Agenda 12/09/2025 Item #16A17 (County Manager, or designee, to release the Utilities Performance Security)12/9/2025
Item # 16.A.17
ID# 2025-4640
Executive Summary
Recommendation to authorize the County Manager, or designee, to release the Utilities Performance Security (UPS) in
the amount of $190,080 to the Project Engineer or Developer’s designated agent for Marea Off-Site Improvements.
[PL20230015665] (This item is a companion to Item 16A8)
OBJECTIVE: To have the Board of County Commissioners, as Ex-Officio Governing Board of the Collier County
Water-Sewer District, authorize the County Manager, or designee, to release the Utilities Performance Security (UPS) in
the amount of $190,080, in accordance with the Collier County Utility Standards and Procedures, Ordinance No. 2004-
31, as amended.
CONSIDERATIONS: 1) On August 8, 2023, the Board of County Commissioners granted final acceptance of
utilities in Marea Luxury Apartments (PL20220007455). As a condition for this approval, the applicant was required to
provide a utility bond for the off-site force-main improvements associated with this project (CNST PL20230015665)
until the off-site force main improvements received final utility acceptance.
2) The utility acceptance for the off-site improvements has been completed under PL20250006784, and the Utilities
Performance Security (UPS) in the amount of $190,080 can be released.
Development Review staff will issue a Memorandum to the Clerk of Courts upon the Board of County Commissioners'
approval of this item, advising the Clerk of this action.
This item is consistent with the Collier County strategic plan objective to operate an efficient and customer-focused
permitting process.
FISCAL IMPACT: Performance bond securities are held as a development guarantee and released after work is
performed.
GROWTH MANAGEMENT IMPACT: There is no growth management impact associated with this action.
LEGAL CONSIDERATIONS: This item has been approved as to form and legality, and requires a majority vote for
Board approval. - SAA
RECOMMENDATION(S): To authorize the County Manager, or designee, to release the Utilities Performance
Security (UPS) in the amount of $190,080 to the Project Engineer or Developer’s designated agent for Marea Off-Site
Improvements. [PL20230015665]
PREPARED BY: Lucia S. Martin, Project Manager I, Development Review Division
ATTACHMENTS:
1. Location Map
2. Utilities Performance Bond
Page 2949 of 9661
MAREA LUXURY APARTMENTS
OFFSITE FORCE MAIN IMPROVEMENTS
LOCATION MAP
Page 2950 of 9661
Form 2 - Rev. 2004 (Utilities Performance Bond)Bond #9443109
UTTI,ITTF',S PF'.RF'ORM ANCERONT}
KNOW ALL PERSONS BY THESE PRESENTS: that
JDA Couthouse Shadows, LLC
(hereinafter referred to as "Owner"), and
Fidelity and Deposit Company of Maryland
1299 Zurich Way, 5th Floor Schaumberg, lL 60196
(hereinafter referred to as "Surety"), are held and firmly bound unto Collier County, Florida, (hereinafta
called..County,,),inthetotalaggregatepenalsumofDdlaE
(Sl q0-0S0-00) in lawful money of the United States, for the payment of which sum well and truly to be made,
we bindourselves, ourheirs, executors, administrators, successors, andassigns, jointly and severally, firmly
by these presents. Owner and Surety are used for singular or plural, as the context requires.
THE CONDITION OF THIS OBLIGATION is such that whereas, the Owner entered into a certain Utilities
System Construction Contract, dated the 21st day of Decemberr0 " , a copy of which is herefo
attached and made a part hereof; and "Marea Luxury Appartments Offsite Force Main
WHEREAS the Counfy has a material interest in the performance of said Contract; and
WHEREAS the County has adopted Ordinances and Resolutions (hereinafter "Iand Developmant
Regulations") concerning the Owner's obligations to the County regarding the construction, conveyance
and warranty of potable water, non-potable irrigation water and/or wastewater system(s) or portiot{s)
thereof constructed within the unincorporated area of Collier County;
NOW, THEREFORE, if the Owner shall well, truly and faithfully perform its obligations and duties to tre
County under said Land Development Regulations and all the undertakings, covenants, terms, conditiorn,
and agreements of said contract during the original term thereof, and any extensions thereof which may be
granted by the Owner, with or without notice to the Surety and during the guaranty period established by
the County, and thereafter, and if the Owner shall satisfy all claims and demands incurred under such
contract, and shall fully indemnify and save harmless the County from all costs and damages which it may
suffer by reason of failure to do so, and shall reimburse and repay the County all outlay and expense which
the County may incur in making good any default, then this obligation shall be void, otherwise to remain
in full force and effect.
Page 1 of 2
Page 2951 of 9661
Sy
PROVIDED, FURTHER, that the said Surety, for value received hereby, stipulates and agrees that no
change, extension of time, alteration or addition to the terms of the contract or to work to be perfornred
thereunder, or the specifications accompanying same shall in any way affect its obligation on this Bon4
and does hereby waive notice of any such change, extension of time, alteration or addition to the terms of
the contract or to the work or to the specifications.
PROVIDED, FURTI{ER, that it is expressly agreed that the bond shall be deemed amended automatically
and immediately, without formal and separate amendments hereto, upon amendment to the Contract not
increasing the contract price more than twenty percent {20%\, so as to bind the Owner and the Surety to the
full and faithful performance of the contract as so amended. The term "Amendment", wherever used in this
bond, and whether referring to this bond, the Contract or other documents shall include any alteratiorl
addition or modification of any character whatsoever.
IN WITNESS WHEREOF, the parties hereto have caused this Instrument to be executed this
4th day of Januarv 20 24
LLC
Wi+n^rt
NOTE: Collier County shall not accept any ktters of Credit that cannot be
presented in Florida.
Fidelity and Company of Maryland
By:
Nicki Moon, Attorney in Fact
Prepared by: Nicki Moon
10940 White Rock Road, Rancho Cordova, CA 95670
07/2021
Page 2 of 2
Page 2952 of 9661
STATE OF SOUTH CAROLINA )
COUNTY OF SPARTANBURG )
BEFORE ME, the undersigned authority, a Notary Public in and for the State of South Carolina,
on this day personally appeared Blake W. Spencer as Chief Financial Officer
of Johnson Development Associates, Inc., the Manager of JDA Courthouse Shadows, LLC, is
personally known to me to be the person whose name is subscribed to the foregoing instrument
and acknowledged to me that he executed the same for the purposes and consideration therein
expressed, in the capacity therein stated, and as the act and deed ofsaidcorporation.
Given under my hand and seal this!\L day of :]6^h.\-rLo r\.. -2Oaa-
a-
Dawn Turner Kunak
Notary for South Carolina
Y-to - L3a '
Commission Expires
c
tvlY
COMMISSION
EXPIRES
04106t2032
Page 2953 of 9661
ACKNOWLEDGMENT
A notary public or other officer completing this
certificate verifies only the identity of the individual
who signed the document to which this certificate is
attached, and not the trulhfulness, accuracy, or
validity of that document.
State of California
County of Sacramento )
onl tl d-before me,Tina S. Salas, Notary Public
(insert name and title of the officer)
personally appeared Nicki Moon
who proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/are
subscribed to the within instrument and acknowledged to me that he/she/they executed the same in
his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument the
person(s), or the entity upon behalf of which the person(s) acted, executed the inslrument.
