NO. 2

TO THE DRAWINGS AND THE PROJECT MANUAL

PROJECT NAME: A New Dormitory for Grayson College

CLIENT NAME: Grayson College

LOCATION: Denison, Texas

PROJECT NUMBER: 1759-01-01

PROPOSAL DATE: Thursday, August 10th, 2017 at 2 P.M.

ADDENDUM DATE: Monday, August 7th, 2017

For additional information regarding this project, contact David Plyler at dplyer@plylerbuilds.com

THIS ADDENDUM INCLUDES:

Civil Items 1 Pages

Landscape Items 0 Pages

Structural Items 0 Pages

Architectural Items 25 Pages

Plumbing Items 0 Pages

Mechanical Items 0 Pages

Electrical Items 0 Pages

Technology Items 0 Pages

Building Commissioning Items 0 Pages

AND ALL ATTACHED REVISED DRAWING REFERENCES IN THE ADDENDUM

Project Name: A New Dormitory for Grayson College Client: Grayson College Denison, Texas Project Number: 1759-01-01

Architectural Items For Addendum No. 2

Page 1 of 1

ARCHITECTURAL ITEMS FOR ADDENDUM NO. 2 NOTICE TO PROPOSERS:

A. This Addendum shall be considered part of the contract documents for the above-mentioned project as though it had been issued at the same time and incorporated integrally therewith. Where provisions of the following supplementary data differ from those of the original contract documents, this Addendum shall govern and take precedence.

B. Proposers are hereby notified that they shall make any necessary adjustments in their estimate on account of this Addendum. It will be construed that each Proposer’s proposal is submitted with full knowledge of all modifications and supplemental data specified therein. Acknowledge receipt of this addendum in the space provided on the proposal form. Failure to do so may subject Proposer to disqualification.

REFERENCE IS MADE TO THE DRAWINGS AND THE PROJECT MANUAL AS NOTED: PROJECT MANUAL:

AD No 2, Arch. Item 1: To the Project Manual, Section 00 2116, “Instruction to Proposers,” Replace this section in its entirety. See the attached section 00 2116 “Proposal Instructions”.

AD No 2, Arch. Item 2: To the Project Manual, Section 00 4200, “Proposal Form,” Add Section 00 4200 “Proposal Form” to the contract documents. See the attached section 00 4200 “Proposal Form”

END OF ARCHITECTURAL ADDENDUM

PROPOSAL INSTRUCTIONS Section 00050

00050-1

PROPOSAL INSTRUCTIONS

The following instructions shall be adhered to in preparing and submitting proposals.

1. Proposals from qualified subcontractors and vendors will be received via email at

bids@grayson.edu on Thursday, August 10, 2017, until 2:00 P.M. local time.

2. All questions which may arise in preparing the proposal shall be submitted via email to

Jack Ridgeway at jridgeway@plylerbuilds.com no later than 5:00 P.M., Monday, August

7, 2017. All questions will be responded to in the form of an Addendum.

3. Contracts will be awarded on the basis of the best value proposal complying with the

conditions of the Proposal Package provided it is in the best interest of Grayson College

and the Construction Manager At Risk (“CMAR”). The CMAR reserves the right to reject

any and all proposals and to waive any informality in proposals received whenever any

such rejection or waiver is in the best interest of Grayson College and CMAR.

4. In determining the lowest responsive subcontractor, the CMAR will evaluate the following

items:

a. The number of the Base Proposal including each Alternate Proposal, if Alternate

Proposals are requested;

b. The probability that the Subcontractor can perform in accordance with the Proposal

Documents;

c. The likelihood that the Subcontractor will conform with and perform per the

CMAR’s project schedule; and,

d. The reputation of the Subcontractor including past contracts, subcontractor’s

proposed personnel, financial stability, and safety record based on annual published

O.S.H.A. Recordable Incident Rate.

5. The CMAR may, at its discretion, require the Subcontractor, to whom the work will be

awarded, to supply a Performance and Payment Bond (“Bond”). As such, each proposal

shall state on the line provided in the Form of Proposal, the added cost for the Bond.

6. If the business entity submitting a proposal is unable to supply a Bond, the words not

available shall so be stated in the line provided.

7. It is important to note that a Subcontractor’s inability to provide a Bond will not solely be

a determining factor in awarding a contract for Work.

8. Where any Alternates or Unit Prices are made a part of the Work, the business entity in its

response will provide a price for each that effects its work.

9. Each business entity submitting a proposal is advised to review the General Conditions

Specifications requirements. The business entity’s proposal shall be submitted in

accordance with those requirements. In addition, the business entity’s proposal shall

include the following:

a. Daily cleanup and removal of all identifiable debris. Identifiable debris includes,

but is not necessarily limited to, the waste stream solid products associated with the

daily work efforts of the Subcontractor and its sub-tier Subcontractors as well as

solid and organic wastes attributed to its personnel working on the project. Unless

noted otherwise, all waste stream products will be placed into designated

dumpsters, furnished by Grayson College and CMAR.

PROPOSAL INSTRUCTIONS Section 00050

00050-2

b. Potable water and ice for the Subcontractors’ forces.

c. All tools required to complete the work, including portable welders and

oxy/acetylene equipment.

d. Any temporary structures, e.g. office, storage, break room.

e. Connect/disconnect and use charges for any temporary utility services, e.g.

electricity, water, gas, communications equipment. The Subcontractor will be

responsible to maintain all temporary services and remove same from the project at

demobilization.

f. Weather protection, whether required by the Contract Documents or as a matter of

Best Practices, to perform the work.

g. Full compliance with OSHA, EPA, ADA and all applicable State and local

requirements.

h. Full compliance with CMAR’s insurance requirements (see Exhibit “A”).

Worker’s Compensation Insurance must be provided through an insurance carrier

admitted by the Texas Department of Insurance.

i. Engineering vertical and horizontal control as required in the performance of the

Work. The CMAR will provide sufficient project control base lines and

benchmarks from which the Subcontractors will extend it vertical and horizontal

control.

j. All applicable trade permits, licenses and inspection fees.

k. All required hoisting, material receiving, material unloading and material

distribution of all items installed in the Subcontractors’ work.

l. All required task lighting and any special electrical requirements. CMAR will

provide temporary power to accommodate the use of power tools, lighting and other

special tools such as masonry saws.

i. All extension cords will be limited to 100-feet in length and sized for the

amperage requirements of the connected equipment.

ii. Temporary illumination will be maintained as 5 foot-candles or greater

intensity.

m. All required touch-up painting of any prefinished item damaged during installation.

n. Protection for all completed work that is subject to attritional damages, e.g. doors

and door frames, outside wall corners, fixtures, appliances.

10. The business entity awarded a Subcontract will be required to execute the CMAR’s

Subcontract Agreement. (See Exhibit “B”)

11. The business entity awarded a Subcontract will be required to comply with Grayson

College and the CMAR’s safety and prohibited articles policies.

12. The Grayson College New Dormitory Project is exempt from the payment of Sales and

Use Taxes on materials incorporated into the Work.

13. Work is to be completed per the CMAR’s project schedule in order to meet the

Substantial Completion Date.

Proposal Form Section 00010

00010-1

SUBCONTRACTOR PROPOSAL FORM

GRAYSON COLLEGE

NEW DORMITORY

DENISON, TEXAS

Thursday, August 10, 2017

2:00 P.M.

Company: _________________________________________

Address: _________________________________________

Date: _________________________________________

Contact Name: _________________________________________

Phone Number: __________________ Facsimile Number: ___________________

Submitted via email bid proposal address: bids@grayson.edu

Submitted To: Lloyd Plyler Construction, LLP

3505 Texoma Parkway

Post Office Box 2406

Sherman, Texas 75091-2406

Attention: Jack Ridgeway

We, the undersigned, having carefully examined the specifications and drawings, together with all other

Contract Documents and Addenda prepared by Huckabee Architects, and agree to furnish all supervision,

labor, materials, and equipment necessary to fully complete the work for the Lump Sum Amount state

below:

Base Proposal per the attached detailed Scopes of Work for Grayson College New Dormitory:

Bid Package Number: ____________ Bid Package Description: ________________________

Total Bid Amount: _______________________________________________________ Dollars

$ ____________________________

Alternate Proposals per the Contract Documents and Addenda:

Alternate No. 1: Prove Manufactured Wood-Veneer-Faced Casework as herein specified and

where detailed on the drawings in lieu of Manufactured Plastic-Laminate-Clad Casework.

_______________________________________________________________________ Dollars

$ ______________________________

Alternate No. 2: Alternate for WiFi dorm entry lockset. WiFi lockset/trim has built in

card/Bluetooth mag stripe reader, RX switch, and include DPS. Coordinate with security. Door is

Proposal Form Section 00010

00010-2

normally closed, latched and secure. Valid credential outside allows ingress, free egress at all

times. Key override. Hardware must be supplied by a certified channel partner (ACP) and installed

by a certified integrator (CI) in Division 28.

_______________________________________________________________________ Dollars

$ ______________________________

Alternate No. 3: Fire wall track: As an alternate to the detail on the plans, provide “Fire Track”

deflection track and fire stop system.

