PO BOX 3225
62 HYPOLITA STREET
ST. AUGUSTNE, FLORIDA 32084
AIA CONTRACT FOR THE
HISTORIC ST. AUGUSTINE PRESERVATION BOARD
RENOVATIONS TO GOVERNMENT HOUSE
PROJECT # D508449A
SEPTEMBER 20, 1988
A R C II I T E C S
AlA I ) I icm'e AInt /1/17
Abbreviated Form of Agreement
Between Owner and Contractor
C()VS'TRClT/O') I'R(?/IC'I ()1" LlIl':'D SCOPE
u'hcrle hbie hasis of/ pa/y)(mi is /be
COST O'1: THEI W1ORK PLUS A FEP'
i'ilb or w'ithoutl a (Guaranteed Maximum rice
1 /IS 1 )((' lE\A T II'HAS Il, IORTAII ) LA'T AI CI\ 'L (,).VSI, F// CI:'': COS( )AI 'TA 7ION 11171
.V .\ 77 A'VI:) S lXCU() 1 ) R E I 'I) 11 I7S C() MII'll.Tl' V (:1 100)DI1ICA TION.
This d(It um1 nt inclui lcs ilIIlrcvi.Icd (;n rl Conditions :Inl shl diS i n )t I c used willth o)th r g'nc.l:
I 7nditions It 11:h s bc.n ;ippruovcd and .'ndoi sd l h 'I I"h Ass()s( ci;td (Gctlcri;l C(ontract( rs ol Anicriii.
ni:idcl ; ()o the Twenty-first tl;\'0, September
Nineteen I lunldred ;ind Eighty-eight.
BETWEEN lthe wner: Historic St. Augustine Preservation Board
S\ le'., 11,1 ta,.a- P.O. Box 1987
St. Augustine, Fl 32085
and the (;Ontralctor: Len Weeks Construction-Design.Development
I.\,, ,,, ,1,/AI1rn' 62 Hypolita Street
P.O. Box 3225
St. Augustine, Fl 32085
lThe I'Prjet i: # D508449A
'7,,.,,,, ,,/,,.i Renovations to Government House
'I lie Arehiic- t a.is:
( \(M, 110 fileb, N777s)
1 hle ()x\ ncr :illd
in the year of
Shepard Associates ARchitects & Planners Inc
2111 Corporate Square Blvd
Conltr ctor agrel e :Is set forth below.
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AIA DOCUMENT A117 71M11 I%*[AI II 1 1 I'IIS(7'X NIH (.11CO N I 777(7,7 ,7, IAME I NI Si.1)NlD FI VION AlA"
11)8'1 I I11: \1RICAN INNI III I I' I F (WAIO II I FC. FS, lI'', Nl*' YORK AVENVEl N W. \7, IIING;I ON. I)IC. 2(100f, A117-1987 1
T Hf E
A M E R I C A
THE WORK OF THIS CONTRACT
1.1 The Contractor shall execute the entire Work described in the Contract Documents, except to the extent specifically indicated
in the Contract Documents to be the responsibility of others, or as follows:
the electrical contract and the mechanical contract.
RELATIONSHIP OF THE PARTIES
2.1 The Contractor accepts the relationship of trust and confidence established by this Agreement and covenants with the Owner
to cooperate with the Architect and utilize the Contractor's best skill, efforts and judgment in furthering the interests of the Owner; to
furnish efficient business administration and supervision; to make best efforts to furnish at all times an adequate supply of workers
and materials; and to perform the Work in the best way and most expeditious and economical manner consistent with the interests of
the Owner. The Owner agrees to exercise best efforts to enable the Contractor to perform the Work in the best way and most expedi-
tious manner by furnishing and approving in a timely way infonnation required by the Contractor and making payments to the Con-
tractor in accordance with the requirements of the Contract Documents.
DATE OF COMMENCEMENT AND SUBSTANTIAL COMPLETION
3.1 The date of ctOimencement is the date from which the Contract Time of Paragraph 3.2 is measured, and shall be the date of
this Agreement, as first written above, unless a different date is stated below or provision is made for the date to be fixed in a notice to
proceed issued by the Owner.
(Insert the date of coemncnC ement, if it differs Ij'ro thl dablr o/ thi .-lI',rf'eminrt or, rf /al/l table. state that the date irdl he fixed in a notice to proceed.)
September 26, 1988
3.2 The Contractor shall achieve Substantial Completion of the entire Work not later than
(Insert t' tilendar dat ile onr ,iumhrr otf aleindar dalys after bte date of c onienatmmrni t Alsto insert any requiremeits for earlier Suhbtanttal completion of certain pr-
tlions of] the Worrk, If not stated ,ln sviwhere n the Cointract I)Kocuments )
March 15, 1989
subject to adjustmenfls of this Clntract Time as provided in the Contract Documents.
(In.lsrt frm roir if any, for hquidati'd datmnages relating to Jaultoe to cofnfiete fn time.)
4.1 The Owncr shall pay the Contractor in current funds for the Contractor's performance of the Contract the Contract Sum con-
sisting of the Cost of the Work as defined in Article 5 and the Contractor's Fee determined as follows:
(Sftate a tnmp suim. percentage ('. aot of tlhe Work or* oithef prfr' i.,i, for dilter"niniiiin, t/he Onitr'totr's Fee and explain hbo the ( mnitractor s 'Fee is to be adjusted for
tlhanlig itn the Woirk j
Cost of work'plus 20%, see proposal July 20, 1988.