I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing
paragraph is true and correct.
nM5. Sall5
Nour) Ptrbiic ' Crltto.ni.
sacramamo Corrnty
Commirtion + 2'109615Ire-4
1
1
Comfi. ErDire! lul 4, !026
Signatu Ytt*(Seal)
WITNESS my hand and official seal.
.-_x Jl/A
Page 2954 of 9661
ZURICH AMERICA}I INSURANCE COMPANY
COLONIAL AMERICAN CASUALTY AND SURETY COMPANY
FIDELITY AND DEPOSIT COMPANY OF MARYLA}ID
POWEROFATTORNEY
KNOW ALL MEN BY THESE PRESENTS: That the ZURICH AMERICAN INSURANCE COMPANY, a corporation of the State of New
York, the COLONIAL AMERICAN CASUALTY AND SURETY COMPANY, a corporation of the State of Illinois, and the FIDELITY
AND DEPOSIT COMPA).fY OF MARYLAND a corporation of the State of Illinois (herein collectively called the "Companies"), by Robert
D. Murray, Vice President, in pursuance of authority granted by Article V, Section 8, of the By-Laws of said Companies, which are set forth
on the reverse side hereofand are hereby certified to be in full force and effect on the date hereof, do hereby nominate, constitute, and
appoint David WEISE, Jose LEMUS, Rosalie A. MISZKIEL, Nicki MOON, Tina SALAS, Stephanie AGAPOFF, all of Rancho
Cordova, California, its true and lawful agent and Attomey-in-Fact, to make, execute, seal and deliver, for, and on its behalf as surety,
and as its act and deed: any and all bonds and undertakings, and the execution of such bonds or undertakings in pursuance of these
presents, shall be as binding upon said Companies, as fully and amply, to all intents and purposes, as ifthey had been duly executed and
acknowledged by the regularly elected officers of the ZURICH AMERICAN INSURANCE COMPANY at its office in New York, New
York., the regularly elected offrcers of the COLONIAL AMERICAN CASUALTY AND SUR-ETY COMPANY at its offrce in Owings
Mills, Maryland., and the regularly elected officers of the FIDELITY AND DEPOSIT COMPANY OF MARYLAND at its office in Owings
Mills, Maryland., in their own proper persons.
The said Vice President does hereby certifu that the extract set forth on the reverse side hereof is a true copy of Article V, Settion 8, of
the By-Laws of said Companies, and is now in force.
IN WITNESS WHEREOF, the said Vice-President has hereunto subscribed hisArer names and affixed the Corporate Seals of the said
ZUR]CH AMERICAN INSURANCE COMPAIIY. COLONIAL AMERICAN CASUALTY AND SURETY CONIPANY' ANd
FIDELITY AND DEPOSIT COMPANY OF MARYLAND, this l3th day of January,4.D.2023.
ATTEST:
ZURICH AMf,RICAN INSURANCE COMPANY
COLONIAL AMERICAN CASUALTY AND SURETY COMPANY
FIDELITY AND DEFOSIT COMPANY OF MARYLAND
By: Robert D. Murray
Vice President
Da,m, dr?Jrn^
By Dawn E. Brown
Secretary
State of Maryland
County of Baltimore
On this l3th day of January, A.D.2023, before the subscriber, aNotary Public of the State of Maryland, duly commissioned and qualified, Robert D.
Murray, Vice President and Dawn E. Brown, Secretary of the Companies, to me personally known to be the individuals and officers described in and who
executed the prcceding instrument, and acknowledged the execution ofsame, and being by me duly sworn, deposeth and saitlr, that he/she is the said officer of
the Company aforesaid, and that the scals aflixed to the preceding instrumsnt are the Corporate Seals of said Companies, and that the said Corporate Seals and
the 6ignature as such officer were duly affixed and subscribed to the said instrument by the authority and direction ofthe said Corporations.
IN TESTIMONY WHERIOF, I have hereunto set my hand and affixed my Official Seal the day and year first above written.
J#,il*
Ive Bdhca
Not ry Public
My Comission Expircs Scptmber 30, 2023
SEAL SEAtSEAL
Authenticity of this bond can be confirmed at bondvalidator.zurichna.com or 4f 0-559-8790
.#'h
=; ladrerri i
i.at iac ,;€j'\sir
.l
--^^: -l -'- -:" --
Page 2955 of 9661
EXTRACT FROM BY.LAWS OF THE COMPANIES
"Article V, Section 8, Aftomevs-in-Fact. The Chief Executive Officer, the President, or any Executive Vice President or Vice President
may, by written instrument under the attested corporate seal, appoint attomeys-in-fact with authority to execute bonds, policies,
recognizances, stipulations, undertakings, or other like instruments on behalf of the Company, and may authorize any officer or any such
attomey-in-fact to affix the corporate seal thereto; and may with or without cause modifr of revoke any such appointment or authority at any
time."
CERTIFICATE
I, the undersigned, Vice hesident of the ZURICH AMENCAN INSURANCE COMPANY, the COLONIAL AMERICAN
CASUALTY AND SUREry COMPA}.IY, and the FIDELITY AND DEPOSIT COMPANY OF MARYLAND, dO hCTCbY CCTtiS thAt thE
foregoing Power of Attorney is still in full force and effect on the date of this certificate; and I do further certi$ that Article V, Section 8, of
the By-Laws of the Companies is still in force.
This Power of Attomey and Certificate may be signed by facsimile under and by authority of the following resolution of the Board of
Directors of the ZURICH AMERICAN INSURANCE COMPATIY at a meeting duly called and held on thc 15th day of December 1998.
RESOLVED: "That the signature of the President or a Vice President and the attesting signature of a Secretary or an Assistant Secretary
and the Seal of the Company may be affixed by facsimile on any Power of Attomey...Any such Power or any certificate thereof bearing such
facsimile signature and seal shall be valid and binding on the Company."
This Power of Attomey and Certificate may be signed by facsimile under and by authority of the following resolution of the Board of
Direcrors of the COLONIAL AMERICAN CASUALTY AND SURETY COMPAI.IY at a meeting duly called and held on the 5th day of
May, 1994, and the following resolution of the Board of Directors of the FIDELITY AND DEPOSIT COMPANY OF MARYLAND at a
me€ting duly called and held on the lfth day of May, 1990.
RESOLVED: 'That the facsimile or mechanically reproduced seal of the company and facsimile or mechanically reproduced signature
ofany Vice-President, Secretary, or Assistant Secretary ofthe Company, whether made heretofore or hereafter, wherever appearing upon a
certified copy ofany power ofafiorney issued by the Company, shall be valid and binding upon the Company with the same force and effect
as though manually affixed.