_______________________________________________________________________ Dollars

Unit Costs:

UNIT PRICING MATERIAL/SYSTEM UNITS COST ($)/UNIT

Excavation (Dirt or Caliche) Cubic Yard

Excavation (Rock) Cubic Yard

Backfilling (On Site Cubic Yard

Reinforcing Steel, Straight or Bent Pound

Structural Concrete Cubic Yard

Addenda:

The following addenda have been received and are incorporated into this proposal:

_________________________ _________________________

_________________________ _________________________

_________________________ _________________________

Notice to Proceed:

The undersigned agrees to commence work within five (5) calendar days after receipt of written

notice from Lloyd Plyler Construction, LLP.

Maintain Bid Proposal:

The undersigned agrees that this proposal may not be withdrawn for a period of sixty (60) days

from the proposal due date.

Respectfully Submitted:

_________________________

Name

_________________________

Title

_________________________

Signature

c

INSR ADD'LLTR INSRD

DATE (MM/DD/YYYY)

PRODUCER

INSURED

POLICY EFFECTIVE POLICY EXPIRATIONPOLICY NUMBER LIMITSDATE (MM/DD/YY) DATE (MM/DD/YY)TYPE OF INSURANCE

GENERAL LIABILITY

AUTOMOBILE LIABILITY

GARAGE LIABILITY

EXCESS/UMBRELLA LIABILITY

WORKERS COMPENSATION ANDEMPLOYERS' LIABILITY

OTHER

DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES / EXCLUSIONS ADDED BY ENDORSEMENT / SPECIAL PROVISIONS

SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION

DATE THEREOF, THE ISSUING INSURER WILL ENDEAVOR TO MAIL DAYS WRITTEN

NOTICE TO THE CERTIFICATE HOLDER NAMED TO THE LEFT, BUT FAILURE TO DO SO SHALL

IMPOSE NO OBLIGATION OR LIABILITY OF ANY KIND UPON THE INSURER, ITS AGENTS OR

REPRESENTATIVES.

AUTHORIZED REPRESENTATIVE

ANY PROPRIETOR/PARTNER/EXECUTIVEOFFICER/MEMBER EXCLUDED?

INSURER A:

INSURER B:

INSURER C:

INSURER D:

INSURER E:

EACH OCCURRENCE $DAMAGE TO RENTED

COMMERCIAL GENERAL LIABILITY $PREMISES (Ea occurrence)

CLAIMS MADE OCCUR MED EXP (Any one person) $

PERSONAL & ADV INJURY $

GENERAL AGGREGATE $

GEN'L AGGREGATE LIMIT APPLIES PER: PRODUCTS - COMP/OP AGG $PRO-

POLICY LOCJECT

COMBINED SINGLE LIMIT $(Ea accident)ANY AUTO

ALL OWNED AUTOS BODILY INJURY $(Per person)SCHEDULED AUTOS

HIRED AUTOS BODILY INJURY $(Per accident)NON-OWNED AUTOS

PROPERTY DAMAGE $(Per accident)

AUTO ONLY - EA ACCIDENT $

ANY AUTO EA ACC $OTHER THANAUTO ONLY: AGG $

EACH OCCURRENCE $

OCCUR CLAIMS MADE AGGREGATE $

$

DEDUCTIBLE $

RETENTION $ $WC STATU- OTH-

TORY LIMITS ER

E.L. EACH ACCIDENT $

E.L. DISEASE - EA EMPLOYEE $If yes, describe under

E.L. DISEASE - POLICY LIMIT $SPECIAL PROVISIONS below

O

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

THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATIONONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATEHOLDER. THIS CERTIFICATE DOES NOT AMEND, EXTEND ORALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW.

INSURERS AFFORDING COVERAGE NAIC #

COVERAGES

CERTIFICATE HOLDER CANCELLATION

ACORD 25 (2001/08) ACORD CORPORATION 1988

ACORDTM CERTIFICATE OF LIABILITY INSURANCE 02/09/05

Insurance Agency NameInsurance Agency Address

Subcontractor NameSubcontractor Address

Insurance Company

AX

X

X

123456789 01/01/05 01/01/06

2,000,0001,000,000

1,000,000

1,000,000100,0005,000

AX

XX

123456789 01/01/05 01/01/06500,000

A 123456789 01/01/05 01/01/06 X500,000

500,000500,000

Lloyd Plyler Construction, its directors, officers, employees and agents shall be named as Additional Insured including bothongoing and completed operations and provided Waiver of Subrogation. All policies shall be primary and non-contributing withand not in excess of any separate coverage Lloyd Plyler may carry.

Lloyd Plyler Construction, LLP3505 N. Texoma ParkwaySherman, TX 75090

30

1 of 2 #S49755/M49752

LLOYDPLYClient#: 6581

LXM

ACORD 25-S (2001/08)

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

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

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

DISCLAIMER

IMPORTANT

2 of 2 #S49755/M49752

Subcontractor initial _________ Page 1 of 16

LLOYD PLYLER CONSTRUCTION, L.L.P. SUBCONTRACT AGREEMENT

______________________________________________________________________________________

SUBCONTRACT NO. _____________________

Agreement made as of the _________ day of ___________________________, 20__, by and between Lloyd Plyler Construction, L.L.P., a Texas limited liability partnership, whose principal office is at 3505 N. Texoma Parkway, Sherman, Texas 75090, hereinafter referred to as CONTRACTOR and _____________________________________________________, a ______________________________, whose principal office is at _________________________________________________, hereinafter referred to as SUBCONTRACTOR. Project: (Name) ___________________________________________________________ (Address) ___________________________________________________________ Owner: ___________________________________________________________ The Contractor and Subcontractor agree as set forth below: Article 1 Contract Documents 1.1 The Contract Documents for this Subcontract consist of this Agreement and any Exhibits attached hereto, the agreement between the Owner and Contractor dated _______________________________, the Conditions of the Contract between the Owner and Contractor (General, Supplementary, and any other conditions), Plans, Drawings, Specifications, all Addenda issued prior to execution of the Agreement between the Owner and Contractor, and all Modifications issued subsequent thereto. 1.2 All of the above documents are a part of this Subcontract and shall be available for inspection by Subcontractor upon request. 1.3 It is the intent of the Contract Documents for this Subcontract to include all items necessary for the proper execution and completion of the Work. 1.4 Subcontractor agrees to be bound to Contractor by all of the terms of the agreement between the Owner and Contractor and by the Contract Documents and to assume toward Contractor all of the obligations and the responsibilities that Contractor by those instruments assumes toward Owner. 1.5 Subcontractor represents that it has carefully and thoroughly examined and reviewed this Subcontract and the Contract Documents and understands their respective provisions, that it has visited or had an opportunity to visit the Project site, that it has investigated the nature and locality of the Project and the conditions and difficulties under which the Work is to be performed, that it has satisfied itself with respect to all factors which may affect the Work under this Subcontract, and that it enters into this Subcontract on the basis of its own evaluation and not in reliance upon any representations or opinions of Contractor, Owner, or Architect. 1.6 Subcontractor shall give Contractor prompt written notice of any condition or omission in the Contract Documents which Subcontractor believes is or may be a design error. Subcontractor shall promptly call to the attention of Contractor any discrepancy or conflict in the Contract Documents which affects the Work. In the event of a conflict or discrepancy in the Contract Documents, Contractor shall determine which take precedence. Subcontractor further represents that it will perform in accordance with the more stringent standards applicable to its work to the extent of any ambiguity or absence of standard in the specifications. 1.7 Subcontractor hereby represents and warrants that Subcontractor has the experience in performing the type, quality, and quantity of work required for performance of this Subcontract, has the requisite insurance pursuant to the Contract Documents, and has the financial capability and management, supervision, and labor capacity to fully and properly perform in strict accordance with the Subcontract, Contract Documents, and industry standards where applicable.

Subcontractor initial _________ Page 2 of 16

Article 2 The Work 2.1 Subcontractor, as an independent contractor, shall furnish and pay for all management, supervision, labor, tools, supplies, equipment, services, sundries, appurtenances, and/or any other act or thing required to diligently and fully perform and complete, without limitation, the Work described as follows:

and all incidental work as found throughout and in strict accordance with the plans and specifications, including related work or work fairly inferable from same, or implied by standard trade practice. 2.2 Payment for said Work shall be in the amount of $_________________ and shall be subject to the terms and conditions of the Subcontract. 2.3 Subcontractor shall furnish and pay for at its own expense all labor, material, equipment, taxes including sales, use and similar taxes imposed on incorporated materials, permits and license fees, labor fringe benefits, insurance and bond premiums, and all other things and costs required to completely perform the Work in accordance with this Subcontract. 2.4 Unless otherwise noted, testing other than that provided in the specification sections relevant to the Work performed by Subcontractor, shall be the responsibility of the Contractor or Owner. Subcontractor is responsible for assisting in all testing as requested by the Contractor, the Architect or Owner. Article 3 Commencement and Completion 3.1 Subcontractor agrees to commence the Work as soon as the Project is ready for such Work or when directed by the Contractor and to diligently and continuously prosecute such Work in an orderly and reasonable sequence as directed and/or approved by the Contractor and in strict accordance with the Subcontract and Contract Documents and to coordinate the Work with other work being done on the Project by others so that the Contractor shall not be delayed by any act or omission of the Subcontractor in completion of the Project within the time specified in the Contract Documents. 3.2 Time is of the essence of this Subcontract. 3.3 The Subcontractor, in agreeing to complete the Work within the times and sequences herein mentioned, has taken into consideration and made allowances for all the hindrances and delays incidental to the Work. 3.4 A project schedule may be developed by the Contractor which shall schedule and coordinate the times required for each area of work on this Project. The Subcontractor shall participate and cooperate in scheduling the times and sequences required in the Subcontractor’s area of work and hereby agrees to perform such Work in accordance with the schedule including all amendments thereto. The Subcontractor shall continuously monitor the schedule and advise the Contractor of the status of Subcontractor’s progress on a regular basis, including information on the status of shop drawings, samples, submittals and materials or equipment which may be in the course of preparation or manufacture. 3.5 The Subcontractor shall immediately notify the Contractor of any circumstance which may affect the times and sequences in the schedule, and shall make all requests and claims for extensions of time, in writing to the Contractor sufficiently in advance to allow the Contractor to forward the requests and claims in compliance with the Contract Documents and, in any event, within five (5) days of the circumstance or occurrence affecting the schedule.