AIA DOCUMENT A117 ABBREVIATEI) COST-PLU.IS OWNER C(:N'lRACTO(:r AG(;REElfMNT SECOND EI)ITION AIA'
19H87 THE AMERICAN INSTITUTE OF ARCHITECTS. 1735 NEW YORK AVIENUIE, NW., WASIIINGTON, D.C. 2(X)(X
5.1.4 Cost of all materials, temporary facilities, equipment and hand tools not customarily owned by the construction workers,
which are provided by the Contractor at the site and fully consumed in the performance of the Work.
5.1.5 Reasonable rental costs for necessary temporary facilities, machinery, equipmentctan d toolsJused at the site of the Work,
whether rented from the Contractor or others. Rates and quantities of equipment rented shall be subject to the Owner's prior
5.1.6 That portion directly attributable to this Contract of premiums for insurance and bonds.
5.1.7 Losses and expenses, not compensated by insurance or otherwise, sustained by the Contractor in connection with the Work,
provided they have resulted from causes other than the fault or neglect of the Contractor.
5.1.8 Costs of removal of debris from the site. InrlCirg trark retail fee cf $ 25.00 per lacd.
5.1.9 Costs incurred in taking action to prevent threatened damage, injury or loss in case of an emergency affecting the safety of
persons and property.
5.1.10 Other costs incurred in the performance of the Work if and to the extent approved in advance in writing by the Owner.
(Here insert modifications or limitations to any of the above subparagraphs.)
COSTS NOT TO BE REIMBURSED
6.1 The Cost of the Work shall not include:
6.1.1 Salaries and other compensation of the Contractor's personnel stationed at the Contractor's principal office or offices other
than the site office, except as may be provided in Article 26.
6.1.2 Expenses of the Contractor's principal office and offices other than the site office.
6.1.3 Overhead and general expenses, except as may be expressly included in Article 5.
6.1.4 The Contractor's capital expenses, including interest on the Contractor's capital employed for the Work.
6.1.5 Rental costs of machinery and equipment, except as specifically provided in Subparagraph 5.1.5.
6.1.6 Except as provided in Paragraph 10.2 of this Agreement, costs due to the fault or negligence of the Contractor, Subcontrac-
tors, anyone directly or indirectly employed by any of them, or for whose acts any of them may be liable, including, but not limited
to, costs for the correction of damaged, defective or nonconforming Work, disposal and replacement of materials and equipment
incorrectly ordered or supplied, and making good damage to property not forming part of the Work.
6.1.7 Any cost not specifically and expressly described in Article 5.
6.1.8 Costs which would cause the Guaranteed Maximum Price, if any, to be exceeded.
DISCOUNTS, REBATES AND REFUNDS
7.1 Cash discounts obtained on payments made by the Contractor shall accrue to the Owner if (1) before making the payment,
the Contractor included them in an Application for Payment and received payment therefore from the Owner, or (2) the Owner has
deposited funds with the Contractor with which to make payments; otherwise, cash discounts shall accrue to the Contractor. Trade
discounts, rebates, refunds and amounts received from sales of surplus materials and equipment shall accrue to the Owner, and the
Contractor shall make provisions so that they can be secured.
AIA DOCUMENT A117 ABBREVIATED COST-PLUS OWNER-CONTRACTOR AGREEMENT SECOND EDITION AIA*
S1987 THE AMERICAN INSTITUTE OF ARCHITECTS, 1735 NEW YORK AVENUE, NW., WASHINGTON, D.C. 20006
7.2 Amounts which accrue to the Owner in accordance with the provisions of Paragraph 7.1 shall be credited to the Owner as a
deduction from the Cost of the Work.
8.1 The Contractor shall keep full and detailed accounts and exercise such controls as may be necessary for proper financial man-
agement under this Contract; the accounting and control systems shall be satisfactory to the Owner. The Owner and the Owner's
accountants shall be afforded access to the Contractor's records relating to this Contract. The Contractor shall preserve these records
for a period of three years after final payment, or for such longer period as may be required by law.
9.1 Based upon Applications for Payment submitted to the Architect by the Contractor and Certificates for Payment issued by the
Architect, the Owner shall make progress payments on account of the Contract Sum to the Contractor as provided in the Contract
Documents. The period covered by each Application for Payment shall be one calendar month ending on the last day of the month,
or as follows:
As billed every two or three weeks, as per agreement, see proposal
dated July 20, 1988.
9.2 Payments due and unpaid under the Contract shall bear interest from the date payment is due at the rate stated below, or in
the absence thereof, at the legal rate prevailing from time to time at the place where the Project is located.
(Insert any rate of interest.bgreed upon, if any.)
('sturi laws atul rerqurenments under tbe Federal Truth in lending Act, simrnlar statl and local aonstuner credit laws and other regulations at the O( nr' and Cnt-
ra tor s print ial pla(cis of business,. the location of the P'roject and lscuhbere ma.) aJffet ithe raldfitv I of his provision I legal advice should e obtained uilth respect to
deletions or modifcaltrns. and also regardttin requtnre'ments suc h as illtten disclosures or w'att'ers.)
10.1 Final payment, constituting the entire unpaid balance of the Contract Sum, shall be paid by the Owner to the Contractor when
(I) the Contract has been fully performed by the Contractor except for the Contractor's responsibility to correct nonconforming
Work and to satisfy other requirements, if any, which necessarily survive final payment, and (2) a final Certificate for Payment has
been issued by the Architect.
10.2 If, subsequent to final payment and at the Owner's request, the Contractor incurs costs described in Article 5 and not
excluded by Article 6 to correct defective or nonconforming Work, the Owner shall reimburse the Contractor such costs and the
Contractor's Fee applicable thereto on the same basis as if such costs had been incurred prior to final payment, but not in excess of
the Guaranteed Maximum Price, if any. If the Contractor has participated in savings as provided in Subparagraph 4.2.1, the amount of
such savings shall be recalculated and appropriate credit given to the Owner in determining the net amount to be paid by the Owner
to the Contractor.