IN TESTMONY WHEREOF, I have hereunto subscribed my narn€ and affxed the corporate seals of the said Companies,
this afla day of traruqry ?O?4
7n? f"*lufr-
By:Mary Jean Pethick
Vice President
TO REPORT A CLAII{ WITH R.EGARD TO A SURETY BOND, PLEASE SUBIVIIT A COMPLETE DESCRIPTION
OF THE CLAIM INCLUDING THE PRINCIPAL ON THE BOND, THE BOND NUMBE& AND YOUR CONTACT
INF'ORMATION TO:
Zrrrch Surety Claims
1299 ZuichWay
Schaumburg, IL 601 96-1056
reoortsfclai mstruzurichna.com
800-6264577
SEAL S€AL SEAL
Authentictty of this bond can be confirmed at bondvalidator.zurichna.com or 410-559-8790
Page 2956 of 9661
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Standard Shod Form of Agreement Between Owner and Contractor
(Paragraphs deleted)
AGRE EMENT made as of the 2 I $ d-ay of December in the y ear 2023
(lnwords, indicate dqt, month andyear.)
BETWEENtheOvrner:
JDA Courthouse Shadows, LLC
c/o Johnson Development Associates, Inc.
100 Dunbar Street, Suite 400
Spartanburg, SC 29306
and the Contractor:
Quality Enterprises
USA Inc.3494
Shearwater Street
Naples, FL 34117
for the following Project:
Marea Offsite Force Main Construction
ADDITIONS AND DELETIONS:
The author of this document has
added information needed for its
completion. The author may also
have revised the text of the original
AIA standard form. An Additions and
Deletions Report that notes added
information as well as revisions to the
standard form text is available from
the author and should be reviewed. A
vertical line in the left margin of this
document indicates where the author
has added necessary information
and where the author has added to or
deleted from the original AIA text.
This document has important legal
consequences. Consultation with an
attorney is encouraged with respect
to its completion or modification.
lnit.
The Engineer:
J.R. EVANS ENGINEERING, P.A.
996I INTERSTATE COMMERCE DR., STE
230 FORT N/IYERS, FLORIDA 339
The Owner and Contractor agree as follows.
TABLI OT ARTICLES
1 THE CONTRACT DOCUMENTS
2 DATE OF COMMENCEMENT AND SUBSTANTIAL COMPLETION
3 CONTRACT SUM
4 PAYMENTS
5 INSURANCE
6 GENERAL PROVISIONS
7 OWNER
AIA Document A105 - 2017. Copyright @ 1993, 2007 and 2017 . All rights reserved. "The American lnstitute of Architects," 'American lnstitute of Architects," "AlA,"
the AIA Logo, and "AlA Contract Documents' are trademarks of The American lnstitute of Architects. This document was produced at 16:21:31 EI on 1212?12023
under Order No.21 1449'1853 which expires on 12107 12024, is not for resale, is licensed for one-time use only, and may only be used in accordance with the AIA
Contract Documents@ Terms of Service. To report copyright violations, e-mail docinfo@aiacontracts.com.
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Page 2957 of 9661
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8 CONTRACTOR
9 ENGINEER
10 CHANGES IN THE WORK
11 TIME
12 PAYMENTS AND COMPLETION
13 PROTECTION OF PERSONS AND PROPERTY
14 CORRECTION OF WORK
15 MISCELLANEOUS PROVISIONS
16 TERMINATION OF THE CONTRACT
17 OTHERTERMSAND
CONDITIONS ARTICLE 1 THE
CONTRACT DOCUMENTS
The Contractor shall complete the Work described in the Contract Documents for the Pro.iect. The Contract
Documents
mnsist of
.1 this Agreement signed by the Owner and Contracton
.2 the drawings and specifications prepared by the Engineer
(Table deleted)
(Paragraphs fuleted)
3 written orders for changes in the Work, pursuant to Article 10, issued after execution of this Agreement and
.4 other documents, if any, identified as follows:
ARTICLE 2 DATE OF COMMENCEMINT AND SUBSTANTIAL COMPLETION
$2.1 The Contract Time is the number of calendar days available to the Contractor to substantially
complete the Work.
$2.2 Date of Commencement:
The date of commencement shall be established by a notice to proceed issued by Owner, and is tentatively
being targeted as being February I , 2024.
$2.3 Substantial Completion
5232.1 Subject to adjustments of the Contract Time as provided in the Contract Documents, the Contractor
shall achieve Substantial Completion, as defined in Section 12.5, of the entire Work:
(Check the appropriate box and complete the necessary information.)
tr Not later than ( )calendar days from the date of
AIA Document A105 -2017. Copyright @ 1993, 2007 and 2017 . All rights reserved. "The American lnstitute of Architects,' "American lnstitute of Architects,' "AlA,"
the AIA Logo, and 'AlA Contract Documents' are trademarks of The American lnstitute of Architects. This document was produced at 16:21 :3'l Ef on 1212212023
under Order No.21 14491853 which expires on 1210712024, is not for resale, is licensed for one-time use only, and may only be used an accordance with the AIA
Contract Documentso Terms of Service. To report copyright violations, +.mail docinfo@aiacontracts.com.
User l{otes: (1297627506)
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Page 2958 of 9661
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commencement.
A By the following date: March30,2024
"Substantial Completion" shall occur when all of the following have occurred: (i) all designated or required
governmental inspections and certifications have been made and posted, and (ii) the only remaining work shall be
minor in nature.
S2.3.2 lf the Contractorfails to achieve SubstantialCompletion as provided in this Section 2.3,
Liquidated Damages, if any, shall be assessed as set forth in Section 3.6.
ARTICLE 3 CONTRACT SUM
$ 3.1 The Contract Sum shall include all items and services necessary for the proper execution and
completion of the Work. Subject to additions and deductions in accordance with Article 1 0, the
Contract Sum is:
$172,800
$ 3.2 For purposes of payment, the Contract Sum includes the following Work:
- Abandon and grout existing 4" PVC force main in place.
- Directionaldrill proposed 8" HOPE under Palm Drive.
- Connect proposed 6" PVC force main to existing manhole.
- Restore existing manhole.
- Cut in 6"x6" tee to connect proposed 6" PVC force main to existing 4" PVC force main
- Connect 6" force main to 8" HOPE directional drill.
- Sod
- Tree restoration
- Dewatering
The Work to be performed for the Contract Sum excludes:
Relocation of existing underground utilities not included.
Rock removal if encountered not included.
Based on plans by J.R. Evans titled "Off-Site Force Main
lmprovements Marea Luxury Apartments Fl(A Courthouse
Shadows Apartments" sheets 1-5, dated 912612023.
Bond
$ 3.3 The Contract Sum is based upon the following alternates, if any, which are described in the
Contract Documents and hereby accepted by the Owner:
(ldentifu the accepted alternates. If the bidding or proposal documents permit the Owner to accept other alternates
subsequent to the execulion ofthis Agreement, attach a schedule ofsuch other alternates showing the amountfor
each and the date when that amount expires.)
$ 3.4 Allowances, if any, included in the Contract Sum are as follows:
( I dentifu eac h al I ow anc e. )
N/A
$ 3.5 Unit prices, if any, are as follows:
(ldentify the item and state the unit price and quantity limitations, dany, to which the unit price will be applicable.)