Subcontractor initial _________ Page 3 of 16

3.6 The Subcontractor shall, as its exclusive duty and responsibility, provide Contractor with comprehensive, verifiable, and contemporaneous documentation in support of any requests and claims. 3.7 SUBCONTRACTOR EXPRESSLY ACKNOWLEDGES CONTRACTOR’S RELIANCE ON SECTIONS 3.5 AND 3.6 AND SUBCONTRACTOR DOES HEREBY WAIVE ANY CLAIM AND FOREVER RELEASE THE CONTRACTOR FROM ANY CLAIM FOR DELAY IN THE EVENT SUBCONTRACTOR FAILS TO STRICTLY COMPLY WITH THE TERMS THEREIN. SUBCONTRACTOR’S DELIVERY TO CONTRACTOR OF SUCH DOCUMENTED CLAIM WITHIN THE PRESCRIBED TIME PERIOD IS A CONDITION PRECEDENT TO ANY SUCH CLAIM. 3.8 CONTRACTOR SHALL NOT BE LIABLE TO SUBCONTRACTOR FOR ANY DELAY, DISRUPTION OR INTERFERENCE TO SUBCONTRACTOR’S WORK CAUSED BY THE ACT, OMISSION, NEGLECT OR DEFAULT OF THE OWNER OR THE ARCHITECT OR THEIR RESPECTIVE CONTRACTORS, SUBCONTRACTORS, EMPLOYEES, SERVANTS, AGENTS OR CONSULTANTS, OR BY REASON OF FIRE OR OTHER CASUALTY, OR ON ACCOUNT OF RIOTS OR OF STRIKES, OR OTHER COMBINED ACTION OF THE WORKMEN OR OTHERS, OR ON ACCOUNT OF ANY ACTS OF GOD, OR ANY OTHER CAUSE BEYOND CONTRACTOR’S DIRECT CONTROL; PROVIDED, HOWEVER, CONTRACTOR WILL COOPERATE WITH SUBCONTRACTOR IN SUBMITTING AGAINST THE OWNER ANY JUST CLAIM ARISING THEREFROM WHICH IS PERMITTED BY THE CONTRACT DOCUMENTS AND APPLICABLE LAW. SUBCONTRACTOR SHALL REIMBURSE CONTRACTOR FOR ALL REASONABLE EXPENSES INCURRED BY CONTRACTOR IN SUBMITTING ANY SUCH CLAIMS ON BEHALF OF SUBCONTRACTOR. SUBCONTRACTOR SHALL NOT CLAIM ANY TIME EXTENSION, COST REIMBURSEMENT, COMPENSATION OR DAMAGES FOR ANY DELAY, DISRUPTION OR INTERFERENCE TO THE WORK EXCEPT TO THE EXTENT THAT CONTRACTOR IS ENTITLED TO CORRESPONDING TIME EXTENSION, COST REIMBURSEMENT, COMPENSATION OR DAMAGES FROM THE OWNER UNDER THE CONTRACT DOCUMENTS AND APPLICABLE LAW. SUBCONTRACTOR’S RECOVERY SHALL BE LIMITED TO THE AMOUNT, IF ANY, WHICH CONTRACTOR, ON BEHALF OF SUBCONTRACTOR, ACTUALLY RECEIVES FROM THE OWNER ON ACCOUNT OF SUCH CLAIM. SUBCONTRACTOR AGREES THAT CONTRACTOR IS ENTITLED TO RECEIVE ITS PERCENTAGE MARK-UP ON ANY CLAIM SUBMITTED BY OR ON BEHALF OF SUBCONTRACTOR. IN THE EVENT THAT CONTRACTOR RECEIVES LESS THAN THE FULL AMOUNT OF THE CLAIM SUBMITTED TO OWNER, SUBCONTRACTOR AGREES THAT CONTRACTOR SHALL RECEIVE ITS PERCENTAGE MARK-UP ON THE REDUCED AMOUNT PAID. IN ANY AND ALL EVENTS, PAYMENT BY THE OWNER SHALL BE BY AN EXPRESS CONDITION PRECEDENT TO CONTRACTOR’S OBLIGATIONS OF PAYMENT TO SUBCONTRACTOR. 3.9 THE EXTENSION OF TIME PROVIDED PURSUANT TO THIS SECTION SHALL BE THE SOLE AND EXCLUSIVE REMEDY THAT SUBCONTRACTOR SHALL HAVE AGAINST CONTRACTOR FOR DELAYS, DISRUPTIONS OR INTERFERENCES CAUSED BY THE ACTS OR OMISSIONS OF CONTRACTOR OR ANYONE EMPLOYED BY CONTRACTOR ON THE PROJECT, AND SUBCONTRACTOR SHALL HAVE NO RIGHT OR ENTITLEMENT TO ADDITIONAL COMPENSATION, WHETHER DIRECT OR INDIRECT, FOR SUCH DELAYS, DISRUPTIONS OR INTERFERENCES. SUBCONTRACTOR EXPRESSLY WAIVES THE RIGHT TO BRING AGAINST CONTRACTOR ANY CLAIM FOR DAMAGE FOR DELAY, ACCELERATION, INTERFERENCE, EXTRA WORK RESULTING FROM SUCH DELAY, EXTENDED OVERHEAD, WAGE AND/OR MATERIAL COST ESCALATION, OVERTIME WAGE PROVISIONS, LOST OPPORTUNITY, OR LOST PROFIT OR FINANCIAL IMPACT ON SUBCONTRACTOR’S OTHER PROJECTS OR OVERALL BUSINESS. 3.10 The Subcontractor’s Project Superintendent or Foreman shall report to the Contractor’s Project Superintendent prior to commencing any work on the Project and report again after any extended absence from the Project in order to advise the Contractor’s Project Superintendent of the particular phase of work the Subcontractor is about to perform. During the time the Subcontractor is performing the Work, daily work report forms in a form acceptable to Contractor shall be completed by the Subcontractor and turned in at the Contractor’s jobsite office at the end of each workday. The Subcontractor’s Project Superintendent or Foreman, along with any other necessary representative(s) of Subcontractor with authority to bind Subcontractor, shall attend meetings as scheduled by the Contractor’s Project Superintendent for the purpose of scheduling all activities on the Project. The Subcontractor shall communicate with the Owner and Architect only through Contractor.

Subcontractor initial _________ Page 4 of 16

3.11 If the Subcontractor at any time shall refuse or neglect to supply adequate and competent supervision, or a sufficient number of properly skilled workmen or a sufficient quantity of materials of proper quality or quantity, or fail in any respect to prosecute the Work with promptness and diligence, or fail in the performance of any agreement of its part herein contained, or otherwise delay the work of the Contractor or other subcontractors, the Contractor shall have the option, after 48 hours written notice to the Subcontractor, without prejudice to any other remedy the Contractor may have, to provide any such labor or materials and to deduct the cost thereof from any money due or thereafter to become due by Contractor to Subcontractor. The Contractor shall also be at liberty to terminate the employment of the Subcontractor on said Work and to enter upon the premises and take possession, for the purpose of completing the work herein, of all materials, tools, equipment or appliances, of any kind whatsoever, thereon and to employ any other person or persons to finish the Work and to provide the materials therefor and, in the case of such discontinuance of the employment of the Subcontractor, the Subcontractor shall not be entitled to receive any payment under this Subcontract which might otherwise be due it until the said Work shall be finished and payment in full therefor shall be made by Owner to Contractor, at which time, if the unpaid balance of the amount to be paid under the Subcontract shall exceed the expenses incurred by the Contractor by reason of such failure or lack of performance by the Subcontractor, including attorneys' fees incurred by the Contractor, such excess shall be paid by Contractor to Subcontractor, but if such expenses shall exceed such unpaid balance, the Subcontractor shall pay the difference to the Contractor. 3.12 Any time the Subcontractor is behind schedule in its Work, the Subcontractor shall, at its own expense, increase the number of shifts, institute or increase overtime operations, increase its forces and/or equipment and take such other steps as may reasonably be required in order to make the Subcontractor’s progress conform to Project progress schedule. If Subcontractor fails to comply with any such requirements within forty eight (48) hours of written notification from Contractor, such failure shall be deemed a material breach of this agreement and Contractor may, in addition to any other remedies it may have under this agreement, withhold all payments due Subcontractor until Subcontractor’s progress conforms to such schedules. Article 4 Progress Payments Contractor shall pay Subcontractor monthly Progress Payments as follows: 4.1 Progress Payment will be made to Subcontractor within ten (10) business days of receipt of payment from Owner therefor in an amount not to exceed ninety five percent (95%) of the value of labor and materials incorporated by Subcontractor in the Work and, where authorized by the Contract Documents, of materials stored in a manner acceptable to Owner, Architect, and Contractor, less the aggregate of previous payments. All such Progress Payments are contingent and subject to Owner’s acceptance of all work performed by Subcontractor and on Contractor’s receipt of payment for such Work from Owner. Receipt of payment by Contractor from Owner is an express condition precedent to the right of Subcontractor to receive payment from Contractor. Subcontractor expressly assumes the risk of non-payment of Progress Payments by Owner to Contractor for any reason. 4.2 Subcontractor shall, within five (5) business days after execution of the Subcontract, and before any Work is commenced, submit to Contractor in writing, a complete and accurate proposed Schedule of Values of the various parts of the Work aggregating the total sum of this Subcontract made out in such detail as evidence as to its correctness as Contractor may direct. This schedule, when approved by Contractor and Architect, shall be used as a basis for Applications for Progress Payments, unless later found to be in error or otherwise unsatisfactory to Contractor or Architect, at which point Subcontractor shall immediately resubmit to Contractor a revised and corrected Schedule. In applying for each Progress Payment, Subcontractor shall submit a statement based upon the correct schedule. If Contractor and Subcontractor cannot agree on the Schedule of Values, Subcontractor agrees to accept the Schedule of Values propounded by Contractor. 4.3 Subcontractor shall submit to Contractor Applications for Progress Payments, in duplicate or triplicate, complete with sufficient breakdown data as required by Contractor to permit checking and approval, and in a form acceptable to Contractor, sufficiently in advance to permit Contractor to forward the Applications as required by the Contract Documents, but not later than the twenty (20th) day of each month.

