Proposed Contract with MCN Build, Inc. to Contract No. DCAM-24-CS-RFP-0029

MURIELBOWSERMAYOR
December16,2025
The Honorable PhilMendelson
Chairman
CounciloftheDistrictofColumbiaJohnA.WilsonBuilding1350 PennsylvaniaAvenue, NW, Suite504
Washington, DC 20004
DearChairmanMendelson:
Pursuanttosection451oftheDistrictofColumbiaHomeRuleAct(D.C.OfficialCode§ 1-
204.51)andsection202oftheProcurementPracticesReformActof2010(D.C.OfficialCode§2-352.02),enclosedforconsiderationandapprovalbytheCounciloftheDistrictofColumbiaisproposedContractNo,DCAM-24-CS-RFP-0029withMCN Build,Inc.inthenot-to-exceedamountof$15,353,085(includinganexistinglettercontractamountof$995,000).Thenot-to-exceedamountisanearlyreleaseoffundsfortheinitialphaseofthemodemizationofHartMiddle
School.
Aspartoftheinitialphaseoftheproject,MCN Build,Inc.willprovideearlystartworkincludinghazardousmaterialabatement,interiordemolition,geothermal,below-gradework,utilitywork,andotherearlyactivities,whiletheDistrictandMCN Build,Inc.finalizethefullscopeand
guaranteedmaximumpricefortheproject.
My administrationisavailabletodiscussanyquestionsyoumayhaveregardingtheproposedcontract.Inordertofacilitatearesponsetoanyquestionsyoumayhave,pleasecontactDelanoHunter,Director,DepartmentofGeneralServices(“DGS”),orhaveyourstaffcontactXavierBeltran,InterimChiefProcurementOfficer,DGS,at(202)340-6358.
IlookforwardtotheCouncil’sfavorableconsiderationofthiscontract.
Sincerely,
MutielBo\ser
1

GOVERNMENT OF THE DISTRICT OF COLUMBIA
Office of Contracting and Procurement

Pursuant to section 202(c) of the Procurement Practices Reform Act of 2010, as amended, D.C.
Official Code § 2-352.02(c), the following contract summary is provided:

COUNCIL CONTRACT SUMMARY
(Proposed Early Start Agreement)

(A) Contract Number: DCAM-24-CS-RFP-0029

Contractor: MCN Build, Inc.

Proposed Contract Amount
(ESA #1): Not-to-Exceed (“NTE”) amount: $15,353,085.00 (includes
$995,000.00 Letter Contract amount)

Unit and Method of Compensation: Progress Payments on a monthly basis

Term of Contract: February 13, 2025 (date of execution of Letter Contract by
the Department of General Services (the “Department” or
“DGS”)) through July 16, 2029 (“Substantial Completion
Date”), with an Administrative Term Date of March 15,
2030.

Type of Contract: Cost plus fixed fee with a guaranteed maximum price
(“GMP”)

Source Selection Method: Competitive Request for Proposal (“RFP”)

(B) For a contract containing option periods, the contract amount for the base period and for each
option period. If the contract amount for one or more of the option periods differs from the
amount for the base period, provide an explanation of the reason for the difference:

N/A.

(C) The date on which the letter contract or emergency contract was executed:

The Notice to Proceed & Letter Contract (“Letter Contract”) was executed on February 13, 2025.

(D) The number of times the letter contract or emergency contract has been extended:
2

The Letter Contract was modified once. Modification No. 1 to the Letter Contract, executed on May
22, 2025, extended the term of the Letter Contract through December 31, 2025.

(E) The value of the goods and services provided to date under the letter contract or emergency
contract, including under each extension of the letter contract or emergency contract:

The total value of the services provided to date is $995,000.00, which represents the initial Not -to-
Exceed (“NTE”) amount established by the Letter Contract.

(F) The goods or services to be provided, the methods of delivering goods or services, and any
significant program changes reflected in the proposed contract:

If approved, the early start agreement (“ESA”) to DCAM -24-CS-RFP-0029 (the “Contract”) will
authorize MCN Build, Inc., (the “Contractor”) to provide full design and construction services for the
approximately 135,000- square-foot school facility , located at 601 Mississippi Avenue , SE,
Washington, DC 20032, as well as the design, coordination, and execution of an internal swing site
for the modernization of Hart Middle School (the “Project”). The ESA will cover the fees, allowances,
bonds, insurance, and gene ral conditions needed to deliver the design and preconstruction
deliverables. The Project will be completed in two phases: (i) the Design and Preconstruction Phase;
and (ii) the Construction Phase. The Project's substantial completion shall occur on or before July 16,
2029.

The Department of General Services (the “Department” or “DGS”) seeks Council approval to execute
the proposed Contract. If approved, the Contract will establish an ESA in the NTE amount of
$15,353,085.00, which is inclusive of the $995,000 Letter Contract amount. As the proposed Contract
value is more than $1 million, Council approval is required for this contract action.

(G) The selection process, including the number of offerors, the evaluation criteria, and the
evaluation results, including price, technical or quality, and past performance components:

On September 6, 2024, the Department issued a Request for Proposals ( “RFP”) to engage a highly
qualified design-builder for the Project.

The RFP was posted on the Department’s OpenGov portal on September 6, 2024, and a pre-proposal
conference and a site walk were held on September 17 , 2024. The Proposal Due Date was October
21, 2024, and four (4) addenda were issued to the RFP.

Addendum No. 1, issued on September 19, 2024.

− Provided the sign-in sheet and business cards from the pre-proposal conference and site visit
held on September 17, 2024.
− Provided revised links (Section No. 3.2 link for submitting proposals) and (Section 5.2 link
for submitting RFP questions).

Addendum No. 2, issued on September 24, 2024:
3

− Provided revised Attachment C (Form of Offer Letter).
− Revised Section 1.3 (Project Budget and Funding Limitations).
− Revised Section 1.6 (Project Delivery Method and Schedule).
− The proposal due date was extended to October 8, 2024, at 2:00 P.M.
− Provided the questions and answers sheet which were released via OpenGov.

Addendum No. 3, issued on September 25, 2024:

− Extended proposals due date to October 15, 2024, at 2:00 PM.

Addendum No. 4, issued on October 11, 2024:

− Extended proposals due date to October 21, 2024, at 2:00 PM.

Proposal Submissions:

On the P roposal due date, October 21, 2024, four (4) firms (“ Offeror(s)”) submitted responsive
proposals.

Technical Evaluation Process:

Each Offeror’s technical proposal was independently evaluated by a Technical Evaluation Panel
(“TEP” or “Panel”).

A kick-off meeting was held with the Panel on November 7, 2024. The kick-off meeting established
a schedule for the evaluation of proposals and discussed in detail the roles and responsibilities of the
Panel. In addition, each Panel member completed the required Disclosure Agreement and
Confidentiality Agreement.

Consensus Meeting:

After the Panel members had completed their individual evaluations of the proposals, the Panel met
on November 22, 2024, to develop a consensus technical score and supporting written narrative for
each Offeror. In developing the consensus score, the Panel discussed the details of each proposal in
light of the evaluation factors and subfactors.

Contracting Officer’s Independent Evaluation:

The Department’s Contracting Officer carefully reviewed each of the proposals and independently
rated each Offeror. He further carefully reviewed the evaluation process followed by the Panel, their
notes and scoresheets, and their final consensus technical evaluation. Considering the Department’s
historical experience with the proposed Offerors and, to the extent necessary, reviewing the
underlying proposals, the Contracting Officer scored the Offerors differently. The C ontracting
Officer’s review of all the Offerors’ technical proposals revealed that the Offerors submitted sound
and strong proposals.
4

Certified Business Enterprise Preference Points:

In addition to the price and technical scoring, a certain number of points were available for each
Offeror based on its status as a Certified Business Enterprise (“CBE”) as determined by the
Department of Small and Local Business Development (“DSLBD”). The Contractor was so certified
and received points accordingly.

Determination of a Fair and a Reasonable Price:

When the total points for all three components (technical, price, and CBE preference) were combined,
the Contractor was the highest-ranked Offeror. The Contracting Officer examined the fee/price
proposal submitted by the Contractor and determined that the overall proposed fees/price submitted
by the Contractor is within the independent government estimate (“IGE”) and is fair and reasonable
and accordingly a mutually satisfactory Contract was successfully concluded with the Contractor.

Contract Award:

By the award memorandum executed on December 11, 2024, the Department awarded Contract No.
DCAM-24-CS-RFP-0029 to the Contractor, as such award would be most advantageous to the
District.

(H) A description of any bid protest related to the award of the contract, including whether the
protest was resolved through litigation, withdrawal of the protest by the protestor, or voluntary
corrective action by the District. I nclude the identity of the protestor, the grounds alleged in
the protest, and any deficiencies identified by the District as a result of the protest:

The award of the Contract was not protested.

(I) A description of any other contracts the proposed contractor is currently seeking or holds with
the District:

The Contractor is currently involved in several District projects and is in pursuit of many other
District projects. The list of projects is provided as Exhibit A.

(J) The background and qualifications of the proposed c ontractor, including its organization ,
financial stability, personnel, and performance on past or current government or private sector
contracts with requirements similar to those of the proposed contract:

The Contractor is based in Washington, DC, and is a Certified Business Enterprise (“CBE”)
specializing in developments that enhance the community, including transformational projects that
promote economic sustainability, to include community, education, office, retail, healthcare, and
institutional spaces, in the District of Columbia, Maryland, and Northern Virginia. MCN Build, Inc.
provides a range of services, including preconstruction, construction management, general
contracting, and consulting services.

5

The Contractor has successfully completed the following projects for DGS:

1. Raymond Elementary School Washington, DC, a $62,000,000 project.
2. MacFarland Middle School Washington, DC, a $62,000,000 project.
3. Jefferson Middle School Academy Washington, DC, a $75,000,000 project.
4. C.W. Harris Elementary School Washington, DC, a $50,000,000 project.

The Contractor possesses the financial stability to successfully perform the Project and has provided
a staffing plan for the Project, which has been reviewed and approved by the Department. MCN
Build, Inc. has been determined responsible in accordance with 27 DCMR § 4706.1.

(K) A summary of the subcontracting plan required under section 2346 of the Small, Local, and
Disadvantaged Business Enterprise Development and Assistance Act of 2005, as amended, D.C.
Official Code § 2 -218.01 et seq. (“Act”), including a certification that the subcontracting plan
meets the minimum requirements of the Act and the dollar volume of the portion of the contract
to be subcontracted, expressed both in total dollars and as a percentage of the total contract
amount:

MCN Build, Inc., is a certified business enterprise in accordance with the Act (CBE Number:
LR65116012028). Pursuant to D.C. Official Code § 2- 218.46(d-1), MCN Build, Inc. shall submit a
detailed subcontracting plan to DSLBD that meets the requirements of D.C. Official Code § 2-
218.46(d) before entering into a guaranteed maximum price. MCN Build, Inc. submitt ed a
subcontracting plan as follows:

Contract’s NTE Dollar Value: $15,353,085.00
Subcontracting Requirement %: 35%
Contractor’s Self-Performance Amount: $1,228,246.80
Subcontracting Plan Required Dollar Value: $4,943,693.37
Subcontracting Plan Actual Dollar Value: $5,913,800.00

(L) Performance standards and the expected outcome of the proposed contract:

The Contractor must provide all design, preconstruction, and construction services and other services
necessary to substantially complete all phases of the Project no later than July 16, 2029. In general,
the Contractor must perform the requirements contained in the C ontract and meet or exceed the
performance standards therein. The Contractor is subject to liquidated damages of $2,500 per day of
delay for failure to timely achieve substantial completion of the Project. The Contract also provides
a disincentive fee of $25 ,000 for the replacement of key personnel without prior approval of DGS -
this is not as a penalty, it is to reimburse the Department for its administrative costs arising from the
Contractor’s failure to provide the key personnel.