N/A
AIA Document Al 05 - 2017. Copyright @ 1993, 2OO7 and 2017 . All rights reserved. "The American lnstitute of Architects," "American lnstitute of Architects," "AlA,'
the AIA Logo, and "AlA Contract Documents' are trademarks of The American lnstitute of Architects. This document was produced at 16:21 :31 EI on 1212212023
under Order No.21 14491853 which expires on 12t07 t2O24, is not for resale, is licensed for one-time use only, and may only be used in accordance with the AIA
Contract Documents@ Terms of Service. To report copyright violations, e-mail docinfo@aiacontracts.com.
user Notes: (297627506\
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3.6 Liquidated Damages, if any:
$ 3.6.1 The Contractor agrees to pay the Owner $ 1 ,000.00 per day in liquidated damages for each calendar day that
Substantial Completion is delayed beyond the date that is thirty (30) days following the scheduled Substantial
Completion Date, determined as set forth above, subject to any adjustment of the Contract Time as provided in the
Contract Documents.
S 3.6.1.1 Should the Contractor's failure to achieve Substantial Completion within thirty (30) days following the
scheduled Substantial Completion Date be caused by force majeure events or supply chain delays beyond the
Contractor's control (including without limitation labor disputes, fire, unusual delay in deliveries, abnormal
adverse weather conditions not reasonably anticipatable, unavoidable casualties, or acts of God), then the
Contractor shall receive a day-for-day extension ofthe date on which the liquidated damages specified in Section
3.5.1 shall begin to accrue, which extension shall correspond with the number of days which the force majeure
event or supply chain delays result in the Contractor's inability to achieve Substantial Completion.
S 3.6.2 The liquidated damages recoverable under this Section are neither a penalty nor a forfeiture and are hereby
fixed and agreed upon as the amount of damages that may be sustained by the Owner in the event the Contractor (or
others for which the Contractor is responsible) is responsible for a delay in obtaining completion of the Work or
certain portions thereof by the required date(s). The Contractor acknowledges that the actual damages sustained by
the Owner as a result of any such delays may be difficult to calculate. Such liquidated damages shall be the sole and
exclusive remedy of the Owner for damages incurred as a result of the Contractor's failure to achieve Final
Completion of the Entire Work by the scheduled Final Completion Date.
ARTICLE4 PAYMENTS
$ 4.1 Based on Contracto/s Applications for Payment certified by the Engineer, the Owner shall pay
the Contractor, in accordance with Article 12, as follows:
(lnsert below timingfor payments )
Contractor shall submit an AIA G702 andAIA G703 Applicationfor Payment on the 25th of each month until Final
Completion. Deposit of $35,000.00 required to be paid prior to mobilization on site.
$ 4.2 Payments due and unpaid under the Contract Documents shall bear interest from the date payment is
due at the rate below, or in the absence thereof , at the legal rate prevailing at the place of the Project.
(Insert rate of interesl agreed upon, if any.)
4o/o per annum
ARTICLE 5INSURANCE
$ 5.1 The Contractor shall maintain the following types and limits of insurance until the expiration of
the period for correction of Work as set forth in Section 14.2, and through the statute of repose in the
state of Florida, subject to the terms and conditions set forth in this Section 5.1:
S 5.1.1 Commercial General Liability insurance for the Project, written on an occurrence form, with
policylimitsof notlessthan fwo MillionDollars ($2,000,000.00)eachoccurrence, FourMillionDollars
($4,000,000.00) general aggregate, and Four Million Dollars ($4,000,000.00) aggregate for
prod ucts-completed operations hazard.
$ 5.1.2 Automobile Liability covering vehicles owned, and non-owned vehicles used, by the Contractor,
with policy limits of not less than One Million Dollars ($1,000,000.00) 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.
S 5.1.3 The Contractor may achieve the required limits and coverage for Commercial General Liability
and Automobile Liability through a combination of primary and excess or umbrella liability insurance,
AIA Document AI OS - 2017. Copyright @ 1993, 2OO7 and 2017 . All rights reserved. "The American lnstitute of Architects," "American lnstitute of Architects," "AlA,"
lhe AIA Logo, and "AlA Contract Documents" are trademarks of The American lnstitute of Architects. This document was produced al 16:21:31 Ef on 1212212023 4
under Order No.21'14491853 which expires on 'l2lo7t2O24, is not for resale, is licensed for one-time use only, and may only be used in accordance with the AIA
Contract Documentso Terms of Service. To report copyright violations, e-mail docinfo@aiacontracts.com.
User Notes: (297627506)
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Page 2960 of 9661
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provided that such primary and excess or umbrella insurance policies result in the same or greater
coverage as those required underSection 5.1.1 and 5.'l..2, and in no event shall anyexcessor
umbrella liability insurance provide narrower coverage than the primary policy. The excess policy
shall not require exhaustion ofthe underlying limits only through the actual payment by the underlying
insurers.
S 5.1 .4 Workers' Compensation at statutory limits.
S 5.1.5 Employers' Liability with policy limits not less than One llillion Dollqrs ($1,000,000.00) each acciden!
One Million Dollqrs ($1,000,000.00) each employee, and One llillion Dollars ($1,000,000.00) policy limit.
S 5.1.6 Not Used
$ 5.1.7 Other Insurance Provided by the Contractor
(List below any other insurqnce coverqge to be provided by the Contruclor and qny applicable limits.)
Coverage
Umbrella Liability
Limits
$5,000,000.00
S 5. I .8 Additional Tcmrs
Commercial General Liability and Automobile Policies described above shall include the following as
additional insureds for both ongoing and completed operations, including their otficers, directors, and
employees. A Waiver of Subrogation shall be provided regarding Commercial General Liability,
Automobile Liability and Workers' Compensation infavorof the additional insureds. CG20100413,
CG 2037 0413 and CG 2404 Endorsements, or their equivalents shall be utilized for the policy(ies)
described above.
Johnson Development, lnc.
JDA Courthouse Shadows, LLC
S 5.2 The Owner shall be responsible for purchasing and maintaining the Owner's usual liability insurance
andshall provide property insuranceto coverthevalue ofthe Owner's property. The Contractor is
entitled to receive an increase in the Contract Sum equal to the insurance proceeds related to a loss for
damage to the Work covered by the Owner's property insurance.
S 5.3 The Contraclor shall obtain an endorsement to its Commercial General Liability insurance policy to
provide coverage for the Contractor's obligations under Section 8.12.
S 5.4 Priorto commencement of the Work, each party shall provide certificates of insurance showing their
respective coverages.
S 5.5 Unless specifically precluded by the Owner's property insurance policy, the Owner and Contractor
waive all rights against (1) each other and any oftheir subcontracis, suppliers, agents, and employees,
each of the other: and
(2) the Engineer, Engineefs consultants, and any of their agents and employees, for damages caused
by fire or other causes of property loss to the extent those losses are covered by property insurance or
other insurance applicable to the Project, except such rights as they have to the proceeds of such
insurance.
1
2
lnit.AIA Oocu ment A I 05 - 201 7 Copyright O 1993, 2007 and 20 1 7. All rig hts reserved. 'The American lnstitute of Archilecls, " 'Amencan lnstitute of Arcnitecls " "AlA, "
the AIA Logo. and 'AlA Conlrcct Oocuments' are t ademarks of The American lnstitute of Architects Th is docu m€nt was produced at 1 6:21 31 Er on 1212212023
under Order No.211tt491E53 which expires on 12107/2024. is not lor resale. is licensed for one{ime use only. and may only be used in accordance with the AtA
Conlracl Documenlso Terms of S€Mce. To report copyright violations, e,mail docinfo@aiacontracts com
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ARTICLE 6 GENERAL PROVISIO''IS
$ 6.1 l-he C'ontract
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 written modification in accordance with Article 10.