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4.4 Payments for materials or equipment not incorporated into the Work, but delivered and suitably stored at the site or elsewhere, shall only be made where permitted by, and in accordance with, the terms and conditions of the Contract Documents. Where the Contract Documents permit payment for materials stored off the job site, Subcontractor shall, in addition to the other requisites of the Contract Documents, make any provisions necessary, including Builders Risk Insurance covering loss or damage to the material, to ensure and protect Contractor’s or Owner’s title and right of possession and access to such materials. Subcontractor shall provide certificates of insurance coverage in an amount that will provide coverage for all materials as they are delivered to the Subcontractor for the Project. Any insurance policy, binder, endorsement shall state that Contractor is an additional insured. 4.5 If the Contract Documents allow for payment of stored material and if payment is approved by Owner and Architect, materials stored on the job site shall be verified by Contractor's Authorized Representative and materials stored off site shall be verified by Subcontractor. In the latter instance, the verification that the material has been delivered to Subcontractor's insured warehouse shall include the following information: location of warehouse or storage yard; information indicating material was delivered to the above address (i.e., shipping tickets, packing slips, material invoices, photographs); and certificate of insurance specifically indicating coverage for stored materials at the location stored. It is the Subcontractor's responsibility to protect materials from damage, theft, or vandalism during storage. Stored material pay requests must be indicated on the G703 form in the proper location. 4.6 The amount of each Progress Payment to Subcontractor shall not exceed the percentage of completion allowed to Contractor by Architect and/or Owner for the Work of Subcontractor. Retainage will be held as per Contractor’s contract with Owner. 4.7 Subcontractor shall pay for all materials, equipment and labor used in, or in connection with, the performance of this Subcontract through the period covered by previous payments received from Contract, and no Progress Payments shall become due until Subcontractor has furnished satisfactory evidence to verify compliance with this requirement, including execution of an affidavit stating all bills have been paid and a release of lien and waiver of claim as required by the Contract Documents, and in the exact form set forth on the attached Certificate and Release of Liens and Claims incorporated herein and made a part of this Subcontract as if fully copied and set forth at length. 4.8 Subcontractor shall use the sums paid to it pursuant to this Subcontract solely for the purpose of fulfilling its responsibilities and obligations under this Subcontract and under the Texas Construction Trust Fund Statute, Tex.Prop.Code Ch.162. 4.9 Payments otherwise due, either Progress Payments or Final Payment, may be withheld in whole or in part by Contractor on account of defective work not remedied, claims filed, reasonable evidence indicating probability of filing of claims, failure of Subcontractor to make payments properly to its subcontractors or for materials or labor, applicable taxes, fees and fringe benefits, reasonable doubt that the Subcontract can be completed for the balance of the Subcontract Amount then unpaid, or for any breach of the Subcontract or good cause shown. Payment may be withheld by Contractor to compensate Contractor for funds advanced to Subcontractor for labor and/or materials during the course of performance of the Work. If the said causes are not removed within forty eight (48) hours from the issuance of written notice to Subcontractor from Contractor, the Contractor may rectify the same at Subcontractor’s expense. Contractor shall have the right to offset against any sums due Subcontractor hereunder the amount of any liquidated or unliquidated obligations of Subcontractor to Contractor, whether arising out of the Subcontract or relating to this Project. 4.10 No payment to Subcontractor, either Progress Payments or Final Payment, shall operate or be implied as an approval of Subcontractor’s Work or material, or any part thereof, or constitute a waiver of any right of Contractor. Neither application for Progress Payment nor Final Payment shall bear interest. 4.11 No payment hereunder shall become due until after Subcontractor furnishes Contractor with Subcontractor’s document numbers for all applicable business licenses and sales tax permits, and until Subcontractor has fully complied with and provided all documentation required under this Subcontract. Article 5 Final Payment

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Final Payment, consisting of the unpaid balance of the Subcontract Amount, shall be made only after all of the following events have occurred: 5.1 Subcontractor has achieved final completion of Subcontractor’s work as described in this Subcontract in strict conformance with this Subcontract and the Contract Documents and to the satisfaction of the Owner, Architect, and Contractor. 5.2 Subcontractor’s Application for Final Payment in the form specified in this Subcontract has been submitted. 5.3 In addition to any other requirements of this Subcontract and the Contract Documents, Final Payment shall be contingent on and subject to the performance of the following conditions precedent to Final Payment having been satisfied: (a) approval and acceptance of Subcontractor’s work by Owner, Architect, and Contractor, (b) delivery to Contractor of all manuals, ”as-built” drawings, guarantees and warranties for material and equipment furnished by Subcontractor, or any other documents required by the Contract Documents and in forms acceptable to Owner, (c) receipt of Final Payment for Subcontractor’s work by Contractor from Owner, (d) furnishing to Contractor satisfactory evidence by Subcontractor that all labor and material accounts incurred by Subcontractor in connection with its Work have been paid in full, and (e) furnishing to Contractor a complete Affidavit, Release of Lien and Waiver of Claim by Subcontractor and as required by the Contract Documents. Article 6 Changes 6.1 The work to be performed under this Subcontract may be modified by changes that are required by Owner, Architect, or Contractor and the Subcontract Amount shall be adjusted by written Change Order in accordance with this Subcontract. 6.2 No alterations, increases or decreases shall be made in the Work as shown or described by the Contract Documents except on the written order of Contractor, and when so made, the value of the work or materials added or omitted shall be computed and determined by Subcontractor, subject to the written approval and acceptance by Contractor, and the amount so determined shall be added to or deducted from the amount to be paid for incorporated materials and services. Subcontractor shall have no claim for additional work or changed work unless such work has been done pursuant to a written order from Contractor, executed by an Authorized Representative of Contractor, as identified in Article 11.2. Any extra work performed without such written order will be at Subcontractor’s expense. 6.3 For changes in the Work that affect the cost of the Work or construction time, Subcontractor shall notify Contractor of the scope of any change in cost or time within five (5) days after the event necessitating the proposed change and shall submit the actual Change Order Request within an additional (5) days therefrom. 6.4 The Change Order Request shall consist of the detailed cost estimate outlining the changes in the Work and detailed documentation justifying proposed changes in time. This estimate shall be computed in accordance with accepted estimating procedure and in accordance with the terms of the Contract Documents, and the cost for labor and materials shall be based upon the prevailing rates in the Project area. Subcontractor agrees that all claims for additional compensation of any kind shall be accompanied by appropriate documentation, including certified payroll records, vendor invoices, and equipment usage logs and, further agrees, that the absence of same shall bar Subcontractor from asserting such claims. 6.5 If Owner, Architect, or Contractor dispute the validity or amount of a Change Order Request submitted by Subcontractor, but instruct Subcontractor to proceed with the Work pending resolution of the dispute, Subcontractor shall promptly commence such disputed Work and expeditiously complete it. Subcontractor expressly agrees to accept only such sums as actually paid by Owner to Contractor for such Change Order Request and releases Contractor from any further claims for compensation therefor. Article 7 Insurance 7.1 Prior to commencement of Work, Subcontractor shall provide Contractor with a copy of a current certificate of insurance (or copies of policies if so requested by Contractor) and/or binder or endorsements

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from an insurance company acceptable to the Contractor showing Contractor as an additional insured in such amounts and for such coverages as required by the Contract Documents but in no event less than the minimum limits indicated below:

Subcontractor shall carry throughout the life of this Agreement and for a period of 3 years after completion of the Work, at his SOLE COST AND EXPENSE WITH ANY DEDUCTIBLES, OR RETENTIONS FOR THE ACCOUNT OF SUBCONTRACTOR, insurance of not less than the following:

A. Workers' Compensation Texas Statutory Coverage Employers' Liability $500,000 per accident/policy limit/employee

Policy above shall contain a waiver of subrogation in favor of CONTRACTOR, its directors, officers, employees and agents. AND

B. EXECUTE TWCC FORM 83 OR 85 depending on the work to be done. C. Commercial General Liability Insurance (on an occurrence basis) naming

CONTRACTOR, its directors, officers, employees and agents as additional insureds for BOTH ongoing and completed operations, broad form contractual liability for liability assumed under this Agreement, independent contractors and broad form property damage with combined single limits of liability for bodily injury/property damage:

Each Occurrence $1,000,000 General Aggregate $2,000,000 Products-Comp/Op Agg. $1,000,000 Personal & Adv. Inj. $1,000,000 CG2503 endorsement shall be attached providing that the general aggregate limit applies

separately to the work performed under this Subcontract. D. Business Automobile Liability of $500,000 combined single limit for bodily injury and

property damage each accident either naming CONTRACTOR as an additional insured or providing a waiver of subrogation in favor of CONTRACTOR.