ENUMERATION OF CONTRACT DOCUMENTS
11.1 The Contract Documents are listed in Article 12 and, except for Modifications issued after execution of this Agreement, are
enumerated as follows:
AIA DOCUMENT A117 ABBREVIATED COST- I'.LUS OWNER CON IRACTOR AG(iREE. NI S:(ECONI) EDI)I'ION AlA
C I198' THE AMERICAN INSTITUTE OF ARCIIITECTS, 1735 NEW YORK AV'EN'E, NW., WASIIINGTON, D.C. 2(I(006
11.1.1 The Agreement is this executed Abbreviated Form of Agreement Between Owner and Contractor, AIA Document Al 17, 1987
11.1.2 The Supplementary and other Conditions of the Contract are those contained in the Project Manual dated
June 27, 1988 ,andareasfollows:
Spec. Correct life safety violations and renovationsage
DOs 8449 A
11.1.3 The Specification? are those contained in the Project Manual dated as in Subparagraph 11.1.2, and are as follows:
(Either list the Specifications here or refer to an exhibit attached to this Agreement.)
Section Title Pages
AIA DOCUMENT A117 ABBREVIATED COST P.lUS OWNER (:ONTRACTI)OR A(GR;EIMENT SECOND EDITION AIA
YH1H7 THE AMERICAN INSTITUTE OF ARCHITECTS, 1735 NEW YORK AVENUE, N.W., WASHINGTON, D.C. 2())06
11.1.4 The Drawings are as follows, and are dated
(Either list the Drawings here or refer to an exhibit attached to this Agreement.)
11.1.5 The Addenda, if any, are as follows:
, unless a different date is stated below:
Portions of Addenda relating to bidding requirements are not part of the Contract Documents unless the bidding requirements are
also enumerated in this Article I1.
11.1.6 Other documents, if any, forming part of the Contract Dxocuments are as follows:
(l.rst here anY additional documents which are intended to fo-nn part of the Cntract Ltoctunents.)
AIA DOCUMENT A117 ABBREVIATED COST-PLUS OWNER-CONTRACTOR AGREEMENT SECOND EDITION AIA*
1987 THE AMERICAN INSTITUTE OF ARCHITECTS, 1735 NEW YORK AVENUE, N.W., WASHINGTON, D.C. 20006
12.1 The Contract Documents consist of this Agreement with
Conditions of the Contract (General, Supplementary and other
Conditions), Drawings, Specifications, addenda issued prior to
execution of this Agreement, other documents listed in this
Agreement and Modifications issued after execution of this
Agreement. 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 bind-
ing as if required by all; performance by the Contractor shall be
required only to the extent consistent with the Contract Docu-
ments and reasonably inferable from them as being necessary
to produce the intended results.
12.2 The Contract Documents shall not be construed to create
a contractual relationship of any kind (1) between the Architect
and Contractor, (2) between the Owner and a Subcontractor or
Sub subcontractor or (3) between any persons or entities other
than the Owner and Contractor.
12.3 Execution of the Contract by the Contractor is a
representation that the Contractor has visited the site and
become familiar with the local conditions under which the
\W'ork is to be performed.
12.4 The term "Work" means the construction and services
required by the Contract Documents, whether completed or
partially completed, and includes all other labor, materials,
equ(ipmenit and services provided or to he provided by the
Contractor (l fulfill the (Contractor's obligations. The Work
1may constitute the whole or a part of the Project.
13.1 The Ow'ner shall furnish surveys and a legal description
of the site.
13.2 Except for permits and fees which are the responsibility
of the Contractor under the Contract Documents, the Owner
shall secure and pay for necessary approvals, caselments,
;ssessIments and charges required for the construction, use or
occupancy of permanent structures or permanent changes in
13.3 If the Contractor fails to correct Work which is not in
accordance with the requirements of the Contract Documents
or persistently fails to carry out the Work in accordance with
the Contract Documents, the Owner, by a written order, may
order the Contractor to stop the Work, or any portion thereof,
until the cause for such order has been eliminated; however,
the right of the Owner to stop the Work shall not give rise to a
duty on the part of the Owner to exercise this right for the
benefit of the Contractor or any other person or entity.
14.1 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 under the Contract,
unless Contract Documents give other specific instructions
concerning these matters.
14.2 Unless otherwise provided in the Contract Documents,
the Contractor shall provide and pay for labor, materials, equip-
ment, tools, construction equipment and machinery, water,
heat, utilities, transportation, and other facilities and services
necessary for the proper execution and completion of the
Work, whether temporary or permanent and whether or not
incorporated or to be incorporated in the Work.
14.3 The Contractor shall enforce strict discipline and good
order among the Contractor's employees and other persons
carrying out the Contract. The Contractor shall not permit
employment of unfit persons or persons not skilled in tasks
assigned to them.
14.4 The Contractor warrants to the Owner and Architect that
materials and equipment furnished under the Contract will be
of good quality and new unless otherwise required or per-
mitted by the Contract Documents, that the Work will be free
from defects not inherent in the quality required or permitted,
and that the Work will conform with the requirements of the
Contract Documents. Work not conforming to these require-
ments, including substitutions not properly approved and
authorized, may be considered defective. The Contractor's
warranty excludes remedy for damage or defect caused by
abuse, modifications not executed by the Contractor, improper
or insufficient maintenance, improper operation, or normal
wear and tear under normal usage. If required by the Architect,
the Contractor shall furnish satisfactory evidence as to the kind
and quality of materials and equipment.