$ 6.2 The Work
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The term "Work" means the abatement, demotion, supervision, construction and other services required
by the Contract Documents for lhe conlemplated scope of work, and includes all other labor,
materials, equipment, and services provided, or to be provided, by the Contractor to fulfill the
Contractor's obligations.
S 6.3 Intent
The intent of the Contract Documents is to include all items necessary for the proper
execution and completion of the Work by the Contractor. The Contract Documents
are complementary, and what is required by one shall be as binding as if required by
all.
{ 6.4 Ou,ncrship and [Jsc ol'lingineer's Dral'ings. Specilications and Other Documents
The Engineer shall retain all common law, statutory, and other reserved rights in the Engineer's
lnstruments of Service, including the copyright, except that, upon Owner's payment for services
rendered by the Engineer, Owner shall be the owner of all lnstruments of Service, ancluding all rights and
interests therein, which are the product of the services for which Owner has paid the Engineer. The
Contractor, subcontractors, sub-subcontractors, and suppliers are authorized to use and reproduce the
instruments of service solely and exclusively for execution of the Work..
6 6.5 Electronic Notice
Written notice under this Agreement may be given by one party to the other by email as set forth below.
(lnsert requirements for delivering wrillen notice b! email such qs nqme, lille, and email addrcss ofthe
recipient, qnd vhether and how the system will be requircd lo generate q reqd receipl for the lransmission.)
For Owner:
JDA Courthouse Shadows. LLC
Jake Hale, Development Manager
jhale@johnsondevelopment.net
With a copy to: Ceneral Counsel generalcounsel@johnsondevelopment.net
For Contractor
Quality Enterprises USA, Inc
lgaudio@qeusa.com
ARTICLE 7 OWNER AND OWNER'S REPRESENTATIVE
S7.1 Infbrmation and Serviccs Recluired of the Owner
57.1.1 lf requested by the Contractor, the Owner shall furnish all necessary surveys and a legal
description of the site.
57.1 .2 Except for permits and fees under Section 8.7.1 that are lhe responsibility ofthe Contractor, the
Owner shall obtain and pay for other necessary approvals, permits, easements, assessments, and
charges.
ti7.2 Owner's Right to Stop the Work
lf the Contractor fails to correct Work whach is not in accordance with the Contract Documents, the Owner
may direct the Contractor in writing to stop the Work until the correction is made.
AlAOocumentAl05-2017. CopydghtO 1993.2007 and 2017 Allrights reserved "TheAmerican lnslitule ofArchitects." "Amenc€n lnslitule ofArchilects," "AlA,'
the AIA Logo, and "AlA Contract Documents" are lrademarks of The Amedcan lnsttute of Archiiec,ts. This documant was pmduced al 16:21:31 EI on 1212212023
under Order No.2114491E53 which e4ires on 12107/2024 is not for resale, is licensed for one-tme use only. and mayonly beused in accordance with theAlA
Conlract Documentso Terms of SeMc€. To report copyrignt violations, e.mail docinfo@aiaconvacls comU.erl{ot$: (1297627506)
6
57.1 .3 Prior to commencement of the Work, at the written request of the Contractor, the. Owner shall
fumish to the Contractor reasonable evidence that the Owner has made flnancial arrangements to fulfill
the Owner's obligations under the Contracl. The Contractor shall have no obligation to commence the
Work until the Owner provides such evidence.
Page 2962 of 9661
S7.3 Ou,ner's Right to Carry Out the Work
lf the Contractor defaults or neglects to carry out lhe Work in accordance with the Contract Documenls
and fails within a seven-day period after receipt of written notice from the Owner to commence and
continue correction of such default or neglect with diligence and promptness, the Owner may, without
prejudice to other remedies, correct such deficiencies. ln such case, the Own€r may withhold or nullify a
Certificate for Payment in whole or in part, to the extent reasonably necessary to reimburse the Owner for
the cost of correction.
$7.4 Owner's Right to Perfbrm Construclion and to Award Separate Contracts
57.4.1 The Owner reserves the right to perform construction or operations related to the Projectwith the
Owner's own forces, and to award separate contracts in connection with other portions of the Project.
57.4.2 The Contractor shallcoordinate and cooperate with the Owner's own forces and separate
contractors employed by the Owner.
\7.5 Ou'ner's Ilcpresentative
57.5.1 The Ownels Representative, listed under section 17.1 will provide administration of the Contract as
described in the Contract Documents. The Owner's Representative willhave authorityto act on behalfofthe
Owner.
$7.5.2 The Owner's Representative will not have control over or charge of, and will not be responsible
for, construclion means, methods, techniques, sequences, or procedures, or for safety precautions
and programs in connection with the Work, since these are solely the Contractor's responsibility. The
Owner's Representative will not be responsible for the Contractor's failure to carry out the Work in
accordance with the Contract Documents.
57.5.3 Based on the Owner's Representative's observations and evaluations of the Contractor's
Applications for Payment, the Owner's Representative will review and certify the amounts due the
Contractor.
LE 8 COMRACTOR
\ 8.1 Review ofContract L)ocuments and Ficld Conditions b1' Contractor
S8.1.1 Execution ofthe Contrac{ by the Contraclor is a represeniation that the Contraclor has visited the site,
b€come familiarwith localconditions underwhich the Work is to be performed, and conelated personal
observations with
requirements of the Contract Documents.
58.1 .2 The Contractor shallcarefully study and compare the Conlract Documents with each other and
with information furnished by the Owner. Before commencing activities, the Contractor shall
promptly report errors, inconsistencies, or omissions discovered to the Owner.
\8.2 Contraclor's Construction Schedule
The Contractor, promptly after being awarded the Contract, shall prepare and submitforthe Owner's and
Engineer's information a Contractor's construction schedule for the Work.
\8.3 Supervision and Construction Procedures
58.3.1 The Contractor shall supervise and direct the Work using the Contractor's best skill and attention
The Contractor shall be solely responsible for and have control over construction means, methods,
techniques, sequences, and procedures, and for coordinating all portions of the Work.
58.3.2 The Contractor, as soon as practicable after award of the Contract, shall furnish in writing to the
Owner, , the names of subcontractors or suppliers for each portion of the Work. The Contractor shall not
contract with any subcontractor or supplier to whom the Owner or Engineer have made a timely and
lnit.AIA Document A105 - 2017. Copyright O 1993, 2007 and 2017. All nghts reserved. 'The Amencan lnsiitule of Architects. " 'American lnstjtute of Arch ilects.' 'AlA.'
the AIA Logo and 'AlA Conthct Documents' are tEdema*s of The Ameican lnslitute of Architecls. Th is document was produced at 1 6:21 31 EI on 1212212023
under Oder No 2114491853 whici expires on 12107/2024, is not for resale, is licensed for one-time use only. and may only be used in accordance with lhe AIA
Conlract Documents@Terms of SeNice. To eporl copyrighl violalions e-mail docinfo@aiacontracls.com
lJ!.r Not$: (1297627506)
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Q8..{ Labor and Materials
$8.4.1 Unless otherwise provided in the Contract Documents, the Contractor shall provide and pay for
labor, materials, equipment, tools, utilities, transportation, and otherfacilities and services necessary for
proper execution and completion of the Work.