(M) The amount and date of any expenditure of funds by the District pursuant to the contract prior
to its submission to the Council for approval:

The Letter Contract executed by the Department on February 13, 2025, provides for an initial NTE
amount of $995,000, representing the total expenditure of funds authorized to date.
6

(N) A certification that the proposed contract is within the appropriated budget authority for the
agency for the fiscal year and is consistent with the financial plan and budget adopted in
accordance with D.C. Official Code §§ 47-392.01 and 47-392.02:

The Office of the Chief Financial Officer has certified that the proposed Contract’s NTE amount is
consistent with the Department’s budget and that adequate funds are available in the Department’s
budget in accordance with D.C. Official Code § § 47-392.01 and 47-392.02. The applicable fiscal
sufficiency certification accompanies this council package.

(O) A certification that the contract is legally sufficient, including whether the proposed contractor
has any pending legal claims against the District:

The proposed contract has been deemed legally sufficient by the Department’s Office of the General
Counsel and the Contractor does not appear to have any currently pending legal claims against the
District.

(P) A certification that the Citywide Clean Hands database indicates that the proposed contractor
is current with its District taxes . If the Citywide Clean Hands Database indicates that the
proposed contractor is not current with its District taxes, either: (1) a certification that the
contractor has worked out and is current with a payment schedule approved by the District; or
(2) a certification that the contractor will be current with its District taxes after the District
recovers any outstanding debt as provided under D.C. Official Code § 2-353.01(b):

The Citywide Clean Hands database indicates that the Contractor is in compliance with the
Government of the District of Columbia tax laws and regulations. The applicable Clean Hands
certification for the Contractor accompanies this council package.

(Q) A certification from the proposed contractor that it is current with its federal taxes, or has
worked out and is current with a payment schedule approved by the federal government:

The Contractor has certified that it is current with its federal taxes.

(R) The status of the proposed contractor as a certified local, small, or disadvantaged business
enterprise as defined in the Small, Local, and Disadvantaged Business Enterprise Development
and Assistance Act of 2005, as amended; D.C. Official Code § 2-218.01 et seq.:

According to the DSLBD website the Contractor is a Certified Local Business Enterprise and
Resident Owned Business. The Contractor ’s CBE Number is LR65116012028, with an expiration
date of January 28, 2028.

(S) Other aspects of the proposed contract that the Chief Procurement Officer considers
significant:

None.

7

(T) A statement indicating whether the proposed contractor is currently debarred from providing
services or goods to the District or federal government, the dates of the debarment, and the
reasons for debarment:

The Contractor is not debarred from providing services to the Government of the District of Columbia
or the Federal Government according to the Office of Contracts & Procurement’s Excluded Parties
List and the Federal Government’s Excluded Parties List.

(U) Any determination and findings issues relating to the contract’s formation, including any
determination and findings made under D.C. Official Code § 2-352.05 (privatization contracts):

None.

(V) Where the contract, and any amendments or modifications, if executed, will be made available
online:

Contract award information is available on the DGS website. The Contract will be made available
on the DGS’s website upon approval.

(W) Where the original solicitation, and any amendments or modifications, will be made available
online:

The original solicitation and any amendments have been posted on the DGS’ website.

(X) (1) A certification that the proposed contractor has been determined not to be in violation of
section 334a of the Board of Ethics and Government Accountability Establishment and
Comprehensive Ethics Reform Amendment Act of 2011, D.C. Official Code § 1- 1163.34a; and
(2) A certification from the proposed contractor that it currently is not and will not be in
violation of section 334a of the Board of Ethics and Government Accountability Establishment
and Comprehensive Ethics Reform Amendment Act of 2011, D.C. Official Code § 1-1163.34a:

Based upon a certification from the Contractor, the Contractor has been determined not to be in
violation of D.C. Official Code § 1-1163.34a; and will not be in violation of D.C. Official Code § 1-
1163.34a.

8

Exhibit A

Contracts that MCN Build, Inc. Currently Holds with The District (Not Limited to DGS only):

Contract Number Project Caption

Project Value
1. DCAM-22-CS-RFP-0002 CMAR for Fort Lincoln Park $40M
2. DCAM-23-CS-RFP-0008 Tubman ES Modernization $79M
3. DCAM-23-CS-RFP-0017 MacArthur HS Expansion $72M
4. DCAM-23-CS-RFP-0035 New Douglass Community Center
Modernization
$25M
5. DCAM-24-CS-RFP-0004 Martin Luther King ES Modernization $57M
6. DCAM-24-CS-RFP-0024 CMAR for Jelleff Recreation Center $28M
7. DCAM-24-CS-RFP-0028 Whittier EC Modernization and Modular
Campus
$96M
8. DCAM-24-CS-RFP-0029 Hart MS Modernization and Internal Swing $122M
9. DCAM-24-CS-RFP-0032 Chisholm ES Modernization $90M

Projects MCN Build, Inc. Is Currently Seeking with The District (Not limited to DGS only):

Contract Number Project Caption

Project Value
1. DCAM-25-CS-RFP-0017
Construction Management At-risk Services for
Metropolitan Police Department 7th District
New Headquarters and Parking Facility
$55M

*
*
* Governmentofthe DistrictofColumbia

mmm OiceoftheChiefFinancialOfficer 110144Street,SWFmt OfficeofTaxandRevenue Washington,DC20024
DateofNotice:November24,2025 NoticeNumber:0015400900 =
MCNBUILDINC FEIN:#*-9993429121428THSTNW CaseID:18799138WASHINGTONDC20007-3315
CERTIFICATE OF CLEAN HANDS
AsreportedintheCleanHandssystem,theabovereferencedindividual/entityhasnooutstandingliabilitywith the Districtof Columbia Office of Tax and Revenue or the Department of Employment
Services.As of the date above, the individual/entityhas complied with DC Code § 47-2862, therefore
thisCertificateof Clean Hands isissued.
TITLE 47. TAXATION, LICENSING, PERMITS, ASSESSMENTS, AND FEES
CHAPTER28GENERALLICENSESUBCHAPTERII.CLEANHANDSBEFORERECEIVINGA LICENSEOR PERMITD.C.CODE§47-2862(2006)§47-2862PROHIBITIONAGAINSTISSUANCEOFLICENSEOR PERMIT

AuthorizedBy Melinda Jenkins
Branch Chief,Collectionand EnforcementAdministration
Tovalidatethiscertificate,pleasevisitMyTax.DC.gov.OntheMyTaxDC homepage,clickthe
“ValidateaCertificateofCleanHands”hyperlinkundertheCleanHandssection.

{1014thStreetSW,SuiteW270,Washington,DC20024/Phone:(202)724-5045/MyTax.DC-gov

Department of General Services 3924 Minnesota Avenue, NE, Washington D.C. 20019

Memorandum

To: Delano Hunter
Director

From: Antoinette Hudson - Beckham
Agency Fiscal Officer

Reference: Proposed Contract No. DCAM-24-CS-RFP-0029
Design-Build Services for Hart Middle School Modernization and Internal
Swing

Date: December 2, 2025

Subject: Fiscal Sufficiency Review

In my capacity as the Agency Fiscal Officer of the Department of General Services (the “Department”),
I hereby state that the Design -Build Agreement for Design-Build Services for Hart Middle School
Modernization and Internal Swing (DCAM-24-CS-RFP-0029), with MCN Build , Inc . (the
“Contractor”) in the Not -to-Exceed (“NTE”) amount of $15,353,085.00 is consistent with the
Department’s current budget and that adequate funds are available in the budget for the expenditure.

Per the Department’s Contracts and Procurement team, the Letter Contract was executed on February
13, 202 5, with initial NTE amount of $99 5,000.00. The proposed Contract in the amount of
$14,358,085.00 will increase the NTE amount from $995,000.00 to $15,353,085.00 ($995,000.00 +
$14,358,085.00).

While funding in the amount of $15,353,085.00 is being approved for capital-eligible items only,
there is an ineligible amount of $91,800.00 listed in Exhibit Z of the Contract. See the operating
column and associated items. These items are ineligible for capital expenditure, per the District
Guidelines. The goods/services are needed for FY2026. There should be no purchases, commitments
and expenditures for these items, until operating funds are available via a purchase order for the
same amount. In no event shall the Contractor be entitled to perform any work against these items
unless authorized in advance and in writing by a duly authorized DGS Contracting Offic er through
a modification of the contract. Unless and until such modification is executed by a duly authorized
DGS Contracting Officer, the Contractor will be limited to capital-funded purchase orders (“POs”) in
the amount of $15,261,285.00 for the capital eligible work authorized by this contract modification.
For the avoidance of confusion, if the Contractor performs any work with the ineligible items in the
amount of $ 91,800.00, as outlined in Exhibit Z, without express written authorization by a duly
authorized DGS Contracting Officer, the Contractor does so at its own risk.

The Department of General Services (DGS – Implementing AGY) has $15,353,085.00 in the District of
Columbia Public Schools (DCPS – Owner AGY) cumulative capital budget authority balance.

The SOAR/PASS information is attached/below.

Project Name Project
Number
AY Fund
Detail
Imp.
AG
Y
Owner
AGY
RK/PO Amount Comments
AM0.YY1SPC.CENTRA
LIZED SWING SPACE
100318 n/a 3030300 AM0 GA0 PO722405 $995,000.00 Letter Contract
AM0.NG337C.HART MS
MODERNIZATION
100110 n/a 3030300 AM0 GA0 RK317696 $509,869.00 Proposed Contract -
Modernization
Capital Part of
$14,358,085.00
AM0.YY1SPC.CENTRA
LIZED SWING SPACE
100318 n/a 3030300 AM0 GA0 RK317704 $13,756,416.00 Proposed Contract -
Swing Space
Capital Part of
$14,358,085.00
AM0.YY1SPC.CENTRA
LIZED SWING SPACE
100318 n/a 3030300 AM0 GA0 RK317707 $91,800.00 Proposed Contract
Operating
Part of
$14,358,085.00
Total $ 15,353,085.00

Antoinette Hudson Beckham
Agency Fiscal Officer
Department of General Services

Department of General Services 3924 Minnesota Avenue, NE, Washington D.C. 20019

OFFICE OF THE GENERAL
COUNSEL

MEMORANDUM

TO: Tomás Talamante
Director, Office of Policy and Legislative Affairs

FROM: Kristen Walp
Senior Assistant General Counsel

SUBJECT: Legal Sufficiency Certification

Design-Build Agreement for Hart Middle School Modernization and Internal Swing

Contract Number: DCAM-24-CS-RFP-0029
Contractor: MCN Build, Inc.