14.5 Unless otherwise provided in the Contract Documents,
the Contractor shall pay sales, consumer, use, and other similar
taxes which are legally enacted when bids are received or nego-
tiations concluded, whether or not yet effective or merely
scheduled to go into effect, and shall secure and pay for the
building permit and other permits and governmental fees,
licenses and inspections necessary for proper execution and
completion of the Work.
14.6 The Contractor shall comply with and give notices
required by laws, ordinances, rules, regulations, and lawful
orders of public authorities bearing on performance of the
Work. The Contractor shall promptly notify the Architect and
Owner if the Drawings and Specifications are observed by the
Contractor to be at variance therewith.
14.7 Thle Contractor shall be responsible to the Owner for the
acts and omissions of the Contractor's employees, Subcontrac-
tors and their agents and employees, and other persons per-
forming portions of the Work under a contract with the
AIA DOCUMENT A117 ABBREVIATED COST-PLUS OWNER CONTRACTOR AGREEMiENT SECOND ITl)ION AIAM
1987 THE AMERICAN INSTITUTE OF ARCHITECTS. 1735 NEW YORK AVENUE. N.W. WASHINGTON, D.C. 2(H)06
Al 17-1987 8
14.8 The Contractor shall review, approve and submit to the
Architect Shop Drawings, Product Data, Samples and similar
submittals required by the Contract Documents with reason-
able promptness. The Work shall be in accordance with
approved submittals. When professional certification of perfor-
mance criteria of materials, systems or equipment is required by
the Contract Documents, the Architect shall be entitled to rely
upon the accuracy and completeness of such certifications.
14.9 The Contractor shall keep the premises and surrounding
area free from accumulation of waste materials or rubbish
caused by operations under the Contract. At completion of the
Work the Contractor shall remove from and about the Project
waste materials, rubbish, the Contractor's tools, construction
equipment, machinery and surplus materials.
14.10 The Contractor shall provide the Owner and Architect
access to the Work in preparation and progress wherever
14.11 lhe Contractor shall pay all royalties and license fees;
shall dclcnd suits or claims for infringement of patent rights and
,shall hold ltie ()wncr lharnless from loss on account thereof,
btil shall not be responsible for such defense or loss when a
particular design, process or product of a particular manulac-
ierulr llr Aianulacturers is required by the Contract Doculments
unless the Contractor has reason to believe Ilhat there is anl
infringement of patent.
14.12 To the fullest extent permitted by law, the (CoItr lator
hilll indemnitv and hold harmless the Ox ner. Architect. Artcu-
Itet s '0 )Il;nsultlts., a:td :agents :111d lemplioyees of aill of) thmc l
Irnm and :lgainsit cl:laims, (1ldamlages, losses Minld expenses, inll lul
ing bill no(lt hlnitcd tI ;ittornleys' Iles, arising lt ( of or resulting
II ni pcrtorman.ice o thle Work. mproided lthat such claim, dt.ll
age. hlss ,r expcnsc is attributable Ito hboil Minury, sickness.,
disc isr deth. to iml r h. or i in estruct ion f tangible p1 )l
rity tillerer thl.n the \Work itself) including loss of use resulting
Ihlerelrom. hit )only to tIll extent caused in xwh(ole Ir inl pat byi
negligent .icls or olisshions of the Contractor, :a Subc1nlltrlaclr
.ltione ditctly oir indirectly employed Il tlhmc ot any( one Ilor
vh')" os acts lh ail ;1\ hie liable. regardless of whether (I tl (t
- it 1 1, L11m. daclliiag. ss Cr expeCnse, is caused in part by a party
indilctinlmicd hercundcr. Such ibligaltion shall not Ibe construed
I nega te. i ridge. or reduce other rights (r ob lig:ations of
indemnittx wN which would otherwise exist as to a p;rty or person
dsc ribed inl this Paragraph 1i-.12.
14.12.1 In lcl.ims against any person or entity indemnililied
under this Paraigraph 14i 12 hy ail employee of the Contractor, a
,tildcontractor, an onte directly or indirectly employed by then
Ir anyone for % whose acts they may he liable, thlie indemnifica-
101, obligation under this Paragraph I ,. 12 shall not be limited
by a. limitation oi1 amount or type of damages, compensation or
benclits payable by or for the Contr:actor or a Sutbconlitictor
under workers' or workmen's compensation acts. disability
benefit acts or tlther employee benefit acts.
14.12.2 The obligations (of the Contractor under this Para-
,i .lph I i 12 shall not extend to the liability of the Architect, tilhe
rchilecl's coInsultants, and agents anld employees of any of
them arising out of (1) the preparation or approval of nmaps,
drawings, opinions, reports, surveys, Change orders Con-
,sruction Change Directives, designs or specifications, or (2) the
giving of or the failure to give directions or instructions by the
Architect, the Architect's consultants, and agents and
employees of .an\y of them provided such giving or failure to
give is the primary cause of the injury or tdamlage.
ADMINISTRATION OF THE CONTRACT
15.1 The Architect will provide administration of the Contract
and will be the Owner's representative (1) during construction,
(2) until final payment is due and (3) with the Owner's concur-
rence, from time to time during the correction period described
in Paragraph 23.1.
15.2 The Architect will visit the site at intervals appropriate to
the stage of construction to become generally familiar with the
progress and quality of the completed Work and to detennine
in general if the Work is being performed in a manner indicat-
ing that the Work, when completed, will be in accordance with
the Contract Documents. However, the Architect will not be
required to make exhaustive or continuous on-site inspections
to check quality or quantity of the Work. On the basis of on-
site observations as an architect, the Architect will keep the
Owner informed of progress of the Work and will endeavor to
guard the Owner against defects and deficiencies in the Work.
15.3 The Architect 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 as provided in Paragraphs
1 4.1 and 21.1. Th'e Architect will not be responsible for the
Contractor's failure to carry out the Work in accordance with
(lie Contract Documelnts.