S8.4.2 The Contractor shall enforce strict discipline and good order among the Contraclor's employees
and other persons carrying out the Contract Work. The Contractor shall not permit employment of unllt
persons or persons not skilled in tasks assigned to them.
\ 8.5 Warrantl'
The Contractor warrants to the Owner and Engineer that: (1) materials and equipment furnished under the
Contract will be new and of good quality unless otherwise required or permitted by the Contract
Documents; (2) theWorkwill be free from defects not inherent in the quality required or permitted;and (3)
the Work will conform to the requirements of the Contract Documents. Any material or equipment
warranties required by the Contract Documents shall be issued in the name of the Owner, or shall be
transferable to the Owner, and shall commence in accordance with Section 12.5.
$8.6 Taxes
The Contractorshallpay sales, consumer, use, and similartaxes that are legally required when the
Contractis executed.
$8.8 Submittals
The Contractor shall promptly review, approve in writing, and submit to the Engineer shop drawings,
product data, samples, and similar submittals required by the Contract Documents. Shop drawings,
product data, samples, and similar submittals are not Contract Documents.
{8.9 Use olSite
The Contractor shall confine operations at the site to areas permitted by law, ordinances, permits, the
Contract Documents, and the Owner.S 8.10 Cutting and Patching
The Contractor shall be responsible for cutting, fifting, or patching required to complete the Work or
to make its parts fit together properly.
ti 8.1 I Cleaning Up
The Contractor shall keep the premises and surrounding area free from accumulation of debris and trash
related to the Work. Atthe completion of the Work, the Contractor shall remove its tools, construction
equipment, machinery, and surplus material; and shall properly dispose of waste materials.
$ 8.12 Indemnitlcation
To the fullest extent permitted by law, the Contractor shall indemnify and hold harmless the Owner, the
Owner's Representative, Engineer, Engineer's consultants, and agents and employees of any of them,
from and against claims, damages, losses and expenses, including but not limited to attorneys' fees, arising
out of or resulting from performance of the Work, provided that such claim, damage, loss, or expense is
attributable to bodily injury, sickness, disease or death, or to iniury to or destruction of tangible property
(other than the Work itself), caused in whole or in part by the negligent acts or omissions ofthe Contractor, a
subcontractor, anyone directly or indirectly employed by them.
AIA DocumentAl05 -2017 Copynghl @ 1993. 2007 and 2017 All rights reserved. 'The Ame rican lnslitute of Architects.' "Americ, n lnsltule of Arch ilects,' 'AlA,'
the AIA Logo. and'AlA Conlract Oocuments" are trademarks of The American lnstilute ofArchrtects Thisdocumentwas producedal16:213l EI on 1212212023
under Order No 2114491853 which expircs on 12107/2024, is not for resale, is licensed for one-lime use only and may only be used in accordance wilh lhe AIA
Conaad Documentst Terms ol Service To reportcopy ght violations, +.ma I docinfo@aiacontracts cofi
User Note3: \129762750O)
reasonable objection.
$8.7 Pemrits. []ees and Noticcs
S8.7.1 The Owner/Developer shall obtain and pay forthe building permit and otherpermits and
governmentalfees and inspections necessary for proper execution and completion ofthe Work.
I
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ARI'tCLB 9 Enginccr
S 9.1 The Engineerwill visit the site at intervals appropriate to the stage of construction to become generally
familiar with the progress and quality of the Work.
S 9.2 The Engineer will not have control over or charge of, and will not be responsible for, construction
means, methods, techniques, sequences, or procedures, or for safety precautions and programs in
connection with the Work, since these are solely the Contractor's responsibility. The Engineer will
not be responsible for the Contractor's failure to carry out the Work in accordance with the Contract
Documents.
S 9.3 The Engineer has authority to relect Work that does not conform to the Contract Documents.
S 9.4 The Engineer will promptly review and approve or take appropriate action upon Contractor's
submittals, but only for the limited purpose of checking for conformance with information given and the
design concept expressed in the Contract Documents.
S 9.5 Onwritten requestfrom eitherthe Owneror Contractor, the Engineer willpromptly interpretand
decide matters concerning performance under, and requirements of, the Contract Documents.
S 9.6 lnterpretations and decisions of the Engineer will be consistent with the intent of, and reasonably
inferable from the Contract Documents, and willbe in writing or intheform of drawings. When making
such interpretations and decisions, the Engineer will endeavor to secure faithful performance by both
Owner and Contractor, will not show partiality to either and will not be liable for results of
interpretations ordecisions rendered in good faith.
S 9.7The Engineer's duties, responsibilities, and limits ofauthority as described in the Contract Documents
shall not be changed without written consent of the Owner, Contractor, and Engineer. Consent shall not be
unreasonably withheld.
ARTICLE IO CHANGES IN THE WORK
S 10.1The Owner, without invalidating the Contract, may order changes in theWork within the general scope
ofthe Contract, consisting ofadditions, deletions orother revisions, and the Contract Sum and Contract Time
shallbe adjusted accordingly, in writing. lftheOwnerand Contractorcannot agreeto a change in the Contract
Sum, the Owner shall pay the Contractor ils actual cost-plus reasonable profit.
$ 10.1.2 Reasonable profit shall equate to l5% 70 mark-up on all Change Orders.
S 10.2The Engineer may authorize ororderminorchanges in theWork that areconsistentwith the intentofthe
Contract Documents and do not involve an adjustment in the Contract Sum or an extension ofthe Contract
Time. Such authorization or ordershallbe in writing and shallbe binding on the Ownerand Contractor. The
Contractor shall proceed with such minor changes promptly.
S l0.3lfconcealed or unknown physical conditions are encountered atthe site that differ materially from
lnit.
those indicated in the Contract Documents orfrom those conditions ordinaril found toexist the
S 11.2 lf the Contractor is delayed at any time in prog ress of the Work by changes ordered in the Work, or by
labordisputes, fire, unusualdelay in deliveries, unavoidable casuatties, orothercauses beyond the
Contraslols control, the Contract Time shall be subjectto equitable adjustment.
S'l'1.3 Costs caused by delays or by improperly timed activities or defec{ive mnstruclion shall be bome by the
responsible party
AIA Document A 105 - 201 7 Copyright O 1 993, 2007 and 2017. All rights reserued. "The Amencan lnstitute of Architects, " 'Amencan tnstirute of Architects " "AtA. "
lhe AIA Logo, and'AlA Conl€ct Oocuments'are tradema*s of The American lnsttute of Architects. This documentwas produced at16:2131Ef on 2t22t2023
under Order No.2114491853 which etpires on 120712024, is not for resale. is licensed for one-trme use only. and may only be used in accordance wnh fie AtA
Cofltract DocumenlsoTerms of Servrce To reporl copyrighl violaiDns, e-mail docinto@aiacontracts com
Uler llot63r lj297o27506)
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ARNCLE 11 TIME
S'11.1 Time limits stated in the Contraci Documents are of the essence of the Contract.
