursements already made by the Design-Builder on account of the Cost of the Work equal or exceed (1) progress payments already received by the Design-Builder less (2) that portion of those payments attributable to the Design-Builderrsquos Fee plus (3) payrolls for the period covered by the present Application for Payment

sect A1515 With each Application for Payment where the Contract Sum is based upon a Stipulated Sum or Cost of the Work with a Guaranteed Maximum Price the Design-Builder shall submit the most recent schedule of values in accordance with the Design-Build Documents The schedule of values shall allocate the entire Contract Sum among the various portions of the Work Compensation for design services if any shall be shown separately Where the Contract Sum is based on the Cost of the Work with a Guaranteed Maximum Price the Design-Builderrsquos Fee shall be shown separately The schedule of values shall be prepared in such form and supported by such data to substantiate its accuracy as the Owner may require This schedule of values unless objected to by the Owner shall be used as a basis for reviewing the Design-Builderrsquos Applications for Payment

sect A1516 In taking action on the Design-Builderrsquos Applications for Payment the Owner shall be entitled to rely on the accuracy and completeness of the information furnished by the Design-Builder and shall not be deemed to have made a detailed examination audit or arithmetic verification of the documentation submitted in accordance with Sections A1514 or A1515 or other supporting data to have made exhaustive or continuous on-site inspections or to have made examinations to ascertain how or for what purposes the Design-Builder has used amounts previously paid Such examinations audits and verifications if required by the Owner will be performed by the Ownerrsquos auditors acting in the sole interest of the Owner

sect A1517 Except with the Ownerrsquos prior approval the Design-Builder shall not make advance payments to suppliers for materials or equipment which have not been delivered and stored at the site

AIA Document A141trade ndash 2014 Exhibit A Copyright copy 2004 and 2014 by The American Institute of Architects All rights reserved The ldquoAmerican Institute of Architectsrdquo ldquoAIArdquo the AIA Logo and ldquoAIA Contract Documentsrdquo are registered trademarks and may not be used without permission This draft was produced by AIA software at 085815 ET on 07142020 under Order No8042045140 which expires on 02172021 isnot for resale is licensed for one-time use only and may only be used in accordance with the AIA Contract Documentsreg Terms of Service To report copyright violations e-mail copyrightaiaorg User Notes (1248872806)

4

sect A152 Progress PaymentsmdashStipulated Sum sect A1521 Applications for Payment where the Contract Sum is based upon a Stipulated Sum shall indicate the percentage of completion of each portion of the Work as of the end of the period covered by the Application for Payment

sect A1522 Subject to other provisions of the Design-Build Documents the amount of each progress payment shall be computed as follows

1 Take that portion of the Contract Sum properly allocable to completed Work as determined by multiplying the percentage completion of each portion of the Work by the share of the Contract Sum allocated to that portion of the Work in the schedule of values less retainage of laquo raquo percent ( laquo raquo ) on the Work Pending final determination of cost to the Owner of Changes in the Work amounts not in dispute shall be included as provided in Section 639 of the Agreement

2 Add that portion of the Contract Sum properly allocable to materials and equipment delivered and suitably stored at the site for subsequent incorporation in the completed construction (or if approved in advance by the Owner suitably stored off the site at a location agreed upon in writing) less retainage of laquo raquo percent ( laquo raquo )

3 Subtract the aggregate of previous payments made by the Owner and

4 Subtract amounts if any the Owner has withheld or nullified as provided in Section 95 of the Agreement

sect A1523 The progress payment amount determined in accordance with Section A1522 shall be further modified under the following circumstances

1 Add upon Substantial Completion of the Work a sum sufficient to increase the total payments to the full amount of the Contract Sum less such amounts as the Owner shall determine for incomplete Work retainage applicable to such work and unsettled claims and (Section 986 of the Agreement discusses release of applicable retainage upon Substantial Completion of Work)

2 Add if final completion of the Work is thereafter materially delayed through no fault of the Design-Builder any additional amounts payable in accordance with Section 9103 of the Agreement

sect A1524 Reduction or limitation of retainage if any shall be as follows (If it is intended prior to Substantial Completion of the entire Work to reduce or limit the retainage resulting from the percentages inserted in Sections A15221 and A15222 above and this is not explained elsewhere in the Design-Build Documents insert provisions here for such reduction or limitation)

laquo raquo

sect A153 Progress PaymentsmdashCost of the Work Plus a Fee sect A1531 Where the Contract Sum is based upon the Cost of the Work plus a fee without a Guaranteed Maximum Price Applications for Payment shall show the Cost of the Work actually incurred by the Design-Builder through the end of the period covered by the Application for Payment and for which Design-Builder has made or intends to make actual payment prior to the next Application for Payment


1 Take the Cost of the Work as described in Article A5 of this Amendment

2 Add the Design-Builderrsquos Fee less retainage of laquo raquo percent ( laquo raquo ) The Design-Builderrsquos Fee shall be computed upon the Cost of the Work described in the preceding Section A15321 at the rate stated in Section A132 or if the Design-Builderrsquos 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 in that Section bears to a reasonable estimate of the probable Cost of the Work upon its completion

3 Subtract retainage of laquo raquo percent ( laquo raquo ) from that portion of the Work that the Design-Builder self-performs

4 Subtract the aggregate of previous payments made by the Owner

5 Subtract the shortfall if any indicated by the Design-Builder in the documentation required by Section A1514 or resulting from errors subsequently discovered by the Ownerrsquos auditors in such documentation and


5

6 Subtract amounts if any for which the Owner has withheld or withdrawn a Certificate of Payment as provided in the Section 95 of the Agreement

sect A1533 The Owner and Design-Builder shall agree upon (1) a mutually acceptable procedure for review and approval of payments to the Architect Consultants and Contractors and (2) the percentage of retainage held on agreements with the Architect Consultants and Contractors and the Design-Builder shall execute agreements in accordance with those terms

sect A154 Progress PaymentsmdashCost of the Work Plus a Fee with a Guaranteed Maximum Price sect A1541 Applications for Payment where the Contract Sum is based upon the Cost of the Work Plus a Fee with a Guaranteed Maximum Price shall show the percentage of completion of each portion of the Work as of the end of the period covered by the Application for Payment The percentage of completion shall be the lesser of (1) the percentage of that portion of the Work which has actually been completed or (2) the percentage obtained by dividing (a) the expense that has actually been incurred by the Design-Builder on account of that portion of the Work for which the Design-Builder has made or intends to make actual payment prior to the next Application for Payment by (b) the share of the Guaranteed Maximum Price allocated to that portion of the Work in the schedule of values


1 Take that portion of the Guaranteed Maximum Price properly allocable to completed Work as determined by multiplying the percentage of completion of each portion of the Work by the share of the Guaranteed Maximum Price allocated to that portion of the Work in the schedule of values less retainage of five percent (5) Pending final determination of cost to the Owner of changes in the Work amounts not in dispute shall be included as provided in Section 639 of the Agreement

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 less retainage of ten percent (5)

3 Add the Design-Builderrsquos Fee less retainage of five percent (5) The Design-Builderrsquos Fee shall be computed upon the Cost of the Work at the rate stated in Section A142 or if the Design-Builderrsquos Fee is stated as a fixed sum in that Section shall be an amount that bears the same ratio to that fixed-sum fee as the Cost of the Work bears to a reasonable estimate of the probable Cost of the Work upon its completion

4 Subtract retainage of laquofiveraquo percent ( laquo5raquo ) from that portion of the Work that the Design-Builder self-performs


6 Subtract the shortfall if any indicated by the Design-Builder in the documentation required by Section A1514 to substantiate prior Applications for Payment or resulting from errors subsequently discovered by the Ownerrsquos auditors in such documentation and

7 Subtract amounts if any for which the Owner has withheld or nullified a payment as provided in Section 95 of the Agreement



2 Add upon Substantial Completion of the Work a sum sufficient to increase the total payments to the full amount of the Contract Sum less such amounts as the Owner shall determine for (i) incomplete Work (which amount shall be 200 of the value of such incomplete Work as determined by the Owner) (ii) retainage applicable to such work and (iii) unsettled claims and


sect A1544 Reduction or limitation of retainage if any shall be as follows

laquo The Owner shall have the option but not the obligation to reduce the retainage requirements of the Contract or release any portion of retainage prior to the date such retainage would otherwise be due under the Contract


6

Any reduction or release of retainage or portion thereof shall not be a waiver of (i) any of the Ownerrsquos rights to retainage in connection with other payments to the Design-Builder or (ii) any other right or remedy the Owner has under the Design-Build Documents at law or in equity raquo


sect A155 Final Payment sect A1551 Final payment constituting the entire unpaid balance of the Contract Sum shall be made by the Owner to the Design-Builder not later than 30 days after the Design-Builder has fully performed the Contract and the requirements of Section 910 of the Agreement have been satisfied except for the Design-Builderrsquos responsibility to correct non-conforming Work discovered after final payment or to satisfy other requirements if any which extend beyond final payment

sect A1552 If the Contract Sum is based on the Cost of the Work the Ownerrsquos auditors will review and report in writing on the Design-Builderrsquos final accounting within 30 days after the Design-Builder delivers the final accounting to the Owner Based upon the Cost of the Work the Ownerrsquos auditors report to be substantiated by the Design-Builderrsquos final accounting and provided the other conditions of Section 910 of the Agreement have been met the Owner will within seven days after receipt of the written report of the Ownerrsquos auditors either issue approve final payment or notify the Design-Builder in writing of the reasons for withholding payment as provided in Section 951 of the Agreement

ARTICLE A2 CONTRACT TIME sect A21 Contract Time as defined in the Agreement at Section 1413 is the period of time including authorized adjustments for Substantial Completion of the Work

sect A22 The Design-Builder shall achieve Substantial Completion of the Work not later than laquo raquo ( laquo raquo ) days from the date of this Amendment or as follows (Insert number of calendar days Alternatively a calendar date may be used when coordinated with the date of commencement If appropriate insert requirements for earlier Substantial Completion of certain portions of the Work)

laquo raquo

Portion of Work Substantial Completion Date

subject to adjustments of the Contract Time as provided in the Design-Build Documents (Insert provisions if any for liquidated damages relating to failure to achieve Substantial Completion on time or for bonus payments for early completion of the Work)

laquo A221 The Design-Builder acknowledges that the Owner will suffer damages if the Design-Builder does not achieve substantial completion of the entire Work before the expiration of the Contract Time (the Substantial Completion Deadline) The specific damages for such delays are difficult to determine at this time but the parties agree that the liquidated amount specified below in this Section A221 represent reasonable estimates of the damages the Owner will incur for each day of delay beyond the Substantial Completion Deadline and bear a reasonable relationship to the Ownerrsquos risk of loss due to the Design-Builderrsquos failure to meet the Substantial Completion Deadline Accordingly as liquidated damages and not as a penalty the Design-Builder shall pay to the Owner Two Thousand Dollars ($2000) for each day that Substantial Completion of the entire Work is delayed beyond the Substantial Completion Deadline The Owner may deduct liquidated damages prescribed in this Section from any unpaid amounts then or thereafter due the Design-Builder under this Agreement and any liquidated damages not so deducted shall be payable to the Owner by the Design-Builder upon demand by the Owner It is further mutually understood and agreed that while the liquidated damages specified in this Section A221 are the Ownerrsquos sole monetary remedy for the Design-Builderrsquos failure to achieve Substantial Completion of the entire Work by the Substantial Completion Deadline the Ownerrsquos assessment of liquidated damages for delays is intended to compensate the Owner solely for the Design-Builderrsquos failure to timely complete the entire Work by the AIA Document A141trade ndash 2014 Exhibit A Copyright copy 2004 and 2014 by The American Institute of Architects All rights reserved The ldquoAmerican Institute of Architectsrdquo ldquoAIArdquo the AIA Logo and ldquoAIA Contract Documentsrdquo are registered trademarks and may not be used without permission This draft was produced by AIA software at 085815 ET on 07142020 under Order No8042045140 which expires on 02172021 isnot for resale is licensed for one-time use only and may only be used in accordance with the AIA Contract Documentsreg Terms of Service To report copyright violations e-mail copyrightaiaorg User Notes (1248872806)

7

Substantial Completion Deadline and shall not release the Design-Builder from liability from any other breach of Contract requirements If the liquidated damages set forth herein are determined by a court or arbitrator(s) of competent jurisdiction to be unenforceable the Owner instead shall be entitled to recover those actual delay damages that it sustained as a result of the Design-Builderrsquos failure to timely achieve Substantial Completion of the entire Work The Ownerrsquos right to liquidated damages hereunder is self-executing and no prior notice or Claim by the Owner is required as a condition precedent to the Ownerrsquos right to offset liquidated damages from amounts otherwise due the Design-Builder or to otherwise pursue recovery of liquidated damages If the Design-Builder disputes any liquidated damages to which the Owner asserts it is entitled the Design-Builder may make a Claim in accordance with the terms of the Contract raquo

ARTICLE A3 INFORMATION UPON WHICH AMENDMENT IS BASED sect A31 The Contract Sum and Contract Time set forth in this Amendment are based on the following

sect A311 The Supplementary and other Conditions of the Contract

Document Title Date Pages

sect A312 The Specifications (Either list the specifications here or refer to an exhibit attached to this Amendment)

laquo raquo

Section Title Date Pages

sect A313 The Drawings (Either list the drawings here or refer to an exhibit attached to this Amendment)

laquo raquo

Number Title Date

A LIST OF THE DRAWINGS AND SPECIFICATIONS HAS BEEN PROVIDED IN THIS AMENDMENT FOR EXPEDIENCY HOWEVER THE DRAWINGS AND SPECIFICATIONS THEMSELVES THAT ARE LISTED HEREIN ARE THE DRAWINGS AND ldquoSPECIFICATIONSrdquo AND ARE INCORPORATED INTO THIS AMENDMENT BY REFERENCE

sect A314 The Sustainability Plan if any (If the Owner identified a Sustainable Objective in the Ownerrsquos Criteria identify the document or documents that comprise the Sustainability Plan by title date and number of pages and include other identifying information The Sustainability Plan identifies and describes the Sustainable Objective the targeted Sustainable Measures implementation strategies selected to achieve the Sustainable Measures the Ownerrsquos and Design-Builderrsquos roles and responsibilities associated with achieving the Sustainable Measures the specific details about design reviews testing or metrics to verify achievement of each Sustainable Measure and the Sustainability Documentation required for the Project as those terms are defined in Exhibit C to the Agreement)

Title Date Pages

Other identifying information

laquo raquo

sect A315 Allowances and Contingencies (Identify any agreed upon allowances and contingencies including a statement of their basis)


8

1 Allowances

laquo raquo

2 Contingencies

laquo raquo

sect A316 Design-Builderrsquos assumptions and clarifications

sect A317 Deviations from the Ownerrsquos Criteria as adjusted by a Modification

laquo raquo

laquo raquo

laquo raquo

laquo raquo

sect A318 To the extent the Design-Builder shall be required to submit any additional Submittals to the Owner for review indicate any such submissions below

ARTICLE A4 DESIGN-BUILDERrsquoS PERSONNEL CONTRACTORS AND SUPPLIERS sect A41 The Design-Builderrsquos key personnel are identified below (Identify name title and contact information)

1 Superintendent

laquo raquo

2 Project Manager

laquo raquo

3 Others

laquo raquo

sect A42 The Design-Builder shall retain the following Consultants Contractors and suppliers identified below (List name discipline address and other information)

ARTICLE A5 COST OF THE WORK sect A51 Cost To Be Reimbursed as Part of the Contract The term Cost of the Work shall mean costs necessarily incurred by the Design-Builder in the proper performance of the Work less all discounts and rebates that shall be taken by the Design-Builder subject to Section A53 below and salvages Such costs shall be at rates not higher than the standard paid at the place of the Project except with prior written consent of the Owner The Cost of the Work shall include only the items set forth in this Section A51 In no event shall there shall be no duplication of costs (ie charging for the same item of the Cost of the Work in two separate categories) of Costs of the Work Where the Ownerrsquos prior approval is required in this Article A5 such approval must be in writing

sect A511 Labor Costs sect A5111 Wages of construction workers directly employed by the Design-Builder to perform the construction of the Work at the site or with the Owners prior approval at off-site workshops

sect A5112 With the Ownerrsquos prior approval wages or salaries of the Design-Builders supervisory and administrative personnel when stationed at the site AIA Document A141trade ndash 2014 Exhibit A Copyright copy 2004 and 2014 by The American Institute of Architects All rights reserved The ldquoAmerican Institute of Architectsrdquo ldquoAIArdquo the AIA Logo and ldquoAIA Contract Documentsrdquo are registered trademarks and may not be used without permission This draft was produced by AIA software at 085815 ET on 07142020 under Order No8042045140 which expires on 02172021 isnot for resale is licensed for one-time use only and may only be used in accordance with the AIA Contract Documentsreg Terms of Service To report copyright violations e-mail copyrightaiaorg User Notes (1248872806)

9

(If it is intended that the wages or salaries of certain personnel stationed at the Design-Builders principal or other offices shall be included in the Cost of the Work identify below the personnel to be included whether for all or only part of their time and the rates at which their time will be charged to the Work)

Person Included Status (full-timepart-time) Rate ($000) Rate (unit of time)

sect A5113 Wages and salaries of the Design-Builders 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

sect A5114 Costs paid or incurred by the Design-Builder for taxes insurance contributions assessments and benefits required by law or collective bargaining agreements and for personnel not covered by such agreements customary benefits such as sick leave medical and health benefits holidays vacations and pensions provided such costs are based on wages and salaries included in the Cost of the Work under Section A511

sect A5115 Rates and wages for all persons included in the Cost of the Work under Sections 5111 through 5113 are set forth on Exhibit B which is attached hereto and incorporated by reference herein and shall not be changed during the term of this Agreement Exhibit B also sets forth a job description and the anticipated hours to be worked per week on the Project for each such person

sect A512 Contract Costs Payments made by the Design-Builder to the Architect Consultants Contractors and suppliers in accordance with the requirements of their subcontracts

sect A513 Costs of Materials and Equipment Incorporated in the Completed Construction sect A5131 Costs including transportation and storage of materials and equipment incorporated or to be incorporated in the completed construction

sect A5132 Costs of materials described in the preceding Section A5131 in excess of those actually installed to allow for reasonable waste and spoilage Unused excess materials if any shall become the Owners property at the completion of the Work or at the Owners option shall be sold by the Design-Builder Any amounts realized from such sales shall be credited to the Owner as a deduction from the Cost of the Work

sect A514 Costs of Other Materials and Equipment Temporary Facilities and Related Items sect A5141 Costs of transportation storage installation maintenance dismantling and removal of materials supplies temporary facilities machinery equipment and hand tools not customarily owned by construction workers that are provided by the Design-Builder at the site and fully consumed in the performance of the Work Costs of materials supplies temporary facilities machinery equipment and tools that are not fully consumed shall be based on the cost or value of the item at the time it is first used on the Project site less the value of the item when it is no longer used at the Project site Costs for items not fully consumed by the Design-Builder shall mean fair market value

sect A5142 Reasonable rental charges for temporary facilities machinery equipment and hand tools not customarily owned by construction workers that are provided by the Design-Builder at the site and costs of transportation installation minor repairs dismantling and removal The total rental cost of any Design-Builder-owned item may not exceed the purchase price of any comparable item Rates of Design-Builder-owned equipment and quantities of equipment shall be subject to the Owners prior approval

sect A5143 Costs of removal of debris from the site of the Work and its proper and legal disposal

sect A5144 Costs of document reproductions electronic communications postage and parcel delivery charges dedicated data and communications services teleconferences Project websites extranets and reasonable petty cash expenses of the site office

sect A5145 Costs of materials and equipment suitably stored off the site at a mutually acceptable location with the Owners prior approval