15.4 isecd on tlle Architect's observations and evaluations of
ihc Con(iritloir's Applications for Payment, the Architect will
review :andc certily the amounts due the Contractor and will
isste Certificates for Pay'ment in such amounts.
15.5 'IThe Architecl will illterpret and decide matters concern-
ing pe to )l nl;lan under and requirements of the Contract I )ocu-
milnts ion written request of cither the Owner or Contractor.
'I lit Arclhitect will make initial decisions (o all claims, disputes
Sowr oter mitlers iln question between the Owner and Contrac-
l r, Ilbu will not Ie liable for results of any interpretations or
decisions rendered in good faitl. The Architect's decisions in
matters relating to aesthetic effect will be final if consistent with
lthe intent expressed in the Contract Documents. All other deci-
sions (f the Architect, except those which have been waived
by making or acceptance of Iinal payment, shall be subject to
arbitration up(lon the written demand of either party.
15.6 lThe Archiltct lwyill have authority to reject Work which
does not conform ti the Contract D)ocuments.
15.7 The Architect will review and approve or take other
appropriate action upon) the Contractor's submittals such as
Shop Drawings, lProduct Data and Samples, but only for the
limited purpose of checking for conformance with information
given and the design concept expressed in the Contract
15.8 All claims or disputes between the Contractor and the
Owner arising out of or relating to the Contract Documents, or
ihe Ibrach thereof, shall be decided by arbitration in accor-
dance with the Construction Industry Arbitration Rules of the
American Arbitration Association currently in effect unless the
parties mutually agree otherwise and subject to an initial
presentation of the claim or dispute to the Architect as required
under Paragraph 15.5. Notice of the demand for arbitration
shall be filed in writing with the other party to this Agreement
and with the Anlerican Arbitration Association and shall be
made within a reasonable time after the dispute has arisen. The
AIA DOCUMENT A117 A IilUEVIA I I: A( )ST- I'l.I'S OW\NEIt CONt RAC'I OR AGREEMENT SECOND) EDITION AIA
I'Wlt TIlE AMI:RICAAN INSTITUlTE OF ARCIin ITECT'S. I735 NEW YORK AVENUE, N W., WASHIINGTON, D.C 2000(1
award rendered by the arbitrator or arbitrators shall be final,
and judgment may be entered upon it in accordance with ap-
plicable law in any court having jurisdiction thereof. Except by
written consent of the person or entity sought to be joined, no
arbitration arising out of or relating to the Contract Documents
shall include, by consolidation, joinder or in any other manner,
any person or entity not a party to the Agreement under which
such arbitration arises, unless it is shown at the time the
demand for arbitration is filed that (1) such person or entity is
substantially involved in a common question of fact or law, (2)
the presence of such person or entity is required if complete
relief is to be accorded in the arbitration, (3) the interest or
responsibility of such person or entity in the matter is not
insubstantial, and (4) such person or entity is not the Architect
or any of the Architect's employees or consultants. The agree-
ment herein among the parties to the Agreement and any other
written agreement to arbitrate referred to herein shall be specifi-
cally enforceable under applicable law in any court having
16.1 A Subcontractor is a person or entity who has a direct
contractt with the Contractor to perform a portion of the Work
at the site.
16.2 Unless otherwise stated in the Contract Documents or the
bidding requirements, the Contractor, as soon as practicable
later award of the Corltract, shall furnish in writing to the
Ownecr through the Architect the names of the Subcontractors
b ir each of the principal portions of the Work. The Contractor
shall not contract with any Subcontractor to whom the Owner
or Architect :has made reasonablee and timely objection. The
Contractor shall not be required to contract with anyone to
whom the Contractor has made reasonable objection. Con-
tracts between the Contractor and Subcontractors shall (1)
require each Subcontractor, to the extent of the Work to be
pcrformcd by the Subcontractor, to be bound to the Contrac-
tor by the terms of the Contract Documents, and to assume
toward the Contractor all the obligations and responsibilities
which the Contractor, by the Contract Documents, assumes
toward the Owner and Architect, and (2) allow to the Subcon-
iractor the benefit of all rights, remedies and redress afforded to
the Contractor by these Contract Documents.
S ARTICLE 17
CONSTRUCTION BY OWNER OR
BY SEPARATE CONTRACTORS
17.1 lie ()\\wner reserves the right to perlfrm constricitCion or
ipcrations rcla.tIed to he Project with tlie Owner's own lorccs,
.nid to a 'ward separate contracts in connection w ith other por-
nons of the Project or other construction or operations on the
site under conditions of the contract identical or sulbstaintially
similar to these, including those portions related to insurance
and xwaiver of subrogation. If the Contractor claims that delay
i r additional cost is involved because of such action by tile
( owner the (Contractor shall make such claim as provided else-
x hcre in the Contract Documents.
17.2 Tlie Contractor shall afford the Ovnecr and separate con
Iractors reicas unable opportunity for the introduction and stor-
age of their materials and equipment and performance of their
activities, and shall connect and coordinate the Contractor's
construction and operations with theirs as required by the Con-
17.3 Costs caused by delays, improperly timed activities or
defective construction shall be borne by the party responsible
CHANGES IN THE WORK
18.1 The Owner, without invalidating the Contract, may order
changes in the Work consisting of additions, deletions or modi-
fications, the Guaranteed Maximum Cost, if any, and the Con-
tract Time being adjusted accordingly. Such changes in the
Work shall be authorized by written Change Order signed by
the Owner, Contractor and Architect, or by written Construc-
tion Change Directive signed by the Owner and Architect.
18.2 The Contract Sum and Contract Time shall be changed
only by Change Order.