9
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ARTICLE 12 PAYMENTS AND COITIPI TON
$ I 2. 1 Contract Sum
The Contract Sum stated in this Agreement, including authorized adjustments, is the total amount payable
by the Owner to the Contractor for performance of the Work under the Contract Documents.
$ 12.3 Certificates for Payment
$ 12.3.1 The Ownerwill, within seven days after receipt of the Contractor's Application for Payment,
either (1) issue a Certificate for Payment in the full amount ofthe Application for Payment; (2) issue a
Certificate for Payment for such amount as the Owner determines is properly due, and notify the
Contractor in writing of the Owner's reasons for withholding certification in part; or (3) withhold
certification of the entire Application for Payment, and notify the Contractor and Owner's reason for
withholding certification in whole. The Owner may also withhold a Certificate for Payment or, because
of subsequently discovered evidence, may nullify the whole or a part of a Certificate for Payment
previously issued, to such extent as may be necessary in the Owner's opinion to protect the Owner
from loss for which the Conkactor is responsible, includang loss resulting from acts and omissions
because of
.1 defective Work not remedied.
.2 third-party claims filed or reasonable evidence indicating probable filing of such claims unless
security acceptable to the Owner is provided by the Contractor;
.3 failure of the Contractor to make payments properly to Subcontractors or suppliers for 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,
.6 reasonable evidence that the Work will not be completed within the Contract Time and/or as
required under the Contract Time Requirements, 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 Contract Documents.
.8 failure to provide the documentation required in Section 12.2.
AIA Documeni A 105 - 20 1 7 Copynght O 1 99 3 2OO7 and 2017 All ng hts reserved. 'The Americ€ n lnstrtule ol Archrtects " 'Amenc€n lnslrtute of Arch itects. ' 'AlA,'
rhe AIA Logo. and 'AlA Coniract oocuments' are trademarks of The Americsn lnstfiute of Architecc This document was pmduced al 16 21 :31 Er on 12n2n023
under Order No.2114491E53 which expires on 12107/2024, is flol for resale islicensed forone-time use only, and may only be lsed in accordance with theAlA
Contract Documenlso Terms of Service To repon copyright violations. e-mail docinfo@aiacontracts com
lJler Notei: (1297627500)
10
Q I2.2 Applications for Palmc'nt
512.2.1 At least ten days before the date established for each progress payment, the Contractor shall
submit to the owner an itemized Application for Payment for Work completed in accordance with the
values stated in this Agreement. The Application shall be supported by data substantiating the
Contractor's right to payment as the Owner or Owner's Representative may reasonably require, such as
evidence of payments made to, and partial waivers of lien from, subcontractors and suppliers. Payments
shall be made on account of materials and equipment delivered and suitably stored at the site for
subsequent incorporation in the Work. lf approved in advance by the Owner, payment may similarly be
made for materials and equipment stored, and protected from damage, offthe site at a location agreed
upon in writing.
S12.2.2 The Contractor warranls that title to all Work covered by an Application for Payment will pass to the
Owner
no later than thetime ofpayment. The Contractor further warrants that upon submittal of an Application for
Payment, all Work for which Certificates for Payment have been previously issued and payments received
from the Owner shall, to the best of the Contractor's knowledge, information, and belief, be free and clear
of liens, claims, security interests, or other encumbrances adverse to the Owner's interests.
S12.3.2 The Contractor shall defend and indemnify the Owner from all loss, liability, damage or
expense, including reasonable attorney's fees and litigation expenses, arising out of any lien claim or
other claim for payment by any Subcontractor or supplier of any tier, provided that said claim is not the
result of Owner's failure to make payment to Contractor. Contractor shall, within fifteen (15) days of
Page 2966 of 9661
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receiving written demand from Owner that the lien or claim of lien be removed, discharged or satisfied,
cause the lien or claim of lien to be removed, discharged or satisfied (by filing a lien discharge bond or
otherwise) and provide Owner with written notice and evidence that the lien or claim of lien has been
removed, discharged or satisfied. lf Contractor fails to provide the written notice and evidence as set
forth above, Owner may take any action it deems necessary to have the lien or claim of lien removed,
discharged or satisfled and charge all costs incurred as a result (including without limitation attorneys'
fees, any costs associated with a lien discharge bond, any payment made to the lien claimant on
Contractor's account in order to secure the release or cancellation of the lien) to Contractor. Costs
incurred by Owner may be deducted from amounts then due, or to become due thereafter, to
Contractor, or otherwise recovered from Contractor. Contractor shall not be entitled to receive any
progress payment or final payment otherwise due under the Contract Documents if any such lien or
claim of lien has not been removed, satisfled or otherwise discharged. ln the event any lien claim or
other claim for payment by any Subcontractor or supplier of any tier ls the result of non-payment by
Owner, Contractor shall have no duty to defend and/or indemnify the Owner.
S '12.4 Progress Payments INTENTIONALLY OMITTEDI
S 12.5 Substantial Complelion INTENTIONALLY OMITTEDI
I 12.6 Irinal C'ompletion and l-'inal I)a)mcnt
S 't 2.6.'t Upon receipt of a finalApplication for Payment, the Owner and Engineer will inspect the Work.
When the Ownerand Engineer finds the Work acceptable and the Contractfully performed, the Owner
will promptly issue a final Certificate for Payment.
S 12.6.2 Finalpayment shall not become due untilthe Contractor submits tothe Owner all releases and
waivers of liens, and data establishing payment or satisfaction of obligations, such as receipts, claims,
security interests, or encumbrances arising out of the Contract. The Owner shall pay Contractor all
amounts due and owing and remaining to be paid to Contractor under the Contract Documents, including
any retainage, following receipt of each of the following items, all in a form and substance satisfactory to
the Owner and to Owner's Lender:
A list of the names, addresses and telephone numbers of all Subcontractors, suppliers and
any other person or entity providing warranties or guarantees;
Final conditional lien waivers from the Contractor:
Final conditional lien waivers from all Subcontractors and suppliers providing labor or
materials to the Project, to the extent not already delivered.
S 12.6.3 Acceptance of final payment by the Contractor, a subcontractor or supplier shall constitute a
waiver of claims by that payee except those previously made in writing and identified by that payee as
unsettled at the time of final Application for Payment. Following the Contractor's receipt of final payment,
the Contractor shall obtain and deliver to the Owner final unconditional lien waivers from the Contractor
and all subcontractors.
ARTICLE 13 PROTECTIOT'I OF PERSONS AND PROPERW
The Contrac{or shall be responsible for initiating, maintaining and supervising all safety precautions and
progltlms, including allthose required by law in conneclion with performance ofthe Contracl. The Contraclor
shall take reasonable precaLrtions to prevent damage, injury, or loss to ernployees on the Work and other
persons who may be affected thereby, the Work and materials and equipment to be incorporated therein, and
other property at the site or adjacent thereto. The Contractorshall promptly remedy damage and loss to
property caused in whole or in part by the Contractor, or by anyone forwhose acts the Contractor may be
liable. Owner shall have the right to risk assess and review safety prec€utions and programs.