AIA Document A141trade ndash 2014 Exhibit A Copyright copy 2004 and 2014 by The American Institute of Architects All rights reserved The ldquoAmerican Institute of Architectsrdquo ldquoAIArdquo the AIA Logo and ldquoAIA Contract Documentsrdquo are registered trademarks and may not be used without permission This draft was produced by AIA software at 085815 ET on 07142020 under Order No8042045140 which expires on 02172021 is 10 not for resale is licensed for one-time use only and may only be used in accordance with the AIA Contract Documentsreg Terms of Service To report copyright violations e-mail copyrightaiaorg User Notes (1248872806)

sect A515 Miscellaneous Costs sect A5151 Premiums for that portion of insurance and bonds required by the Design-Build Documents that can be directly attributed to the Contract With the Owners prior approval self-insurance for either full or partial amounts of the coverages required by the Design-Build Documents

sect A5152 Sales use or similar taxes imposed by a governmental authority that are related to the Work and for which the Design-Builder is liable

sect A5153 Fees and assessments for the building permit and for other permits licenses and inspections for which the Design-Builder is required by the Design-Build Documents to pay

sect A5154 Fees of laboratories for tests required by the Design-Build Documents except those related to defective or nonconforming Work for which reimbursement is excluded by Section 1553 of the Agreement or by other provisions of the Design-Build Documents and which do not fall within the scope of Section A5163

sect A5155 Royalties and license fees paid for the use of a particular design process or product required by the Design-Build Documents

sect A5156 Intentionally deleted

sect A5157 Deposits lost due to the Ownerrsquos failure to fulfill a specific responsibility in the Design-Build Documents


sect A5159 With the Ownerrsquos prior approval expenses incurred in accordance with the Design-Builders standard written personnel policy for relocation and temporary living allowances of the Design-Builders personnel required for the Work

sect A51510 That portion of the reasonable expenses of the Design-Builders supervisory or administrative personnel incurred while traveling outside of the Counties of Lee Collier and Charlotte Florida in discharge of duties connected with the Work

sect A516 Other Costs and Emergencies sect A5161 Other costs necessarily incurred in the performance of the Work if and to the extent approved in advance in writing by the Owner

sect A5162 Costs incurred in taking action to prevent threatened damage injury or loss in case of an emergency affecting the safety of persons and property provided that such costs were not due to the Contractorrsquos or any Subcontractorrsquos negligence or intentional acts or omissions

sect A5163 Costs of repairing damaged Work executed by the Design-Builder Contractors or suppliers provided that such damaged Work was not caused by negligence or failure to fulfill a specific responsibility of the Design-Builder and only to the extent that the cost of repair is not recovered by the Design-Builder from insurance sureties Contractors suppliers or others

sect A517 Related Party Transactions sect A5171 For purposes of Section A517 the term ldquorelated partyrdquo shall mean a parent subsidiary affiliate or other entity having common ownership or management with the Design-Builder any entity in which any stockholder in or management employee of the Design-Builder owns any interest in excess of ten percent in the aggregate or any person or entity which has the right to control the business or affairs of the Design-Builder The term ldquorelated partyrdquo includes any member of the immediate family of any person identified above

sect A5172 If any of the costs to be reimbursed arise from a transaction between the Design-Builder and a related party the Design-Builder shall notify the Owner in writing of the specific nature of the contemplated transaction including the identity of the related party and the anticipated cost to be incurred before any such transaction is consummated or cost incurred If the Owner after such notification authorizes the proposed transaction then the cost incurred shall be included as a cost to be reimbursed and the Design-Builder shall procure the Work AIA Document A141trade ndash 2014 Exhibit A Copyright copy 2004 and 2014 by The American Institute of Architects All rights reserved The ldquoAmerican Institute of Architectsrdquo ldquoAIArdquo the AIA Logo and ldquoAIA Contract Documentsrdquo are registered trademarks and may not be used without permission This draft was produced by AIA software at 085815 ET on 07142020 under Order No8042045140 which expires on 02172021 is 11 not for resale is licensed for one-time use only and may only be used in accordance with the AIA Contract Documentsreg Terms of Service To report copyright violations e-mail copyrightaiaorg User Notes (1248872806)

equipment goods or service from the related party as a Contractor according to the terms of Section A54 If the Owner fails to authorize the transaction the Design-Builder shall procure the Work equipment goods or service from some person or entity other than a related party according to the terms of Section A54

sect A52 Costs Not to Be Reimbursed as Part of this Contract The Cost of the Work shall not include the items listed below and the Design-Builder shall not be separately or otherwise reimbursed for such costs

1 Salaries and other compensation of the Design-Builders personnel stationed at the Design-Builders principal office or offices other than the site office except as specifically provided in Section A511

2 Expenses of the Design-Builders principal office and offices other than the site office

3 Overhead and general expenses except as may be expressly included in Section A51

4 The Design-Builders capital expenses including interest on the Design-Builders capital employed for the Work

5 Except as provided in Section A5163 of this Agreement costs due to the negligence or failure of the Design-Builder Contractors and suppliers or anyone directly or indirectly employed by any of them or for whose acts any of them may be liable to fulfill a specific responsibility of the Contract

6 Any cost not specifically and expressly described in Section A51

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

8 Costs incurred prior to the Ownerrsquos approval when such approval is required by the Contract

sect A53 Discounts Rebates and Refunds sect A531 Cash discounts obtained on payments made by the Design-Builder shall accrue to the Owner if (1) before making the payment the Design-Builder included them in an Application for Payment and received payment from the Owner or (2) the Owner has deposited funds with the Design-Builder with which to make payments otherwise cash discounts shall accrue to the Design-Builder Trade discounts rebates refunds and amounts received from sales of surplus materials and equipment shall accrue to the Owner and the Design-Builder shall make provisions so that any and all such discounts rebates refunds and other similar considerations can be secured If such discounts are available and the Design-Builder cannot obtain them the Design-Builder shall make the Owner aware of such discounts and other considerations and advise the Owner how to obtain them In addition the Design-Builder shall endeavor to combine material and equipment requirements and take such other reasonable measures to purchase material and equipment at the best possible prices The Design-Builder shall make such provisions and take such actions to secure discounts rebates and refunds to the fullest extent reasonable

sect A532 Amounts that accrue to the Owner in accordance with Section A531 shall be credited to the Owner as a deduction from the Cost of the Work

sect A54 Other Agreements sect A541 When the Design-Builder has provided a Guaranteed Maximum Price and a specific bidder (1) is recommended to the Owner by the Design-Builder (2) is qualified to perform that portion of the Work and (3) has submitted a bid that conforms to the requirements of the Design-Build Documents without reservations or exceptions but the Owner requires that another bid be accepted then the Design-Builder may require that a Change Order be issued to adjust the Guaranteed Maximum Price by the difference between the bid of the person or entity recommended to the Owner by the Design-Builder and the amount of the subcontract or other agreement actually signed with the person or entity designated by the Owner

sect A542 Agreements between the Design-Builder and Contractors shall conform to the applicable payment provisions of the Design-Build Documents and shall not be awarded on the basis of cost plus a fee and shall not provide for retainage of less than five percent (5) without the prior consent of the Owner If an agreement between the Design Builder and a Contractor is awarded on a cost plus a fee basis the Design-Builder shall provide in the agreement for the Owner to receive the same audit rights with regard to the Cost of the Work performed by the Contractor as the Owner receives with regard to the Design-Builder in Section A55 below

sect A543 The agreements between the Design-Builder and Architect and other Consultants identified in the Agreement shall be in writing These agreements shall be promptly provided to the Owner upon the Ownerrsquos written request


sect A544 If the Design-Builder desires to perform with its own forces or through an affiliate portions of the Work customarily performed by Subcontractors (the ldquoSelf-Performed Workrdquo) the Design-Builder shall notify the Owner in writing At the request of the Owner the Design-Builder or its affiliate as the case may be must submit a bid for the Self-Performed Work and the Contractor shall obtain no less than two (2) bids for such Work from potential Contractors that are acceptable to the Owner With respect to any bid for Self-Performed Work neither the Design-Builder nor its affiliates shall allocate any costs fees or overhead in connection with any Self-Performed Work to the ldquoGeneral Conditions Costsrdquo line item(s) in the schedule of values or use the Work allocable to such General Conditions Costs to support the Self-Performed Work in any way that differs from that which applies to all other bidders The Design-Builder shall be permitted to perform the Self-Performed Work with its own forces or through an affiliate only if (i) the Owner consents thereto in writing after full disclosure in writing by the Design-Builder to the Owner of such request and the affiliation or relationship of any affiliate to the Design-Builder which consent may be withheld at the Ownerrsquos sole discretion and (ii) the Owner approves in writing any contract purchase order agreement or other arrangement between the Design-Builder and any affiliate proposed for such Work Any Self-Performed Work by the Design-Builderrsquos own forces or through an affiliate shall be identified as a separate line item on the Guaranteed Maximum Price andor schedule of values

sect A55 Accounting Records The Design-Builder shall keep full and detailed records and accounts related to the cost of the Work and exercise such controls as may be necessary for proper financial management under the Contract and to substantiate all costs incurred The accounting and control systems shall be satisfactory to the Owner The Owner and the Ownerrsquos auditors shall during regular business hours and upon reasonable notice be afforded access to and shall be permitted to audit and copy the Design-Builderrsquos records and accounts including complete documentation supporting accounting entries books correspondence instructions drawings receipts subcontracts Contractorrsquos proposals purchase orders vouchers memoranda and other data relating to the Contract The Design-Builder shall preserve these records for a period of seven (7) years after final payment or for such longer period as may be required by Applicable Laws and Requirements

sect A56 Relationship of the Parties The Design-Builder accepts the relationship of trust and confidence established by this Agreement and covenants with the Owner to exercise the Design-Builderrsquos skill and judgment in furthering the interests of the Owner to furnish efficient construction administration management services and supervision to furnish at all times an adequate supply of workers and materials and to perform the Work in an expeditious and economical manner consistent with the Ownerrsquos interests

sect A6 Counterparts This Agreement may be executed in counterparts a complete set of such executed counterparts shall constitute the same Agreement and the signature of any party to any counterpart shall be deemed as signature to and may be appended to another counterpart For purposes of executing this Agreement a document signed and transmitted by facsimile or by emailed PDF scan shall be treated as an original document The signature of any party on a faxed or emailed PDF scanned version of this Agreement shall be considered as an original signature and the document transmitted shall be considered to have the same binding legal effect as if it were originally signed At the request of either party any facsimile or PDF scanned document shall be re-executed by both parties in original form No party to this Agreement may raise the use of facsimile emailed PDF scan or the fact that any signature was transmitted by facsimile or email as a defense to the enforcement of this Agreement or any amendment executed in compliance with this Article

This Amendment to the Agreement entered into as of the day and year first written above





WPBDOCS 10443776 4


AIAreg

Document A141trade ndash 2014 Exhibit B Insurance and Bonds


laquo The development of a field house a Southwest Florida Regional Emergency Shelter (SWFRES) facility with at least 400000 gross square feet (gsf) of space to serve a commensurate number of people that such space and social distancing requirements permit and related site work raquo


reviewed

or modification

The author of this document has added information needed for its completion The author may also haverevised the text of the original AIA standard formlaquo raquo An Additions and Deletions Report that notes added

THE OWNER information as well as revisions to the standard(Name legal status and address) form text is available from the author and should be

laquoOwner as used in Exhibit B shall be deemed to include i) BABCOCK RANCH COMMUNITY INDEPENDENT SPECIAL DISTRICT This document has important

legal consequences Consultation with an attorney is encouraged with respect to its completion

a local unit of special-purpose government established pursuant to Chapter 2007-306 Laws of Florida as amended ii) Babcock Property Holdings LLC and iii) shall include their respective directors officers members trustees principles partners shareholders employees volunteers subsidiaries successors assignees affiliates licensees servants and agents This list of entities is to be scheduled on all ACORD certificate(s) of insurance additional insured primary and non-contributory and waiver of subrogation endorsements as required herein The list of Owner entities specified herein may be amended by Owner to add additional entities including but not limited to additional Owner entities entities designated by landlord lenders or consultants as may be reasonably required raquolaquo raquo laquo raquo



THE AGREEMENT This Insurance Exhibit is part of the accompanying agreement for the Project between the Owner and the Design-Builder (hereinafter the Agreement) dated the laquo raquo day of laquo raquo in the year laquo raquo (In words indicate day month and year)

TABLE OF ARTICLES

B1 GENERAL

B2 DESIGN BUILDERrsquoS INSURANCE AND BONDS

B3 OWNERrsquoS INSURANCE

B4 SPECIAL TERMS AND CONDITIONS


AIA Document A141trade ndash 2014 Exhibit B Copyright copy 2004 and 2014 by The American Institute of Architects All rights reserved The ldquoAmerican Institute of Architectsrdquo ldquoAIArdquo the AIA Logo and ldquoAIA Contract Documentsrdquo are registered trademarks and may not be used without permission This draft was produced by AIA software at 085849 ET on 07142020 under Order No8042045140 which expires on 02172021 is not for resale is licensed for one-time use only and may only be used in accordance with the AIA Contract Documentsreg Terms of Service To report copyright violations e-mail copyrightaiaorg User Notes (2053991506)

1

ARTICLE B1 GENERAL The Owner and Design-Builder shall purchase and maintain insurance for the full term of this agreement or thereafter as required and provide bonds as set forth in this Exhibit B Where a provision in this Exhibit conflicts with a provision in the Agreement into which this Exhibit is incorporated the provision in this Exhibit will prevail

ARTICLE B2 DESIGN BUILDERrsquoS INSURANCE AND BONDS sect B21 The Design-Builder shall purchase and maintain the types and limits of insurance set forth below from a company or companies lawfully authorized to do business in the jurisdiction where the Project is located The Design-Builder shall maintain the required insurance until the expiration of the period for correction of Work as set forth in Section 11221 of the Agreement or for Commercial General Liability and Umbrella Liability for not less than the statute of repose period or ten (10) years whichever is longer after the completion of all operations services andor work including products and completed operations coverage and additional insured status as detailed below (If the Design-Builder is required to maintain insurance for a duration other than the expiration of the period for correction of Work state the duration)

laquo raquo

sect B211 Commercial General Liability insurance shall cover all operations services andor work of Design-Builder written on an occurrence bases using an ISO CG 00 01 form (claims made is not acceptable) with policy limits of not less than one million dollars ($1000000) for each occurrence and two million dollars ($2000000 in the general aggregate and two million dollars ($2000000) aggregate for products-completed operations hazard providing coverage for claims including

1 damages because of bodily injury sickness or disease including occupational sickness or disease and death of any person

2 personal injury

3 damages because of injury to or destruction of tangible property

4 bodily injury or property damage arising out of completed operations and

5 contractual liability applicable to the Design-Builders obligations under Section 3114 of the Agreement

The Design-Builderrsquos Commercial General Liability policy under this Section shall not contain an exclusion or restriction of coverage for the following

1 Claims by one insured against another insured (separation of insureds)

2 Claims for property damage to the Design-Builderrsquos Work arising out of the products-completed operations hazard where the damaged Work or the Work out of which the damage arises was performed by a Subcontractor

3 Claims for bodily injury other than to employees of the insured

4 Claims for indemnity under Section 3114 of the Agreement including without limitation arising out of injury to employees of the insured

5 Claims or loss excluded under a prior work endorsement or other similar exclusionary language

6 Claims or loss due to physical damage under a prior injury endorsement or similar exclusionary language

7 Claims related to residential multi-family or other habitational projects if the Work is to be performed on such a project

8 Claims related to roofing if the Work involves roofing

9 Claims related to exterior insulation finish systems (EIFS) synthetic stucco or similar exterior coatings or surfaces if the Work involves such coatings or surfaces

10 Claims related to earth subsidence or movement where the Work involves such hazards

11 Claims related to explosion collapse and underground hazards where the Work involves such hazards

12 No terms which to make the coverage afforded to an additional insured excess to other insurance on which such insured is also an additional insured

13 Designated construction project general aggregate limit endorsement ISO CG 25 03 14 Pollution exclusion (as provided by ISO CG 00 01 form) with no additional restrictions

modifications endorsements or amendments

AIA Document A141trade ndash 2014 Exhibit B Copyright copy 2004 and 2014 by The American Institute of Architects All rights reserved The ldquoAmerican Institute of Architectsrdquo ldquoAIArdquo the AIA Logo and ldquoAIA Contract Documentsrdquo are registered trademarks and may not be used without permission This draft was produced by AIA software at 085849 ET on 07142020 under Order No8042045140 which expires on 02172021 isnot for resale is licensed for one-time use only and may only be used in accordance with the AIA Contract Documentsreg Terms of Service To report copyright violations e-mail copyrightaiaorg User Notes (2053991506)

2

15 No ldquocontractorsrsquo conditions of coveragerdquo ldquosubcontractor required insurancerdquo or similar restrictions endorsements or exclusions

16 No ldquoheight restrictionrdquo limitations or similar restrictions endorsements or exclusions 17 No form of exclusion of subcontracted work and no deletion of or modification to the subcontractor

exception to the ldquodamage to your workrdquo exclusion 18 No ldquopriority conditionrdquo type language modifying ISO CG 00 01 Section III Limits of Insurance

language

sect B212 Automobile Liability covering vehicles owned leased or non-owned and hired by the Design-Builder with policy limits of not less than one million dollars ($1000000) per accident for bodily injury death of any person and property damage arising out of the ownership maintenance and use of those motor vehicles along with any other statutorily required automobile coverage and shall be written on an ISO CA 00 01 form with the following minimum coverage

(a) ISO CA 20 48 Designated Insured endorsement of equivalent form must specifically schedule the Owner (b) Waiver of subrogation endorsement must specifically schedule the Owner and (c) if hazardous materials are being transported then ISO CA 99 48 Pollution Liability ndash Broadened Pollution for Covered Autos endorsement

sect B213 Workersrsquo Compensation and Employerrsquos Liability insurance in accordance with the applicable country state andor territory statutes and laws exercising jurisdiction over employees Items 3A or C of the Information Page shall include each of the states in which any operations services or work are to be performed

(a) Coverage A (Workersrsquo Compensation) - Statutory Sole proprietorships members of LLCrsquos and partners who will be performing any operations services or work may not ldquoopt outrdquo of coverage

(b) Coverage B (Employerrsquos Liability) liability limits not less than (i) one million ($1000000) each accident

(ii) one million ($1000000) each employee (iii) one million ($1000000) policy limit

To the fullest extent permitted by law include the following minimum coverage

(i) Waiver of subrogation endorsement must schedule Owner (ii) If the Design-Builder or its contractor will borrow or otherwise use loaned employees (including

if the Design-Builder or its contractor leases a piece of equipment and it comes with an operator or the Design-Builder obtains employees from temporary agencies) the Design-Builder shall obtain an Alternate Employers Endorsement

(iii) If the Design-Builder or its contractor will lease employees from a professional employer organization the Design-Builder shall obtain Leased Employee Workers Compensation coverage endorsement

(iv) If the Work is taking place on or adjacent to navigable waters then USLampH and Jones Act and the Longshore amp Harbor Workersrsquo Compensation Act as required if any operations services or work involves hazards arising from on or near navigable waterways including vessels and docks

sect B214 Umbrella liability insurance shall cover all operations services andor work of Design-Builder and shall be follow form of the employerrsquos liability commercial general liability and commercial automobile liability insurance policies as detailed in this Insurance Exhibit with an effective date that is concurrent with such primary insurance policies with limits of not less than

(a) twenty million ($20000000) each occurrence (b) twenty million ($20000000) general aggregate (c) twenty million ($20000000) products ndash completed operations

Crane contractors are required to maintain limits of not less than fifteen million dollars ($15000000) each occurrence general aggregate and products-completed operations aggregate for projects less than ten (10) stories and twenty-five million Dollars ($25000000) for projects greater than ten (10) stories


3

Coverage shall be written on an ldquooccurrencerdquo basis form which is acceptable to Owner (ldquoclaims maderdquo is not acceptable) with the following minimum coverage

1 Drop-down provision for exhaustion of underlying limits

sect B215 Insurance for the use or operation of manned or unmanned aircraft systems (UAS) if the Work requires such activities with policy limits of not less than five million dollars ($5000000) per claim and five million dollars ($5000000) in the aggregate Coverage shall be on an occurrence basis and include Owner as an additional insured on a primary and non-contributory basis

laquo raquo

sect B216 Professional Liability (errors amp omissions) insurance if performing operations services andor work of a professional nature (such as architect engineer or design-build contractor) which shall cover an actual or alleged intentional act error or omission arising out of any operations services or work of Design-Builder with limits of not less than two million ($2000000) each claim with the following minimum coverage

1 Waiver of subrogation endorsement must specifically schedule Owner with policy limits of not less than laquo raquo ($ laquo raquo ) per claim and laquo raquo ($ laquo raquo ) in the aggregate