18.3 The cost or credit to the Owner from a change in the
Work shall be determined by mutual agreement.
19.1 Time limits stated in the Contract Documents are of the
essence of the Contract. By executing the Agreement the Con-
tractor confirms that the Contract Time is a reasonable period
for performing the Work.
19.2 The date of Substantial Completion is the date certified
by the Architect in accordance with Paragraph 20.3.
19.3 If the Contractor is delayed at any time in progress of the
Work by changes ordered in the Work, by labor disputes, fire,
unusual delay in deliveries, abnormal adverse weather condi-
tions not reasonably anticipatable, unavoidable casualties or
any causes beyond tle Contractor's control, or by other causes
which the Architect determines may justify delay, then the
Contract 'lime shall be extended by Change Order for such
reasonable time as the Architect may determine.
PAYMENTS AND COMPLETION
20.1 Payments shall he made as provided in Articles 9 and 10
of this Agreement.
20.2 l';ir inicuts lmay be wilthield on accounIt ol (I) defective
oi k not remedied, (2) claims filed by third parties, (3) failure
oIl le Contractor to make payments properly to Suhcontrac-
tors or lori labor, materials or equipment, (4) reasonable
evidence that the Work cannot be completed for the unpaid
balance (f the Guaranteed Maximum Price, if any, (5) damage
tii the ()wne r or another contractor, (6) reasonable evidence
that tile Work will not he completed within the Contract Time
and that thie unpaid balance of the Guaranteed Maximum Price,
if ally, would nlot le adequate to cover actual or liquidated
damages for the anticipated delay, or (7) persistent failure to
cn ry n( t the Work in accordance with the Contract
20.3 When the Architect agrees that the Work is substantially
complete, the Architect will issue a Certificate of Substantial
AlA DOCUMENT Al 17 AIIE'Vi.5 1:t) C(liii O III'uI (i\'S ( 1(-(list itA(1 O AGREMENII T- SECO(NDiEITIOruuiN AIA"
198- THEF AMEFRICAN INNIt1 tITi OF ARCHITECTrS, 1735 NEW YORK AVtitENW WAIIGO.t)C 2iii
20.4 Final payment shall not become due until the Contractor
has delivered to the Owner a complete release of all liens arising
out of this Contract or receipts in full covering all labor, mate-
rials and equipment for which a lien could be filed, or a bond
satisfactory to the Owner to indemnify the Owner against such
lien. If such lien remains unsatisfied after payments are made,
the Contractor shall refund to the Owner all money the Owner
may be compelled to pay in discharging such lien, including all
costs and reasonable attorneys' fees.
20.5 The making of final payment shall constitute a waiver of
claims by the Owner except those arising from:
.1 liens, claims, security interests or encumbrances aris-
ing out of the Contract and unsettled;
.2 failure of the Work to comply with the requirements
of the Contract Documents; or
.3 terms of special warranties required by the Contract
Acceptance of final payment by the Contractor, a Subcontrac-
tor or material supplier shall constitute a waiver of claims by
that payce except those previously made in writing and identi-
fied by that payee as unsettled at the time of final Application
PROTECTION OF PERSONS AND PROPERTY
21.1 The Contractor shall be responsible for initiating, main-
taining, and supervising all safety precautions and programs in
connection with the performance of the Contract. The Con-
tractor shall take reasonable precautions for safety of, and shall
provide rcaLsonable protection to prevent damage, injury or loss
.1 employees on the Work and other persons who may
he affected thereby;
.2 the Work and materials and equipment to be incor-
porated therein; and
.3 other property at the site or adjacent thereto.
The Contractor shall give notices and comply with applicable
laws. ordinances, niles, regulations and lawful orders of public
authorities hearing on safety of persons and property and their
protection from damage, injury or loss. The Contractlor shall
promptly remedy damage and loss to property at the site
caused in \who iler in p:trl by the Contractor. a Subcontr:co r, a
ubih-subcontractor, or anyone directly or indirectly emplloyed
hb a:n of theml. or by anyone for whose acts they may he liable
ind ftor which the Contractor is responsible under Subpara-
graphs 21.1.2 and 21.1..3. except for damage or loss attributable
to acts or (missions of tlhe Owner or Architect or by anyone for
whose acts either of them may1 he liable, and not attributable to
the fault or negligence of the Contractor. The foregoing obliga-
tions of lie Contractor are in addition to the Contractor's
obligations under Paragraph 14i.12.
21.2 IThe Contractor shall not he required to perlforn without
consent any Work relating to asbestos or polychlorinated
22.1 The (Contractor shall purchase from and maintain in a
company or companies lawfully authorized to do business in
the jurisdiction in which the Project is located insurance for
protection from claims under workers' or workmen's compen-
sation acts and other employee benefit acts which are applica-
ble, claims for damages because of bodily injury, including
death, and from claims for damages, other than to the Work
itself, to property which may arise out of or result from the
Contractor's operations under the Contract, whether such
operations be by the Contractor or by a Subcontractor or any-
one directly or indirectly employed by any of them. This insur-
ance shall be written for not less than limits of liability specified
in the Contract Documents or required by law, whichever cov-
erage is greater, and shall include contractual liability insurance
applicable to the Contractor's obligations under Paragraph
14.12. Certificates of such insurance shall be filed with the
Owner prior to the commencement of the Work.
22.2 The Owner shall be responsible for purchasing and main-
taining the Owner's usual liability insurance. Optionally, the
Owner may purchase and maintain other insurance for self-
protection against claims which may arise from operations
under the Contract. The Contractor shall not be responsible for
purchasing and maintaining this optional Owner's liability
insurance unless specifically required by the Contract
22.3 Unless otherwise provided, the Owner shall purchase
and mintatin, in a company or companies lawfully authorized
to do business in the jurisdiction in which the Project is
located, property insurance upon the entire Work at the site to
the full insurable value thereof. This insurance shall be on an all-
risk policy form and shall include interests of the Owner, the
Contractor, Subcontractors and Sub-subcontractors in the
Work and shall insure against the perils of fire and extended
coverage and physical loss or damage including, without dupli-
cation of coverage, theft, vandalism and malicious mischief.