E. All policies above shall be primary policies and non-contributing with and not in excess

of any separate coverage CONTRACTOR may carry. F. All required insurance will be evidenced by sending to CONTRACTOR Certificates of

Insurance that identify the insurance company, the address and telephone number for contacting the insurance company, or broker, effective and expiration dates and limits of insurance, together with statements to the effect that the insurance shall not be canceled, reduced, restricted, limited or allowed to expire until at least thirty (30) days after CONTRACTOR shall have received written notice by Certified Mail, Return Receipt Requested Insurance should be placed with companies that carry at least an A.M. Best Rating of B+VII.

Should Subcontractor fail or neglect to provide the required insurance, Contractor shall have the right, but not the duty, to provide said insurance and deduct from any money due that may be due or become due to Subcontractor any and all premiums paid by Contractor for and on account of said insurance. In addition to the insurance required by this paragraph, Subcontractor shall provide any insurance it deems necessary to protect its interest in the Work as well as for its own protection or on account of statute. 7.2 Subcontractor agrees that any failure to provide continuous insurance coverage as required herein will

be considered a material breach of this Subcontract and subject Subcontractor to termination of this Agreement.

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7.3 The amount of insurance contained in the aforementioned insurance coverages shall not be construed to be a limitation of liability on the part of the Subcontractor or as relieving the Subcontractor of any responsibility or liability under this Agreement.

Article 8 Subcontractor’s Responsibilities, Including Indemnification In addition to the other obligations required by this Subcontract and the Contract Documents, Subcontractor shall perform the following: 8.1 Subcontractor shall coordinate, supervise and direct the Work. Subcontractor shall be responsible for all construction means, methods, techniques, sequences and procedures. Subcontractor shall notify Contractor in writing of any deficiencies in any other work prior to the commencement of the Work. Any unreported deficiencies shall be deemed accepted by Subcontractor and shall become the responsibility of Subcontractor. 8.2 Subcontractor shall be responsible for its employers, laborers, material suppliers, equipment lessors, agents and representatives. Subcontractor shall remove from the Project any person or entity under Subcontractor's control which Contractor considers unsatisfactory. Subcontractor shall assure harmonious labor relations to prevent delay, disruption or interference to the Project, and shall prevent strikes, slowdowns, work interruptions, jurisdictional disputes and other labor disputes relating to the Work. For settlement of jurisdictional disputes, decisions or interpretations of the National Labor Relations Board will be immediately accepted and complied with by both Contractor and Subcontractor.` 8.3 Subcontractor shall submit to Contractor, within seven (7) days after execution of this Subcontract, complete shop drawings, data, catalog cuts and samples as required by the Contract Documents. All shop drawings, catalog cuts, samples and descriptive date shall be submitted to Contractor's Project Manager and shall include the name of the Project, name of supplier or subcontractor, description of product and applicable section of the specifications. Subcontractor shall carefully examine specification requirements for approval material to be submitted such as shop drawings, technical data, schedules, samples, certificates of compliance, and other documents as may be required. The Subcontractor shall submit such material at its own expense and in such form as required by the Contract Documents and in such number as required by the Contractor. The Subcontractor shall submit such approval materials in sufficient time and in adherence with the Project schedule to prevent any delay, whether direct or indirect, in the delivery of materials and installation thereof, or in the overall progress of the Project. Subcontractor shall allow fourteen (14) days for return of shop drawings. Submittals shall be provided as follows, or in accordance with the specifications: (1) Shop drawings shall be submitted with Four (4) prints. If the shop drawings are to be reviewed by the electrical, mechanical or structural consulting engineer six (6) prints will be required. One (1) print will be returned. (2) Samples, product data, catalog cuts shall be submitted with six (6) copies. If the submittal is to be reviewed by the electrical, mechanical or structural engineer, seven (7) copies will be required. (3) No substitutions or deviations from the drawings and/or specifications will be allowed. 8.4 All of Subcontractor’s workmanship, materials, submittals, shop drawings, and samples shall be subject to the approval of Owner, Architect, and Contractor. 8.5 Subcontractor shall be responsible for all layout and measurements required to complete its Work in accordance with the Contract Documents. 8.6 Subcontractor shall perform all unloading, hoisting, rigging, and final placement of all materials included in its Subcontract and materials furnished by others and installed by Subcontractor. Subcontractor shall furnish all scaffolding, ladders, swing stages, or any other means or methods that may be required to gain access to its Work. All access equipment must comply with all OSHA and local safety requirements.

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8.7 As necessary, Subcontractor shall provide, maintain, and remove all temporary offices, structures, sheds and storage facilities and all related utilities, gas, telephone, and water. Storage areas for the use of Subcontractor shall be designated by Contractor. No materials or equipment shall be stored except in areas approved by Contractor. 8.8 Subcontractor shall avoid conflict, delay, or interference with the work of Contractor and other subcontractors and shall cooperate with Contractor and other subcontractors whose work might interfere with Subcontractor’s work. Subcontractor shall participate in the preparation of coordination drawings in areas of congestion, specifically noting and advising Contractor of any such interference. Subcontractor is responsible for coordinating the requirements of its Work with continuous work of other trades, to insure the proper matching and fitting of its Work. Failure on the part of Subcontractor to comply with this requirement shall not be considered as a basis for establishing an extra to the Subcontractor. All extra costs to correct the Work to comply with the Contract Documents shall be the responsibility of Subcontractor. 8.9 If Subcontractor is responsible for any delays in the time or sequence of the schedule for the Project, Subcontractor shall be liable for all resulting costs and damages. If Subcontractor fails to perform the Work per the construction schedule, or causes delay to Contractor or other subcontractors, which results in delayed completion, and if the Owner assesses liquidated damages therefor against Contractor as specified in the Contract Documents, then Subcontractor shall be liable for and pay Contractor for said liquidated damages. This clause is in addition to and does not limit other rights given to Contractor in the Agreement or by law. 8.10 Subcontractor shall maintain daily Project progress records, employee records, including certified payroll records, vendor records, equipment records, and any and all other records relating to the supply of labor and materials on the Project. Subcontractor agrees to make any and all of these records available to Contractor for inspection and/or copying upon request. 8.11 Subcontractor agrees at its own expense to (1) take all necessary precautions to protect the work of other trades from any damage caused by Subcontractor’s operations, and (2) to watch over, care for and protect from damage or injury by any cause whatsoever, all of Subcontractor’s work, complete or otherwise, and all of its materials, supplies, tools and equipment at or near the Project. Subcontractor agrees, without loss or damage to Contractor, to make good any loss or damage to any and all such work, materials, supplies, tools and equipment up to the final acceptance of the entire Project by Owner, regardless of cause for loss or damage. 8.12 Subcontractor shall take all reasonable safety precautions with respect to its Work and shall comply with all safety measures initiated by Contractor and with all applicable laws, ordinances, rules, regulations and orders of any public authority for the safety of persons or property in accordance with the requirements of the Contract Documents. Subcontractor shall report immediately in writing to Contractor any injury to any of Subcontractor’s employees at the site. 8.13 If any portion of the Work is covered contrary to the request of Architect or Contractor or the requirements of the Contract Documents, it shall be uncovered for observation and replaced at Subcontractor's expense. If any portion of the Work has been covered which Architect or Contractor has not specifically requested to observe before it was covered, either may direct the Work to be uncovered by Subcontractor. If the uncovered Work is in accordance with the Contract Documents, the cost of uncovering and replacement shall, by Change Order, be reimbursed to Subcontractor. If such Work is not in accordance with the Contract Documents, the cost shall be borne by Subcontractor. 8.14 Subcontractor warrants that all materials and equipment furnished and incorporated by it in the Project shall be new unless otherwise specified, and that all Work under this Subcontract shall be of good quality, free from faults and defects and in conformance with the Contract Documents. All Work not conforming to these standards shall be considered defective. The warranty provided in this paragraph shall be in addition to and not in limitation of any other warranty or remedy provided by law or by the Contract Documents. 8.15 Subcontractor hereby expressly warrants and guarantees its Work and all portions of the Work to Owner and to Contractor as required by the Contract Documents, and Subcontractor shall promptly perform