Design-Builder warrants that any applicable retroactive date precedes the date the Design-Builder first performed any operations services or work and that continuous coverage or an extended reporting period shall remain in force for a period equivalent to the statue of repose for the states in which the operations services andor work are performed but not less than three (3) years following the completion of operations services andor work or termination of Design-Builder

sect B217 If the Work involves the remediation transport dissemination use or release of pollutants the Design-Builder shall procure Pollution Liability insurance covering performance of the Work with policy limits of not less than two million dollars $20000000) per claim and two million dollars($2000000) in the aggregate which shall cover all operations services andor work of Design-Builder with the following minimum coverage

1 Owner is scheduled as an additional insured

2 Design-Builderrsquos policy is primary coverage to any coverage maintained by Owner

3 Schedule all premises where any operations services or work is being performed on the policy as a covered location

Coverage shall be written on an occurrence form if possible and shall remain in force until the end of all operations services andor work or termination of Design-Builder If written on a claims-made form Design-Builder warrants that any applicable retroactive date precedes the date the Design-Builder first performed any operations services or work and that continuous coverage or an extended reporting period shall remain in force for not less than the statute of repose period or ten (10) years whichever is longer following the completion of all operations services andor work or termination of Design-Builder

sect B2171 The Design-Builder may obtain a combined Professional Liability and Pollution Liability policy to satisfy the requirements set forth in Sections B216 and B217 with combined policy limits that are not less than laquoFour Million Dollars raquo ($ laquo4000000 raquo ) per claim and laquoFour Million Dollars raquo ($ laquo4000000 raquo ) in the aggregate

sect B218 The Design-Builder shall provide written notification to the Owner of the cancellation or expiration of any insurance required by this Article B2 The Design-Builder shall provide such written notice within five (5) business days of the date the Design-Builder is first aware of the cancellation or expiration or is first aware that the cancellation or expiration is threatened or otherwise may occur whichever comes first

sect B219 Additional Insured Obligations The Design-Builder shall cause the Commercial General Liability Automobile Liability Umbrella Liability and Pollution Liability coverage to schedule the Owner and other Indemnitees and their respective directors officers members trustees principles partners shareholders employees volunteers subsidiaries successors assignees affiliates licensees servants and agents as additional insureds with coverage at least as broad as the insurance available to the Design-Builder The additional insured coverage shall be primary and non-contributory to any of the Ownerrsquos insurance policies The additional insured coverage shall be no less than that provided by Insurance Services Office Inc (ISO) forms CG 2010 CG 20 37


4

(ISO edition CO 20 10 1185 required but if not available 1001 or 0704 editions are acceptable and 0413 or 1219 editions are not acceptable) sect B2110 Certificates of Insurance The Design-Builder shall provide certificates of insurance and required endorsements acceptable to the Owner evidencing compliance with the requirements in this Article B2 (1) prior to commencement of the Work (2) upon renewal or replacement of each required policy of insurance and (3) upon Ownerrsquos written request An additional certificate and required endorsements evidencing continuation of liability coverage including coverage for products and completed operations shall be submitted with the final Application for Payment as required by Section 9102 of the Agreement and thereafter upon renewal or replacement of such coverage until the expiration of the time required by Section B21 The certificates will show the Owner as additional insureds on the Design-Builderrsquos primary and excess insurance policies for Commercial General Liability Automobile Liability Umbrella Liability and Pollution Liability on a primary and non-contributory basis and include a waiver of subrogation Any waiver of Design-Builderrsquos obligation to furnish such ACORD certificate(s) or maintain such insurance must be in writing and signed by an authorized representative of Owner Failure of Owner to demand such certificate(s) or other evidence of full compliance with these insurance requirements or failure of the Owner to identify a deficiency from evidence that is provided shall not be construed as a waiver of the Design-Builderrsquos obligation to maintain such insurance or as a waiver as to the enforcement of any of these provisions at a later date

sect B2111 Waiver of Subrogation The Design-Builder and its insurance carriers waive release and shall not exercise any right of recovery or subrogation for any claim damage or loss covered or insured by any insurance policy required of the Design-Builder under the Design-Build Documents that the Design-Builder or its insurers may have at any time against the Indemnitees and each insurance policy required to be maintained by the Design-Builder under the Design-Build Documents shall include such a waiver of subrogation in favor of the Indemnitees

sect B2112 Failure to Purchase Insurance If the Design-Builder fails to purchase and maintain any insurance required under the Design-Build Documents the Owner may but shall not be obligated to upon three (3) days prior written notice to the Design-Builder purchase such insurance on behalf of the Design-Builder and shall be entitled to be reimbursed by the Design-Builder upon demand

sect B2113 Insurance Not a Limitation of Liability Insurance coverage required in this Contract shall be additional security for the obligations assumed by the Design-Builder and in no event shall the types or limits of coverage required be deemed to limit any obligations or liabilities assumed under this Contract The carrying of insurance shall not be deemed to release the Design-Builder or in any way diminish its liability or obligations by way of indemnity or otherwise under the Design-Build Documents

sect B2114 Architect Consultants and Contractors Unless otherwise agreed by the Owner in writing the Design-Builder shall cause the Architect and each Consultant and Contractor to purchase and maintain the same insurance as is required of the Design-Builder under the Contract as well as any other coverage that the Design-Builder may consider necessary provided that the Architect Consultants and Contractors other than the Design-Builder shall only be required to procure and maintain an ExcessUmbrella Liability insurance policy in the amount of Two Million Dollars ($2000000) per occurrence and in the aggregate sect B2115 Intentionally omitted sect B2116 Deductibles and Self-Insured Retentions The deductibles or self-insured retentions (ldquoSIRsrdquo) for the Design-Builderrsquos insurance policies shall not exceed Fifty Thousand Dollars ($50000) per occurrence or claim To the extent any deductible or SIR is permitted or allowed as a part of any insurance policy maintained by Design-Builder in compliance with this Insurance Exhibit such deductible or SIR shall be subject to Ownerrsquos reasonable approval Any such deductible or SIR shall be paid for assumed by for the account of and at Design-Builderrsquos sole risk The Owner shall not be responsible for the payment of any such deductible or SIR

sect B22 Performance Bond and Payment Bond Before commencing construction services the Design-Builder shall provide a Performance Bond and an Unconditional Labor and Material Payment Bond meeting all statutory requirements of the State of Florida including Section 25505 Florida Statutes each in form and substance and issued by a surety satisfactory to the Owner and without limitation complying with the following specific requirements

1 Bonds shall name the Owner as obligee and Ownerrsquos lender as an additional obligee

2 The bonds shall continue in effect for a period not less than the applicable statute of limitations period AIA Document A141trade ndash 2014 Exhibit B Copyright copy 2004 and 2014 by The American Institute of Architects All rights reserved The ldquoAmerican Institute of Architectsrdquo ldquoAIArdquo the AIA Logo and ldquoAIA Contract Documentsrdquo are registered trademarks and may not be used without permission This draft was produced by AIA software at 085849 ET on 07142020 under Order No8042045140 which expires on 02172021 isnot for resale is licensed for one-time use only and may only be used in accordance with the AIA Contract Documentsreg Terms of Service To report copyright violations e-mail copyrightaiaorg User Notes (2053991506)

5

3 Bonds shall be issued by a responsible surety licensed in Florida who meets the following qualifications (a) the surety company must be of recognized standing authorized to do business in the state of Florida as Surety having a resident agent in the state of Florida and have been in business with a record of successful continuous operation for at least five (5) years (b) the surety company shall hold a current certificate of authority as acceptable surety on federal bonds in accordance with United States Department of Treasury Circular 570 Current Revisions and (c) the surety company shall have an A rating in the latest revision of Bestrsquos Insurance Report

4 The Performance Bond and Labor and Material Payment Bond shall each be in amount equal to the Contract Sum and all subsequent increases

5 The bonds must provide that the surety is obligated to the obligees for the payment of liquidated damages to the same extent that the Design-Builder is obligated under the Design-Build Documents

6 The attorney-in-fact who executes the bonds on behalf of the surety shall affix thereto a certified and current copy of the power of attorney

7 Every bond under this Subsection must display the Surety Bond Number

8 The following provisions shall be incorporated into each bond (a) the surety hereby agrees that it consents to and waives notice of any addition alteration omission change or other modification of the Design-Build Documents (b) the surety agrees that modifications and changes to the terms and conditions of the Contract that increase the total amount to be paid the Design-Builder shall automatically increase the obligation of the surety on the bond and notice to the surety is not required for such increased obligation (c) any addition alteration change extension of time or other modification of the Design-Build Documents or a forbearance on the part of the Owner or of the Design-Builder to the other shall not release the surety of its obligations hereunder and notice to the surety of such matters is hereby waived and (d) the surety agrees that it is obligated under the bonds to any successor grantee or assignee of the obligees

9 The bond shall be recorded in the public records of Charlotte County Florida

Contractor agrees that the Owner is a local unit of special purpose government and not an ldquoOwnerrdquo as defined in Section 71301(23) Florida Statutes Therefore as against the Owner or the Ownerrsquos property there are no lien rights available to any person providing materials or services for improvements in connection with the project Design-Builder shall notify any Architect Consultants Contractors subcontractors sub-subcontractors and suppliers materialmen and laborers or others claiming interest in the Work of the existence of the payment and performance bond

sect B221 Upon the request of any person or entity appearing to be a potential beneficiary of bonds covering payment of obligations arising under the Agreement the Design-Builder shall promptly furnish a copy of the bonds or shall permit a copy to be made

ARTICLE B3 OWNERrsquoS INSURANCE sect B31 Ownerrsquos Liability Insurance The Owner may but shall not be obligated to purchase and maintain the Ownerrsquos usual liability insurance

sect B32 Property Insurance sect B321 Unless otherwise provided at the time of execution of the Design-Build Amendment the Owner shall purchase and maintain in a company or companies lawfully authorized to do business in the jurisdiction where the Project is located property insurance written on a builderrsquos risk ldquoall-riskrdquo or equivalent policy form in the amount of the initial Contract Sum plus the value of subsequent Modifications and cost of materials supplied or installed by others comprising the total value for the entire Project at the site on a replacement cost basis If any construction that is part of the Work shall commence prior to execution of the Design-Build Amendment the Owner shall prior to commencement of construction purchase and maintain property insurance as described above in an amount sufficient to cover the total value of the Work at the site on a replacement cost basis without optional deductibles The insurance required under this section shall include as insureds the Owner Design-Builder Architect Consultants Contractors and Subcontractors in the Project and the Owner shall be the first named insured The property insurance shall be maintained unless otherwise provided in the Design-Build Documents or otherwise AIA Document A141trade ndash 2014 Exhibit B Copyright copy 2004 and 2014 by The American Institute of Architects All rights reserved The ldquoAmerican Institute of Architectsrdquo ldquoAIArdquo the AIA Logo and ldquoAIA Contract Documentsrdquo are registered trademarks and may not be used without permission This draft was produced by AIA software at 085849 ET on 07142020 under Order No8042045140 which expires on 02172021 isnot for resale is licensed for one-time use only and may only be used in accordance with the AIA Contract Documentsreg Terms of Service To report copyright violations e-mail copyrightaiaorg User Notes (2053991506)

6

agreed in writing by all persons and entities who are beneficiaries of the insurance until the Owner has issued a Certificate of Substantial Completion in accordance with Section 98 of the Agreement Unless the parties agree otherwise upon issuance of a Certificate of Substantial Completion the Owner shall replace the insurance policy required under this Section B32 with another property insurance policy written for the total value of the Project that shall remain in effect until expiration of the period for correction of the Work set forth in Section 1122 of the Agreement

sect B3211 The insurance required under Section B321 shall include without limitation insurance against the perils of fire (with extended coverage) and physical loss or damage including without duplication of coverage theft vandalism malicious mischief collapse acts of terrorism (at a minimum TRIA)earthquake flood windstorm falsework testing and startup temporary buildings and debris removal including demolition occasioned by enforcement of any applicable legal requirements and shall cover reasonable compensation for the Design-Builderrsquos services and expenses required as a result of such insured loss Notwithstanding the foregoing this coverage shall not extend to any of the Design-Builderrsquos or the Architectrsquos or any Consultantrsquos or Contractorrsquos vehicles mobile equipment tools or items otherwise required to be covered by the Design-Builderrsquos or the Architectrsquos or any Consultantrsquos or Contractorsrsquo property insurance and shall not respond or provide coverage for the loss of use of these items The Design-Builder shall make its own arrangements for any insurance it may require on such vehicles mobile equipment tools and other items

sect B3212 If the insurance required under Section B321 requires deductibles the Owner shall pay costs not covered because of such deductibles unless the cause of loss under such insurance is the fault of the Design-Builder or anyone for whom the Design-Builder is responsible then the Design-Builder shall pay such deductible

sect B3213 The insurance required under Section B321 shall cover portions of the Work stored off the site and also portions of the Work in transit

sect B3214 Partial occupancy or use in accordance with Section 99 of the Agreement shall not commence until the insurance company or companies providing the insurance required under Section B321 have consented to such partial occupancy or use by endorsement or otherwise The Owner and the Design-Builder shall take reasonable steps to obtain consent of the insurance company or companies and shall without mutual written consent take no action with respect to partial occupancy or use that would cause cancellation lapse or reduction of insurance

sect B322 Boiler and Machinery Insurance The Owner shall purchase and maintain boiler and machinery insurance which shall specifically cover commissioning testing or breakdown of equipment required by the Work if not covered by the insurance required in Section B321 This insurance shall include as insured the Owner Design-Builder Architect Consultants Contractor and Subcontractors in the Work and the Owner shall be the first named insureds

sect B323 If the Owner does not intend to purchase the insurance required under Sections B321 and B322 with all of the coverages in the amounts described above the Owner shall inform the Design-Builder in writing prior to any construction that is part of the Work The Design-Builder may then obtain insurance that will include as insured the Owner Design-Builder Architect Consultants Contractors and Subcontractors in the Work The cost of the insurance shall be charged to the Owner by an appropriate Change Order If the Owner does not provide written notice and the Design-Builder is damaged by the failure or neglect of the Owner to purchase or maintain insurance as described above the Owner shall bear all reasonable costs and damages attributable thereto

sect B324 Loss of Use Insurance At the Ownerrsquos option the Owner may purchase and maintain insurance to insure the Owner against loss of use of the Ownerrsquos property due to fire or other hazards however caused The Owner waives all rights of action against the Design-Builder for loss of use of the Ownerrsquos property including consequential losses due to fire or other hazards covered under the property insurance required under this Exhibit B to the Agreement

sect B325 If during the Project construction period the Owner insures properties real or personal or both at or adjacent to the site by property insurance under policies separate from those insuring the Project or if after final payment property insurance is to be provided on the completed Project through a policy or policies other than those insuring the Project during the construction period the Owner shall waive all rights in accordance with the terms of Section B327 for damages caused by fire or other causes of loss covered by this separate property insurance All separate policies shall provide this waiver of subrogation by endorsement or otherwise AIA Document A141trade ndash 2014 Exhibit B Copyright copy 2004 and 2014 by The American Institute of Architects All rights reserved The ldquoAmerican Institute of Architectsrdquo ldquoAIArdquo the AIA Logo and ldquoAIA Contract Documentsrdquo are registered trademarks and may not be used without permission This draft was produced by AIA software at 085849 ET on 07142020 under Order No8042045140 which expires on 02172021 isnot for resale is licensed for one-time use only and may only be used in accordance with the AIA Contract Documentsreg Terms of Service To report copyright violations e-mail copyrightaiaorg User Notes (2053991506)

7

sect B326 Before an exposure to loss may occur the Owner shall if a standalone property insurance policy is purchased for the Work file with the Design-Builder a copy of each policy that includes insurance coverages required by this Section B32 or if the Owner maintains a master property policy including builderrsquos risk provide relevant sections of the master policy Each policy shall contain all generally applicable conditions definitions exclusions and endorsements related to this Project The Owner shall provide written notification to the Design-Builder of the cancellation or expiration of any insurance required by this Article B3 The Owner shall provide such written notice within five (5) business days of the date the Owner is first aware of the cancellation or expiration or is first aware that the cancellation or expiration is threatened or otherwise may occur whichever comes first

sect B327 Waivers of Subrogation The Owner and Design-Builder waive all rights against (1) each other and any of their consultants subconsultants contractors and subcontractors agents and employees each of the other and (2) any separate contractors described in Section 513 of the Agreement if any and any of their subcontractors sub-subcontractors agents and employees for damages caused by fire or other causes of loss to the extent covered by property insurance obtained pursuant to Section B32 or other property insurance applicable to the Work and completed construction except such rights as they have to proceeds of such insurance held by the Owner as fiduciary The Owner or Design-Builder as appropriate shall require of the separate contractors described in Section 513 of the Agreement if any and the subcontractors sub-subcontractors agents and employees of any of them by appropriate agreements written where legally required for validity similar waivers each in favor of the other parties enumerated herein The policies shall provide such waivers of subrogation by endorsement or otherwise A waiver of subrogation shall be effective as to a person or entity even though that person or entity would otherwise have a duty of indemnification contractual or otherwise did not pay the insurance premium directly or indirectly and whether or not the person or entity had an insurable interest in the property damaged

sect B328 A loss insured under the Ownerrsquos property insurance shall be adjusted by the Owner in good faith and made payable to the Owner for the benefit of the insureds as their interests may appear subject to requirements of any applicable mortgagee clause and of Section B3210 The Design-Builder shall pay the Architect Consultants and Contractors their just shares of insurance proceeds received by the Design-Builder and by appropriate agreements written where legally required for validity the Design-Builder shall require the Architect Consultants and Contractors to make payments to their consultants and subcontractors in similar manner

sect B329 The Owner shall deposit in a separate account proceeds of property insurance so received which the Owner shall distribute in accordance with such agreement as the parties in interest may reach or as determined in accordance with the method of binding dispute resolution selected in the Agreement between the Owner and Design-Builder If after such loss no other special agreement is made and unless the Owner terminates the Contract for convenience replacement of damaged property shall be performed by the Design-Builder after notification of a Change in the Work in accordance with Article 6 of the Agreement

sect B3210 The Owner shall have power to adjust and settle a loss with insurers unless one of the parties in interest shall object in writing within five days after occurrence of a loss to the Ownerrsquos exercise of this power If an objection is made the dispute shall be resolved in the manner selected by the Owner and Design-Builder as the method of binding dispute resolution in the Agreement If the Owner and Design-Builder have selected arbitration as the method of binding dispute resolution the Owner acting in good faith shall make settlement with insurers or in the case of a dispute over distribution of insurance proceeds in accordance with the directions of the arbitrators

ARTICLE B4 SPECIAL TERMS AND CONDITIONS Special terms and conditions that modify this Insurance and Bonds Exhibit if any are as follows

Without limitation of the Design-Builderrsquos other obligations and the Ownerrsquos other rights

laquo A41 All required insurance shall be appropriate for all operations services andor work being performed and provide protection from claims that may arise out of or result from the Design-Builderrsquos performance of any operations services andor work and the Design-Builderrsquos other obligations under the Agreement whether it is to be performed by the Architect a Consultant a Contractor any subcontractor or supplier or by anyone directly or indirectly employed by any of them or by anyone whose acts any of them may be liable

A42 All required insurance shall remain in effect at least until final payment (and longer if expressly required in this Exhibit) and at all times thereafter when the Design-Builder may be correcting removing or replacing defective AIA Document A141trade ndash 2014 Exhibit B Copyright copy 2004 and 2014 by The American Institute of Architects All rights reserved The ldquoAmerican Institute of Architectsrdquo ldquoAIArdquo the AIA Logo and ldquoAIA Contract Documentsrdquo are registered trademarks and may not be used without permission This draft was produced by AIA software at 085849 ET on 07142020 under Order No8042045140 which expires on 02172021 isnot for resale is licensed for one-time use only and may only be used in accordance with the AIA Contract Documentsreg Terms of Service To report copyright violations e-mail copyrightaiaorg User Notes (2053991506)

8

work as a warranty or correction obligations or otherwise or returning to the project to conduct other tasks arising from any operations services andor work

A43 The Design-Builder must notify the Owner immediately of any cancellation or non-renewal of insurance If the Design-Builder receives such notice which may adversely affect the coverage afforded to the Owner under the Design-Builderrsquos insurance the Design-Builder shall deliver to Owner a copy of such notice within three (3) days of receipt of such notice