DATE: December 3, 2025

This is to certify that this Office has reviewed the above-referenced proposed contract and has
found it to be legally sufficient, subject to submission of: (i) any required materials to Council
for approval; (ii) Council’s approval of the same; and (iii) a Fiscal Certification issued by the
Department of General Services’ Agency Fiscal Officer.

Please feel free to contact me at (202) 727-2800 with any questions.

_______________________
Kristen Walp
Senior Assistant General Counsel

GOVERNMENT OF THE DISTRICT OF COLUMBIA
DEPARTMENT OF GENERAL SERVICES
Contracts & Procurement Division
VIA ELECTRONIC MAIL ONLY
January 31, 2025
Joseph Khoury
Principal/EVP of Preconstruction
MCN Build
1214 28th Street NW,
Washington, DC 20007
Reference: Request for Proposals (“RFP”) No. DCAM-24-CS-RFP-0029
Design-Build Services for Hart Middle School Modernization & Internal Swing
Subject: Notice to Proceed and Letter Contract
Dear Mr. Joseph:
We refer to the proposal submitted by MCN Build, Inc. (the “Contractor” or “Design-Builder”) in response
to the above-referenced RFP. We are pleased to inform you that this work has been awarded to MCN Build,
Inc. and if this letter contract (“Letter Contract”) is signed by the Contractor without modification of any
kind, it will serve as a Notice to Proceed with the work described below. This Notice to Proceed is subject
to the following terms:
1. Letter Contract. This is a Letter C ontract between the Contractor and the District of Columbia
Government, acting by and through its Department of General Services (“DGS” or the “Department”), and
shall govern our relationship until such time as a final contract is entered into for the work described in the
above-referenced RFP (the “Definitized Contract”); provided, however, that to the extent an issue is not
covered in this Letter Contract, the RFP shall govern. Once an authorized Contracting Officer executes the
Definitized Contract, this Letter Contract shall automatically be incorporated into and shall merge into and
be superseded by the Definitized Contract.
2. Scope of Work. The Contractor shall provide Design-Build Services for the Hart Middle School
Modernization & Internal Swing project, located at 601 Mississippi Avenue SE, Washington, DC 20032
(the “Project”), as described in the Contractor’s Proposal dated October 21, 2024, submitted in response
to the subject RFP the Schedule of Values attached to this Letter Contract as Exhibit A.
3. Deliverables. In connection with the services provided pursuant to this Letter Contract, the
Contractor shall provide, at a minimum, the deliverables Exhibit C in accordance with the requirements in
the RFP, the Schedule of Values attached to this Letter Contract as Exhibit A, and Form of Contract to the
Department’s Program Manager and in the referenced instances to the Contracting Officer.

3924 Minnesota Avenue NE, 5th Floor Washington DC 20019 |Telephone (202) 727.2800 | Fax (202) 727-7283
In the event that the Contractor fails to timely submit any such deliverable, the Contractor shall pay to the
Department a disincentive fee in the amount of Seven Thousand Five Hundred Dollars ($ 7,500.00) plus
Five Hundred Dollars ($500.00) per day after receiving written notice from the Contracting Officer of failure
to submit each deliverable. This remedy is cumulative and does not limit any other right or remedy of the
Department under the contract or applicable District law.
4. Not to Exceed Amount. The limit of this authorization is up to $995,000.00 (“Not to Exceed”
amount or “NTE”) including $650,000.00 for the D esign Fee, $23,880.00 for the Design-Build Fee,
$12,463.00 for a portion of the Payment and Performance bonds , $18,797,00 for Insurance Burden,
$200,000.00 for Exploratory/Existing Building and Site Investigation Allowance, and $89,860.00 for
Personnel General Conditions, as further described in the Schedule of the Values Exhibit A. In no event
shall the Contractor be entitled to receive more than the NTE under this Letter Contract unless authorized
in advance and in writing by a duly authorized Contracting Officer. This not-to-exceed amount includes all
costs incurred by the Contractor in connection with the work authorized hereby.
5. Construction Phase Compensation . The Contractor understands and agrees that the Department
makes no representation or warranty that the Contractor shall be entitled to serve as the Design-Builder for
the Project. If, however, the Department and the Contractor agree upon a Guaranteed Maximum Price
(“GMP”) and schedule for the Project, the Contractor agrees that it shall be paid a Design Fee of
6,350,000.00, a Design-Build Fee of $3,000,000.00 and that the Lump Sum General Conditions Cost shall
be $6,500,000.00, to include the amounts in Section 4, based on the schedule and budget set forth in the
RFP. The Contractor further agrees to enter into a design-build agreement that is substantially similar to the
Agreement for Design -Build Services issued with the RFP, subject only to such adjustments as were
requested by the Contractor in its bid and which are agreed to by the Department.
6. Insurance. At all times while working under this Letter Contract, the Contractor shall maintain
insurance as described in the RFP. All such policies shall be endorsed to add the District of Columbia,
including, but not limited to, its Department of General Services, and the respective agents, employees, and
offices of each as additional insureds. The Contractor must maintain insurance for all of their subcontractors
as described in Exhibit H.
7. Duration. Once signed by the Contractor, the Letter Contract will become effective on the date the
Letter Contract is executed by the Department. This Letter Contract will terminate on the earlier to occur of
the following: (i) the date the Definitized Contract becomes effective; or (ii) June 30, 2025, DGS reserves
the right to terminate this Letter Contract, in whole or specified part, for convenience in the manner
described in Article 5 and Article 6 of the District of Columbia Department of General Ser vices Standard
Contract Provisions General Provisions for Construction Contracts.
8. Billing. All invoices shall be submitted directly to the Department at th e address specified in the
RFP. Purchase Order numbers should be included in all future invoices and accounting records. Properly
prepared invoices with the necessary backup shall be paid within thirty (30) days of receipt. Invoices not
paid by that date shall bear interest in accordance with the Quick Payment Act.
9. Key Personnel. To carry out its duties, the Design -Builder shall provide at least the key personnel
identified in Exhibit F (“Key Personnel”), who shall carry out the functions identified in Exhibit F. Among
other things, the Key Personnel shall include:
A - Key Personnel of the Contractor:
The following individuals shall be considered key personnel (“Key Personnel”) of Design Builder:
3924 Minnesota Avenue NE, 5th Floor Washington DC 20019 |Telephone (202) 727.2800 | Fax (202) 727-7283
(i) Project Manager;
(ii) Superintendent; and
(iii) Project Executive.
B - Key Personnel of the Architect/Engineer
The following individuals shall be considered the Key Personnel of the Architect:
i. Project Manager;
ii. Project Architect;
iii. Principal in Charge;
iv. Lead Mechanical Engineer; and
v. Lead Envelope Consultant.
It is contemplated that these Key Personnel will work from the design stage, purchasing and throughout the
bulk of the fieldwork. The Design -Builder’s obligation to provide adequate staffing is not limited to
providing the Key Personnel but is determined by the needs of the Project. If any of the Key Personnel
becomes unavailable to perform services in connection with the Letter Contract due to death, disability, or
separation from the employment of the Design -Builder or any affiliate of the Design -Builder, then the
Design-Builder shall promptly notify the Department’s Contracting Officer and propose a replacement
acceptable to the Department. The Department shall be entitled to complete information before approving
such replacement. Certain members of the Design-Builder’s Key Personnel shall be subject to a replacement
fee for their removal or reassignment by the Design-Builder.
If the Design-Builder replaces one of the key personnel listed in Exhibit F as being subject to a replacement
fee, without the prior written consent of the Department, then the Design-Builder shall pay the Department
$25,000 for each replacement as a replacement fee and not a penalty, to reimburse the Department for its
administrative costs arising from the Design-Builder’s failure to provide the Key Personnel. The foregoing
replacement fee amount shall not bar recovery of any other damages, costs , or expenses other than the
Department’s internal administrative costs.
10. ProjectTeam. The Design -Builder shall utilize the Department’s current project management
software, ProjectTeam, to submit any and all project documentation required to be provided by the Design-
Builder for the Project, including, but not limited to: (i) requests for information; (ii) submittals; (iii)
meeting minutes; (iv) invoices/applications for payment (full package including all forms required by DGS);
(v) certified payrolls (in addition to upload via LCP Tracker); (vi) drawings and specificatio ns; (vii) GMP
and any Submissions that require approval by the Council of the District of Columbia; (viii) punchlist; and
(ix) other project documents as may be designated by the Department.
Electronic storage and transmission of information via ProjectTeam system shall be compliant with the
provisions of the Document Security section of these General Requirements.
11. Invoice Submittal. The Contractor shall create and submit payment requests in an electronic format
through the DC Vendor Portal, https://vendorportal.dc.gov. The Contractor shall submit proper invoices on
a monthly basis. To constitute a proper invoice, the Contractor shall enter all required information into the
Portal after selecting the applicable purchase order number which is listed on the Contractor’s
profile. Properly prepared invoices with the necessary backup shall be paid within thirty (30) days of
receipt. Invoices not paid by that date shall bear interest in accordance with the Quick Payment Act. For

3924 Minnesota Avenue NE, 5th Floor Washington DC 20019 |Telephone (202) 727.2800 | Fax (202) 727-7283
assistance with the registration process call (202) 741-5200 or visit http://vendorportal.dc.gov to submit an
inquiry.
12. Purchase Order Number. This Letter Contract will become effective on the date the Letter Contract
is executed by the Department. The Department’s Contracting & Procurement Division will issue a purchase
order number and will be sent in a separate cover. That number should be included in all future invoices and
accounting records. In the event that you do not obtain a purchase order number please contact Safiullah
Baran at safiullah.baran@dc.gov directly to obtain this number.
13. Ownership and Use of Documents. All documents and work products prepared by the Contractor
shall become the property of the Department upon the payment of invoices submitted under the Letter
Contract.
14. Trade Work/Site Control. Unless otherwise directed by the Department, the Contractor shall not
perform any trade work or take control of the site. Any authorization to proceed with trade work will include
appropriate provisions relating to compliance documents (first source employment agreement, Department
of Small and Local Business Development ( “DSLBD”)), bonds, insurance, and safety procedures. At a
minimum, however, the Department’s Standard Contract Provisions for Construction shall apply . In
addition to the requirements set forth in any such subsequent authorization, prior to executing this Letter
Contract, the Contractor sh all provide the Department’s Contracting Officer with certificates evidencing
insurance, a payment and performance bond having a penal value equal to the then value of the Letter
Contract and the Contractor’s agreement of indemnity. In the event the Contra ctor fails to provide the
Department with such certificates of insurance, the agreement for indemnity or bond, the Department may
withhold any subsequent payment until such documents are provided.
15. Entire Agreement; Modification. This Letter Contract, along with the Standard Contract Provisions,
(Exhibit B1 – Architectural & Engineering Services and Exhibit B2 – Construction Services) supersede all
contemporaneous or prior negotiations, representations, course of dealing, or agreements, either written or
oral. No modifications to this Letter Contract shall be effective against the Department and unless made in
writing signed by the Dep artment. Notwithstanding the provisions of this Section 15, nothing herein shall
limit the Department’s ability to unilaterally modify this Letter Contract.
16. Davis Bacon Act Wage Determination and 29 CFR 5.5 Davis Bacon Provision. The Contractor agrees
that the work performed under this Letter Contract shall be subject to the Davis Bacon Wage Determination
Act (40 U.S.C. §§ 3142 -3148) Exhibit D 1 and Title 29 Code of Federal Regulations (“CFR”) part 5.5
Exhibit D2 in effect at the time of Letter Contract execution by the Department.
17. Living Wage Act. The Contractor agrees that the work performed under this Letter Contract shall be
subject to the Living Wage Act in effect at the time of Letter Contract execution by the Department. As
such, the Contractor and its subcontractors shall comply with the wage reporting requirements imposed by
the act as set forth in Exhibit G.
18. Performance And Payment Bonds . The Contractor agrees to post a payment and performance
bond having a penal value equal to the Agreement amount at the time the Agreement is executed. The
Design-Builder will be required to post an updated payment and performance bonds to reflect the
GMP Amendment amount (Exhibit E).
2/13/2025