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all corrective or remedial work required by such warranties and guarantees, and shall execute and deliver to Contractor such other and further documents as are reasonably requested by Contractor to further evidence all warranties and guarantees. Other than the Subcontract, no writings are necessary to effectuate all guarantees and warranties. In the event the Subcontract is terminated for any reason, Subcontractor’s warranties, guarantees, and indemnities with respect to its Work performed through the date of termination shall survive such termination and be in full force and effect for the period of time prescribed by the Contract Documents, the Subcontract, or law, whichever is longer. 8.16 The foregoing warranties are in addition to all special or extended warranties required by the Contract Documents or otherwise received from Subcontractor or any material supplier or manufacturer. The foregoing warranties shall not affect, limit or impair Subcontractor's responsibility for latent defects in the Work which do not appear within the applicable warranty period. Subcontractor shall immediately correct and cure, at Subcontractor's expense, any such latent defects which are reported to Subcontractor. Subcontractor shall indemnify Contractor against all claims, damages and expenses, including attorneys' fees, incurred by Contractor as a result of Subcontractor's failure to abide by its warranty obligations. Neither the acceptance of the Work nor any payment shall constitute a waiver of any claims against Subcontractor for defective or nonconforming Work, whether latent or apparent, or otherwise act to release or discharge Subcontractor from liability. 8.17 Subcontractor shall give all notices and comply with all codes, laws, ordinances, rules, regulations and orders of any public authority bearing on the performance of the Work under this Subcontract. Subcontractor shall secure and pay for all permits, fees and licenses necessary for the execution of the Work, and shall pay all local, state, federal, sales, use and similar taxes imposed on incorporated materials in connection with the Work, and agrees that all costs thereof are included in the Subcontract Amount. When required by Contractor, Subcontractor will furnish satisfactory evidence showing that all such payments have been made. Subcontractor shall promptly review all Contract Documents and report in writing to Contractor any variance to such codes, laws, ordinances, rules and regulations. If Subcontractor performs any work knowing it to be contrary to such codes, laws, ordinances, rules and regulation, and without having given such notice to Contractor, Subcontractor shall assume full responsibility therefor, and shall bear all costs and damages attributable thereto. Except as otherwise provided by the Contract Documents, Subcontractor shall pay all royalties and license fees relating to the Work. Subcontractor shall defend all suits or claims for infringement of patent rights that may be brought against Contractor, Owner, or Architect relating to the Work, and shall be liable for all related losses, costs and expenses, including attorneys' fees. 8.18 Subcontractor shall comply with all federal, state and local tax laws, social security acts, unemployment compensation acts and workmen’s compensation acts, insofar as applicable to the performance of this Subcontract, and shall comply with all procedures, rules and regulations with regard to nondiscrimination issued or to be issued by any local, state, or federal government or agency, including the Equal Employment Opportunity Commission, insofar as they may apply to the Work. 8.19 Subcontractor agrees to indemnify and hold Contractor and Owner harmless from and against all liability for the payment of all sales, use or similar taxes imposed on any amount for incorporated materials either in excess of the actual cost of such incorporated materials to Subcontractor or in the aggregate in excess of the agreed contract price for incorporated materials. Contractor may retain sufficient funds, out of any money due or thereafter to become due by Contractor to Subcontractor to cover any liability of Subcontractor under the preceding sentence. 8.20 FOR GOOD AND VALUABLE CONSIDERATION, THE RECEIPT AND SUFFICIENCY OF WHICH IS HEREBY ACKNOWLEDGED, INCLUDING THE FIRST $100.00 OF THE AGREEMENT AMOUNT, SUBCONTRACTOR SHALL TO THE FULLEST EXTENT PERMITTED BY LAW, UNCONDITIONALLY INDEMNIFY, HOLD HARMLESS, PROTECT AND DEFEND CONTRACTOR AND THEIR DIRECTORS, OFFICERS, EMPLOYEES AND AGENTS (THE "INDEMNITEE" OR "INDEMNITEES") FROM AND AGAINST ALL CLAIMS, DAMAGES, LOSSES, LIABILITIES AND EXPENSES (INCLUDING BUT NOT LIMITED TO ATTORNEYS' FEES, OTHER LITIGATION EXPENSES, AND PUNITIVE DAMAGES, IF ALLOWED BY APPLICABLE LAW), ARISING OUT OF OR RESULTING FROM THE PERFORMANCE OF SUBCONTRACTOR'S WORK OR OTHER ACTIVITIES OR SERVICES OF ANY KIND UNDERTAKEN BY SUBCONTRACTOR, WHETHER OCCURRING ON OR OFF THE PROJECT SITE, PROVIDED THAT ANY

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SUCH CLAIM, DAMAGE, LOSS, LIABILITY OR EXPENSE (A) IS ATTRIBUTABLE TO BODILY INJURY, SICKNESS, DISEASE, OR DEATH OF ANY PERSON (INCLUDING EMPLOYEES OF SUBCONTRACTOR, INDEMNITEES AND ANY THIRD PARTIES), OR PATENT INFRINGEMENT, OR TO INJURY TO OR DESTRUCTION OF TANGIBLE PROPERTY INCLUDING THE LOSS OF USE RESULTING THEREFROM, AND (B) IS CAUSED IN WHOLE OR IN PART BY ANY ACT OR OMISSION OF SUBCONTRACTOR OR ANYONE DIRECTLY OR INDIRECTLY EMPLOYED BY IT OR ANYONE OF WHOSE ACTS IT MAY BE LIABLE, OR IS CAUSED BY OR ARISES OUT OF THE USE OF ANY PRODUCTS, MATERIAL OR EQUIPMENT FURNISHED BY SUBCONTRACTOR. THIS INDEMNIFICATION OBLIGATION SHALL EXPRESSLY INCLUDE BUT NOT BE LIMITED TO, PROTECTING, DEFENDING AND HOLDING HARMLESS EACH INDEMNITEE FROM AND AGAINST ALL CLAIMS, LOSSES, COSTS, DAMAGES, EXPENSES AND LIABILITIES (PARTIAL OR OTHERWISE) CAUSED BY OR ARISING OUT OF EACH INDEMNITEE'S NEGLIGENCE OR WRONGFUL ACTS OR OMISSIONS, BUT IT SHALL NOT APPLY TO ANY INDEMNITEE WHO IS SOLELY NEGLIGENT. IN ANY AND ALL CLAIMS AGAINST INDEMNITEES, BY ANY EMPLOYEE OF SUBCONTRACTOR, OR ANYONE DIRECTLY OR INDIRECTLY EMPLOYED BY SUBCONTRACTOR, OR ANYONE FOR WHOSE ACTS SUBCONTRACTOR MAY BE LIABLE, THE INDEMNIFICATION OBLIGATION SHALL NOT BE LIMITED IN ANY WAY BY ANY LIMITATION ON THE AMOUNTS OR TYPE OF DAMAGES, COMPENSATION, OR BENEFITS PAYABLE BY OR FOR SUBCONTRACTOR UNDER WORKER'S COMPENSATION ACTS, DISABILITY BENEFIT ACTS OR OTHER EMPLOYEE BENEFIT ACTS. IT IS THE SPECIFIC INTENT OF THE PARTIES TO THIS AGREEMENT THAT THE SUBCONTRACTOR IS AGREEING TO INDEMNIFY CONTRACTOR FOR THE EFFECTS OF CONTRACTOR'S, ITS AGENTS', AND ITS EMPLOYEES' OWN NEGLIGENCE OR OTHER WRONGFUL CONDUCT. 8.21 Subcontractor warrants that, if at any time, Owner or any other person asserts a claim or institutes a suit, arbitration or other proceeding against Contractor involving Subcontractor’s Work or its performance, Subcontractor shall hold and save Contractor harmless against all liability, loss, damage or expense (including attorneys' fees and litigation and arbitration expenses) arising out of or resulting from such claim, suit, arbitration or proceeding. In addition to holding Contractor harmless, Subcontractor shall, upon receiving written direction from Contractor, promptly assume the defense of such claim, suit, arbitration or proceeding at Subcontractor’s expense with counsel approved by Contractor. Contractor shall cooperate with Subcontractor in any such litigation. If Subcontractor fails or refuses to promptly undertake the defense of such claim, suit, arbitration or proceeding after receiving a written request from Contractor, or fails or refuses at any time to proceed with the defense to the satisfaction of the Contractor, Contractor may assume said defense at Subcontractor’s expense. 8.22 Subcontractor shall pay for all materials, labor and equipment used in or in connection with the performance of the Work and shall save and keep the Project and the lands upon which it is situated free from all claims or mechanic’s liens and all other liens by reason of the work or any labor, materials or other things used therein. If Subcontractor fails to satisfy, remove or discharge any such lien at its own expense by bond, payment or otherwise within ten (10) days from the date of the filing of such liens or claims, Contractor may retain sufficient funds, out of any money due or thereafter to become due by Contractor to Subcontractor, to pay any mechanic’s lien claims, whether validly perfected or not, in full, and all costs incurred by reason thereof, and may pay or bond said lien or claims and offset said costs out of any funds at any time in the hands of Contractor owing to Subcontractor. Nothing herein shall prevent Subcontractor from filing its own lien if otherwise entitled to do so. 8.23 Subcontractor shall clean up and haul away all debris occasioned by the work done hereunder at the end of each work day and will at all times keep the Project and premises clean. Any trash, debris or liquid that poses a possible threat of fire or safety shall be removed from the premises immediately. If, after twenty-four (24) hours from issuance of written notice from Contractor to Subcontractor, Subcontractor has not diligently proceeded with the clean-up as outlined herein, then Contractor has the right to proceed with the clean-up work at Subcontractor’s cost and expenses, without further notice. 8.24 Subcontractor shall not subcontract, assign or transfer this Subcontract without the prior written consent of Contractor. Subcontractor shall notify Contractor prior to the commencement of Work of the names,