A44 Compliance by the Design-Builder with the carrying of insurance and furnishing of ACORD certificate(s) shall not in any way relieve the Design-Builder from any liability or diminish their obligation to maintain the insurance coverage required herein or with any agreement with the Owner or by law The Owner may in its sole discretion procure any insurance required by this Exhibit which the Design-Builder neglects refuses or is unable to obtain Premiums therefore shall be paid by the Design-Builder to the Owner on demand or shall be deducted from payments to the Design-Builder

A45 It is understood and agreed authorization is hereby granted to the Owner to either terminate the Design-Builder or withhold payments to the Design-Builder until properly executed ACORD certificate(s) of insurance with copies of the additional insured primary and non-contributory basis waiver of subrogation and cancellation of non-renewal endorsements providing insurance as required herein are received and approved by the Owner

A46 Upon the request of the Owner a complete copy of the required insurance policies andor any other documents or information necessary to verify the insurance coverage required herein are to be submitted to the Owner within five (5) days of such written request

A47 The Design-Builder shall cooperate with the Ownerrsquos insurers The Design-Builder shall notify the Owner in writing as soon as practicable after they receive notice of any loss damage or injury or are aware of an incident which might give rise to a claim in the future The Design-Builder shall take no action which might operate to bar the Owner in its defense to a claim based on such loss damage or injury

A48 The minimum limits terms and conditions set forth herein will not be construed as a limitation of the Owner rights under any insurance policy and no insurance policy maintained by the design-Builder or any of the Architect Consultants Contractors subconsultants subcontractors or suppliers of any tier shall be endorsed to include any such limitation

A49 The insurance coverage set forth in this Exhibit will in no way limit the Design-Builderrsquos liability arising out of any operations services andor work (including liability under indemnification provisions) or under any other agreements or by-law The Design-Builder will be responsible for determining appropriate inclusions coverage and limits which may be in excess of the minimum insurance requirements set forth herein

A410 This Exhibit is an independent contract provision and shall survive the termination of expiration of the Agreement raquo


9

WPBDOCS 10443778 5

AIA Document A141trade ndash 2014 Exhibit B Copyright copy 2004 and 2014 by The American Institute of Architects All rights reserved The ldquoAmerican Institute of Architectsrdquo ldquoAIArdquo the AIA Logo and ldquoAIA Contract Documentsrdquo are registered trademarks and may not be used without permission This draft was produced by AIA software at 085849 ET on 07142020 under Order No8042045140 which expires on 02172021 is 10 not for resale is licensed for one-time use only and may only be used in accordance with the AIA Contract Documentsreg Terms of Service To report copyright violations e-mail copyrightaiaorg User Notes (2053991506)

BABCOCK RANCH


7


SPECIAL DISTRICT

8

ROGER D EATON CHARLOTTE COUNTY CLERK OF CIRCUIT COURT OR BOOK 4706 PGS 1290 PAGE 1 OF 12 INSTR 2902429 Doc Type EAS Recorded 292021 at 1251 PM Rec Fee RECORDING $10350 D DOCTAX PD $070 ERECORDED Cashier By IVETTEH

Corrective Perpetual Non-Exclusive Drainage Easement Agreement (Crescent B Commons On Site)

This space reserved for use by the Clerk of the Circuit Court

Prepared By and Return to Alyssa C Willson Esq HOPPING GREEN amp SAMS PA Post Office Box 6526 Tallahassee Florida 32314

NOTE THIS EASEMENT IS BEING RERECORDED FOR THE SPECIFIC PURPOSE OF

CORRECTING EXHIBITS A AND B OF THE EASEMENT RECORDED IN OFFICIAL RECORDS BOOK

4613 PAGE 2136 PUBLIC RECORDS OF CHARLOTTE COUNTY FLORIDA

CORRECTIVE PERPETUAL NON-EXCLUSIVE

DRAINAGE EASEMENT AGREEMENT

(CRESCENT B COMMONS ON SITE)

~ This Easement Agreement (Easement Agreement) made as of this 9 day of1

rt On 1 4-Cf 2021 by and between

Babcock Ranch Community Independent Special District a local unit of special-purpose government established pursuant to Chapter 2007-306 Laws of Florida being situated in Charlotte and Lee Counties Florida and whose address is 2300 Glades Road Suite 41 OW Boca Raton Florida 33431 (the District) and

Babcock Retail Holdings LLC a Delaware limited liability company and landowner within the District with an address of 4500 PGA Blvd Suite 400 Palm Beach Gardens FL 33418 (the Grantor)

WITNESSETH

WHEREAS the District was established by House Bill 1515 as codified in Chapter 2007-306 Laws of Florida as amended (the Act) and is validly existing under the Constitution and laws of the State of Florida and

WHEREAS the Act authorizes the District to finance fund plan establish acquire construct or reconstruct enlarge or extend equip operate and maintain certain systems facilities and basic infrastructure within or without the boundaries of the District and

OR BOOK 4706 PAGE NUMBER 1291 INSTR 2902429 PAGE 2 OF 12

WHEREAS Grantor is the fee owner of certain specific portions of the lands within the District which lands are more particularly described in Exhibit A and Exhibit B attached hereto and by this reference incorporated herein (all portions collectively known as the Easement Property) and

WHEREAS the District desires to obtain a perpetual non-exclusive drainage and flowage easement on over under and across the Easement Property and

WHEREAS Grantor has agreed to grant such Easement subject to the terms and conditions herein provided

Now THEREFORE for and in consideration of the foregoing premises the mutual agreement of the parties hereto and other good and valuable consideration the receipt and sufficiency of which are hereby acknowledged the parties agree as follows

1 REcnALS The foregoing recitals are true and correct and by this reference are incorporated as a material part of this Easement Agreement

2 GRANT OF EASEMENT Grantor hereby grants unto the District its successors and assigns in perpetuity an easement for the purposes of water drainage management and control on in over under upon and through the Easement Property together with the right of ingress and egress over across upon and through the Easement Property for purposes of effectuating this grant of Easement as well as any necessary construction maintenance repair installation or reconstruction which is deemed necessary or desirable by the District

3 INCONSISTENT USE Grantor agrees and covenants that it shall not construct any improvements within the Easement Area without written District approval and any activities within the Easement Area shall be in accordance with the Babcock Ranch Community Design and Specifications Manual as may be amended Grantor further agrees and covenants it shall not grant or exercise any rights in the Easement Property inconsistent with or which interfere with the rights herein accorded to the District The District hereby acknowledges that the improvements shown on ERP Permit No 08-102195-P issued October 18 2019 have been approved by the District and are consistent with the easement rights granted herein

4 INDEMNIFICATION

a Grantor agrees to indemnify and hold the District harmless from and against any and all damages losses or claims including but not limited to legal fees and expenses to the extent that such damages losses or claims are attributable to actions omissions or negligence in the use of the Easement Property by Grantor its agents employees or independent contractors

b To the extent allowed by law the District agrees to indemnify and hold Grantor harmless from and against any and all damages losses or claims including but not limited to legal fees and expenses to the extent that such damages losses or claims are attributable to actions omissions or negligence in the use of the Easement Property by the District its agents or employees or independent contractors

2


c Grantor agrees that nothing contained in this Easement Agreement shall constitute or be construed as a waiver of the Districts limitations on liability set forth in Section 76828 Florida Statutes and other law

5 AUTHORIZATION The execution of this Easement Agreement has been duly authorized by the appropriate body or official of all parties hereto each party has complied with all the requirements of law and each party has full power and authority to comply with the terms and provisions of this instrument

6 DEFAULT A default by either party under this Easement Agreement shall entitle the other to all remedies available at law or in equity which may include but not be limited to the right of actual damages injunctive relief and specific performance

7 ENFORCEMENT OF AGREEMENT In the event that either the District or Grantor seeks to enforce this Easement Agreement by court proceedings or otherwise then the prevailing party shall be entitled to recover all fees and costs incurred including reasonable attorneys fees and costs for trial alternative dispute resolution or appellate proceedings

8 NOTICES Any notice demand consent authorization request approval or other communication that any party is required or may desire to give to or make upon the other party pursuant to this Agreement shall be effective and valid only if in writing signed by the party giving notice and delivered personally to the other parties or sent by express 24-hour guaranteed courier or delivery service or by certified mail of the United States Postal Service postage prepaid and return receipt requested addressed to the other party as follows ( or to such other place as any party may by notice to the others specify)

To Grantor Babcock Retail Holdings LLC 4500 PGA Blvd Suite 400 Palm Beach Gardens FL 33418 Attn COO

With a copy to Kitson amp Partners 4500 PGA Blvd Suite 400 Palm Beach Gardens FL 33418 Attn General Counsel

To the District Babcock Ranch Community Independent Special District 2300 Glades Road Suite 410W Boca Raton Florida 33431 Attn District Manager

With a copy to Hopping Green amp Sams PA 119 S Monroe Street Suite 300 (32301) Post Office Box 6526 Tallahassee Florida 32314 Attn Jonathan T Johnson

3


Notice shall be deemed given when received except that if delivery is not accepted notice shall be deemed given on the date of such non-acceptance Notices delivered after 500 pm (at the place of delivery) or on a non-business day shall be deemed received on the next business day If any time for giving notice would otherwise expire on a non-business day the notice period shall be extended to the next succeeding business day Saturdays Sundays and legal holidays recognized by the United States government shall not be regarded as business days Counsel for the District and counsel for Grantor may deliver Notice on behalfof the District and Grantor

9 THIRD PARTIES This Easement Agreement is solely for the benefit of the District and Grantor and no right or cause of action shall accrue upon or by reason to or for the benefit of any third party not a formal party to this Easement Agreement Nothing in this Easement expressed or implied is intended or shall be construed to confer upon any person or corporation other than the District and Gran tor any right remedy or claim under or by reason ofthis Easement Agreement or any of the provisions or conditions of this Easement Agreement The District shall be solely responsible for enforcing its rights under this Easement Agreement against any interfering third party Nothing contained in this Easement Agreement shall limit or impair the Districts right to protect its rights from interference by a third party

10 ASSIGNMENT Neither of the parties hereto may assign transfer or license all or any portion of its rights under this Easement Agreement without the written consent of the other party

11 CONTROLLING LAW AND VENUE This Easement Agreement shall be construed interpreted and controlled according to the laws of the State of Florida The parties agree and consent to venue in Charlotte County Florida for the resolution of any dispute whether brought in or out of court arising out of this Easement Agreement

12 PUBLIC RECORDS Grantor understands and agrees that all documents of any kind provided to the District in connection with this Easement Agreement shall be treated as public records in accordance with Florida law

13 SEVERABILITY The invalidity or unenforceability of any one or more provisions ofthis Easement Agreement shall not affect the validity or enforceability of the remaining portions of this Easement Agreement or any part of this Easement Agreement not held to be invalid or unenforceable

14 BINDING EFFECT This Easement Agreement and all of the prov1s10ns representations covenants and conditions contained herein shall be binding upon and inure to the benefit of the parties hereto and their respective successors and permitted assigns

15 AUTHORIZATION By execution below the undersigned represent that they have been duly authorized by the appropriate body or official of their respective entity to execute this Easement Agreement and that the respective parties have complied with all the requirements of law and have full power and authority to comply with the terms and provisions of this instrument

4

Print Name)

(Signature


16 AMENDMENTS Amendments to and waivers of the provisions contained in this Easement Agreement may be made only by an instrument in writing which is executed by both the District and Grantor

17 ENTIRE AGREEMENT This instrument shall constitute the final and complete expression of the agreement between the parties relating to the subject matter of this Easement Agreement

IN WITNESS WHEREOF the parties have caused this instrument to be executed by their duly authorized officers effective as of the day and year first above written

BABCOCK TAIL HOLDINGS LLC a Delaware liH ed liabilit company

(Signature)

-~~~~(~-hl~lte~p(~of~f___ ~t~=~====

I

~ YTa ((Print Name)

STATE OF FLORIDA ) ) ss

COUNTY OF CHARLOTTE)

The foregoing instrument was acknowledged before me by means of [ v(physical preseJJce or [ ] online notarization t is 1-fk- day of fe-0vu~J2021 by fitJ11 e ~ 1J ~t f5D v as f relt d C O of Babcock Retarl Holdingsua De ware limited liability company on behalf f the limited liability company He [(is personally known to me or [ ]

I has produced a drivers license as identification vi ~ -J-i 7ll ~

__ __ 11 _____ _tit()_~~l~JNotary Seal 1111111 o_II_W--( l(AP _

~-~~~1~011frac14 Notary Public ~u Vv ~ )~ bull~tSSION~-~tlt) ~ (

g cltl_o~ER28lbull ~ C_ ( t-- kfbull Alo 01fsect $ 0c middot ~ Printed Name C1 et d-- J1 bull IJ l l t=bull= i -z _ -t- 00 927525 i My Commission Expires ()Jfoev ]25 I Zo J 7- ~ 0 _o~ 8 t if~ ~ ~-~1 011dedlI) ~-bull-~~ ~ ~gt- bull -~llbJc UnG~~- middot-cr ~

~ u bullbullbullbullbullbullmiddot ~ ~it 8LIC ST-~ 0 II_ ~~

5


Signed sealed and delivered BABCOCK RANCH COMMUNITY INDEPENDENT

in the r nee of SPECIAL DISTRICT a local unit of special-purpose government created pursuant to Chapter 2007-306 Laws of Florida as amended

Sh t~ (d 1(~C6 (o (-(

(P

(Signature)

__

m Vander May oard of Supervisors

(Print Name)

STATE OF FLQ~IDA( it COUNTY OF ~ amp( o (_

The foregoing instrument was acknowledged before me by means of [ rhysical presence or [ ] online notarization this~ day of fey ru ~r-~ 2021 by William Vander May as Chai1man of the Board of Governors of the Babcock anch Community Independent Special District a local unit of special-purpose government crea~pursuant to Chapter 2007-306 Laws of Florida as amended on behalf of said District He [ VJ is personally known to me or [ ] has produced _____________ as identification

Exhibit A Exhibit B

fhitC(_1)- -~ Notary Public

Printed Namepound he (a17 ~)ft~tipound

My Commission Expires 6~W28 Zo z_3

6

----


EXHIBIT A

The Easement Property (Drainage)

lFgtCTA-~1

CYPRESS PARKWAY (DE PUE RWE) _ - _

l0 50 100

(lllWiDEO [11$PLAY SCALE 1200)

TRACT6 BABCOCK RANCH COMMUNITY CYPRESS PARKWAY

(PB 23 PG 15A-15k CRESCENT bullebull COMMONS

BABCOCK RETAIL HOLDINGS LLC PIO 422631100002

SOUn-t LINE OF POC TRACT 6 SOUTHEAST CORNER

TRACT 6

CURVE TA8LE

POINT ON SOUTH~~~T 93624W CURVE lRADIUS I DELTA i CHORD BEARING I CHORD ILENGTH6

3 37N 88636175 1 c1 Is2ssr 11middot2smiddot1r I s19middot4abull5sw 124 amiddot 12469 E 73536096

DESCRIPTION DRAINAGE EASEMENT

A PARCEL OF LANO FOR DRAINAGE EASEMENT PURPOSES LYING IN TRACT 6 BABCOCK RANCH COMMUNITY CYPRESS PARKWAY IN SECTION 31 TOWNSHIP 42 SOUTH RANCE 26 EAST CHARLOTTE COUNTY FLORIDA BEING MORE PARTICULARLY OESCRIBED AS FOLLOWS

COMMENCING AT lHE SOUTHEAST CORNER OF TRACT 6 BABCOCK RANCH COMMUNITY CYPRESS PARKWAY AS RECORDED IN PLAT BOOK 2J PACE 15A THROUGH 15K OF THE CHARLOTTE COUNTY FLORIDA PUBLIC RECORDS llENCE NB93624W ALONG THE SOUTH LINE OF SAID LANDS A DISTANCE OF 3137 FEET TO lHE POINT OF BEGINNING

FROM SAID POINT OF BEGINNING THENCE CONTINUING ON SAID LINE N893624W A DISTANCE OF 3315 FEET THENCE N253424bulle DEPARTING SAID LINE A DISTANCE OF 25117 FEET THENCE NJ53252E A DISTANCE OF 25723 FEET THENCE N00middot01middot1omiddotwbull A DISTANCE OF 39392 FEET 10 A POINT OF INTERSECTION WITH THE NORTH L1NE OF SAID LANDS THENCE N845448E ALONG SAID NORTH LINE A DISTANCE OF J012 FEET THENCE s00middot01middot1omiddotr DEPARTING SAID NORTH LINE A DISTANCE OF 40621 FEET THENCE S353252bullw A DISTANCE OF 1082 FEET TO A POINT Cf INTERSECTION MTH THE EASlERLY LINE OF SAID LANDS lliENCE ALONG SAID EASTERLY UNE FOR THE FOLLOWING TWO (2) COURSES

1 SJ820J4W A DISTANCE OF 25509 FEET 2 ALONG THE ARC OF A NON-TANGENT CURVE TO THE LEfT HAVING A RADIUS OF 62551 FEET (CHOOD BEARING S194855W) (CHORD 12448 FEET) (DELTA 112517) FOR A DISTANCE OF 12469 FEET

THENCE S253424~W DEPARTING SAID EASTERLY LINE A DISTANCE OF 11138 FEET TO THE POINT Of BEGINNING

I ~ ~~-El~~NT OF COMMENCEMENT

POB =- POINT OF BEGINNING NOT A SURVEY PIO PARCEL IDENTIFICATION NUMBER

bull ORB - OFFICIAL RECORDS BOOKPAGE I HEREBY CERTIFY TO THE BEST OF MY KNOWLEDGE N = NORTHING (FEET) AND BELIEF THAT THE LEGAL DESCRIPTION AND

1E EASTING (FEET) ATTACH ORDANCE PB PLAT BOOK WITH ER

SJ-1 PURSUANT TO C

bull PG = PAGE

NOTES ~ 1 ~Iio ltg BOUNDARY suRVEY NOR Is IT INTENDED TO eE

I 2 i)middot ~~ifDtTE1~~R~J~~iT~~TgA~Es~~1o~E~~~~ A~C~~ COOROINATI SYSTEM WEST ZONE NORTii AMERICAN DATUM Of1 1

f 3 ~~~l~~oi~()~g~E~~~frac14S14JrTl3ASEO ON THE SOUTH LINE OF l

TRACT 6 BABCOCK RANCH COMMUNITY CYPRESS PARKWAY BEING NB93624bullw NOT VALID RIGNAL

4 PARCEL CONTAINS 1450580 SQUARE FEET OR OJJ ACRES RAISED SEAL R MORE OR LESS AND MAPPER

JO~~ir~~~JElW~C- SKETCH amp DESCRIPTION ~-1aM FORT MltpoundRS noR1DA 33902-1sso

PHONE (239) 334-0046

liliiicbull1tm1 J E N G I N E E R I N G lif~~9

~ 3Ct3 SC~_ 200bull Stlt~ or 16s~2 oAARY 2020 ~~~ ~~2-26oL------------------------~---~--_J---------J

UNE TABLE

LINE I BrARING DISTANCE

LI ) N693624W JJ15

l2 f N25J4deg24E I 25117

u j NJ~bull32bulls2middotE I 2s123bull

U N000110W I 39392

3012

l6 s00middot011omiddotE 40621middot

L7 SJSJ252W [ 1082

L8 S362034W I 25509

l9 S2S3424W I 11138

7

0

00

~ lj Q Q

~

TRACT A-31 10bull PUE~RESS PARKWAY (PLAT) _(_DE_ PUE RWE)I

~ TfWTl-40J I c bull -----r-~~ ~1~

E B m ~

f M

j 0 IZii

i rzl

UNPLATIED 11-~cI ~ooss 1--middot t I gtI~ 5)G bull 00I bullcr--s~-iZooltfi8 I ~coctll i

j I

1i

1 I ~ NOTES

0 1 THIS IS NOT A BOUNDARY SURVEY NOR IS IT INTENDED TO BE USED AS ONE NOT A SURVEY ] 2 COORDINATES AND HORIZONTAL DATA SHOWN HEREON AREJ IN FEET AND ARE PROJECTED ONTO THE FLORIDA STATE I HEREBY CERTIFY TO THE BEST OF MY KNOWLEDGE

PLANE COORDINATE SlSTEM WEST ZONE NORTH AMERICAN ANO BELIEF THAT THE LEGAL DESCRIPTION ANO ATTACHED SKETCH WERE PREPARED IN ACCORDANCETRACT D-51