22.4 A loss insured under Owner's property insurance shall be
adjusted with the Owner and made payable to the Owner as
fiduciary for the insureds, as their interests may appear, subject
to the requirements of any applicable mortgagee clause.
22.5 The Owner shall file a copy of each policy with the Con-
tractor before an exposure to loss may occur. Each policy shall
contain a provision that the policy will not be cancelled or
allowed to expire until at least 30 days' prior written notice has
been given to thle Contractor.
22.6 'The Owner and Contractor waive all rights against each
oilier and tile Architect, Architect's consultants, separate con-
SracItors described in Article 17, if any, and any of their subcon-
tr.acors, sub-subcontractors, agents and employees, for daun-
ages caused by fire or other perils to the extent covered by
property insurance obtained pursuant to this Article 22 or other
property insurance applicable to the Work, except such rights
as they may have to the proceeds of such insurance Iheld by the
Owner as fiduciary. The Contractor shall require similar
waivers in favor of the Owner and the Contractor by Subcon-
tractors and Sub-subcontractors. The Owner shall require sini-
lar waivers in favor of the Owner and Contractor by the Archi-
tect, Architect's consultants, separate contractors described in
Article 17, if any, and the subcontractors, sub-subcontractors,
agents and employees of any of them.
CORRECTION OF WORK
23.1 The Contractor shall promptly correct Work rejected by
the Architect or failing to conform to the requirements of the
AIA DOCUMENT A117 AllBR:EVIA'I i) COST-(:t'I.:S OWNER CONTRACTOR AGREEMENT SECOND EDITION AIAI
i a18- TtIE AMERICAN INSTITIn'E o01 ARCl:ITECTS, 1735 NEW YORK AVENUE, NW, WASHINGTON, D.C. 20()06
Contract Documents, whether observed before or after r Sub-
stantial Completion and whether or not fabricated, installed or
completed, and shall correct any Work found to be not in
accordance with the requirements of the Contract Documents
within a period of one year from the date of Substantial Com-
pletion of the Contract or by terms of an applicable special war-
ranty required by the Contract Documents. The provisions of
this Article 23 apply to Work done by Subcontractors as well as
to Work done by direct employees of the Contractor.
23.2 Nothing contained in this Article 23 shall he construed to
establish a period of limitation with respect to other obligations
which the Contractor might have under the Contract Docu-
ments. Establishment of the time period of one year as described
in Paragraph 23.1 relates only to the specific obligation of the
Contractor to correct the Work, and has no relationship to the
time within which the obligation to comply with the Contract
)Dicumelnts may be sought to be enforced, nor to the time
within w which proceedings may he commenced to establish the
Contractor's liability with respect to the Contractor's obliga-
tions othler than specifically to correct the Work.
24.1 '1 he Contract shall be governed by the law of the place
%,here the Project is located.
24.2 As betwe en the Owner and the Contractor, any applica-
hbc statute of limitations shall commence to run and any alleged
cause Iof action shall he deemed to have accrued:
.1 not later than the date of Substantial Completion for
iacts or failures to act occurring prior to the relevant
date ol Substantial CnompletiIon;
.2 no)t later thaA the date of issuance of thle final Cer-
tificate for IPayVment i(r acts or lailuers t aclt occurring
subse(quen t to the relevant date of Sulstlantial (Com-
pletion and prior to issuance of the final Certilicate for
.3 not later than the date of the relevant act or failure to
act by the Contractor for acts or failures to act occur-
ring after the date of the final Certificate for Payment.
TERMINATION OF THE CONTRACT
25.1 If the Architect fails to recommend payment for a period
of 30 days through no fault of the Contractor, or if the Owner
fails to make payment thereon for a period of 30 days, the Con-
tractor may, upon seven additional days' written notice to the
Owner and the Architect, terminate the Contract and recover
from the Owner payment for all Work executed and for proven
loss with respect to materials, equipment, tools, and construc-
tion equipment and machinery, including reasonable overhead,
profit and damages applicable to the Project, provided that in
no event shall such payment cause the Guaranteed Maximum
Price to be exceeded.
25.2 If the Contractor defaults or persistently fails or neglects
to carry out the Work in accordance with the Contract Docu-
ments or fails to perform a provision of the Contract, the
Owner, after seven days' written notice to the Contractor and
without prejudice to any other remedy the Owner may have,
nl:my make good such deficiencies and lmay deduct the cost
thereof, including compensation for the Architect's services
and expenses made necessary thereby, from the payment then
or thereafter due the Contractor. Alternatively, at the Owner's
option, and upon certification by the Architect that sufficient
cause exists to justify such action, the Owner may terminate the
Contract and take possession of the site and of all materials,
equipment, tools, and construction equipment and machinery
thlercon owned by the Contractor and may finish the Work by
whatever method the Owner may deem expedient. If the
Lunpaid balance of the Contract Sum exceeds costs of finishing
hle Work, including compensation for the Architect's services
and expenses made necessary thereby, such excess shall ie
paid Io tho e Contractor, but if such costs exceed such unpaid
balance, the Contractor shall pay the difference to the Owner,
provided that in no event shall such payment cause the Guaran-
teed Maximum Price, if any, to be exceeded.