Department of General Services 3924 Minnesota Avenue, NE, Washington D.C. 20019
Contracts & Procurement

SENT VIA ELECTRONIC EMAIL ONLY

May 22, 2025

Joseph Khoury
Principal/EVP of Preconstruction
MCN Build
1214 28th Street NW,
Washington, DC 20007

Reference: Request for Proposals (“RFP”) DCAM-24-CS-RFP-0029
Design-Build Services for Hart MS Modernization and Internal Swing

Dear Mr. Joseph:

We refer to the signed Letter Contract & Notice to Proceed dated February 13, 2025 (the “Letter
Contract”) between the District of Columbia Government, acting by and through its Department
of General Services (the “Department” or “DGS”) and MCN Build, Inc. (the “Contractor” or
“Design-Builder”) in response to the above -referenced RFP. Assuming this Letter Cont ract
Modification is countersigned without modification of any kind, it will serve as Modification No.1
(“Modification”) to the Letter Contract. The terms of this Modification are as follows:

1. Duration. The duration of the Letter Contract is hereby extended to December 31, 2025.
The extension is due to the additional time required to submit an Early Start Agreement for
Council approval.

2. Complete Settlement. It is mutually agreed that in exchange for this Modification and
other considerations, the Contractor hereby releases, waives, settles, and holds the
Department harmless from any and all actual or potential claims or demands for delays,
disruptions, additional Work, additional time, additional cost, contract extensions,
compensations or liabilit y under any theory, whether known or unknown, that the
Contractor may have now or in the future against the Department arising from or out of, as
a consequence or result of, relating to or in any manner connected with this Modification,
the above-referenced project, and the Contract Work.

3. Prior Agreement. Except as expressly modified hereby, all of the terms and conditions of
the Letter Contract remain unchanged and in full force and effect.

ISSUED BY: ACCEPTED BY:
The Department of General Services MCN Build, Inc.

By: By:
Name: Peter Henry Lyonga Name:
Title: Contracting Officer Title:
Date: Date:
Joseph Khoury
EVP of Preconstruction
5/22/2025
5/22/2025
Page 1 of 102

DESIGN-BUILD AGREEMENT
FOR
HART MIDDLE SCHOOL MODERNIZATION & INTERNAL SWING
BY AND BETWEEN
THE DEPARTMENT OF GENERAL SERVICES
AND
MCN BUILD, INC.
CONTRACT NUMBER: DCAM-24-CS-RFP-0029

Page 2 of 102

PROJECT INFORMATION

A. PROJECT SUMMARY

1. Project Name:
Design-Build Services for Hart Middle
School Modernization & Internal Swing
2. Project Address: 601 Mississippi Avenue SE, Washington,
DC 20032
3. Agreement Type: Design-Build with Guaranteed Maximum
Price
4. Client Agency: District of Columbia Public Schools
(“DCPS” or “Client Agency”)
5. Design-Builder: MCN Build, Inc.
6. Agreement Amounts:
i. Initial not-to-exceed (“NTE”) amount
(Exhibit X):
$15,353,085.00 (inclusive of the $955,000
Letter Contract amount) . The initial NTE
amount of $995,000.00 is hereby increased
by $14,358,085 from $995,000.00 to
$15,353,085.00.

While funding in the amount of
$15,353,085.00 is being approved for
capital-eligible items only, there is an
ineligible amount of $91,800.00 listed in
Exhibit Z of the Contract. See the operating
column and associated items. These items
are ineligible for capital expenditure, per the
District Guidelines. The goods/services are
needed for FY2026. There should be no
purchases, commitments and expenditures
for these items, until operating funds are
available via a purchase order for the same
amount. In no event shall the Contractor be
entitled to perform any work against these
items unless authorized in advance and in
writing by a duly authorized DGS
Contracting Officer through a modification
of the contract. Unless and until such
modification is executed by a duly
authorized DGS Contracting Officer, the
Contractor will be limited to capital-funded
purchase orders (“POs”) in the amount of
$15,261,285.00 for the capital eligible work
authorized by this contract modification.
For the avoidance of confusion, if the
Contractor performs any work with the
ineligible items in the amount of
Page 3 of 102

$91,800.00, as outlined in Exhibit Z,
without express written authorization by a
duly authorized DGS Contracting Officer,
the Contractor does so at its own risk.

ii. Project Budget:
(Modernization & Internal Swing combined) $122,000,000.00
7. Design-Builder Compensation:
i. Design Fee (including Construction
Administration): $5,397,500.00
ii. Design-Build Fee: $360,000.00
a. Base Design-Build Fee:
(60% of Design-Build Fee) $216,000.00
b. At-Risk Design-Build Fee:
(40% of Design-Build Fee) $144,000.00
iii. Lump Sum General Conditions Cost: $780,000.00
iv. Allowances (Exhibit AA):
a. Permit Allowance: $900,000
b. Exploratory/Existing Building and Site
Investigation Allowance: $200,000.00
c. Owner Controlled Allowance:
$250,000.00
v. Preconstruction Fee (15% of the
Base Design-Build Fee) $32,400.00 (includes in Design-Build Fee)
vi. Contingency: $659,144.00
8. Liquidated Damages: $2,500.00 per day
9. Disincentive Fee for Failure to Timely
Submit Deliverables:
$7,500.00 plus $500.00 per day, per
deliverable
10. GMP Basis Project Documents
Submission Date: April 1, 2026
11. Substantial Completion Dates:

July 16, 2029

12.
Final Completion Dates:

January 17, 2030

13. Administrative Term Expiration Date: March 15, 2030
14. Letter Contract (if applicable):
a. i
i
i Period of Performance:
From February 13, 2025, (date of execution
of Letter Contract), through execution of
this Agreement.
Page 4 of 102

b. 2 NTE Amount: $995,000.00
15. GMP Basis Project Documents: Design Development Documents
16. Key Personnel Replacement: $25,000.00 per replacement
17. Assumptions and Clarifications: (Exhibit W)

Page 5 of 102

DESIGN-BUILD AGREEMENT
HART MIDDLE SCHOOL MODERNIZATION & INTERNAL SWING
DCAM-24-CS-RFP-0029
THIS AGREEMENT (“Agreement” or “Contract”) is made by and between the
DISTRICT OF COLUMBIA GOVERNMENT (the “District”), acting by and through its
DEPARTMENT OF GENERAL SERVICES (the “Department” or “DGS”), and MCN
BUILD, INC. a company duly organized under the laws of the District of Columbia, and with
a place of business at 1214 28th Street NW, Washington, DC 20007 (the “Design-Builder” or
“Contractor” and collectively with the Department, the “Parties”).
RECITALS
WHEREAS, the Department issued a Request for Proposals dated September 6, 2024
(the “RFP”) to engage a design -builder to prepare a design for and to construct and complete
the work at Hart Middle School (“Hart MS”) Modernization & Internal Swing, located at 601
Mississippi Avenue SE, Washington, DC 20032 (the “Project”); and
WHEREAS, the Department intends to implement the Project through a design -build
approach. The scope of work for the Project will be divided into two phases: (i) the design and
preconstruction phase; and (ii) the construction phase; and
WHEREAS, the Department requires that the Project be completed no later than
July 16, 2029 (the “Substantial Completion Date”); and
WHEREAS, the Design -Builder submitted a proposal entitled “Proposal for Design-
Build Services for Hart Middle School Modernization & Internal Swing (“Hart MS”) – DCAM-
24-CS-RFP-0029,” dated October 21, 2024 , to provide design-build services for the Project;
and
WHEREAS, the Department retained the Design -Builder to provide design -build
services for the Project , which is to include design, preconstruction , and construction ,
administration services for Hart MS; and
WHEREAS, the Design -Builder will provide the architectural, engineering,
construction, and related services necessary to complete the Project, subject to the terms and
conditions set forth in this Agreement; and
WHEREAS, the Department has retained the services of a program manager (the
“Program Manager”) to advise it concerning the Project; and
WHEREAS, the Department has established a budget and the Design -Builder will
conduct its work in accordance with an underlying budget for the Project, which includes but
is not limited to all design fees, hard and soft construction costs, fees, general conditions of the
Design-Builder, and allowances, including an allowance for the maintenance of the school and
grounds per the maintenance and operations plan until achieving Final Completion (such
budget, the “Project Budget”); and
WHEREAS, the Department and the Design-Builder entered into a letter contract dated
February 13, 2025 (the “Letter Contract”) pursuant to which the Design-Builder was authorized
to proceed with certain design , preconstruction, abatement, and demolition services in
furtherance of the Project.
Page 6 of 102

NOW, THEREFORE, the Department and Design -Builder, for the consideration set
forth herein, mutually agree as follows.