-5 3 BEARINGS SHOWN HEREON ARE BASED ON THE SOUTH LINE i DATUM OF 1983 (NAD83) 99 ADJUSTMENT WITH THE APPLICABLE PR0v1S10NS OF CHAPTER

SJ-1705 FLORIDA ADMINISJliltTIVE CODE PURSUANT] OF TRACT 6 BABCOCK RANCH COMMUNl1Y CYPRESS TO CHAPTER 472bullbullR~OA middotsffi1A_~ PAAlltmAY WHEREIN SAID SOUTH LINE BEARS S893624E g- ISC1 s middot l 4 PARCEL CONTAINS 121357 SOUARE FEET OR 279 ACRES ~ MORE OR LESS bull iSP J~ J 5 POC = POINT OF COMMENCEMENT Ltl W~ ~ sect ~ ~i8middot 9~ PA~grt rc[m~~~76~G NUMBER KEVIN M ~I5(ASSI OdegOR THE FIR Lij 42)

PROFESSl~NAJ SUWYOR AND MAPP8 4 ) 8 RWE = RIGHT-OF-WAY FLORIDA QlFJltelE Ncgtllt33 ] -~ ~ 9 PUE = PUBLIC UTILITY EASEMENT - ~- nbullmiddot ~-Ibull middotlt0 10 DE DRAINAGE EASEMENT 1

DATE SIG~ED tj ~tud -~ lj 11 SO FT AC = SQUARE FEET ACRES - ~ -t 12 N = NORTHING 0 50 100 200 NOT vAL1ohiittol[r THo1siG~ IN~ORIGINAL

~ 14 NOT VALID WITHOUT SHEETS 1 THROUGH 5 OF 5 o 13 E = EASTING

RAISED SEA CWAbull)ORIQ)iICE~SEDSURVEYOR 0 (INTENDED~-DISPLAY SCALE 1Ibull=200) AND MAPPER f _ bullbullbull ____~bullbull c

f sKETcH ANo6Eseamp1ie1t middotJOHNSON ENGINEERING INC

oRAINAGEtAsEMENT~~amp middot2122 JOHNSON STREET_ftm PO BOX 1550 SECTION 31 TOWNSHIP 42 SOUTH RANGE 26 EASTJOHNS a1 FORT MftllS FLORIDA 33902-1 550BABCOCK RETAIL HOLDINGS LLC CHARLOTTE COU1Y FLORIDAPHONE (239) 334-0046 FAX (239) 334-3661 DATE PROJECT NO lf1LE NO ISHEIT1=

EB 642 amp LB 642ENGINEERING 08-06-19 ~0~81133-0~ 31-42-26 1=-200bull 1 Of 5

3 =-ttgt tj

B~ ttgt ~ 8 ttgt

= = ~ ~

C~0

O ttgt ~

tj

-~ c ti-3 ti

-l Q

~a-

~ ~ z d ~ lj tj

N -l deg z rr 3

~ N

Q deg N N

deg ~ ~ 00

0 l

N

0 ~ lj Q Q

~

~ i I ~ ~

f ~ Jl g -~ ls ~

g E

j ~

middotJ

~ ~

Q

t TRACT 6 CRESCENT B COMMONS

PARCEL BOUNDARY

0 50 100 200

i rNTE ~-- IOED DISPLAY SCALE 1=200)

DESCRIBED DRAINAGE EASEMENT (121357 SQ FT279AC r)

S892025E 19035

~I Cf)

UNPIATTED N892025~ ~ ampgtS --c

19035 11-c~ cogtlIII rf --1= ~ 1 oltJgti rf1i bull lt~c~p1~00deg l ~co ~l-~rt-V fri~

gt I

POC SW CORNER TRACT 6

g 2 vS3c -etJmiddot- ~ ~ 00

SB9202SE 7732 ~

===i-s00bull3sbull33-w ~ 2000 )i __ N892025W 7732 ~6 b~ gll =

COCK WvCH COMMUNflY CYPRESS PAAlltWAY )7 _ ----1~=----J ( 3 PLAT BOOK 23 PAGE 15A_1~ 11 1 bullbullbull-bullbullbullmiddotmiddot

f C1 2500

C2 26906

C3 2soo C4 1800

C5 7900

cs I 26043462

CURVE TABLE

164501middot

7smiddot2smiddot1smiddot S512511w 3161 3422

934 D000TW

bull1210 ----

TRACT 0-51

CURVE ( RADIUS DELTA 1 CHORD BEARINC I CHORD LENCTl-t

884015bull I

1013536deg

260901

00115

N4403s4bullw 3494 I 3ssbullmiddot S0224 49W [ 8766 1 6B06

S383515E 2790 3192

s2s7bull04middotw I 35bullmiddot 3606

53smiddot2obulls7w 9419 9419

JOHNSON ENGINEERING INC 2122 JOHNSON STREET

P0 BOX 1550 BABCOCK RETAIL HOLDINGS LLC JOHNS N FORT MYERS FLORIDA 33902-1550

PHONE (239) 334-0046

ENGINEERING FAX (239) 334-3661 EB 642 amp LB 642

1181

LINE TABLE

LINE I BEARING iDISTANCE

L1 N003633E 11973

L2 S892025E I 11718

L3 N003633E I 9990

L4 N892401W j 11673

LS S892401E I 12466

L6 N~9 56 42E I 5267

L7 N2Y2926W r 9S51

LS Naemiddots2middot2sw I 1so00middot

L9 N010732E 2000middot L10 S885228E 142B3

L11 S891859E 5013

L12 soomiddot41bull01middotw I 2000middot

L13 [ N891859W j 5368

L14 i S695642W 5753

LINE BEARING DISTANCE

L15 S0036 33W 10301

L16 S892025E 6038

L17 N6059deg10E 10566

L18 N760004E 9716

L19 NOOJ748E 3140

L20 sa0middot22middot12E 2000middot

L21 S003748W 2914

L22 i S892212E 18322

L23 N003800E 1138

L24 N8454 48E 10202middot

L25 S121233I I 1066

L26 S784323E 718

L27 S780445E 5074

L28 N780346W 1825

L29 N115614E 20304

L30 N780445W 3131

L31 N784323W 740

L32 S121233W 4455

L33 I NB92211 middotw 1303

L34 S003800W 3033

L35 I SB92303E i 3263

L36 S121233W 1 7553

L37 1 N002336E 1926

L38 N291320E 7011

L39 I N2700 5E 504

L40 N892212W I 17086 L41 1 S4231 22E 2844

L42 i S4T2B3ebullw 2000middot

L43 N423122W I 45391

L44 i S760004W 9568

L45 ssobulls9bull1 omiddotw 9990

bullNOLVALIO_WITHOUT SHEETS 1 THR01J(l_H 5 OF__5bull

SKETCH AND OESCRPTION DRAINAGE EASEMENT

SECTION 31 TOWNSHIP 42 SOUTH RANGE 26 EAST CHARLOTTE COUNTY FLORIDA

D4TE IPROJECT NO Jmt- NO lscAlpound - 1sHtEf os-os-19 fzo1a1133-oo 31-42-26 1-200middot 2 ors

z rr 3

~ N

Q deg N deg N

~ 0 deg 0

l

N

I ~I~t(ll~~ ~

E ~ ~

-l Q ~a

~ z d

LINE TABLE10 PUEICYPR~W ~-iRKWAY CRESCENT acoriJis~ ~ (PAl)(DE PUE RWE) PARCEL BOUNDAKY lj tj

TRACT 1-40 N88737659 E735649J0 N

NOD 0 3559E 2000+_____ __ 00 deg

__

0

-l

~ lj Q Q

~ Q

~ ~ z dTRACT A-31 77ACT 6

CYPRESS PARKWAY middotcRESCFwr e COMMONS amiddot PuE _- ~ ----- ~ I

I (DE PUE RWE)

~ ~ TRACT 1-40

~ ~

E

i ~ ~

I

bl i I I

en

mACT 6

CRESCENT 8 COMMONS PARCEL BOUNDAFrY

~ g

~ 0 P

t c

I ~

~

E rn

I I

UNPlATTED

I 0--

__ PARCEL BOUNDAFrY _ (PlAl) bull ____ ( - - - - ~ lj

N~bull 0co~ ~ c ~ ~ si_

0 50 100 200bullc_c 0~ oo~ deg (INTENDED DISPLAY SCALE 1degbull200)~coct bulll-l-o~ ~---- I ~

~~essNDe=Pl Q

0 l

N

tj

N

deg deg ~ z rJJ_

3

~ N

Q deg N

J

BASIS OF BEARINGj SOUTH LINeuro TRACT 6 TRACT D-51f J1 ~

I ~

~ 8

~ ~

I

middotsa mazc (

UNE TABIE

LINE I BEARING I DISTANCE

L46 S8922I1E 4513

L47 s00middot3sbull oow 3036

L48 S003657W middot 127S

L49 S241B26-W 6064

L50 I N003800E 12392

CURVE TABLE L51 N0952deg45E 14238

CURVE IRADIUS DELTA 7CHORD BEARING ICHORD ILENGTH L52 j N003653E 11432

co 1 2000middot 87-0534 544bull09bull44w 7 27ssmiddotl 3040 L53 SB92226E j 12074

c11 I 33oomiddot l 9bull43bull39bull i S192636W I 560 I 560 L54 IS300139W I 29253

bullNOT VALID WITHOUT SHEETS L TiiROUGti_S OF 5bull

BABCOCK RETAIL HOLDINGS LLC JOHNS 1ENGINEERING


Po aox 1550 FORT MYERS FLORIDA 33902-1550

PHONE (239) 334-0046 FAX (239) 334-3661

EB 1642 amp LB f842

SKETCH AND DESCRIPTION DRAINAGE EASEMENT

SECTION 31 TOWNSHIP 42 SOUTH RANGE 26 EAST CHARLOTTE COUNTY FLORIDA 1=OAlE IPROJECT- NO IFILE NO -

08-06-19 J2oiST133-00f 31-42-26 1bull-200bull 1 3 OF 5

0

--

E

~

~ i

i ~ -shy~

f I ~

l ~

i E 8 1 t l1 -i 5

8 g

~ ~


LYING IN lRACT 6 BABCOCK RANCH COMMUNnY CYPRESS PARKWAY SECTION 31 TOWNSHIP 42 SOUTH RANGE 26 EAST

CHARLOTTE COUNTY FLORIDA

A PARCEL OF LAND FOR DRAINAGE EASEMENT PURPOSES LYING IN SECTION 31 TOWNSHIP 42 SOUTH RANGE 26 EAST CHARLOTTE COUNTY FLORIDA BEING MORE PARTICUlgtRLY DESCRIBED AS FOLLOWS

COMMENCING AT THE SOUTHWEST CORNER OF lRACT 6 BABCOCK RANCH COMMUNITY EAST LINE FOR A DISTANCE OF 1825 FEET THENCE N115614E FOR A DISTANCE Of CYPRESS PARKWAY AS RECORDED IN PigtT BOOK 23 PAGES 15A THROUGH 15K OF THE 20304 FEET THENCE N780445W FOR A DISTANCE OF 3131 FEET THENCE CHARLOTTE COUNTY PUBLIC RECORDS THENCE S893624E ALONG THE SOUTH LINE OF N784323W FDR A DISTANCE OF 740 FEET THENCE S121233W FOR A DISTANCE SAID TRACT 6 A DISTANCE OF 3018 FEET THENCE ND0363JE DEPARTING SAID OF 4455 FEET TO A PDIITT OF CURVATURE TO THE RIGHT THENCE ALONG SAID CURVE SOUTH LINE A DISTANCE OF 855 FEET TO THE POlt-IT OF BEGINNING TO THE RIGHT HAVlNG A RADIUS OF 2500 FEET (CHORD BEARING S512511 W)

(CHORD 3161 FEET) (DELTA 782516j FOR 3422 FEET THENCE N892211VI FOR A FROM SAJD PCINT OF BEGINNING THENCE N003633E FOR A DISTANCE OF 36674 DISTANCE OF 1303 FEET THENCE SOD3800W FOR A DISTANCE OF 3033 FEETFEET THENCE S892025E FOR A DISTANCE OF 19035 FEET THENCE N003633E THENCE S892303E FOR A DISTANCE OF 3263 FEET TO A POINT OF CURVATURE TO FOR A DISTANCE OF 11973 FEET THENCE N892025Y FOR A DISTANCE OF 19016 THE RIGHT THENCE ALONG SAID CURVE TO THE RIGHT HAVlNG A RADIUS OF 1800 FEET FEET THENCE N003633E FOR A DISTANCE OF 2000 FEET THENCE S892025E (CHORD BEARING S383515E) (CHORD 2790 FEET) (DELTA 1013536j FOR 3192 FOR A DISTANCE OF 11718 FEET THENCE N003633E FOR A DISTANCE OF 9990 FEET THENCE S121233W FOR A DISTANCE OF 7553 FEET TO A POINT OF FEET THENCE N892401W FOR A DISTANCE OF 11673 FEET THENCE N003559E CURVATURE TD THE RIGHT THENCE ALONG SAID CURVE TO THE RIGHT HAVlNG A RADIUS FOR A DISTANCE OF 2000 FEET THENCE S892401 E FDR A DISTANCE OF 12488 OF 790D FEET (CHORD BEARING S25 1704W) (CHORD 3574 FEET) (DELTA 260901 j FEET THENCE N6956 42E fOR A DISTANCE OF 5287 FEET THENCE N232926W FOR 3606 FEET TO A POlt-IT OF REVERSE CURVATURE TD THE LEFT THENCE ALONG FOR A DISTANCE OF 9551 FEET THENCE N885228W FOR A DISTANCE OF 13000 SAJD CURVE TD THE LEFT HAVING A RADIUS OF 26043462 FEET (CHORD BEARING FEET THENCE N010732E FOR A DISTANCE OF 2000 FEET THENCE S885228E S382057W) (CHORD 9419 FEET) (DELTA 000115j FOR 9419 FEET TD A POINT OF FOR A DISTANCE OF 14283 FEET THENCE S232926E FOR A DISTANCE OF 11210 REVERSE CURVATURE TO THE RIGHT THENCE ALONG SAID CURVE TD THE RIGHT HAVlNG FEET THENCE S891859E FOR A DISTANCE OF 5013 FEET THENCE S004101W A RADIUS OF 1600 FEET (CHORD BEARING S600007W) (CHORD 1181 FEET) (DELTA FOR A DISTANCE OF 2000 FEET THENCE N891859W FOR A DISTANCE OF 5368 43deg1934) FOR 1210 FEET THENCE S300139W FOR A DISTANCE OF 43009 FEET FEET THENCE S695642W FOR A DISTANCE OF 5753 FEET THENCE S003633W TD REFERENCE POlt-IT LABELED 8 ON THE SOUTH LINE OF SAID TRACT 6 THENCE FOR A DISTANCE OF 10301 FEET THENCE S892025E FOR A DISTANCE OF 6038 N893624W ALONG SAID SOUTH LINE FOR A DISTANCE OF 21109 FEET THENCE FEET THENCE N605910E FOR A DISTANCE OF 10566 FEET THENCE N760004E N002336E FDR A DISTANCE OF 1926 FEET THENCE S893211E DEPARTING SAID FOR A DISTANCE OF 9716 FEET THENCE --l003748E FDR A DISTANCE OF 3140 SOUTH LINE FOR A DISTANCE OF 18239 FEET THENCE N095245E FOR A DISTANCE FEET THENCE S892212E FOR A DISTANCE OF 2000 FEET THENCE S00-3748Y OF 15361 FEET THENCE N00365JE FOR A DISTANCE OF 13271 FEET THENCE FOR A DISTANCE OF 2914 FEET THENCE S892212E FOR A DISTANCE OF 18322 S892226E FOR A DISTANCE OF 14189 FEET THENCE N291320Ebullbull FOR A DISTANCE FEET TO A REFERENCED POINT igtBELED A THENCE N00380DE FOR A DISTANCE OF OF 7011 FEET THENCE N270015E FDR A DISTANCE DF 504 FEET THENCE 1138 FEET TD A POlt-IT OF NON-TANGEt-IT CURVATURE TO THE RIGHT THENCE ALONG N003800E FOR A DISTANCE OF 21294 FEET THENCE N892212W FOR A SAID CURVE TD THE RIGHT HAVlNG A RADIUS OF 2500 FEET (CHORD BEARING DISTANCE OF 17086 FEET THENCE S423122E FOR A DISTANCE OF 2844 FEET N440354YJ (CHORD 3494 FEET) (DELTA 884015) FOR 3869 FEET THENCE THENCE S472838W FOR A DISTANCE OF 2000 FEET THENCE N423122W FOR A N001613E FDR A DISTANCE OF 15583 FEET TO A POlt-IT OF CURVATURE TO THE DISTANCE OF 4539 FEET THENCE S760004W FOR A DISTANCE OF 9568 FEET RIGHT THENCE ALONG SAID CURVE TO THE RIGHT HAVING A RADIUS OF 2500 FEpoundT TI-iENCE S605910Wbull FOR A DISTANCE OF 9990 FEET THENCE S0036bull33W FOR A (CHORD BEARING N423531 E) (CHORD 3366 FEET) (DELTA 8438351 FOR 3693 DISTANCE OF 14390 FEET THENCE N892025Vbull FOR A OISTANCE OF 19035 FEET FEET THENCE N845448E FOR A DISTANCE OF 10202 FEET TO A POINT OF THENCE s00bull35bull33bullw FOR A DISTANCE OF 19631 FEET THENCE S892025E FDR A NON-TANGENT CURVATURE TO THE RIGHT THENCE ALONG SAID CURVE TD THE RIGHT DISTANCE OF 7732 FEET THENCE S003633W FOR A DSTANCE OF 2000 FEET HAVING A RADIUS OF 3795 FEET CHORD BEARING S50-osmiddot2smiddotE) (CHORD 54_3 FEIT) THENCE N892025W FOR A DISTANCE OF 7732 FEET THENCE S003633W 1 FOR A (DELTA 912217) FOR 6052 FEET TD A POINT OF NDN-TANGEt-IT CURVATURE TO THE DISTANCE OF 13044 FEET THENCE N892025W FOR A DISTANCE OF 2000 FEET 10 RIGHT THENCE ALONG SAID CURVE TO THE RIGHT HAVING A RADIUS OF 26908 FEET THE POtNT OF BEGINNING (CHORD BEARING S022449W) (CHORD 8766 FEET) (DELTA 184501) FOR 8806 FEET THfNCE S121233W FOR A DISTANCE OF 1086 FEET THENCE S784323E CONTAINING 13B524 SQUARE FEET OR 318 ACRES MORE OR LESS FOR A DISTANCE OF 718 FEET THENCE S780445E FOR A DISTANCE OF 5074 FEET TO A POINT ON THE EAST LINE Of SAID TRACT 6 THENCE S121233W ALONG SAID LESS AND EXCEPTING THEREFROM THE FOLLOWING DESCRIBED PARCEL A ANO PARCEL EAST LINE FOR A DISTANCE OF 22304 FEET THENCE N7803~W DEPARTING SAIO B BEING MORpound PARTICULARLY DESCRIBED AS FOLLOWS

DESCRIPTION COt-ITINUED ON SHEET 5 OF 5

bullNOT VAIJD__WITHOUT SliglS_LTHROUG~F_ 5BABCOCK RETAIL HOLDINGS LLC


PO BOX 1550JOHNS ii FORT MYERS FlORlDA 33902-1550 I PHONE (239 534-0046

FAX (239) 334-3661ENGINEERING EB f642 amp LB 642


SECTION 31 TOWNSHIP 42 SOUTH RANGE 26 EAST CHARLOTTE COUN1Y FLORIDA

DATE IPRO-ECT NO lfllE NO lSCAIE SHEET os-os-19 l201s1133-ooI 31-42-26 NA 4 OF 5

~ lj Q Q

~ ---l Q

~ ~ z d ~ lj tj

w Q Q z rJJ_

3

~ N

Q deg N N

deg ~ ~ 0 l

N

0 ~ lj Q Q

~

N

g lll

i ~ i- ~ ~

I i i

l - a

I

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-f ~

~ B ~ -

DESCRIPTION CONTINUED FROM SHEET 4 OF 5

~ BEGINNING AT THE AFOREMENTIONED REFERENCE POINT LABELED Abull THENCE N605958E A DISTANCE OF 2301 FEET TO THE POINT OF BEGINNING OF THE AFOREMENTIONED LESS AND EXCEPT PARCEL A FROM SAID POINT OF BEGINNING THENCE SB92211Ebull FOR A DISTANCE OF 4513 FEET THENCE S003800W FOR A DISTANCE OF 3036 FEET TO A POINT OF NON-TANGENT CURVATURE TO THE LEFT THENCE ALONG SAID CURVE TO THE LEFT HAVING A RADIUS OF 2000 FEET (CHORD BEARING S440944W) (CHORD 2756 FEET) (DELTA B705deg34) FOR 3040 FEET THENCE S003657W fOR A DISTANCE OF 1275 FEET THENCE S241826W FOR A DISTANCE OF 6064 FEET TO A POINT OF CURVATURE TO THE LEFT THENCE ALONG SAID CURVE TO THE LEFT HAVING A RADIUS OF 3300 FEET (CHORD BEARING S192636W) (CHORD 560 FEET) (DELTA 094339) FOR 560 FEET THENCE NOOJBooE FOR A DISTANCE Of 12392 FEET TO THE POINT OF BEGINNING