Subcontractor initial _________ Page 12 of 16

addresses and telephone numbers of all proposed sub-subcontractors and suppliers utilized by Subcontractor on the Project. In the event of the termination of Subcontractor by Contractor, Contractor shall have the right to assume any or all of the sub-subcontracts and supplier agreements in effect, without prejudice to any other right or remedy available to it. 8.25 If performance and payment bonds are required by Contractor or the Contract Documents, Subcontractor shall procure same prior to commencement of the Work and shall direct its surety company to execute the performance and payment bonds utilizing only the forms attached to this Subcontract and cause three (3) executed copies of same to be timely furnished to Contractor so as to allow the Work to proceed without delay and, in no event, later than five (5) business days after the date of execution of this Subcontract. No other bond forms will be accepted. The surety on the bonds must be licensed to do business in the state in which the referenced work is located and must be listed by the U.S. Treasury Department as acceptable for bonding federal projects, and the bond amount must be within the limit set by the Treasury Department as the maximum amount allowed on any single contract. The surety's attorney-in-fact signing the bonds must attach a current and valid certified copy of his power-of-attorney to each of the bonds. IF requested by Contractor, an original Power of Attorney will be furnished. Each bond must be dated the same date of this Subcontract. Each bond must be in a sum equal to 100% of the Subcontract price. Article 9 Default and Termination of Subcontract 9.1 The Contractor may terminate Subcontractor or suspend the Work under the Subcontract for the same reasons the Owner may terminate or suspend the Contractor under the Contract Documents, whether the Owner has terminated the Contractor or suspended Contractor’s Work. 9.2 If Subcontractor at any time and for any reason refuses, neglects or becomes unable to supply: (a) adequate supervision; (b) sufficiently skilled workmen; (c) materials of the proper quality or quantity; (d) fails in any respect to perform the Work as required by the Schedule with promptness and diligence; (e) fails in the performance of any other obligations of the Subcontract; or (f) otherwise delays in the Work of Contractor or others, the Subcontractor will have committed a material breach of the Subcontract. In such event Contractor may notify Subcontractor in writing of the occurrence of the breach and the corrective action required. 9.3 In the event of any breach by Subcontractor, Subcontractor shall have forty eight (48) hours following the receipt of written notice of breach to cure such breach. 9.4 Upon the occurrence of a material breach, Contractor shall have the right to declare the Subcontractor in default and to call upon the surety, as provided in this Subcontract to undertake and perform the obligations of the Subcontractor. The Contractor shall also have the right to immediately suspend performance of all the Subcontractor’s obligations under the Subcontract with respect to this specific Project only. In the event the surety fails to elect to remedy the default, or if the bonds required by this Subcontract were waived for the Subcontract, then the Contractor shall have the right to terminate the Subcontractor and complete the Work required by the Subcontract at the Subcontractor’s or surety’s expense. Upon termination, the Contractor shall have the right to take possession of all materials, appliances and equipment in the possession of Subcontractor relating to the Project and to arrange for the performance of Subcontractor’s obligations. The Contractor’s expenses arising from such termination shall include, in addition to the expense of arranging for the performance of Subcontractor’s obligations, all of Contractor’s additional expenses and actual damages flowing from Subcontractor’s default, including attorney’s fees. Such expenses of the Contractor shall be the responsibility of the Subcontractor and its surety and, to the extent such expenses exceed the unpaid Subcontract balance, the Contractor shall have the right to make claim against Subcontractor or surety for the excess. 9.5 In addition to the foregoing rights, at any time there is a breach of the Subcontract, Contractor may, after forty eight (48) hours from issuance of written notice to Subcontractor, without prejudice to any other remedy Contractor has, provide labor, materials, equipment or services necessary or required in Contractor’s opinion as a result of such breach, and deduct the cost from the Subcontract amount. 9.6 The performance of the Work may be terminated at any time in whole, or from time to time in part, by Contractor for its convenience. Any such termination shall be effected by delivery to Subcontractor of a written

Subcontractor initial _________ Page 13 of 16

notice (ANotice of Termination@) specifying the extent to which performance of the work is terminated and the

date upon which termination becomes effective. 9.7 After receipt of a Notice of Termination, and except as otherwise directed by Contractor, Subcontractor shall, in good faith, and to the best of its ability, do all things necessary, in the light of such notice and of such requests in implementation thereof as Contractor may make, to assure the efficient, proper closeout of the terminated work (including the protection of Owner’s property). Among other things, the Subcontractor shall, except as otherwise directed or approved by Contractor:

(a) stop the Work on the date and to the extent specified in the Notice of Termination;

(b) place no further orders or subcontracts for services, equipment or materials except as may be necessary for completion of such portion of the Work as is not terminated;

(c) terminate all orders and subcontracts to the extent that they relate to the performance of Work

terminated by the Notice of Termination;

(d) assign to Contractor, in the manner and to the extent directed by Contractor, all of the right, title and interest of Subcontractor under the orders or subcontracts so terminated, in which case Contractor shall have the right to settle or pay any or all claims arising out of the termination of such orders and subcontracts;

(e) with the approval of Contractor, settle all outstanding liabilities and all claims arising out of

such termination or orders and subcontracts; and

(f) deliver to Contractor, when and as directed by Contractor, all records, documents and all property which, if the Work had been completed, Subcontractor would be required to account for or deliver to Contractor, and transfer title to such property to Contractor to the extent not already transferred.

9.8 In the event of such termination, there shall be an accounting of the Subcontract to reflect the extent of performance of the Work, and no cost incurred after the effective date of the Notice of Termination shall be reimbursable unless it relates to carrying out the unterminated portion of the Work, or taking required closeout measures. Subcontractor waives any claim for consequential damages, including but not limited to damages for principal office expenses, including the compensation of personnel stationed there, for losses of financing, business and reputation, and for loss of profit from the Work. 9.9 In the event any termination of Subcontractor for cause under this Subcontract is later determined to have been improper, the termination shall be automatically converted to a termination for convenience, and the Subcontractor shall be limited in its recovery strictly to the compensation provided for in this Article. Article 10 Dispute Resolution 10.1 In the event of any claim, controversy, dispute, question, or disagreement arising from or relating to this Agreement or the breach thereof, the parties hereto shall use their best efforts to settle the claim, controversy, dispute, question, or disagreement. To this effect, they shall consult and negotiate with each other in good faith and, recognizing their mutual interests, attempt to reach a just and equitable solution satisfactory to both parties. If they do not reach such a solution within a period of sixty (60) days, then, upon notice by either party to the other, all such claims, controversies, disputes, questions or disagreements shall be submitted to mediation under the Construction Industry Mediation Rules of the American Arbitration Association. Each party shall bear an equal share of the mediator’s and administrative fees of mediation. Participation by the parties in both negotiation and mediation is an express condition precedent to arbitration. If negotiation or mediation do not result in settlement of the dispute, then any unresolved claim, controversy, dispute, question, or disagreement arising from or relating to this agreement or breach thereof shall be submitted to binding arbitration administered by the American Arbitration Association in accordance with its Construction Industry Arbitration Rules to be conducted in Dallas County, Texas and judgment on the award rendered by the arbitrator(s) may be entered in any court having jurisdiction thereof. The arbitrator(s) is(are)

Subcontractor initial _________ Page 14 of 16

specifically instructed to apply Texas law. The parties agree to bear their own attorneys ’ fees and expenses in so proceeding herein such that there shall be no award of attorneys’ fees and costs by the arbitrator(s). Further, each party shall bear an equal share of the arbitrator’s(s’) and administrative fees of arbitration. 10.2 In the event that Subcontractor’s work is involved in and/or is the subject of any claim or dispute between Contractor and Owner, Subcontractor agrees to cooperate with Contractor and present such evidence and support as and when reasonably requested by Contractor. Article 11 General 11.1 No breach of any provision of this Subcontract can be waived unless in writing. Waiver of the breach of any of the provisions of this Subcontract shall not be deemed to be a waiver of any other breach of the same or any other provision of this Subcontract. 11.2 The parties expressly acknowledge that the right, power, capacity, and authority to waive or modify the provisions of this agreement are expressly limited to the following Authorized Representatives and that written approval or consent of the following persons are necessary for any acts and/or omissions not strictly in accordance with the terms of this agreement:

Contractor Subcontractor Mike Plyler David Plyler Norman Travis

Any substitution of or additions to the foregoing list of Authorized Representatives must be made in writing with notice of same sent to the signatories to this Subcontract. 11.3 All notices, requests, and other communications provided for in this Subcontract must be in writing and must be mailed, delivered by hand, telefaxed, or e-mailed to the appropriate party in accordance with the following information:

If to Contractor: Lloyd Plyler Construction, L.L.P. 3505 N. Texoma Parkway Sherman, Texas 75090 Attention: Telephone: Telefax: E-Mail:

If to Subcontractor:

Attention: Telephone: Telefax: E-Mail:

Subcontractor initial _________ Page 15 of 16

11.4 This Subcontract and the other Contract Documents shall be read so as to compliment each other. However, in the event of an irreconcilable conflict in the terms thereof, the provisions of the Subcontract shall have precedence over the terms of the other Contract Documents. 11.5 Except as expressly provided herein, nothing contained in this Subcontract shall create any contractual or third party beneficiary relationship between any parties other than Contractor and Subcontractor. 11.6 This Subcontract is subject to the approval of Subcontractor by Owner. The terms and provisions of this Subcontract shall be governed by the laws of the State of Texas. 11.7 The captions, titles and paragraph headings used in the Subcontract are inserted only as a matter of convenience and for reference and in no way define, limit or describe the scope of intent of this Subcontract or any paragraph, article or provision therein. 11.8 This Subcontract contains the entire agreement between the parties. Any executory agreement hereafter made shall be ineffective to change, modify or discharge it in whole or part, unless such executory agreement is in writing and signed by both Contractor and Subcontractor. All negotiations and agreements prior to the date of this subcontract not included herein are hereby voided. 11.9 If any portion or provision of the Subcontract is determined to be invalid or unenforceable by a court of competent jurisdiction or by a valid arbitration proceeding, it is to be rewritten so as to make such provision valid and enforceable if permissible. In the event of partial invalidity, all other provisions are to be enforced as written and such partial invalidity shall only affect the invalid provision(s). 11.10 The provisions and terms of the Subcontract have been negotiated and agreed to by experienced, knowledgeable and consenting persons. Accordingly, the Subcontract shall not be construed for or against either Subcontractor or Contractor if ambiguity exists. IN WITNESS WHEREOF, The parties have executed this Subcontract as being effective on the date herein first above written. LLOYD PLYLER CONSTRUCTION, L.L.P. SUBCONTRACTOR CONTRACTOR By: By Title: Title:

STATE OF TEXAS ' '

COUNTY OF '

Before me, the undersigned, a Notary Public in and for said County and State, on this day personally

appeared , known to me, or proved to me as the , (Title)of (Company or Organization), to be the person and officer whose name is subscribed to the foregoing instrument and acknowledged to me that the same was the act of the same , a corporation, and that he/she executed the same as the act of such corporation for the purposes and consideration therein expressed, and in the capacity therein stated.

Subcontractor initial _________ Page 16 of 16

Given under my hand and seal of office this ______ day of __________________, 200___. My Commission Expires:

Notary Public, State of Texas

(typed or printed name of Notary Public)

STATE OF TEXAS ' '

COUNTY OF GRAYSON '

Before me, the undersigned, a Notary Public in and for said County and State, on this day personally

appeared , known to me, or proved to me as the , of (title) Lloyd Plyler Construction, LLP (Company or organization), to be the person and officer whose name is subscribed to the foregoing instrument and acknowledged to me that the same was the act of the same Lloyd Plyler Construction, LLP, a Texas Limited Liability Partnership, and that he/she executed the same as the act of such Partnership for the purposes and consideration therein expressed, and in the capacity therein stated.

Given under my hand and seal of office this ______ day of __________________, 2005 . My Commission Expires: 6-13-06

Notary Public, State of Texas

Dorothy A. James (typed or printed name of Notary Public)

jridgeway

Typewritten Text

EXHIBIT "C"

Project Name: A New Dormitory for Grayson College Client: Grayson College Denison, Texas Project Number: 1759-01-01

Civil Items For Addendum No. 2

Page 1 of 1

CIVIL ITEMS FOR ADDENDUM NO. 2 NOTICE TO PROPOSERS:

A. This Addendum shall be considered part of the contract documents for the above-mentioned project as though it had been issued at the same time and incorporated integrally therewith. Where provisions of the following supplementary data differ from those of the original contract documents, this Addendum shall govern and take precedence.

B. Proposers are hereby notified that they shall make any necessary adjustments in their estimate on account of this Addendum. It will be construed that each Proposer’s proposal is submitted with full knowledge of all modifications and supplemental data specified therein. Acknowledge receipt of this addendum in the space provided on the proposal form. Failure to do so may subject Proposer to disqualification.

REFERENCE IS MADE TO THE DRAWINGS AND THE PROJECT MANUAL AS NOTED: DRAWINGS: AD No 2, Civil Item 1: To the Drawings, Sheet CU1.2, “Sanitary Sewer Plan,”

1) Changed Flow line elevations from Sta. 0+00 to Sta. 4+28. 2) Changed Slope from Manhole at Sta. 3+35 to Clean-out at Sta. 4+28 to 3.75%.

END OF CIVIL ADDENDUM

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(CULINARY ARTS)

Date

Sheet No.Job. No.

Drawn By:

Date:

Proj

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Copyright © 2017, Huckabee & Associates, Inc.

RAH

Revis

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07-14-2017

08/04

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1AD

DEND

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NOTE

UTILITIES HAVE BEEN PLOTTED FROM AVAILABLE MAPS AND RECORDS AND THEREFORE.

THEIR LOCATIONS ARE APPROXIMATE ONLY. ELEVATIONS SHOWN ARE BASED ON FIELD

MEASUREMENTS. THERE MAY BE OTHER UTILITIES, THE EXISTENCE OF WHICH ARE NOT

KNOWN TO THE UNDERSIGNED. SIZE AND LOCATION OF ALL UNDERGROUND UTILITIES

MUST BE VERIFIED PRIOR TO ANY CONSTRUCTION.

GENERAL UTILITY NOTES

LARGER AS SHOWN ON PLANS

12" 5.0'

10" 4.0'

8" 4.0'

6" 4.0'

SIZE COVER

C. SIX (6) INCHES IN WIDTH

SEWER LINE"

E. BLUE TAPE FOR WATER SERVICES

D. RED TAPE FOR SEWER SERVICES

B. ROLL MARKED CONTINUOUSLY, "CAUTION - WATER LINE" OR "CAUTION -

A. "ALLEN MARKING TAPE" OR EQUAL

1. ALL MATERIALS AND WORKMANSHIP TO CONFORM TO THE REQUIREMENTS SET FORTH

IN THE GRAYSON COUNTY STANDARDS AND SPECIFICATIONS.

2. WATER MAINS SHALL BE CLASS 150 PVC, DR18 (C900); EXCEPT WHEN OTHERWISE

NOTED.

3. SEWER PIPE SHALL BE MINIMUM SDR 35 PVC.

4. WATER MAINS SHALL HAVE THE FOLLOWING MINIMUM COVER BELOW STREET GRADES:

5. PLASTIC TAPE FOR UTILITY SERVICES TO BE ATTACHED TO THE ENDS OF ALL WATER

AND SEWER SERVICE LINES AND EXTEND ABOVE GROUND LEVEL. THE TAPE SHALL

MEET THE FOLLOWING SPECIFICATION:

6. ALL FIRE HYDRANTS SHALL BE MULLER "CENTURION" OR APPROVED EQUAL AND SHALL

BE INSTALLED PER CITY STANDARDS AND SPECS.

7. THE LOCATION OF ALL UTILITIES INDICATED ON THE PLANS ARE TAKEN FROM EXISTING

PUBLIC RECORDS. THE EXACT LOCATION AND DEPTH OF ALL UTILITIES INDICATED SHALL

BE DETERMINED BY THE CONTRACTOR. IT SHALL BE THE DUTY OF THE CONTRACTOR TO

ASCERTAIN WHETHER ANY ADDITIONAL FACILITIES OTHER THAN THOSE SHOWN ON THE

PLANS MAY BE PRESENT. THE ENGINEER IS TO BE NOTIFIED OF ANY DISCREPANCIES.

8. THE CONTRACTOR SHALL BE RESPONSIBLE FOR THE PROTECTION OF ALL UTILITIES

DURING CONSTRUCTION.

9. TRENCH EXCAVATION FOR TRENCHES 5 FEET OR MORE IN DEPTH SHALL BE IN

ACCORDANCE WITH ALL PROVISIONS OF PART 1926, SUBPART P - EXCAVATIONS,

TRENCHING AND SHORING OF THE OCCUPATIONAL SAFETY AND HEALTH'S STANDARDS

AND INTERPRETATIONS. IT SHALL BE THE RESPONSIBILITY OF THE CONTRACTOR TO

CONFORM TO THE ABOVE STATED PROVISIONS.

10. ANY WATER OR SANITARY SEWER SERVICE LOCATED OUTSIDE OF A STREET, ALLEY

OR EASEMENT SHALL BE INSTALLED BY A PLUMBER AND BE INSPECTED BY CODE

ENFORCEMENT.

11. T.V. INSPECTION OF THE SANITARY SEWER SHALL BE PERFORMED BY THE

CONTRACTOR. COPY OF VIDEO TAPE SHALL BE SUPPLIED TO THE GRAYSON COUNTY.

SCALE: H - 1" = 40'

V - 1" = 5'

SANITARY

SEWER PLAN

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