Page 7 of 102

DEFINITIONS
Section 1.1. Administrative Term.
The Agreement shall have an administrative term (the “Administrative Term”) that runs from
the effective date of the notice to proceed (“NTP”) to the Administrative Term Date set forth
in the Project Information Section above. In addition, within this time the Design-Builder shall
execute and submit a Final Release of Liens and Claims in a form and format required by a
Contracting Officer (“CO” or “Contracting Officer ), inclusive of providing the Department
with a complete set of any product manuals ( “O&M”) and training videos, if applicable . The
Administrative Term is established for the sole purpose of permitting the Department’s Office
of the Chief Financial Officer to process payments in the event any payments become
due. Notwithstanding the foregoing, nothing herein shall be construed to : (i) extend the
Substantial Completion Date ; (ii) extend the Final Completion Date ; or, (iii) limit the
Department’s ability to assess liquidated damages thereon.
Section 1.2. Agreement.
The terms “Agreement” or “Contract” shall mean this entire, integrated agreement between the
Department and the Design -Builder with respect to the Project, consisting of this document
and the Exhibits thereto, including but not limited to the Standard Contract Provisions
(Construction Contracts and Architectural/Engineering Services Contracts (Exhibit J )), the
construction documents released for the Design-Builder’s use and any change orders, contract
modifications or change directives that have been executed by the Department.
Section 1.3. Client Agency.
The governmental or quasi-governmental entity, represented by the Department, requesting the
Project.
Section 1.4. Construction Documents.
The final Drawings and Specifications, as prepared, sealed by the Design-Builder’s architect
in accordance with the law, and issued by the Design-Builder for the purpose of obtaining bids
from potential trade subcontractors and material suppliers for use in constructing the Project.
Section 1.5. Construction Phase Services.
The services provided throughout the construction phase during which the Design-Builder shall
carry out the bulk of the construction and manage the completion of the design for the Project,
including construction administration services.
Section 1.6. Cost of General Conditions.
The Cost of General Conditions shall mean the lump sum amount the Design-Builder is entitled
to recover for general conditions and is further described in Section 0 of this Agreement.
Section 1.7. Contract Documents.
The term “Contract Project Document(s)” refers to one or more components of the Project
documents that comprise the Agreement between the Department and the Design -Builder,
including any modifications or changes thereof, the drawings and specifications, and any
addenda to the RFP issued thereto.
Section 1.8. Design and Preconstruction Phase Services.
The services to be provided under Article 3 constitute the design & preconstruction phase
services to be performed by the Design-Builder.
Section 1.9. Drawings.
The drawings are the graphic and pictorial portions of the Contract Project Documents,
Page 8 of 102

wherever located and wherever issued, showing the design, locations , and dimensions of the
Work, generally including plans, elevations, sections, details, schedule, and diagrams.
Section 1.10. Final Completion.
The point at which Substantial Completion has been achieved, all punchlist items noted at
Substantial Completion have been completed, and all Project documents the Design-Builder is
required to deliver to the Department as a condition to receive final payment have been
delivered.
Section 1.11. Final Completion Date.
The date established in the Agreement by which the Design -Builder shall achieve Final
Completion. The Final Completion Date may be modified only by Change Order or Change
Directive in accordance with the Agreement.
Section 1.12. Fully Complete.
To undertake all of the Work necessary to fully construct and complete the Project and execute
all tasks necessary to obtain the final certificate of occupancy for the Project from the District
of Columbia , submit final lien releases from the Design -Builder and Subcontractors and
material suppliers, complete all punchlist items to the Department’s approval and sign-off, and
cause all representations, warranties, and guarantees to be honored and otherwise fulfill all of
the requirements set forth in the Agreement.
Section 1.13. Guaranteed Maximum Price or GMP.
The maximum amount, including, but not limited to, the design-build fee and the Cost of the
Work, that will be paid to the Design-Builder to Fully Complete the Project as set forth in
Article 4. The Guaranteed Maximum Price (“GMP”) may be modified only by Change Order,
Contract Modification, or Change Directive in accordance with the Agreement. The GMP shall
be established in the GMP Amendment.
Section 1.14. Hazardous Material.
Hazardous Material includes but is not limited to, a ny toxic substance or hazardous chemical
defined or regulated pursuant to federal, state , or local laws relating to pollution, treatment,
storage, or disposal of waste, or protection of human health or the environment. Such laws
include, without limitation, the Comprehensive Environmental Response , Compensation and
Liability Act, the Resource Conservation and Recovery Act, the Clean Water Act, the Clean
Air Act, and laws relating to emission, spills, leaks, discharges, releases or threatened releases
of toxic material. The term Hazardous Materials shall also include petroleum and petroleum
bi-products.
Section 1.15. Notice to Proceed.
A written notice to proceed, signed by the Department’s Contracting Officer , directing the
Design-Builder to proceed with the Project or any portion of the Project (“Notice to Proceed”
or “NTP”).
Section 1.16. Project Schedule.
The schedule for the Project (“Project Schedule”), attached as Exhibit B, is agreed upon by
the Department and the Design -Builder. Such schedule shall include a baseline schedule as
updated periodically by the Design-Builder, approved by the Department. The Project Schedule
shall not be changed except by a Contract Modification, Change Order or Change Directive
issued by the Department’s Contracting Officer. The Project Schedule shall be in a form and
contain such detail as may be agreed upon by the Parties.
Page 9 of 102

Section 1.17. Self-Performed Work.
The parties hereby agree that “Self -Performed Work” means and shall encompass trade work
performed by employees of: (1) the Design-Builder; (2) any entity that is a partner or member
of the entity comprising the Design-Builder; (3) any entity that controls, is controlled by, or is
under common control with the Design -Builder; or (4) any entity that controls, is control led
by, or is under common control with any entity that is part of the Design -Builder. Self -
Performed Work is distinguished from trade work performed by subcontractors unaffiliated
with the Design-Builder or the entities of which the Design-Builder is comprised.
Section 1.18. Services.
The services to be provided pursuant to the Agreement which shall include the Design &
Preconstruction Phase Services and the Construction Phase Services necessary to deliver the
Project.
Section 1.19. Specifications.
The Specifications are that portion of the Contract Project documents consisting of the written
requirements for materials, equipment, construction systems, standards and workmanship for
the Work, and performance of related services.
Section 1.20. Standard Contract Provisions.
The District of Columbia Department of General Services Standard Contract Provisions,
General Provisions (Construction Contract s and Architectural/Engineering Services
Contracts), as amended, is attached hereto as Exhibit J and incorporated herein.
Section 1.21. Subcontractor.
Any person, natural or legal, to whom the Design -Builder delegates the performance of any
portion of the Work required by the Agreement. The term “Subcontractor,” used without a
qualifier, shall mean a subcontractor in direct contractual privity with the Design -Builder.
“Subcontractors at all tiers” shall mean not only those Subcontractors in direct contractual
privity with the Design -Builder and not the Department , but also those performing Work
pursuant to sub -subcontracts, and so on. “Subcontractors” shall include both those who are
retained to perform labor only and those who are retained both to perform labor and to supply
material or equipment. “Subcontractors” shall also include design professionals who are not
the Design-Builder’s employees and t o whom the Design -Builder delegates any part of its
responsibilities under the Agreement, except that references to “trade Subcontractors” shall
exclude design professionals.
Section 1.22. Substantial Completion.
Substantial Completion shall mean that all of the following have occurred: (1) the
preconstruction, construction and installation work have been completed with only minor
punchlist items remaining to be completed; (2) the Project has obtained a Department of
Buildings (“DOB”) Certificate of Occupancy, and the final DOB Certification of Occupancy
shall be received within thirty (30) days of Substantial Completion; (3) all other required
permits or approvals must have been obtained ; (4) all Operation and Maintenance Manuals
have been finalized, submitted, and approved and must be submitted to the Department six
months prior to Substantial Completion; (5) required trainings per Turnover Manual have been
scheduled within thirty (30) days of the Substantial Completion Date and the Design-Builder
shall provide final videotaped recordings within thirty (30) days of the Substantial Completion
Date; (6) Draft Warranties have been submitted and approved; (7) the Project has obtained DC
Department of Health approval of the kitchen and health suite; ( 8) the Project site has been
deep cleaned and cleared of any debris; (9) the Project is ready for the Department and Client
Agency to use it for its intended purpose; ( 10) all equipment, supplies, materials and items to
be installed have been installed in accordance with the manufacturer’s specifications and
Page 10 of 102

industry standards and have undergone and passed the requisite testing and inspections ; (11)
the certificate of compliance with regulatory standards for all existing public synthetic
playgrounds, as required by D.C. Code § 10 -171.03 is submitted to the Department; and (12)
commissioning is complete, and a final punchlist is documented with completion dates
established. “Minor punchlist items” are defined for this purpose as items that, in the aggregate,
can be completed within sixty (60) days without interf ering with the Department or Client
Agency’s normal use of the Project.
Section 1.23. Substantial Completion Date.
The date established herein by which the Design-Builder shall achieve Substantial Completion.
The Substantial Completion Date may be modified only by Change Order , Contract
Modification, or Change Directive in accordance with the Agreement.
Section 1.24. Work.
The term “Work” refers to any and all work done in the performance of the services
necessary, at any and all phases of the Agreement, to Fully Complete the Project.

Page 11 of 102

GENERAL PROVISIONS
Section 2.1. Letter Contract
The Parties acknowledge that certain of the investigation, design, and preconstruction activities
described in Article 3 of this Agreement were performed pursuant to the Letter Contract
between the Parties as described in the Project Information Section of this Agreement .
Pursuant to the terms of the Letter Contract, upon execution of this Agreement by the
Department (the “Agreement Effective Date”), the Letter Contract shall automatically be
incorporated into and shall merge into and be superseded by this Agreement. The Parties agree
that any services provided or work performed pursuant to the merged Letter Contract, and prior
to the Agreement effective Date, shall be governed by the terms and condition s of this
Agreement.
Section 2.2. Term and Termination
The period of performance under this Agreement shall commence from the date of execution
of the Contract by the Department, unless the Department executes a Letter Contract, in which
case the period shall commence from the execution of the Letter Contract, and shall terminate
upon the expiration of the Administrative Term or upon termination by the Department
pursuant to Articles 5 and 6 of the Standard Contract Provisions (Construction Contracts) and
Article 8 of the Standard Contract Provisions (Architect ural & Engineering Services
Contracts).
Section 2.3. Relationship of Parties.
The Design -Builder accepts the relationship of trust and confidence established with the
Department by this Agreement, and covenants with the Department to furnish the Design -
Builder’s reasonable skill and judgment and to cooperate with the Program Manager in
furthering the interests of the Department. The Design -Builder shall use its best efforts to
perform the Work and complete the Project in an expeditious and economical manner
consistent with the interests of the Department. The Department shall endeav or to promote
harmony and cooperation among the Department, Design -Builder, Program Manager, and
other persons or entities employed by the Department for the Project. In performing its duties
under this Agreement, the Design -Builder shall at all times use the standard of care used by
Design-Builders that construct projects similar to the Project in type, size , and scope in large,
urban areas. Whenever the term “competent” is used herein to describe the Design -Builder’s
actions or duties, that term shall re fer to the level of competence customarily possessed by
those Design-Builders that construct projects similar to the Project in type, size , and scope in
large, urban areas.
Section 2.4. Confidentiality of Information
The Design-Builder shall assure and keep all information and data obtained throughout the
performance of the Project whether related to the Agreement, the Work in all of its aspects, the
Department, and the Department’s employees confidential, during and following the term of
the Agreement and shall not use the information in connection with any other matters; nor shall
it disclose any such information to any other person, firm or corporation, unless disclosure is
required pursuant to a court order, subpoena or other regulatory authority. The Design-Builder
shall not be divulged of confidential information without the individual’s and the Department’s
written consent and only in accordance with District’s or Federal laws, codes and
regulations. The Design -Builder and any Subcontractors who utilize, access, or store
personally identifiable information as part of the performance of this Agreement are required
to safeguard this information and immediately notify the Department of any breach or
suspected breach in the security of such information. The Design -Builder and all
Page 12 of 102