CONTAINING 3092 SQUARE FEET OR 007 ACRES MORE OR LESS

ANO ALSO LESS AND EXCEPTING THE FOLLOWING DESCRIBED PARCEL 8

PARCEi middotebull BEGINNING AT THE AFOREMENTIONED REFERENCE POINT LABELED B THENCE N130954W A DISTANCE OF 2922 FEET TO THE POINT OF BEGINNING OF SAID LESS AND EXCEPT PARCEL B FROM SAID POINT or BEGINNING THENCE N095245E FOR A DISTANCE OF 14238 FEET THENCE N00-3653E FOR A DISTANCE OF 11432 FEET THENCE S892226E FOR A DISTANCE OF 12074 FEET THENCE S300139W FOR A DISTANCE OF 29253 FEET TO THE POINT OF BEGINNING


DESCRIBED DRAINAGE EASEMENT PARCEL CONTAINS 121357 SQUARE FEET OR 279 ACRES MORE OR LESS

BEARINGS DESCRIBED HEREON ARE PROJECTED ONTO THE FLORIDA STATE PLANE COORDINATE SYSTEM WEST ZONE NORTH AMERICAN DATUM OF 1983 (NAD83) 99 ADJUSTME~T ANO BASED ON THE WEST LINE OF SECTION 31 TOWNSHIP 42 SOUTH RANGE 26 EAST CHARLOTTE COUNlY FLORIDA WHEREIN SAID WEST LINE BEARS N00-3646E

bullNOT VALID WITHOUT SHEETS 1 THROUGH 5 OF 5


BABCOCK RETAIL HOLDINGS LLC JOHNS I JOHNSON ENGINEERING INC 2122 JOHNSON STREET

PO BOX 1550 FORT MYERS FLORIDA J3902-1550

PHONE (239) 334-0046


ENGINEERING FAX (239) 334-3661 E8 642 amp LB 642

CATE

08-06-19 FllE NO TSOALE

31-42-26 NA SHm

5 OF 5

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BABCOCK RANCH


9

RESOLUTION 2021-09

A RESOLUTION OF THE BABCOCK RANCH


AUTHORIZING THE CHAIRPERSON AND STAFF TO

TAKE ANY NECESSARY ACTION TO COORDINATE

WITH CHARLOTTE COUNTY AND LEE COUNTY

REGARDING THE PROVISION OF EMERGENCY

SERVICES TO THE BABCOCK RANCH COMMUNITY

AND PROVIDING FOR SEVERABILITY AND EFFECTIVE

DATE

WHEREAS the Babcock Ranch Community Independent Special District (ldquoDistrictrdquo) is

a local unit of special purpose government created and existing pursuant to Chapter 2007-306

Laws of Florida as amended (the ldquoActrdquo) being situated in both Charlotte County and Lee

County Florida and

WHEREAS as provided in the Act the special purpose of the District is to plan

construct maintain operate finance and improve the provision of systems facilities and

services necessary to meet the infrastructure needs of the Babcock Ranch Community including

among other things emergency services and equipment and

WHEREAS Chapter 2007-306 Laws of Florida authorizes the District to adopt

resolutions as may be necessary for the conduct of District business and

WHEREAS the District desires to collaborate with Charlotte County and Lee County to

develop an emergency management and emergency response program in an efficient and

coordinated manner for the benefit of the local community

NOW THEREFORE BE IT RESOLVED BY THE

GOVERNING BOARD OF THE BABCOCK RANCH

COMMUNITY INDEPENDENT SPECIAL DISTRICT (THE

ldquoBOARDrdquo)

SECTION 1 The District hereby authorizes the Chairperson and District staff to take

actions as necessary to coordinate with Charlotte County Lee County andor other public or

private partners regarding the coordination and provision of emergency management and

response services Any agreement resulting from such actions regarding provision of emergency

management and response services shall be brought to the Board for final approval at a publicly

noticed meeting

SECTION 3 If any provision of this resolution is held to be illegal or invalid the other

provisions shall remain in full force and effect

SECTION 4 This resolution shall become effective upon its passage and shall remain in

effect unless rescinded or repealed

PASSED AND ADOPTED this 18th day of February 2021

ATTEST BABCOCK RANCH COMMUNITY

INDEPENDENT SPECIAL DISTRICT

_____________________________________ __________________________________

SECRETARY ASSISTANT SECRETARY CHAIRVICE CHAIR


SPECIAL DISTRICT

10

BABCOCK RANCH


11

BABCOCK RANCH COMMUNITY


FINANCIAL STATEMENTS

UNAUDITED

JANUARY 31 2021

General

Debt

Service

Series

2015

1Debt

Service

Series

2018

2Debt

Service

Series

2018 2B

3Debt

Service

Series

2018 3A

4Debt

Service

Series

2018 4

5Debt

Service

Series

2020 2C

6Debt

Service

Series

2020 3A

7Debt

Service

Series

2020 3B

Capital

Projects

Series

2015

Capital

Projects

Series

2018

Capital

Projects

Series

2018 2B

Capital

Projects

Series

2018 4

Capital

Projects

Series

2020 2C

Capital

Projects

Series

2020 3A

Capital

Projects

Series

2020 3B

ASSETS

Cash - Valley National Bank 0827

Operating 738277$ -$ -$ -$ -$ -$ -$ -$ -$ -$ -$ -$ -$ -$ -$ -$ 738277$

Curry Lake Preserve 100 - - - - - - - - - - - - - - - 100

Phase 2 100 - - - - - - - - - - - - - - - 100

Investments - US Bank

Capitalized interest - - - - 748223 - 210492 - 104078 - - - - - - - 1062793

Revenue - 1043057 136739 343037 - 214872 - - - - - - - - - 1737705

Prepayment - 604 - - - - - - - - - - - - - - 604

Reserve - 1318837 68375 244300 789913 212769 147102 244104 73301 - - - - - - - 3098701

Master construction - - - - - - - - - - - 7 - - - - 7

Construction - - - - - - - - - - 18779 - 1707 2874234 8215587 1889427 12999734

Assessments receivable off-roll 9761 20000 - 16246 - 191492 - - - - - - - - - - 237499

Due from Developer 448006 - - - - - - - - - - - - - - - 448006

Due from other 5 - - - - - - - - - - - - - - 5

Accounts receivable 12811 - - - - - - - - - - - - - - 12811

Due from other funds

Capital projects - series 2015 1713 - - - - - - - - - - - - - - - 1713

Deposits 990 - - - - - - - - - - - - - - - 990

Total assets 1211763$ 2382498$ 205114$ 603583$ 1538136$ 619133$ 357594$ 244104$ 177379$ -$ 18779$ 7$ 1707$ 2874234$ 8215587$ 1889427$ 20339045$

LIABILITIES

Liabilities

Accounts payable 66268$ -$ -$ -$ -$ -$ -$ -$ -$ -$ -$ -$ -$ -$ -$ -$ 66268$

Franchise fee payable 36297 - - - - - - - - - - - - - - - 36297

Retainage payable - - - - - - - - - 51819 - 699652 - - - - 751471

Due to other funds

General - - - - - - - - - 1713 - - - - - - 1713

Developer advance 200000 - - - - - - - - - - - - - - - 200000

Due to Developer - contribution refund 437399 - - - - - - - - - - - - - - 437399

Due to other 1221 - - - - - - - - - - - - - - 1221

Total liabilities 741185 - - - - - - - - 53532 - 699652 - - - - 1494369

Deferred receipts 470578 20000 - 16246 - 191492 - - - - - - - - - - 698316

Total deferred inflows of resources 470578 20000 - 16246 - 191492 - - - - - - - - - - 698316

FUND BALANCES

Nonspendable

Deposits 990 - - - - - - - - - - - - - - - 990

Restricted for

Debt service - 2362498 205114 587337 1538136 427641 357594 244104 177379 - - - - - - - 5899803

Capital projects - - - - - - - - - (53532) 18779 (699645) 1707 2874234 8215587 1889427 12246557

Unassigned (990) - - - - - - - - - - - - - - - (990)

Total fund balances - 2362498 205114 587337 1538136 427641 357594 244104 177379 (53532) 18779 (699645) 1707 2874234 8215587 1889427 18146360

and fund balances 1211763$ 2382498$ 205114$ 603583$ 1538136$ 619133$ 357594$ 244104$ 177379$ -$ 18779$ 7$ 1707$ 2874234$ 8215587$ 1889427$ 20339045$ 1Lennar Phase 2A

2Lennar Phase 2B

3Babcock National (Lennar)

4Earthsource (Pulte)

5Lennar Phase 2C


7Babcock Ranch Village III Southwest (Pulte)



BALANCE SHEETS

JANUARY 31 2021

Total

Governmental

Funds

Major Funds

DEFERRED INFLOWS OF RESOURCES

Total liabilities deferred inflows of resources

1

Current

Month

Year to

Date Budget

of

Budget

REVENUES

Assessment levy on-roll 69657$ 498447$ 516075$ 97

Assessment levy off-roll - - 595655 0

Lot closings 3468 92843 - NA

Developer contributions 141701 147285 2312242 6

Franchise fees collected - gas 551 1015 3946 26

Franchise fees collected - electric 6674 25675 41056 63

Cost share - security 3423 18612 38875 48

Site line amp grade review 16270 57938 196000 30

Total revenues 241744 841815 3703849 23

EXPENDITURES

Professional amp administrative

Management 5075 20300 60900 33

Accounting - OampM 1042 4167 12500 33

Engineering 4715 11233 60000 19

Engineering - bond validation - 1045 - NA

Engineering - site line amp grade review 26102 50655 175000 29

District counsel 17462 46925 95000 49

District counsel - site line amp grade review 8352 8460 21000 40

District counsel - bond validation 3075 26091 - NA

Utility locating 107 322 - NA

Arbitrage - - 2250 0

DSF 2015 accounting amp assmt collections 625 2500 7500 33


DSF 2018 phase 3 accounting amp assmt collections 625 2500 7500 33


Dissemination agent 333 1333 4000 33

Audit 5750 14000 14500 97

Telephone 21 83 250 33

Postage amp shipping 22 199 900 22

Legal advertising 2450 3895 15000 26

Trustee - series 2015 5026 5026 8700 58

Trustee - series 2018 - - 5875 0

Trustee - series 2018 area 2B 4031 4031 - NA

Trustee - series 2018 phase 3 - - 8500 0

Trustee - series 2018 area 4 2956 2956 3200 92

Office supplies amp check stock - 363 1000 36

Meeting room rental 188 338 - NA

Website - 1505 11300 13

Online processing fee (PayPal) 39 145 400 36

Credit card discount (TSYS) 1348 3678 8500 43

Dues licenses and fees - 3175 175 1814

Property taxes - 775 - NA

Insurance

General liability and POL - 4018 4600 87

Inland marine (property) - 21975 25000 88



STATEMENT OF REVENUES EXPENDITURES

AND CHANGES IN FUND BALANCES

GENERAL FUND

FOR THE PERIOD ENDED JANUARY 31 2021

2

Current

Month

Year to

Date Budget

of

Budget





GENERAL FUND


Franchise fees - LCEC 3337 12837 20528 63

Franchise fees - FPL 3337 12837 20528 63

Contingency - - 5000 0

Tax collector 1393 9961 10752 93

Total professional amp administrative 98661 282328 625358 45

Field operations and maintenance

Safety patrol - night - 61771 353955 17

Restroom lease - Founders Square 1651 8669 21185 41

Lake maintenance 2706 10824 33600 32

Littoral maintenance - 18378 79840 23

Rain garden miantenance - 550 - NA

Professional services - field management 12925 58559 341692 17

Landscape contract 2020 15455 128231 362573 35

Irrigation contract 2020 5577 12630 32832 38

Porter contract 2020 20900 62910 262200 24

Mulch contract 2020 - - 500000 0

Landscape - new area 2295 2295 37500 6

Landscape - additional services - 1927 115000 2

Water 465 1321 5000 26

Sewer 227 602 3700 16

Irrigation 5707 17594 175000 10

Gas 52 135 1000 14

Irrigation - new area - 1355 7500 18

Trash pickup - - 500 0

Repairs and maintenance - trails - - 2500 0

Repairs and maintenance - common area - - 2500 0

Repairs and maintenance - pumps and lighting - - 5000 0

Repairs and maintenance - irrigation 45 1804 10000 18

Repairs and maintenance - sidewalks - - 1000 0

Repairs and maintenance - hardscape - - 7500 0

Repairs and maintenance - painting 385 3525 2500 141

Bush hoggingmowing 6126 6126 80000 8

Repairs and maintenance - general 4310 11701 5000 234

Porter services - new area - - 15000 0

Mulch - new area - - 5000 0

Tree trimming - - 35000 0

Speed limit sign maintenance 1640 1640 3200 51

ThorGuard system maintenance and repair - 1141 2500 46

3

Current

Month

Year to

Date Budget

of

Budget





GENERAL FUND


Street light lease AIS PH1A 9407 18814 56448 33


Street light lease AIS PH1B 11516 23033 69097 33

Street light lease AIS PH1B2 674 1348 4043 33

Street light lease AIS PH1 6572 13144 39432 33

Street light lease AIS Linear Path Lighting 429 858 2573 33

Street light lease AIS BNS Entrance 292 591 1773 33


Street light lease AIS Spine Road BB 1785 3570 10712 33

Street light lease AIS 301 Spine Road HH-II 1034 2067 6202 33

Street light lease AIS 302 Spine Road DD-GG 3007 6013 18048 33

Street light lease AIS 303 Spine Road GG1 1315 2631 7893 33

Street light lease AIS 304 traffic control service 2839 5678 17034 33

Street light lease future - 2141 30000 7

Electric vehicle charges - Street light-FPL 1021 2552 7000 36

Road cleaningsweeping 720 2520 30000 8

Repairs and maintenance - signage - 3047 10000 30

Mosquito control 2225 9782 10000 98

Janitorial (comfort station) 4363 8360 17665 47

Janitorial additional - - 9600 0

Hurricane clean-up - - 15000 0

Panther mitigation - 7670 60000 13

Mitigation - - 90000 0

Holiday lighting 11832 24477 32000 76

Splash pad cleaning - 718 5000 14

License plate reader 388 388 - NA

Total field operations amp maintenance 143083 559487 3078491 18

Total expenditures 241744 841815 3703849 23

Excess(deficiency) of revenues

over(under) expenditures - - -

Fund balances - beginning - - 7339

Fund balances - ending -$ -$ 7339$

4

Current

Month

Year to

Date Budget

of

Budget

REVENUES


Assessment levy off-roll - 3111 301350 1

Interest 6 29 - NA

Assessments - lot closings - 49400 - NA

Total revenues 139792 1052041 1337014 79

EXPENDITURES

Debt service

Principal - 350000 350000 100

Interest - 483631 961125 50

Principal prepayments - 5000 - NA

Total debt service - 838631 1311125 64

Other fees and charges

Tax collector 2795 19989 21576 93

Total other fees and charges 2795 19989 21576 93



over(under) expenditures 136997 193421 4313

Fund balances - beginning 2225501 2169077 2176327

Fund balances - ending 2362498$ 2362498$ 2180640$




DEBT SERVICE FUND - SERIES 2015



5

Current

Month

Year to

Date Budget

of

Budget

REVENUES


Interest - 2 - NA

Total revenues 18851 134789 139665 97

EXPENDITURES

Debt service

Principal - 35000 35000 100

Interest - 50087 99388 50



Tax collector 377 2695 2910 93













6

Current

Month

Year to

Date Budget

of

Budget

REVENUES

Assessment levy off-roll 33675$ 241885$ 249497$ 97

Interest 2 9 - NA

Total revenues 33677 241894 249497 97

EXPENDITURES

Debt service

Principal - 60000 60000 100

Interest - 90850 180500 50







over(under) expenditures 33004 86229 3799 2270







DEBT SERVICE FUND - SERIES 2018 2B


7

Current

Month

Year to

Date Budget

of

Budget

REVENUES

Interest 8$ 36$ -$ NA

Total revenues 8 36 - NA

EXPENDITURES

Debt service

Interest - 299094 598188 50



over(under) expenditures 8 (299058) (598188) 50







DEBT SERVICE FUND - SERIES 2018 3A


8

Current

Month

Year to

Date Budget

of

Budget

REVENUES


Interest 1 6 - NA

Total revenues 29344 209813 217398 97

EXPENDITURES

Debt service

Principal - 50000 50000 100

Interest - 79247 157494 50














DEBT SERVICE FUND - SERIES 2018 4


9

Current

Month

Year to

Date

REVENUES

Interest 2$ 5$

Total revenues 2 5

EXPENDITURES

Debt service

Cost of issuance - 585

Total debt service - 585


over(under) expenditures 2 (580)

Fund balances - beginning 357592 358174

Fund balances - ending 357594$ 357594$





DEBT SERVICE FUND - SERIES 2020 2C


10

Current

Month

Year to

Date

REVENUES

Interest 2$ 4$

Total revenues 2 4

EXPENDITURES

Debt service













11

Current

Month

Year to

Date

REVENUES

Interest 1$ 2$

Total revenues 1 2

EXPENDITURES

Debt service













12

6

Current

Month

Year to

Date

REVENUES -$ -$

Total revenues - -

EXPENDITURES - -

Total expenditures - -


over(under) expenditures - -

Fund balances - beginning (53532) (53532)

Fund balances - ending (53532)$ (53532)$





CAPITAL PROJECTS FUND - SERIES 2015


13

6

Current

Month

Year to

Date

REVENUES -$ -$

Total revenues - -

EXPENDITURES - -












14

6

Current

Month

Year to

Date

REVENUES

Developer contributions 139415$ 311183$

Interest - 7

Total revenues 139415 311190

EXPENDITURES

Capital outlay 154904 154904

Total expenditures 154904 154904


over(under) expenditures (15489) 156286







CAPITAL PROJECTS FUND - SERIES 2018 2B


15

6

Current

Month

Year to

Date

REVENUES -$ -$

Total revenues - -

EXPENDITURES - -




Net change in fund balances - -







CAPITAL PROJECTS FUND - SERIES 2018 4


16

6

Current

Month

Year to

Date

REVENUES

Interest 24$ 77$


EXPENDITURES




over(under) expenditures (690293) (1844314)







CAPITAL PROJECTS FUND - SERIES 2020 2C


17

6

Current

Month

Year to

Date

REVENUES

Interest 42$ 135$


EXPENDITURES - -



over(under) expenditures 42 135







CAPITAL PROJECTS FUND - SERIES 2020 3A


18

6

Current

Month

Year to

Date

REVENUES

Interest 12$ 38$


EXPENDITURES













19

ASSETS Balance

Current assets

Cash - Valley National Bank 4819 - utility 840056$

Cash - Valley National Bank 4819 - solid waste 12414

Accounts receivable 695546

Total current assets 1548016

Noncurrent assets

Total noncurrent assets -

Total assets 1548016

LIABILITIES

Current liabilities

Accounts payable 9554

Lease payable 5556385

Unearned revenue 416274

Customer deposits 229588

Due to other funds

Due to solid waste 12414

Total current liabilities 6224215

Noncurrent liabilities

Total noncurrent liabilities -

Total liabilities 6224215

NET POSITION

Unrestricted (4676199)