ARTICLE 14 CORRECTION OF WORK
S 14.1 The Contractor shall promptly correct Work rejected by the Owner or Engineer as faillng to conform to
1
2
3
lnit.AtA Oocument A1 O 5 - 20 1 7. Copynght O 1993, 2OO7 and 20 1 7 All dg hts reserved. 'The American lnstitute of Architects " "American lnstilute of Architec1s," "AlA, "
the AtA Logo, and'AtA Contracl Documents' are trademarks of The Amefican lnstjtute ol Architecls. This document was produced all6 21:31 Er on 12122t2423 i1
under Order No.2114491853 which expires oo 120712024, is not for resale, is licensed tor one-0me use only, and may only be lsed in accordance with the AIA
Contract DocumenlsoTerms of SeNice To reporl copyright violations e-mail docinfo@aiacontract.com
t,sor l{ote!: (1297627506)
Page 2967 of 9661
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the requirements of the Contract Documents. The Contractor shall bear the cost of correcting such
rejected Work, including the costs of uncovering, replacemenl, and additional testing.
(Paragraph deleted)
S 14.2 In addition to the Contractor's other obligations including warranties under the Contract, the
Contractor shall, for a period of one year after Substantial Completion, correct work not conforming to the
requirements of the Contract Documents.
( Pdragraphs delete.l)
S 14.3 lf the Contractor fails to correct nonconforming Work within a reasonable time, the Owner may
correct it in accordance with Section 7.3.
(Paragraphs deleted)
ARTICLE 15 MISCEI.IANEOUS PROVISIONS
$ I 5.1 Assignment olContract
The Contractor shall not assign the Contract in part or as a whole without written consent of the Owner. The
Owner shall be entitled to assign the Contract to any person or entity, at its sole discretion and without the
consent of the Contractor; provided, however, that if the Owner has not fully performed its payment
obligations under the Contract at the time of the assignment, the Owner or the assignee shall provide the
Contractor with reasonable evidence of the assignee's ability to satisfy the remaining financial obligations of
the Owner under the Conkact if requested in writing by the Contractor. After such assignment of the
Contract by the Owner, the Owner shall have no further obligation to the Contractor under the Contract.
(Paragraphs deleted)
$ I 5.2 Tests and Inspections
(Paragraphs deleted)
S 15.2.1 At the appropriate times, the Contractor shall arrange and bear cost of tests, inspections, and
approvals of portions ofthe Work required by the, Contract Documents or by laws, statutes, ordinances,
codes, rules and regulations, or laMul orders of public authorities.
S 15.2.2 lf the Engineer requires additional testing, the Contractor shall perform those tests.
$ l5-2,3 The Contractor shall bear cost oftests, inspections, or approvals that do not become requirements until
afterthe Contract is executed. The Contractor shall directly arrange and pay for tests, inspections, or approvals
codes or applicable laws or regulations so require, excluding inspections and clearances related to abalement activities
which shall be by Contractor.
g 15.3 Goveming l-aw
The Contract shall be govemed by the law of the place where the Prqed is located, excluding that junsdrction's
choice of law rules.
ARITICLE 16 IERMINATION OF THE CONTRACT
$ 1 6.1 Temrination by the Contractor
lf the Work is stopped under Section 12.3 for a period of 30 days through no fault ofthe Contractor, the
Contractor may, upon seven additional days'written notice to the Owner and Engineer, terminate the
Contract and recover from the Owner payment for Work executed including reasonable overhead and
profit, and costs incurred by reason of such termination.
N
s
16.2 Termination b the Owner tbr Cause
.1 repeatedly refuses orfails to supply enough properly skilled workers or proper materials.
.2 fails to make payment to subcontraclors for materials or labor in accordance with the respective
agreements between the Contractor and the subcontractors..3 repeatedly disregards applicable laws, statutes, ordinances, mdes, rules and regulations, or laMul
orders of a public authority; or.4 is otheMise guilty of substantial breach of a provision of the Contract Documents.
AIA Document A105 - 2017 Copyright O 199 3, 2007 and 2017. All righls reserved. "The Amenc€n lnstitute of Archilecls, " 'Amencan lnstilute of Arct iiects.' 'AlA,'
lhe AIA Logo, and "AlA Contracl Documents" a re trademarks of The Amedcan lnstilute of Architects This documeni was produced at 1 6:21 31 Ef on 1212212023
under Oder No.2114491853 which expires on 12107/2024, is not lor resale, is licensed tor one-lime use only, and may only be used in accordance with lhe AIA
Contracl Oocumentsr Terms of SeNice To repo( copyright violations, e-mail docinto@aiacontracts.com.
Ua6r Not.3: (1297627500)
12
2.1 The Owner m terminate the Contract ifthe Contractor
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Page 2968 of 9661
a
S 16.2.2 When any of the above reasons exist, the Owner, afterconsultation with the Engineer, may
without prejudice to any other rights or remedies of the Owner and aftergiving the Contractor and the
Contractor's surety, if any, seven days' written notice, terminate employment of the Contractor and
may
.1 take possession of the site and of all materials thereon owned by the Contractor, and
.2 finish the Work by whatever reasonable method the Owner may deem expedient.
S 1 6.2.3 \A/lren the Owner terminates the Contract for one of the reasons stated in Section '1 6.2. '1 , the
Contraclor shall not be entitled to receive further payment untilthe Work is finished.
S 16.2.4 lf the unpaid balance of the Contract Sum exceeds costs of finishing the Work, such excess shall be
paid to the Contrac{or. lf such costs exceed the unpaid balance, the Contractor shall pay the drfference to the
Oryner. This obligation for payment shall survive termination of the Contract.
Q 16.3 J'ermination by the Owner lbr Convenience
The Owner may, at any time, terminate the Contract for the Owne/s convenience and without cause. The
Contractor shall be entitled to receive payment for Work executed, and costs incuned by reason of such
termination, along with reasonable overhead and profit on the Work not executed.
ARTICLE 17 OTHER TERMS AND COND]TIONS
$ 17.1 The Owner's Representative:
(Name, address, email address and other informalion)
Jake Hale
Development Manager, Multifamily Division - Tampa,
FL Johnson Development Associates, lnc.
Meridian One, 4350 West Cypress Street, Tampa, Florida 33607 C:727.433.2846 |
j hale@johnsondevelopment.net
$ 17.2 The Contracto/s Representiatve:
(Name, address, email address and other information)
Louis J
Gaudio
Vice
Preside
nt
3494 Shearwater St.
Naples, Florida 34117
lgaudio@qeusa.com
This Agreement entered into as of the day and year first written above.
(f required by law, ircert cancellation period, disclosures or other warning statements above the signatures.)
OWNER (Signature)CONTRACTOR (S ignature)
Quality Enterprises, USAJDA Courthouse Shadows, LLC
By: Johnson Development Associates, lnc.
Its: Manager
E&MF,.--"Blake W. Spencer, CFO Louis J. Gaudio, Vice President
(Printed rnme and tille)
LICENSE NO. : JURISDICTION:
Printed name and title)
AIA Document A105 - 2017 . Copyright @ 1993, 2007 a d 2017 . All rights reserved. "The American lnstitute of Architects," "American lnstitute of Architects,' "AlA,"
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Contract Documents@ Terms of Service. To report copyright violations, e-mail docinfo@aiacontracts.com.
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