Subcontractors shall allow the Department to both participate in the investigation of incidents
and exercise control over decisions regarding external reporting . The Design -Builder,
Subcontractors, and their respective employees working on this Project may be required to sign
a confidentiality statement.
Section 2.5. Project Description.
The Design-Builder shall provide design-build services required for a fully modernized facility
of Hart MS , located at 601 Mississippi Avenue SE, Washington, DC 20032 . The Project
includes full design and construction services for an approximately 135,000-square-foot school
facility for Hart MS and the design, coordination and execution of an internal swing site.
The Design-Builder shall design and construct a combination of renovation of the existing
building footprint to the Educational Specifications (“Ed Specs(s)” or “Educational
Specifications”) to bring it in line with the District of Columbia Public Schools (“DCPS”) Ed
Specs as set forth in Exhibit A3 (collectively, the “Project”). The Design-Builder will also be
responsible for designing, coordinating, and executing an internal swing plan to keep the
school population on-site throughout the Project. It is expected that a bubble/tent and kitchen
trailer will be added to accommodate the swing site. The school will likely become a permanent
swing site following the completion of the Hart MS modernization , and the design shall
accommodate this consideration; this means that in the future, another school will co-locate on
the campus with Hart MS. The Design -Builder shall work with DGS , and DCPS in an early
planning phase on how best to approach the internal swing with consideration given to future
co-location, security, site safety, constructability, phasing, and cost. It is expected that both the
swing portion and modernized portion of the Hart campus will have separate control systems,
heating, ventilation, and air conditioning (“HVAC”) systems, and utility connections/accounts.
Refer to Exhibit A2 for submission requirements.
The historic Hart MS was built in 1955, with an addition following in 1964, and is located on
Oxon Run Park. The building has had several additional construction projects, including a
Phase 1 Modernization in 2011, a new elevator in 2021, and a tenant space upgrade in 2022.
The building has an existing photovoltaic system which w ill be removed before construction
commences unless otherwise possible to keep in space throughout the Project. The original
1955 building is more than the Project Ed Specs; however, it is expected that the whole of this
portion of the building is modernized and is estimated to be about 135,000 square -feet. The
Design-Builder shall work with DGS and DCPS to determine space needs and layouts for the
1967 wing for the internal and future swing site. The swing site portion of the building is not
expected to be fully upgraded to modernization standards which will be determined as part of
the Project, however, an elevator dedicated to the 1967 wing shall be included. The Project
shall include all new outdoor facilities for Hart MS and will be determined with the school and
DCPS as part of the Project. However, it is likely to include fields/courts, outdoor classrooms,
parkour, parking, and loading facilities. It is expected the school which will co-locate with Hart
after their modernization will be an elementary school and it is expected that two playgrounds
will be provided as part of the final turnover of the swing space. Exhibit A4, Exhibit A5,
Exhibit A6, Exhibit A7, and Exhibit A8 provide further information on the existing building
condition.
Hart MS is located on a portion of Oxon Run part which was transferred to the District of
Columbia through a Transfer of Jurisdiction , which was later expanded to accommodate the
1967 addition. Documentation for the transfer will be provided to the awarded team but
encapsulates the school and parking area to the south and east of the building. The Design-
Builder shall provide a subdivision on the land to create a record lot. A portion of the site and
building are located in the 100 - and 500-year floodplains and design and construction shall
meet all local and federal requirements.
Page 13 of 102

Any new synthetic playground must be accompanied by a certificate of compliance with
regulatory standards for all existing public synthetic playgrounds, as required by D.C. Code §
10-171.03.
Generally, the Design -Builder’s responsibilities shall include, but will not be limited to the
following:
a) To confirm the design and construction of the Project in accordance with the RFP
Documents, including all applicable attachments.
b) To provide all design, construction, and construction management services necessary to
implement the goals of the Project inclusive of, but not limited to, the following: (i) civil,
architectural, electrical, structural, low voltage, and mechanical design services as
required for the Project; and (ii) construction management services inclusive of budgeting,
value engineering (“Value Engineering”), scheduling, Project phasing, Project
administration, management, and coordination of subcontractors. Design scope shall also
include full design and specifications, with a minimum of two options for basis-of-design
for each, of the furniture, fixtures, and equipment (“FF&E”) for GMP pricing.
c) To conduct existing building and site investigation work, including archeology, if and as
required for the Project.
d) To furnish and provide all materials, management, personnel, equipment, hazardous
material abatement, supervision, labor, and other services necessary to complete the
Project.
e) To provide the necessary design, consultants, and documentation for all permitting,
zoning, historic preservation, US Commission of Fine Arts approvals, and National
Capital Planning Commissioning, as needed.
f) To provide move coordination and logistics support for the Project.
g) To complete the transition, installation, and upgrades of the EnteliWEB platform, an
electronic building automated control system.
h) Coordinate the design and construction with the Office of the Chief Technology Officer
(“OCTO”) team to bring the school to current standards.
i) To Participate in regularly scheduled school improvement team (“SIT”) and Community
Meetings throughout the design process.
The Design -Builder shall provide the Department with a GMP based on the Design
Development Documents after this early start agreement (“ESA”) . The process by which the
GMP will be formed is more fully described in this Agreement. Construction and construction
administration services for early authorized work may also occur.
During the Construction Phase, the Design -Builder shall construct the Project and provide
construction administration services. During the Construction Phase, the Design-Builder shall
be required to cause the Work to be completed in a manner consistent with the design
documents and phasing plan approved by the Department and shall provide all labor, materials,
insurance, bonds, and equipment necessary to fully complete the Project in accordance with
the drawings, specifications, Project S chedule, and Project B udget that are issued for the
Project. The Design -Builder shall be responsible for paying for and obtaining all necessary
permits and to pay all necessary fees for utility connections and the like.
2.5.1 Project Sustainability Requirements
The Project is required to meet all local and national codes including but not limited to DC
Energy Conservation, the DC Green Construction Code, the Green Building Act, etc. The
project will also be required to meet the recent amendment to the Green Build ing Act, the
Greener Government Building Amendment of 2022, which went into effect on March 10, 2023.
Page 14 of 102

In addition to the required codes, the project is required to meet the following:
2.5.1.1 LEED Requirements: LEED Requirements: The Project shall be designed in such a
way to incorporate, at a minimum, LEED for Schools – Gold. Evaluation will be required to
determine if the level of renovation qualifies for LEED certification. If the Project qualifies,
the District will require the innovation LEED Pilot Credit – Integrative Process for Health
Promotion(https://www.usgbc.org/credits/new-construction-core-and-shell-schools-new-
construction-retail-new-construction-healthc-106.) The Design -Builder is responsible for the
application and execution of LEED requirements where applicable.

2.5.1.2 Net Zero Energy and Energy Consumption Requirements: In conjunction with the
Greener Governments Building Amendment Act Appendix Z Requirements the Department is
requiring the Project to meet the Appendix Z Net Zero energy building, meaning renewables
needed to offset building energy use must be provided on site, see section below regarding
solar readiness. The Project shall achieve an energy use intensity (“EUI”) of 22 units or less to
meet the energy consumption goals of the Project.

2.5.1.3 Solar-Readiness Requirements : The solar panels will be purchased, installed, and
maintained through the Department by entering into a separate solar power purchase
agreement. The Design -Builder shall make the Project solar -ready by running electrical
conduit for future solar locations on roofs and/or facades and building steel canopies to support
solar in the future in consultation with the Department’s solar owner representative. The
Design-Builder and the Departments solar owner representative will work together to provide
the required calculations to meet the requirements of Appendix Z onsite renewable. Solar panel,
inverter material, labor costs, and solar commissioning shall remain outside of the Design -
Builder’s scope. While it is assumed solar panels will be a part of the design to achieve Net
Zero Certification, it shall not be the only strategy to achieve the Project goals. The Design -
Builder shall present iterative design options to the Department and DCPS to ensure the net
zero goals are in alignment with program goals for the school.

2.5.1.4 Stormwater Management: The Design -Builder is responsible for meeting all
Stormwater Management requirements within the bounds of the project site. Additionally, the
Design-Builder shall explore the possibility of the creation of Stormwater Retention Credits
through the Department of Energy and Environment (“ DOEE”) Stormwater Retention Credit
program. The Design -Builder is responsible for completing all the work and documentation
required for certification and final approval for Stormwater Management facilities on the
Project.

Section 2.6. Program Manager.
The Department has engaged a Program Manager to provide certain program management
functions. Such Program Manager shall, at all times, be acting solely for the benefit of the
Department, not the Design-Builder.
Only a duly authorized Contracting Officer shall have the authority to direct the
Contractor to start the Project or to issue change orders, contract modifications, or
change directives on the Department’s behalf. The Project Manager and Contracting
Officer’s Technical Representative shall not have the authority to modify any of the rights
and obligations of the Department or the Contractor pursuant to the proposed Contract,
or to issue change orders, contract modifications, or change directives.
As of the date that this Agreement is executed, the Department’s duly authorizing Contracting
Page 15 of 102

Officers are set forth in Exhibit I.
Section 2.7. General Description of Design-Builder’s Duties.
Generally, the Design -Builder shall perform the services in a professional workmanlike
manner. The Design-Builder shall supply and furnish at the location where the Work is to be
performed all design service, labor, materials, equipment, tools, services, and supervision, and
shall bear all items of expense, nece ssary to complete and satisfactorily perform this
Agreement, except such items that the Department, in this Agreement, specifically agrees to
supply or furnish to or for the use of Design -Builder. Any labor, materials, equipment, tools,
services, or supervision not specifically described in this Agreement, but which may be fairly
implied as required thereby or necessary to properly complete the Work, shall be deemed
within the scope of work (“Scope of the Work” or “SOW”) and shall be provided by the
Design-Builder at Design-Builder’s sole expense.
The Design-Builder will be required to work with the Department and the Project stakeholders
through a collaborative design process to advance the programmatic Ed Specs to a fully
realized Project in accordance with the available Project budget. The Design-Builder will be
required to: (1) engage in extensive pre -design and preconstruction efforts to ensure that the
design is developed in a manner consistent with the Department’s goals for the Project (e.g.,
programmatic, budgetary, schedule and quality); (2) to develop a comprehensive Project
phasing; (3) to solicit competitive trade bids for the construction work and to develop an
acceptable GMP and corresponding scope and schedule for the work, and (4) to implement the
requisite construction and other work necessary no later than the Substantial Completion Date.
The Design-Builder will be required to provide move coordination and logistics support. The
Design-Builder shall be responsible for all items of cost except for those items set forth in
Section 9.7 of this Agreement and will be required to provide a “turn -key” Project ready for
occupancy by DCPS.
Section 2.8. Warranties and Representations

a) All disclosures, representations, warranties, and certifications the Design -Builder
makes in its proposal in response to the RFP shall remain binding and in effect
throughout the term of the Agreement. The Design -Builder reaffirms that all such
disclosures, representations, warranties, and certifications are true and correct.
b) If any disclosure, representation, warranty, or certification the Design-Builder has made
or makes pursuant to the RFP or the Agreement, including, without limitation,
representations concerning the Design-Builder’s construction or design experience and
qualifications, claims or litigation history o r financial condition, is materially
inaccurate, that shall constitute a material breach of the Agreement, entitling the
Department to any and all available remedies.
c) The terms and conditions of this Section 2.8 shall apply during both the Design &
Preconstruction and Construction Phases.
Section 2.9. Responsibility for Agents and Contractors.
At all times and during both the Design & Preconstruction and Construction Phases, the
Design-Builder shall be responsible to the Department for any and all acts and omissions of
the Design -Builder’s agents, employees, Subcontractors, Sub -Subcontractors, m aterial
suppliers, laborers, and agents and employees of the Subcontractors, Sub -Subcontractors,
material suppliers, and laborers performing or supplying Work in connection with the Project.
Section 2.10 Building Information Modeling. Building Information Modeling (“BIM”) is
Page 16 of 102

required to be used throughout the lifecycle of the Project, including all Project phases from
Project planning and concept design through construction, as built , and into facilities
management. The BIM requirements are provided as Exhibit S. It is expected by the
Department that all team members are to be committed to the use of BIM in the Project, share
their ideas of BIM expertise with the team, provide BIM data as requested by other team
members, look for cost savings and schedule improvements during the entire Project duration,
and endeavor to leave as a legacy a fully updated, as-built, facility management ready building
information model.