Total net position (4676199)$



STATEMENT OF NET POSITION

UTILITY - ENTERPRISE FUND

JANUARY 31 2021

20

Current

Month

Year to

Date Budget

of

Budget

OPERATING REVENUES

Residential

Water base 28436$ 105303$ 327864$ 32

Water usage 13640 56753 185968 31

Waste water base 33142 122686 383631 32

Waste water usage 13615 55431 194685 28

Irrigation base 8372 31467 9941 317

Irrigation usage 18852 62690 296757 21

Commercial

Water base 2887 10714 22303 48

Water usage 6504 24225 44738 54

Waste water base 653 2202 5436 41




Fire base 682 1393 2724 51

Lot closings

Water connection 33837 504191 1286006 39

Sewer connection 38261 531594 1366593 39

Irrigation connection 21025 335207 957821 35

Fire connection 147988 147988 - NA

Waterirrigation meter set 5854 165229 829563 20

Utilities plan review fee - - - NA

Utilities inspection fee - 18379 - NA

Miscellaneous income 2245 32187 25800 125

Late fees - - 5000 0

Total revenues 401282 2280053 6256010 36

OPERATING EXPENSES

Lease - utility 842663 1893028 11841433 16

Insurance - general liability and POL - 10667 11000 97

Insurance - property coverage - 54706 55000 99


Engineering - site line amp grade review 7969 25648 - NA

Total expenses 852216 1986727 11922433 17

Operating income(loss) (450934) 293326 (5666423)

Total net position - beginning (4225265) (4969525) (7014122)

Total net position - ending (4676199)$ (4676199)$ (12680545)$



STATEMENT OF REVENUES EXPENSES AND CHANGES IN NET POSITION



21

ASSETS Balance

Current assets

Cash - Valley National Bank 2146 1000$


Due from utility fund 12414

Assessments receivable 255


LIABILITIES

Current liabilities


Due to other 2716





NET POSITION






SOLID WASTE - ENTERPRISE FUND

JANUARY 31 2021

22

Current

Month

Year to

Date Budget

of

Budget

OPERATING REVENUES


Assessment levy off-roll 6970 24903 15277 163

Collection revenue 3018 12197 38771 31

Recycle collection revenue 2365 9137 13923 66

Total revenues 35412 211369 207871 102

OPERATING EXPENSES

Lease (base pymt $277791 per month) 39564 106308 327822 32

District counsel - - 7500 0

Insurance


Excess liability - 10763 10000 108


Tax collector 461 3297 2915 113

Total expenses 40025 127999 $355237 36









23

BABCOCK RANCH


12

DRAFT

MINUTES OF MEETING 1 BABCOCK RANCH 2

COMMUNITY INDEPENDENT SPECIAL DISTRICT 3 4

The Governing Board of the Babcock Ranch Community Independent Special District 5

held a Regular Meeting on January 28 2021 at 100 pm in-person at The Hive 42891 Lake 6

Babcock Drive Room 211 Punta Gorda Florida 33982 and telephonically at 1-888-354-0094 7

CONFERENCE ID 2144145 8

9

Present were 10 11 Bill Vander May Chair 12 Bill Moore Vice Chair 13 Greg Pankow Assistant Secretary 14 Kathy Valentine Assistant Secretary 15 16 Also present were 17 18 Craig Wrathell District Manager 19 Cindy Cerbone (via telephone) Wrathell Hunt and Associates LLC 20 Daniel Rom Wrathell Hunt and Associates LLC 21 Alyssa Willson (via telephone) District Counsel 22 Amy Wicks District Engineer 23 John Broderick Construction Manager 24 Luke Kenzik Field Operations Manager 25 Erica Woods (via telephone) Kitson amp Partners 26 Roger Swann Resident 27 28 29

FIRST ORDER OF BUSINESS Call to Order 30 31

Mr Wrathell called the meeting to order at 101 pm 32

33

SECOND ORDER OF BUSINESS Roll Call 34 35

Supervisors Vander May Moore Pankow and Valentine were present in person 36

Supervisor Stewart was not present 37

Public Comments 38

This item previously the Fourth Order of Business was presented out of order 39

BABCOCK RANCH CISD DRAFT January 28 2021

2

No members of the public spoke 40

41

THIRD ORDER OF BUSINESS Consent Agenda Approval of Edgewater 42 Utility Acceptance Package Phase 1 amp 2-5 43 and Corresponding Rate Increase 44

45 Mr Wrathell presented the Edgewater Utility Acceptance Package Phase 1 and 2-5 and 46

Corresponding Rate Increase 47

48

On MOTION by Mr Vander May and seconded by Ms Valentine with all in 49 favor the Edgewater Utility Acceptance Package Phase 1 amp 2-5 and 50 Corresponding Rate Increase was approved 51

52 53 FOURTH ORDER OF BUSINESS Public Comments [any members of the 54

public desiring to speak on a specific 55 agenda item may address the Board] 56

57 This item was presented following the Second Order of Business 58

59

FIFTH ORDER OF BUSINESS Consideration of AIS Financial LLC Street 60 Lighting Service Contract Phase 1B3 61

62 Mr Wrathell presented the AIS Financial LLC Street Lighting Service Contract for four 63

additional lights in Phase 1B3 64

65

On MOTION by Mr Moore and seconded by Mr Pankow with all in favor the 66 AIS Financial LLC Street Lighting Service Contract Phase 1B3 was approved 67

68 69

SIXTH ORDER OF BUSINESS Consideration of AIS Financial LLC Street 70 Lighting Service Contract Addendum 1 71 Spine Road DDGG 72

73 Mr Wrathell presented Addendum 1 to the AIS Financial LLC Street Lighting Service 74

Contract Spine Road DDGG for 35 additional lights 75

76


3

On MOTION by Mr Moore and seconded by Ms Valentine with all in favor 77 the AIS Financial LLC Street Lighting Service Contract Addendum 1 Spine 78 Road DDGG was approved 79

80 81

SEVENTH ORDER OF BUSINESS Consideration of Earth Tech 82 Environmental LLC Second Amendment to 83 the Professional Services Agreement 84

85 Mr Wrathell presented the Earth Tech Environmental LLC Second Amendment to the 86

Professional Services Agreement for three exotic maintenance events 87

88

On MOTION by Mr Pankow and seconded by Ms Valentine with all in favor 89 the Earth Tech Environmental LLC Second Amendment to the Professional 90 Services Agreement was approved 91

92 93 EIGHTH ORDER OF BUSINESS Consideration of Resolution 2021-07 94

Ratifying the Designation of the Location 95 of the Local District Records Office and 96 Providing an Effective Date 97

98 Mr Wrathell presented Resolution 2021-07 99

100

On MOTION by Mr Moore and seconded by Mr Pankow with all in favor 101 Resolution 2021-07 Ratifying the Designation of the Location of the Local 102 District Records Office as The Hive 24891 Lake Babcock Drive Suite 211 Punta 103 Gorda Florida 33982 and Providing an Effective Date was adopted 104

105 106

NINTH ORDER OF BUSINESS Consideration of Design Criteria Package 107 and Related Items for Request for 108 Qualifications for Emergency Facility 109 Design-Build Services 110

111 Mr Wrathell distributed an updated agenda because Agenda Item 9B was added after 112

the agenda package was sent to the Board 113


4

A Resolution 2021-08 Authorizing Request for Qualifications of Design-Build 114

Contractors Appointing an Evaluation Committee Providing a Severability Clause and 115

Providing an Effective Date 116

Mr Wrathell presented Resolution 2021-08 Staff would advertise the Request for 117

Qualifications (RFQ) for the design-build of the Emergency Facility The Board agreed to Ms 118

Willsonrsquos recommendation to designate the Evaluation Committee with Mr Moore as Lead 119

Project Manager Mr Broderick Mr Ahmad and the Design Criteria Professional and the 120

evaluation criteria and ranking scores for each category as provided by Mr Wrathell 121

The responses to the RFQ would be opened February 16 2021 and the Ranking 122

Committee would meet February 17 2021 and the regular meeting would be moved up one 123

week to February 18 2021 124

125

On MOTION by Mr Vander May and seconded by Ms Valentine Resolution 126 2021-08 as amended to incorporate the Evaluation Committee Members and 127 meeting date Authorizing Request for Qualifications of Design-Build 128 Contractors Appointing an Evaluation Committee Providing a Severability 129 Clause and Providing an Effective Date in substantial form subject to 130 incorporating minor changes and final legal review was adopted 131

132 133

B Project Management Agreement Between the District and Babcock Property Holdings 134

LLC 135

Mr Wrathell presented the Project Management Agreement Between the District and 136

Babcock Property Holdings LLC Ms Willson recommended approval in substantial form as the 137

scope of services and verbiage in the Agreement with the Developer were being finalized 138

139

On MOTION by Mr Vander May and seconded by Mr Pankow the Project 140 Management Agreement Between the District and Babcock Property Holdings 141 LLC in substantial form and authorizing the Chair or Vice Chair to execute the 142 final version of the Agreement was approved 143

144 145 146


5

TENTH ORDER OF BUSINESS Acceptance of Unaudited Financial 147 Statements as of December 31 2020 148

149 Mr Wrathell presented the Unaudited Financial Statements as of December 31 2020 150

151

On MOTION by Mr Vander May and seconded by Ms Valentine with all in 152 favor the Unaudited Financial Statements as of December 31 2020 were 153 accepted 154

155 156 ELEVENTH ORDER OF BUSINESS Consideration of December 17 2020 Public 157

Hearing and Regular Meeting Minutes 158 159

Mr Wrathell presented the December 17 2020 Public Hearing and Regular Meeting 160

Minutes 161

162

On MOTION by Ms Valentine and seconded by Mr Pankow with all in favor 163 the December 17 2020 Public Hearing and Regular Meeting Minutes as 164 presented were approved 165

166 167 TWELFTH ORDER OF BUSINESS Staff Reports 168 169 A District Counsel Hopping Green amp Sams PA 170

Ms Willson stated that she received the State-funded Grant Agreement in final form 171

from the Division of Emergency Management (DEM) 172

B District Engineer Kimley-Horn amp Associates 173

There being no report the next item followed 174

C Field Operations Manager CCMC 175

Mr Kenzik reported the following 176

The HOArsquos offices moved to the new location on Babcock along with the Community 177

Patrol Division a cost-sharing agreement was executed 178

The new radar sign would be activated soon Traffic analysis reports would be available 179

The third patrol vehicle was expected to arrive within two to three weeks 180


6

Landscape Requests for Proposals (RFP) were prepared for the various entities and for 181

the CISD if it was needed and were ready for advertising 182

Grass cutbacks were scheduled for the end of February and March 183

A new Communications Manager position for the HOA was posted and hiring additional 184

maintenance staff was planned 185

The Board Members and District Staff welcomed Mr Kenzik and commended him on his 186

thorough reporting 187

D Construction Manager John Broderick 188

There was no report 189

E District Manager Wrathell Hunt and Associates LLC 190

NEXT MEETING DATE February 25 2021 at 100 PM 191

o QUORUM CHECK 192

The next meeting will be held on February 18 2021 at 130 pm instead of February 25 193

2021 at 100 pm Ms Cerbone would conduct the meeting The RFQ results would be 194

presented 195

196

On MOTION by Mr Moore and seconded by Ms Valentine with all in favor 197 authorizing Staff to schedule a Special Meeting on February 18 2021 at 130 198 pm in-person at The Hive 42891 Lake Babcock Drive Room 211 Punta 199 Gorda Florida 33982 and to advertise accordingly was approved 200

201 202 THIRTEENTH ORDER OF BUSINESS Board Membersrsquo CommentsRequests 203 204

There being no Board Membersrsquo comments or requests the next item followed 205

206

FOURTEENTH ORDER OF BUSINESS Public Comments 207 208

Resident Roger Swann stated he was disappointed to hear that more gated communities 209

were planned as he felt that it separates residents Mr Vander May stated that the District is 210

not involved in making determinations about gated communities 211


7

Mr Swann asked if the double-wide mobile office buildings were temporary Mr 212

Broderick replied affirmatively and stated the buildings house various services for the 213

community and permanent sites are being planned throughout the community 214

Mr Swann suggested the District use another form of communication to convey 215

information to residents who are not on Facebook Mr Kenzik stated that the Communications 216

Manager would work closely with Kitson and the Marketing Team He suggested residents sign 217

up to be on the HOArsquos e-blast list as official information would be shared via e-blasts 218

219

FIFTEENTH ORDER OF BUSINESS Adjournment 220 221

There being nothing further to discuss the meeting adjourned 222

223

On MOTION by Mr Vander May and seconded by Mr Pankow with all in 224 favor the meeting adjourned at 131 pm 225

226 227 228 229 230

[SIGNATURES APPEAR ON THE FOLLOWING PAGE] 231


8

232 233 234 235 236 237 __________________________ ____________________________ 238 SecretaryAssistant Secretary ChairVice Chair 239

BABCOCK RANCH


13E


BOARD OF SUPERVISORS FISCAL YEAR 20202021 MEETING SCHEDULE

LOCATION The Hive 42891 Lake Babcock Drive Room 211 Punta Gorda Florida 33982

DATE POTENTIAL DISCUSSIONFOCUS TIME

October 22 2020 Regular Meeting 100 PM

November 3 2020 Landownerrsquos Meeting 100 PM

November 19 2020 Regular Meeting 100 PM

December 17 2020 Regular Meeting 100 PM

January 28 2021 Regular Meeting 100 PM

February 16 2021 Special Meeting Bid Opening 305 PM

February 17 2021 Evaluation Committee Meeting 300 PM

February 18 2021 Regular Meeting 130 PM

February 25 2021 rescheduled to February 18 2021

Regular Meeting 100 PM

March 25 2021 Regular Meeting 100 PM

April 22 2021 Regular Meeting 100 PM

May 27 2021 Regular Meeting 100 PM

June 24 2021 Regular Meeting 100 PM

July 22 2021 Regular Meeting 100 PM

August 26 2021 Public Hearing amp Regular Meeting 100 PM

September 23 2021 Regular Meeting 100 PM

Exceptions November meeting date is one week earlier to accommodate Thanksgiving holiday

December meeting date is one week earlier to accommodate Christmas holiday

Babcock Ranch Community Independent Special District OFFICE OF THE DISTRICT MANAGER

2300 Glades Road Suite 410WBoca Raton Florida 33431 Phone (561) 571-0010Toll-free (877) 276-0889Fax (561) 571-0013

February 11 2021

Board of Supervisors Babcock Ranch Community Independent Special District

Dear Board Members

The Governing Board of the Babcock Ranch Community Independent Special District will hold a Regular Meeting on February 18 2021 at 130 pm in-person at The Hive 42891 Lake Babcock Drive Room 211 Punta Gorda Florida 33982 and telephonically at 1-888-354-0094 CONFERENCE ID 2144145 The agenda is as follows

1 Call to Order

2 Roll Call

3 Consent Agenda Approval of Babcock National Phase 1 Utility Acceptance Package and Corresponding Rate Increase

4 Public Comments [any members of the public desiring to speak on a specific agenda item may address the Board]

5 Competitive Selection of Qualifications for Emergency Facility Design-Build Services

A Evaluation Committee Summary

B Qualifications StatementsRespondents

6 Authorization to Commence Competitive Negotiation of Agreement for Design-Build Services

bull Draft Form of Agreement for Design-Build Services

7 Consideration of First Amendment to the Emergency Facility Funding Agreement Between Babcock Ranch Community Independent Special District and Babcock Property Holdings LLC (to be provided under separate cover)

8 Ratification of Babcock Retail Holdings LLC Corrective Perpetual Non-Exclusive Drainage Easement Agreement (Crescent B Commons On Site)

ATTENDEES Please identify yourself each time you speak to facilitate accurate transcription of meeting minutes

Governing Board Babcock Ranch Community Independent Special District February 18 2021 Regular Meeting Agenda





13 Staff Reports







o QUORUM CHECK







15 Public Comments

16 Adjournment


Sincerely




BABCOCK RANCH


3

6 TOWN ampCOuNTRY

February I 2021



Dear Mr Wrathell


Sincerely




Exhibit A









Under

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13






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BABCOCK RANCH


5A

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5B

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EXHIBIT B















12

__________________________________________









Dated this __________ day of _______________________ 2021

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By______________________________________

Title_____________________________________





__________________________________________

EXHIBIT C








Dated this __________ day of _______________________ 2021

Design-Builder

By______________________________________ Title_____________________________________





14

__________________________________________






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Dated this __________ day of _______________________ 2021

Design-Builder

By______________________________________ Title_____________________________________






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RESOLUTION 2021-09









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_____________________________________ __________________________________



SPECIAL DISTRICT

10

BABCOCK RANCH


11




UNAUDITED

JANUARY 31 2021

General

Debt

Service

Series

2015

1Debt

Service

Series

2018

2Debt

Service

Series

2018 2B

3Debt

Service

Series

2018 3A

4Debt

Service

Series

2018 4

5Debt

Service

Series

2020 2C

6Debt

Service

Series

2020 3A

7Debt

Service

Series

2020 3B

Capital

Projects

Series

2015

Capital

Projects

Series

2018

Capital

Projects

Series

2018 2B

Capital

Projects

Series

2018 4

Capital

Projects

Series

2020 2C

Capital

Projects

Series

2020 3A

Capital

Projects

Series

2020 3B

ASSETS


Operating 738277$ -$ -$ -$ -$ -$ -$ -$ -$ -$ -$ -$ -$ -$ -$ -$ 738277$


Phase 2 100 - - - - - - - - - - - - - - - 100



Revenue - 1043057 136739 343037 - 214872 - - - - - - - - - 1737705

Prepayment - 604 - - - - - - - - - - - - - - 604

Reserve - 1318837 68375 244300 789913 212769 147102 244104 73301 - - - - - - - 3098701


Construction - - - - - - - - - - 18779 - 1707 2874234 8215587 1889427 12999734



Due from other 5 - - - - - - - - - - - - - - 5




Deposits 990 - - - - - - - - - - - - - - - 990

Total assets 1211763$ 2382498$ 205114$ 603583$ 1538136$ 619133$ 357594$ 244104$ 177379$ -$ 18779$ 7$ 1707$ 2874234$ 8215587$ 1889427$ 20339045$

LIABILITIES

Liabilities




Due to other funds

General - - - - - - - - - 1713 - - - - - - 1713



Due to other 1221 - - - - - - - - - - - - - - 1221




FUND BALANCES

Nonspendable

Deposits 990 - - - - - - - - - - - - - - - 990

Restricted for

Debt service - 2362498 205114 587337 1538136 427641 357594 244104 177379 - - - - - - - 5899803


Unassigned (990) - - - - - - - - - - - - - - - (990)