AIA DOCUMENT A117 AIIItREVIATEI) COST(: -PI.1 S OW N: R-C(ONI RAC I ( ) AR (;RI:EMINTI SICONID HDITION AIA1
1 'W-i 1 IlI AM1ERItAN INS1 tII 1 E OF ARC(ITI ECT S. 17"S N\\' IORKE A,. ENI ;, N .''. WASIIING ON, ]).(; 2000()
OTHER CONDITIONS OR PROVISIONS
* The hourly labor rates include the cost of the secretaries
time to administer payroll and other labor related.matters as
set forth in our proposal of July 20, 1988. This time will be
spent in our office, instead of onsite, but will be directly
proportionate to the number of labor hours worked each week.
This Agrccmcnt entered intol ) s of tlic d;:i ;nd \l yer first Viilttcn ilbovc.
()\\NR ( ( )NTRACT)R
(l'rntled tiPIr' tand tilll)
AIA DOCUMENT A117 AllIREVIA '11:) (:()SI IIS '1.1'S OWNER (:CON I'IA(.T( AG(;REiI':I N I' CONI) EDITION AIA*
()-1. - I.I AM:I(ICAN INSTI I '"IT ()I ARCIII IECTS, 17.5 NEW YORK AVENUE, N.W, WASIINGTON, I) C. 2(fXX)
(ll'rillield Iilltc a(Id iille)
PO BOX 3225
62 HYPOLTA STREET
ST. AUGUSflNE, FLORIDA 32084
PROPOSAL FOR THE
HISTORIC ST. AUGUSTINE PRESERVATION BOARD
RENOVATIONS TO GOVERNMENT HOUSE
PROJECT # D508449A
JULY 20, 1988
July 20, 1988
Mr. David Scott
Research and Construction Director
Historic St. Augustine Preservation Board
P.O. Box 1987
St. Augustine, Florida 32085
Dear Mr. Scott:
I enjoyed our meeting of June 29, 1988 and looking over the
proposed renovation plans and the accompanying tour of Government
House. As per our conversation, I am pleased to submit a basic
proposal for the renovations to the Government House renovation
project D50 8449A in St. Augustine, Florida.
As per our conversation, you and your staff are planning to
coordinate and be responsible for some of the major subcontractors
on this project, i.e. mechanical and electrical. Your request
from me was to provide hourly rates for my crew and the coordi-
nation of smaller miscellaneous subcontractors to do demolition,
carpentry, masonry, clean-up, etc. which will be necessary to
complete the above referenced job.
Due to the hidden defects, structural changes, and unknowns
associated with a repair/remodeling project of this nature it
is impossible for me to give an exact cost estimate for the work
to be done. It has been our experience in the past that the
best way to approach a job such as this is on a step-by-step
basis in which we evaluate each option as it becomes available
to us. Therefore, we feel that a cost-plus arrangement will
be most beneficial to you in that it is impossible to evaluate
all of the options at this time.
As you know, our company is a state certified General Contracting
firm. We often handle the entire project from start to finish,
however in this case we will be glad to provide you with as
little or as much of our general contracting expertise as you
desire in the coordination and handling of your project. The
following outlines the policy we generally work under with our
It is the responsibility of the General Contractor to act in
thebest interest of the owner, in this case the Historic St.
Augustine Preservation Board. That responsibility includes
- The obtaining of all necessary permits to start and complete
the job. (if required of us)
- The coordination of the various subcontractors and tradesmen
to insure timely completion of the project.
- The collection of all payments from the owner and timely
dispersal to the various subcontractors upon the completion
of certain portions of their work, if required of us, and the
weekly payroll to our employees.
- To maintain proper workmen's compensation and liability in-
surance on all employees working on your project.
- To inspect the quality of workmanship and materials of our
employees and all subcontractors on the project.
- To be responsible for the entire project from beginning to
completion and warranty all work on the project for one year
from date of completion (unless otherwise stated for longer
periods of time).
- The above guidelines apply only to those areas of the project
which will involve us and not the subcontractors hired direct-
ly by the Historic St. Augustine Preservation Board.
Our firm, as well as all other general contracting firms, charge
a fee for administering a project such as this. This fee is
based on many variables including the complexity, size or dollar
amount, and location of the project. Based on these considera-
tions, we will administer our portion of your project for a fee
of twenty percent. This fee will help to cover our office and
job overhead as well as give us a normal profit. The twenty
percent fee will be applied to all permits, labor, materials and
subcontractors. This will be paid along with the regular draws
for the project which will be based on the amount of work com-
pleted every two to three weeks. Payments should be made to us
within five days from receipt of a bill.
We'will give periodic statements of our cost for each sub-
contractor, materials and labor and will add our fee onto this
total. All labor costs will include the hourly wage paid to
each employee plus all labor overhead charges such as liability
insurance, workmen's compensation insurance, Social Security
taxes, health insurance, administration of labor costs and
payroll, etc. Labor rates vary for each trade and the skill of
the craftsman but generally fall in the $12 $20 per hour
range including labor surcharges. Len's time will be billed
at $30 per hour.
At the start of the project we will give you a list of names for
the employees on your project and their hourly rates and we will
use the most cost efficient combinations of employees for the
particular jobs required on your project.
Len Weeks Construction*Design*Development has been involved in
construction, remodeling and restoration in the St. Augustine
area for eleven years. We are very actively involved in the
downtown restoration area and do about fifty percent of our
construction in this area.
We feel that our experience in past restoration projects and
our office's close proximity to your project, makes us uniquely
qualified to offer you the best possible construction services
for your project.
We appreciate your considering us for this project and assure
you that if chosen to be your contractor, we will do everything
in our power to give you the first class job that this project
deserves and to complete the project as quickly as possible.
If you have any questions with our proposal please feel free
to give us a call. We look forward to working with you in
any capacity we can in the near future.