Page 17 of 102

DESIGN-BUILDER’S DESIGN & PRECONSTRUCTION SERVICES
Section 3.1 Preconstruction Services.
During the Design and Preconstruction Phase, the Design -Builder, in consultation with the
Department, shall: (i) develop conceptual plan and cost estimates; (ii) develop a draft final
conceptual site plan/response and cost estimate; (iii) prepare and submit soft and hard copies
of the complete set of Schematic Design Documents; (iv) prepare and submit soft copies of the
50% Design Development Documents and budget, approximately halfway through the Design
Development phase as a progress set to the Departmen t; (v) prepare and submit soft and hard
copies of the complete set of Design Development Documents, Specifications , and Design-
Builder’s cost estimate and schedule; (vi) prepare soft and hard copies of the complete set of
Construction Documents, Specifications and Design-Builder’s cost estimate and schedule; (vii)
review existing condition assessment and recommendation , and (viii) obtain all necessary
building permits to support the Project Schedule.
Without limiting the generality of the foregoing, during the Preconstruction Phase, the Design-
Builder shall: (i) work with its Architect and any design consultants to advance the design for
the Project in consultation with the Client Agency, the Department, and its Program Manager;
(ii) obtain bids from trade subcontractors to perform the work described in the Design
Development Documents and provide bid tabulations to the Department; (iii) engage in any
Value Engineering and scoping exercises necessary to return the cost of the work to the Project
Budget; (iv) engage in preconstruction activities, including identifying any long -lead items;
(v) develop a GMP proposal for the Project; and (vi) enter into a GMP for the Project.
Throughout the Design & Preconstruction Phase, the Design-Builder shall schedule and attend
regular meetings with the Department, the Program Manager, and the Design -Builder’s
Architect.
Section 3.1.1. Building System Assessment. If requested by the Department, within twenty-
eight (28) days after the Preconstruction NTP or Contract is issued, the Design -Builder shall
conduct an assessment report of the building systems and submit a written report to the
Department that assesses whether the existing building systems can accommodate the new
space or if additional systems need to be add ed as part of this modernization. Such a report
shall take into consideration the nature of this Project and the proposed Educational
Specifications. This report shall assess all the building’s key systems, including, but not limited
to, HVAC, kitchens, roof, windows, electrical, lighting, audio-visual equipment, intercom, fire
alarms, and plumbing.
Section 3.1.1.1 Baseline Schedule. Within twenty-one (21) days after the Preconstruction
NTP is issued, the Design -Builder shall prepare and submit a Baseline Schedule for the
Project (the “Baseline Schedule”). The Baseline Schedule shall be subject to review and
approval by the Department, and the Design-Builder shall incorporate such adjustments to
the Baseline Schedule as may be reasonably requested by the Department. The Baseline
Schedule shall be prepared in a critical path method (“CPM”) in a sufficient level of detail
to permit the Department and the Design-Builder and any other affected parties to properly
plan the Project.

The Baseline Schedule shall include but not be limited to the following key milestones:

a) Building Systems Assessment Submission (within 28 days of NTP);
b) Construction Management Plan Submission (within 28 days of NTP);
c) Planning Phase Submission (within 16 weeks of NTP);
Page 18 of 102

d) Concept Design Submission;
e) Concept Design Department review period (21 days);
f) Early Start Agreement(s) Submission Date(s);
g) Swing Site Schematic Design;
h) Swing Site Design Development;
i) Swing Space Permit(s);
j) Schematic Design Submission;
k) Schematic Design Department review period (21 days);
l) 50% Design Development Submission;
m) Design Development Submission;
n) Design Development Department review period (28 days);
o) Swing/Move Dates;
p) GMP Submission Date;
q) Permit Submission(s);
r) Anticipated Permit approval(s);
s) Construction Document Submission;
t) Construction Document review Period (21 days);
u) Release dates for the key subcontractors and long-lead materials, include the
following, if applicable:

a. Elevator(s);
b. Switchgear;
c. Transformer;
d. Generator;
e. Security cameras;
f. Door hardware;
g. Playground equipment;
h. Kitchen equipment;
i. Furniture;
j. Windows, storefront, and curtainwall;
k. Specialty Lighting; and
l. Mechanical Equipment;

v) Excavation completion;
w) Below-grade structure completion;
x) Above-grade structure completion;
y) O&M final submission (required 6 months before Substantial Completion);
z) Temporary weather-tight completion;
aa) Weather-tight completion;
bb) Permanent power completion;
cc) MEP systems operational;
dd) Sitework completion;
ee) Building trade inspections, include the following trades:
a. Elevator;
b. Plumbing;
c. Mechanical;
d. Electrical;
e. Fire Alarm; and
f. Sprinkler;
ff) Final building inspection;
gg) DOB COO application review period (10 days);
hh) Conditional or Final Certificate of Occupancy obtained;
Page 19 of 102

ii) Staff Move-in (3 weeks before student move-in); and
jj) Student Move-in (3rd Monday in August).

The Baseline Schedule shall include durations and logic ties for those building systems that
the Design-Builder is recommending for replacement. The Baseline Schedule must also be
submitted in Primavera 6 native format and shall be updated by the Design -Builder, at a
minimum, monthly.

The Design-Builder shall work with DGS and DCPS to create a design review schedule
that works with the schedule of the School Community and School Improvement Team
(SIT), all SIT required review shall be with the active months of school operations
whenever possible and avoid reviews during summer, winter, and spring breaks. Review
periods cannot be completed without input from the SIT and School community. DGS shall
be notified of any changes of design milestone submission schedules at least two (2) weeks
prior to the submission date to accommodate for SIT Meeting scheduling.

Section 3.1.1.1.1 Planning Phase. No later than sixteen (16) weeks after the NTP is
issued, the Design -Builder shall prepare and submit a proposed Swing Planning
Submission. The goal of this submission is for the Design-Builder to determine general
space planning, constructability, MEP approach, phasing, budgeting, and schedule for
achieving the on-site swing. It shall be the expectation that both the swing portion and
modernized portion of the Hart campus have separate control systems. HVAC systems
and utility connections/accounts. Refer to Exhibit A2 for submission requirements.

Section 3. 1.1.2 Concept Design . The Design -Builder shall prepare and submit a
proposed concept design for the Ed Spec outlined in Exhibit A2 and Exhibit A3. The
concept phase shall include the layout for the swing area. As part of the concept design
phase, the Department requests three (3) concept options or alternatives. Each of the
concept designs shall contain at least the level of detail to provide legib ility of
individual programmatic spaces and provide a Plan-to-Program study of square footage
for each space noted in the Ed Spec. The design submittal shall specifically identify any
deviations from the Ed Specs and shall explain the rationale and cost im plications
associated with such deviation. The Department shall have the right to disapprove the
concept design submittal for any reason. Following the review of the concept design
submissions by DCPS and the Department, the Department shall approve a final
concept design. The Design -Builder shall revise the concept design submission as
necessary to incorporate comments, feedback, and other directions provided by DCPS
and the Department. The Design-Builder’s pricing shall assume that such revisions will
be required, and such revisions shall not entitle the Design -Builder to additional
compensation. The requirements for the Concept Design are referenced in Exhibit A2.
A checklist verifying all requirements are met using Exhibit A2 shall be provided as
a coversheet for the Concept Design submission to the Department.

Section 3.1.1.3 Preliminary Budget Estimate. Concurrently with the delivery of the
concept design, the Design-Builder shall submit a detailed cost estimate of the proposed
design (such estimate, the “Preliminary Budget Estimate”). With regard to building
systems (i.e. roofs, doors, HVAC, security, IT , etc.), the Preliminary Budget Estimate
shall be prepared on a “system” basis that identifies the key building systems or
functions and allocates an estimated cost for each such system. The Design-Build Fee,
the general conditions cost, and contingencies shall be broken out into separate line
items. The primary purpose of the Preliminary Budget Estimate is to aid the Department
Page 20 of 102

and the Client Agency in understanding the costs associated with key elements of the
Project to better prioritize and manage the use of the funding allocated to this Project.
All estimates shall be broken out into three categories: renovation, new construc tion,
and site work, where applicable.
Section 3.1.1.4 Baseline Budget and Program. The Department shall provide the
Design-Builder with a baseline budget and program and comments on the concept
design. Such approval shall be provided (or signed by) the Department’s Deputy
Director for Capital Construction (the “Deputy Director”). In th e event the Design -
Builder does not receive such approval within twenty -one (21) days after submitting
the Preliminary Budget Estimate, it shall so advise the Program Manager (“PM”), the
Deputy Director, and the Contracting Officer in writing of such failure and request
direction. If the Design-Builder fails to provide such notice, the Design-Builder will be
proceeding at its own risk and will be responsible for any redesign costs associated with
budget revisions.
Section 3.1.1.5 Construction Management Plan. The Design-Builder shall submit a
draft of its construction management and Project phasing plan (“Construction
Management Plan”) within twenty-one (21) days after the Preconstruction NTP is issued
to include but is not limited to, noise control, hours for construction and deliveries, truck
routes, trash and debris removal plan, traffic, and parking control plan, communications
procedures, emergency procedures, quality control procedures, dust control plan
(excavations & foundations, building constructio n & site work/hardscape/landscape),
public street cleaning and repair, planned occupancy of public ways, erosion control,
tree protection plan, vibration monitoring plan, sound monitoring, existing and adjacent
building surveys plan, temporary fire protection measures , Project signage, pest
control, construction staging plan, and construction logistics plan.
Section 3.1.1.5.1 Existing and Adjacent Building Survey and Monitoring. The
Design-Builder shall produce a survey document of the areas adjacent to the
Project site including, but not limited to, sidewalks, roadways, alleys, trees,
plantings, and exteriors of adjacent buildings. Depending on the site condition it
may be necessary to request an interior survey of adjacent buildings when a
property line is s hared or in reasonable proximity to the Project. The survey
should consist of images and a narrative o f the existing conditions. Such survey
documents shall be submitted to the Department no later than two (2) weeks prior
to the commencement of any work.
Section 3.1.1.5.2 The Design-Builder shall be required to submit a sound and
vibration monitoring plan that shall be provided for review and approval no later
than two (2) weeks prior to the commencement of any work. The Design-Builder
shall be required to keep daily sound and vibration logs throughout the duration
of construction.
Section 3.1.1.6 Disincentive Fee for Failure to Timely Provide Deliverables . The
Design-Builder acknowledges that the Department is engaging the Design -Builder to
provide an extensive level of preconstruction support services to minimize the potential
for cost overruns, schedule delays , or the need for extensive Value Engineering/re -
design late in the Project and that the deliverables required under this Section 3.1 are
key to identify the value of such services. In the event the Design-Builder fails to deliver
any of the deliverables required in Section 3.1 (and unless such failure is the result of
any event of Force Majeure), the Design -Builder shall be subject to a disincentive fee
in the amount of Seven Thousand Five Hundred Dollars ($7,500.00) plus Five Hundred
Page 21 of 102