2Lennar Phase 2B



5Lennar Phase 2C





BALANCE SHEETS

JANUARY 31 2021

Total

Governmental

Funds

Major Funds



1

Current

Month

Year to

Date Budget

of

Budget

REVENUES









Total revenues 241744 841815 3703849 23

EXPENDITURES


Management 5075 20300 60900 33


Engineering 4715 11233 60000 19













Audit 5750 14000 14500 97




Trustee - series 2015 5026 5026 8700 58







Website - 1505 11300 13





Insurance







GENERAL FUND


2

Current

Month

Year to

Date Budget

of

Budget





GENERAL FUND





Tax collector 1393 9961 10752 93











Porter contract 2020 20900 62910 262200 24




Water 465 1321 5000 26

Sewer 227 602 3700 16

Irrigation 5707 17594 175000 10

Gas 52 135 1000 14

















3

Current

Month

Year to

Date Budget

of

Budget





GENERAL FUND


































4

Current

Month

Year to

Date Budget

of

Budget

REVENUES



Interest 6 29 - NA


Total revenues 139792 1052041 1337014 79

EXPENDITURES

Debt service

Principal - 350000 350000 100

Interest - 483631 961125 50




Tax collector 2795 19989 21576 93













5

Current

Month

Year to

Date Budget

of

Budget

REVENUES


Interest - 2 - NA

Total revenues 18851 134789 139665 97

EXPENDITURES

Debt service

Principal - 35000 35000 100

Interest - 50087 99388 50
















6

Current

Month

Year to

Date Budget

of

Budget

REVENUES


Interest 2 9 - NA

Total revenues 33677 241894 249497 97

EXPENDITURES

Debt service

Principal - 60000 60000 100

Interest - 90850 180500 50
















7

Current

Month

Year to

Date Budget

of

Budget

REVENUES



EXPENDITURES

Debt service

Interest - 299094 598188 50












8

Current

Month

Year to

Date Budget

of

Budget

REVENUES


Interest 1 6 - NA

Total revenues 29344 209813 217398 97

EXPENDITURES

Debt service

Principal - 50000 50000 100

Interest - 79247 157494 50
















9

Current

Month

Year to

Date

REVENUES

Interest 2$ 5$

Total revenues 2 5

EXPENDITURES

Debt service













10

Current

Month

Year to

Date

REVENUES

Interest 2$ 4$

Total revenues 2 4

EXPENDITURES

Debt service













11

Current

Month

Year to

Date

REVENUES

Interest 1$ 2$

Total revenues 1 2

EXPENDITURES

Debt service













12

6

Current

Month

Year to

Date

REVENUES -$ -$

Total revenues - -

EXPENDITURES - -












13

6

Current

Month

Year to

Date

REVENUES -$ -$

Total revenues - -

EXPENDITURES - -












14

6

Current

Month

Year to

Date

REVENUES


Interest - 7


EXPENDITURES













15

6

Current

Month

Year to

Date

REVENUES -$ -$

Total revenues - -

EXPENDITURES - -













16

6

Current

Month

Year to

Date

REVENUES

Interest 24$ 77$


EXPENDITURES













17

6

Current

Month

Year to

Date

REVENUES

Interest 42$ 135$


EXPENDITURES - -












18

6

Current

Month

Year to

Date

REVENUES

Interest 12$ 38$


EXPENDITURES













19

ASSETS Balance

Current assets





Noncurrent assets



LIABILITIES

Current liabilities





Due to other funds






NET POSITION







JANUARY 31 2021

20

Current

Month

Year to

Date Budget

of

Budget

OPERATING REVENUES

Residential

Water base 28436$ 105303$ 327864$ 32

Water usage 13640 56753 185968 31

Waste water base 33142 122686 383631 32




Commercial

Water base 2887 10714 22303 48

Water usage 6504 24225 44738 54





Fire base 682 1393 2724 51

Lot closings










Total revenues 401282 2280053 6256010 36

OPERATING EXPENSES

Lease - utility 842663 1893028 11841433 16





Total expenses 852216 1986727 11922433 17









21

ASSETS Balance

Current assets






LIABILITIES

Current liabilities


Due to other 2716





NET POSITION







JANUARY 31 2021

22

Current

Month

Year to

Date Budget

of

Budget

OPERATING REVENUES





Total revenues 35412 211369 207871 102

OPERATING EXPENSES



Insurance




Tax collector 461 3297 2915 113

Total expenses 40025 127999 $355237 36









23

BABCOCK RANCH


12

DRAFT







9




33




Public Comments 38



2


41




48





59




65


68 69




76


3


80 81




88





100


105 106





4












125


132 133


LLC 135




139


144 145 146


5



151





Minutes 161

162














6












o QUORUM CHECK 192



presented 195

196




206






7








219



223


226 227 228 229 230



8


BABCOCK RANCH


13E
























Governing Board Babcock Ranch Community Independent Special District February 18 2021 Regular Meeting Agenda Page 2





13 Staff Reports







o QUORUM CHECK







15 Public Comments

16 Adjournment


Sincerely




BABCOCK RANCH


3

6 TOWN ampCOuNTRY

February I 2021



Dear Mr Wrathell


Sincerely




Exhibit A









Under

Review

Approved

by Date Comments






















13






Date Map Updated



BABCOCK RANCH


5A

BABCOCK RANCH


5B

BABCOCK RANCH


6



34







1









2
























4










5







6








7



















8




9

__________________________ ___________________________________

__________________________

__________________________ ___________________________________

__________________________



Witness By________________________________ Its________________________________


Witness By________________________________ Its________________________________




10

EXHIBIT A















EXHIBIT B















12

__________________________________________









Dated this __________ day of _______________________ 2021

Subcontractor________________________________

By______________________________________

Title_____________________________________





__________________________________________

EXHIBIT C








Dated this __________ day of _______________________ 2021

Design-Builder

By______________________________________ Title_____________________________________





14

__________________________________________






Project Total

Dated this __________ day of _______________________ 2021

Design-Builder

By______________________________________ Title_____________________________________






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BABCOCK RANCH


9

RESOLUTION 2021-09









DATE




County Florida and













ldquoBOARDrdquo)






noticed meeting








_____________________________________ __________________________________



SPECIAL DISTRICT

10

BABCOCK RANCH


11




UNAUDITED

JANUARY 31 2021

General

Debt

Service

Series

2015

1Debt

Service

Series

2018

2Debt

Service

Series

2018 2B

3Debt

Service

Series

2018 3A

4Debt

Service

Series

2018 4

5Debt

Service

Series

2020 2C

6Debt

Service

Series

2020 3A

7Debt

Service

Series

2020 3B

Capital

Projects

Series

2015

Capital

Projects

Series

2018

Capital

Projects

Series

2018 2B

Capital

Projects

Series

2018 4

Capital

Projects

Series

2020 2C

Capital

Projects

Series

2020 3A

Capital

Projects

Series

2020 3B

ASSETS


Operating 738277$ -$ -$ -$ -$ -$ -$ -$ -$ -$ -$ -$ -$ -$ -$ -$ 738277$


Phase 2 100 - - - - - - - - - - - - - - - 100



Revenue - 1043057 136739 343037 - 214872 - - - - - - - - - 1737705

Prepayment - 604 - - - - - - - - - - - - - - 604

Reserve - 1318837 68375 244300 789913 212769 147102 244104 73301 - - - - - - - 3098701


Construction - - - - - - - - - - 18779 - 1707 2874234 8215587 1889427 12999734



Due from other 5 - - - - - - - - - - - - - - 5




Deposits 990 - - - - - - - - - - - - - - - 990

Total assets 1211763$ 2382498$ 205114$ 603583$ 1538136$ 619133$ 357594$ 244104$ 177379$ -$ 18779$ 7$ 1707$ 2874234$ 8215587$ 1889427$ 20339045$

LIABILITIES

Liabilities




Due to other funds

General - - - - - - - - - 1713 - - - - - - 1713



Due to other 1221 - - - - - - - - - - - - - - 1221




FUND BALANCES

Nonspendable

Deposits 990 - - - - - - - - - - - - - - - 990

Restricted for

Debt service - 2362498 205114 587337 1538136 427641 357594 244104 177379 - - - - - - - 5899803


Unassigned (990) - - - - - - - - - - - - - - - (990)



2Lennar Phase 2B



5Lennar Phase 2C





BALANCE SHEETS

JANUARY 31 2021

Total

Governmental

Funds

Major Funds



1

Current

Month

Year to

Date Budget

of

Budget

REVENUES









Total revenues 241744 841815 3703849 23

EXPENDITURES


Management 5075 20300 60900 33


Engineering 4715 11233 60000 19













Audit 5750 14000 14500 97




Trustee - series 2015 5026 5026 8700 58







Website - 1505 11300 13





Insurance







GENERAL FUND


2

Current

Month

Year to

Date Budget

of

Budget





GENERAL FUND





Tax collector 1393 9961 10752 93











Porter contract 2020 20900 62910 262200 24




Water 465 1321 5000 26

Sewer 227 602 3700 16

Irrigation 5707 17594 175000 10

Gas 52 135 1000 14

















3

Current

Month

Year to

Date Budget

of

Budget





GENERAL FUND


































4

Current

Month

Year to

Date Budget

of

Budget

REVENUES



Interest 6 29 - NA


Total revenues 139792 1052041 1337014 79

EXPENDITURES

Debt service

Principal - 350000 350000 100

Interest - 483631 961125 50




Tax collector 2795 19989 21576 93













5

Current

Month

Year to

Date Budget

of

Budget

REVENUES


Interest - 2 - NA

Total revenues 18851 134789 139665 97

EXPENDITURES

Debt service

Principal - 35000 35000 100

Interest - 50087 99388 50
















6

Current

Month

Year to

Date Budget

of

Budget

REVENUES


Interest 2 9 - NA

Total revenues 33677 241894 249497 97

EXPENDITURES

Debt service

Principal - 60000 60000 100

Interest - 90850 180500 50
















7

Current

Month

Year to

Date Budget

of

Budget

REVENUES



EXPENDITURES

Debt service

Interest - 299094 598188 50












8

Current

Month

Year to

Date Budget

of

Budget

REVENUES


Interest 1 6 - NA

Total revenues 29344 209813 217398 97

EXPENDITURES

Debt service

Principal - 50000 50000 100

Interest - 79247 157494 50
















9

Current

Month

Year to

Date

REVENUES

Interest 2$ 5$

Total revenues 2 5

EXPENDITURES

Debt service













10

Current

Month

Year to

Date

REVENUES

Interest 2$ 4$

Total revenues 2 4

EXPENDITURES

Debt service













11

Current

Month

Year to

Date

REVENUES

Interest 1$ 2$

Total revenues 1 2

EXPENDITURES

Debt service













12

6

Current

Month

Year to

Date

REVENUES -$ -$

Total revenues - -

EXPENDITURES - -












13

6

Current

Month

Year to

Date

REVENUES -$ -$

Total revenues - -

EXPENDITURES - -












14

6

Current

Month

Year to

Date

REVENUES


Interest - 7


EXPENDITURES













15

6

Current

Month

Year to

Date

REVENUES -$ -$

Total revenues - -

EXPENDITURES - -













16

6

Current

Month

Year to

Date

REVENUES

Interest 24$ 77$


EXPENDITURES













17

6

Current

Month

Year to

Date

REVENUES

Interest 42$ 135$


EXPENDITURES - -












18

6

Current

Month

Year to

Date

REVENUES

Interest 12$ 38$


EXPENDITURES













19

ASSETS Balance

Current assets





Noncurrent assets



LIABILITIES

Current liabilities





Due to other funds






NET POSITION







JANUARY 31 2021

20

Current

Month

Year to

Date Budget

of

Budget

OPERATING REVENUES

Residential

Water base 28436$ 105303$ 327864$ 32

Water usage 13640 56753 185968 31

Waste water base 33142 122686 383631 32




Commercial

Water base 2887 10714 22303 48

Water usage 6504 24225 44738 54





Fire base 682 1393 2724 51

Lot closings










Total revenues 401282 2280053 6256010 36

OPERATING EXPENSES

Lease - utility 842663 1893028 11841433 16





Total expenses 852216 1986727 11922433 17









21

ASSETS Balance

Current assets






LIABILITIES

Current liabilities


Due to other 2716





NET POSITION







JANUARY 31 2021

22

Current

Month

Year to

Date Budget

of

Budget

OPERATING REVENUES





Total revenues 35412 211369 207871 102

OPERATING EXPENSES



Insurance




Tax collector 461 3297 2915 113

Total expenses 40025 127999 $355237 36









23

BABCOCK RANCH


12

DRAFT







9




33




Public Comments 38



2


41




48





59




65


68 69




76


3


80 81




88





100


105 106





4












125


132 133


LLC 135




139


144 145 146


5



151





Minutes 161

162














6












o QUORUM CHECK 192



presented 195

196




206






7








219



223


226 227 228 229 230



8


BABCOCK RANCH


13E
























BABCOCK RANCH


3

6 TOWN ampCOuNTRY

February I 2021



Dear Mr Wrathell


Sincerely




Exhibit A









Under

Review

Approved

by Date Comments






















13






Date Map Updated



BABCOCK RANCH


5A

BABCOCK RANCH


5B

BABCOCK RANCH


6



34







1









2
























4










5







6








7



















8




9

__________________________ ___________________________________

__________________________

__________________________ ___________________________________

__________________________



Witness By________________________________ Its________________________________


Witness By________________________________ Its________________________________




10

EXHIBIT A















EXHIBIT B















12

__________________________________________









Dated this __________ day of _______________________ 2021

Subcontractor________________________________

By______________________________________

Title_____________________________________





__________________________________________

EXHIBIT C








Dated this __________ day of _______________________ 2021

Design-Builder

By______________________________________ Title_____________________________________





14

__________________________________________






Project Total

Dated this __________ day of _______________________ 2021

Design-Builder

By______________________________________ Title_____________________________________






Exhibit D


16


AIAreg



in


















1

TABLE OF ARTICLES








8 TIME









TABLE OF EXHIBITS





E KEY PERSONNEL





2




laquo raquo


laquo raquo


laquo raquo




laquo raquo



laquo raquo


laquo raquo


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3


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1 Architect

laquo raquo

2 Consultants

laquo raquo

3 Contractors

laquo raquo


laquo raquo







4


laquo raquo


laquo raquo








laquo raquo



5












6






laquo raquo




laquo raquo












7














8











9



























































laquo raquo




2 Site plan


4 Structural system






















































































































































































































































































































































































































laquo raquo

6 Other
















WPBDOCS 10443769 5

AIAreg










TABLE OF ARTICLES

A1 CONTRACT SUM

A2 CONTRACT TIME



A5 COST OF THE WORK








1






laquo raquo


laquo raquo

laquo raquo











2


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laquo






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3




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4











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7






laquo raquo



laquo raquo

Number Title Date



Title Date Pages


laquo raquo



8

1 Allowances

laquo raquo

2 Contingencies

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laquo raquo

laquo raquo

laquo raquo

laquo raquo



1 Superintendent

laquo raquo

2 Project Manager

laquo raquo

3 Others

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9























































WPBDOCS 10443776 4


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reviewed

or modification









TABLE OF ARTICLES

B1 GENERAL






1



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2 personal injury




















2




language
















3




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WPBDOCS 10443778 5


BABCOCK RANCH


7


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8















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2











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BABCOCK RANCH


9

RESOLUTION 2021-09









DATE




County Florida and













ldquoBOARDrdquo)






noticed meeting








_____________________________________ __________________________________



SPECIAL DISTRICT

10

BABCOCK RANCH


11




UNAUDITED

JANUARY 31 2021

General

Debt

Service

Series

2015

1Debt

Service

Series

2018

2Debt

Service

Series

2018 2B

3Debt

Service

Series

2018 3A

4Debt

Service

Series

2018 4

5Debt

Service

Series

2020 2C

6Debt

Service

Series

2020 3A

7Debt

Service

Series

2020 3B

Capital

Projects

Series

2015

Capital

Projects

Series

2018

Capital

Projects

Series

2018 2B

Capital

Projects

Series

2018 4

Capital

Projects

Series

2020 2C

Capital

Projects

Series

2020 3A

Capital

Projects

Series

2020 3B

ASSETS


Operating 738277$ -$ -$ -$ -$ -$ -$ -$ -$ -$ -$ -$ -$ -$ -$ -$ 738277$


Phase 2 100 - - - - - - - - - - - - - - - 100



Revenue - 1043057 136739 343037 - 214872 - - - - - - - - - 1737705

Prepayment - 604 - - - - - - - - - - - - - - 604

Reserve - 1318837 68375 244300 789913 212769 147102 244104 73301 - - - - - - - 3098701


Construction - - - - - - - - - - 18779 - 1707 2874234 8215587 1889427 12999734



Due from other 5 - - - - - - - - - - - - - - 5




Deposits 990 - - - - - - - - - - - - - - - 990

Total assets 1211763$ 2382498$ 205114$ 603583$ 1538136$ 619133$ 357594$ 244104$ 177379$ -$ 18779$ 7$ 1707$ 2874234$ 8215587$ 1889427$ 20339045$

LIABILITIES

Liabilities




Due to other funds

General - - - - - - - - - 1713 - - - - - - 1713



Due to other 1221 - - - - - - - - - - - - - - 1221




FUND BALANCES

Nonspendable

Deposits 990 - - - - - - - - - - - - - - - 990

Restricted for

Debt service - 2362498 205114 587337 1538136 427641 357594 244104 177379 - - - - - - - 5899803


Unassigned (990) - - - - - - - - - - - - - - - (990)



2Lennar Phase 2B



5Lennar Phase 2C





BALANCE SHEETS

JANUARY 31 2021

Total

Governmental

Funds

Major Funds



1

Current

Month

Year to

Date Budget

of

Budget

REVENUES









Total revenues 241744 841815 3703849 23

EXPENDITURES


Management 5075 20300 60900 33


Engineering 4715 11233 60000 19













Audit 5750 14000 14500 97




Trustee - series 2015 5026 5026 8700 58







Website - 1505 11300 13





Insurance







GENERAL FUND


2

Current

Month

Year to

Date Budget

of

Budget





GENERAL FUND





Tax collector 1393 9961 10752 93











Porter contract 2020 20900 62910 262200 24




Water 465 1321 5000 26

Sewer 227 602 3700 16

Irrigation 5707 17594 175000 10

Gas 52 135 1000 14

















3

Current

Month

Year to

Date Budget

of

Budget





GENERAL FUND


































4

Current

Month

Year to

Date Budget

of

Budget

REVENUES



Interest 6 29 - NA


Total revenues 139792 1052041 1337014 79

EXPENDITURES

Debt service

Principal - 350000 350000 100

Interest - 483631 961125 50




Tax collector 2795 19989 21576 93













5

Current

Month

Year to

Date Budget

of

Budget

REVENUES


Interest - 2 - NA

Total revenues 18851 134789 139665 97

EXPENDITURES

Debt service

Principal - 35000 35000 100

Interest - 50087 99388 50
















6

Current

Month

Year to

Date Budget

of

Budget

REVENUES


Interest 2 9 - NA

Total revenues 33677 241894 249497 97

EXPENDITURES

Debt service

Principal - 60000 60000 100

Interest - 90850 180500 50
















7

Current

Month

Year to

Date Budget

of

Budget

REVENUES



EXPENDITURES

Debt service

Interest - 299094 598188 50












8

Current

Month

Year to

Date Budget

of

Budget

REVENUES


Interest 1 6 - NA

Total revenues 29344 209813 217398 97

EXPENDITURES

Debt service

Principal - 50000 50000 100

Interest - 79247 157494 50
















9

Current

Month

Year to

Date

REVENUES

Interest 2$ 5$

Total revenues 2 5

EXPENDITURES

Debt service













10

Current

Month

Year to

Date

REVENUES

Interest 2$ 4$

Total revenues 2 4

EXPENDITURES

Debt service













11

Current

Month

Year to

Date

REVENUES

Interest 1$ 2$

Total revenues 1 2

EXPENDITURES

Debt service













12

6

Current

Month

Year to

Date

REVENUES -$ -$

Total revenues - -

EXPENDITURES - -












13

6

Current

Month

Year to

Date

REVENUES -$ -$

Total revenues - -

EXPENDITURES - -












14

6

Current

Month

Year to

Date

REVENUES


Interest - 7


EXPENDITURES













15

6

Current

Month

Year to

Date

REVENUES -$ -$

Total revenues - -

EXPENDITURES - -













16

6

Current

Month

Year to

Date

REVENUES

Interest 24$ 77$


EXPENDITURES













17

6

Current

Month

Year to

Date

REVENUES

Interest 42$ 135$


EXPENDITURES - -












18

6

Current

Month

Year to

Date

REVENUES

Interest 12$ 38$


EXPENDITURES













19

ASSETS Balance

Current assets





Noncurrent assets



LIABILITIES

Current liabilities





Due to other funds






NET POSITION







JANUARY 31 2021

20

Current

Month

Year to

Date Budget

of

Budget

OPERATING REVENUES

Residential

Water base 28436$ 105303$ 327864$ 32

Water usage 13640 56753 185968 31

Waste water base 33142 122686 383631 32




Commercial

Water base 2887 10714 22303 48

Water usage 6504 24225 44738 54





Fire base 682 1393 2724 51

Lot closings










Total revenues 401282 2280053 6256010 36

OPERATING EXPENSES

Lease - utility 842663 1893028 11841433 16





Total expenses 852216 1986727 11922433 17









21

ASSETS Balance

Current assets






LIABILITIES

Current liabilities


Due to other 2716





NET POSITION







JANUARY 31 2021

22

Current

Month

Year to

Date Budget

of

Budget

OPERATING REVENUES





Total revenues 35412 211369 207871 102

OPERATING EXPENSES



Insurance




Tax collector 461 3297 2915 113

Total expenses 40025 127999 $355237 36









23

BABCOCK RANCH


12

DRAFT







9




33




Public Comments 38



2


41




48





59




65


68 69




76


3


80 81




88





100


105 106





4












125


132 133


LLC 135




139


144 145 146


5



151





Minutes 161

162














6












o QUORUM CHECK 192



presented 195

196




206






7








219



223


226 227 228 229 230



8


BABCOCK RANCH


13E






