Dollars ($500) per day after receiving written notice from the CO of failure to submit
such deliverables.
Section 3.1.1.7 Additional Preconstruction Services. In addition to those items enumerated
above, the Design -Builder shall provide such preconstruction services as are necessary to
properly advance the Project. These services shall include, but are not limited to, scheduling,
estimating, shop -drawings, the o rdering of long -lead materials, condition assessments,
conservator studies, archeological studies, recommended testing, additional geotechnical
testing, and monitoring of historic assets.
Section 3.1.2 (Reserved)
Section 3.1.3 Design Services; Design Reviews.
The Design-Builder shall meet with the representatives of the Department and Client Agency
throughout the Design & Preconstruction Phase as the design progresses so that these
representatives and other stakeholders can have input in and approve the design direction at
appropriate times. Meeting topics will include , but are not limited to, Site Design, Interior
Design, Hardware and Security, FE&E, Finishes, etc. At each deliverable review period, the
Design-Builder shall participate in the SIT meetings and d epartmental reviews with several
Client Agency and DGS department reviews. The Design-Builder will be provided with written
comments at deliverables and is required to provide written responses within twenty -one (21)
days of the comments being provided. The Design -Builder shall ensure that the design is
developed in a manner consistent with the Project budget, i.e., designed -to-budget, as well as
the programmatic requirements set forth and attached hereto as Exhibit A1and the
Department’s other requirements for the Project. All Design Documents shall be prepared by
the Design-Builder’s duly licensed architects and engineers. The GMP basis documents and
all interim design submissions shall be subject to review and approval by the Department, and
the Design-Builder shall be required to revise these Project documents to address concerns
raised by the Department and/or other Project stakeholders and such revisions shall not entitle
the Design-Builder to an increase in the Design Fee.

Section 3.1.3.1 Design Management. During the Design and Preconstruction Phase,
the Design-Builder, in consultation with the Department, shall : (i) develop Concept
Design Submission and cost estimates; (ii) develop a draft final conceptual site
plan/response and cost estimate; (iii) prepare and submit soft and hard copies of the
complete set of Schematic Design Documents; (iv) prepare and submit s oft copies of
the 50% Design Development Documents and budget, approximately halfway through
the Design Develop ment phase as progress set to the Department; (v) prepare and
submit soft and hard copies of the complete set of Design Development Documents,
Specifications and Design-Builder’s cost estimate and schedule; (vi) prepare soft and
hard copies of the complete set of Construction Documents, Specifications and Design-
Builder’s cost estimate and schedule; (vii) review existing condition assessment and
recommendation; and (viii) obtain all necessary building permits to support the Project
Schedule.
Without limiting the generality of the foregoing, during the Preconstruction Phase, the
Design-Builder shall: (i) work with its Architect and any design consultants to advance
the design for the Project in consultation with the Client Agency, the Departmen t, and
its Program Manager; (ii) obtain bids from trade subcontractors to perform the work
described in the Design Development Documents and provide bid tabulations to the
Department; (iii) engage in any Value Engineering and scoping exercises necessary to
Page 22 of 102

return the cost of the work to the Project Budget; (iv) engage in preconstruction
activities, including identifying any long -lead items; (v) develop a GMP proposal for
the Project; and (vi) enter into a GMP for the Project. Throughout the Design &
Preconstruction Phase, the Design -Builder shall schedule and attend regular meetings
with the Department, the Program Manager, and the Design-Builder’s Architect.
Between the time the Preconstruction NTP is issued and the time the GMP is accepted
by the Department, the Design-Builder shall use commercially reasonable best efforts
to ensure that: (i) the design evolves in a manner that is consistent with the
Department’s budget and programmatic requirements, as the same were defined and
established by the Department at the end of the concept design; (ii) the design work is
properly coordinated; and (iii) the required design deliverables are produced on or
before the dates contemplated in the Project Schedule. As part of this undertaking, the
Design-Builder shall provide the following:
Section 3.1.3.1.1 Schematic Design . The Design -Builder shall prepare a
schematic design for the Project that is a logical development of the approved
concept design and is consistent with the Department’s schedule, budget , and
programmatic requirements. The schematic design shall contain at least the level
of detail contemplated in industry best practices for a schematic design. The design
submittal shall specifically identify any deviations from the approved concept
design and shall explain the rationale, cost, and time implications associated with
such deviation. The Department shall have the right to disapprove the schematic
design submittal for any reason. Following a review of the schematic design
submission by DCPS and the Department, the Design -Builder shall revise the
schematic design submission as necessary to incorporate comments, feedback, and
other directions provided by DCPS and the Department. The Design -Builder’s
pricing shall assume that such revisions will be required, and such revisions sh all
not entitle the Design -Builder to additional compensation. The requirements and
tasks for the Schematic Design are as referenced in Exhibit A2 . A checklist
verifying all requirements are met using Exhibit A2 shall be provided as a
coversheet for the Schematic Design submission to the Department.
Section 3.1.3.1.2 Operations and Maintenance Plan . The Design-Builder shall
submit a Maintenance and Operations Plan, which, at a minimum, shall include the
following:
i) Standard Operating Procedures (SOP) for all building systems, including, but
not limited to, electrical, mechanical, roof, green roof, geothermal, solar,
plumbing, security, outdoor fields, irrigation, landscaping and lighting;
ii) List of equipment that must be kept on-site to maintain all building systems;
iii) List of chemicals that must be kept on-site to maintain all building systems,
including storage requirements;
iv) Certifications and licenses either required or recommended to maintain all
building systems;
v) Confined space procedures and personal protective equipment that must be
used; vi) Permits and regular inspections that are required to operate the
equipment;
vi) Permits and regular inspections that are required to operate the equipment;
vii) List of hardware, software and software licenses that must be purchased and
maintained;
viii) Recurring trainings on building systems and safety that are necessary to
maintain the building;
Page 23 of 102

ix) The estimated initial and monthly costs for the successful maintenance and
operations of the facility.

Section 3.1.3.1.3 Schematic Budget Update . Concurrent with the submission
of the schematic design, the Design -Builder shall submit a budget update. The
budget update shall be submitted in the same format as the preliminary budget
estimate and shall show variations from the preliminary budget estimate. The
Design-Builder shall include a cost estimate and value engineering analysis and
detailed recommendations for Project savings (even if the Project is not over
budget). To the extent the budget update shows an overrun from the approved
budget, the Design-Builder shall submit value engineering (not scope reductions,
but true value engineering that allows the design to meet all Project requirements
within budget) suggestions that would return the Project to budget. Only the
Department shall have the authority to increase the Project budget, and absent
such direction, the Deign-Builder shall proceed on the assumption that the budget
remains as originally directed by the Department.
Section 3.1.3.1.4 Constructability/Sole Source/Long-Lead Time
Memorandum.
Concurrently with the Schematic Design Budget Estimate, the Design -Builder
shall prepare a memorandum identifying key construction concerns related to the
Project. Such memorandum shall: (i) assess the constructability issues related to
the Project, incl uding site logistics; (ii) identify any items where the design is
predicated on a single manufacturer and, if so, identify at least two (2)
comparable products; and (iii) identify any long -lead delivery items that could
adversely affect the schedule con templated in this RFP. To the extent any such
long-lead items are identified, the memorandum shall make recommendations for
addressing such items.
Section 3.1.3.1.4.1 Early Start Work & Long Lead Materials
The Department may release the Design -Builder to commence Early Start
Work including but not limited to hazardous material abatement, interior
demolition, geothermal, below-grade work, utility work, or other early
activities, as applicable. It is envisioned that this work may be released by the
Department in advance of the GMP.
If the Design-Builder believes an earlier release is required in order to meet
the Project Schedule, it shall advise the Department and make a
recommendation as to the requested release date. Any decision to authorize
an early start shall be made by the De partment in its sole and absolute
discretion.
Section 3.1.3.1.5 Entitlements. The Design-Builder shall prepare, as part of the
design and pre-construction phase, such materials and make such presentations as
are necessary to obtain the required land use and entitlement approvals. Approvals
may be required from but not limited to : (i) the Office of Zoning ; (ii) Office of
Planning (“OP”); and (iii) State Historic Preservation Office (“SHPO”); (iv) the
National Capital Planning Commission (“NCPC”); and (iv) the Commission of
Fine Arts (“CFA”).
Page 24 of 102

Section 3.1.4 Design Development
The Design-Builder shall prepare a set of Design Development Documents that is a logical
development of the approved schematic design and is consistent with the Department’s
schedule, budget, and programmatic requirements. Prior to the full Design Developm ent
Submission, the Design -Builder shall submit a progress set of drawings, specifications, and
budget at 50% point through the Design Development Drawings in the Design -Builder’s
Design Development phase. The final Design Development Documents shall conta in at least
the level of detail contemplated in industry best practices for Design Development Documents.
The design submittal shall specifically identify any deviations from the approved schematic
design and shall explain the rationale and cost implications associated with such deviation. The
Design submittal shall include clarifications and a scoping narrative addressing any scope that
is not apparent in Drawings or Specifications to aid in the bidding process. The Design-Builder
shall include a cost esti mate and Value Engineering Analysis and Detailed Recommendation
for Project savings (even if the Project is not over budget). The Design -Builder shall provide
maintenance and repair cost services, which include conducting a 40 -year life cycle cost
analysis, which includes a detailed list of replacement costs, maintenance costs, an estimate of
repair costs, anticipated energy costs, and a list of other relevant life cycle costs. The Design -
Builder shall further refine and expand upon the Maintenance and Oper ations Plan that was
submitted in the Schematic Submission as noted in Exhibit A2. The Department shall have the
right to disapprove the Design Development Documents submittal for any reason.
Section 3.1.4.1 Design Development Submission. The Design-Builder shall prepare
the design development submission for review and comment by the Client Agencies
and the Department. Such design development submission shall include the elements
and information as specified in Concept Design, Schematic De sign, and Design
Development Milestone Requirements Exhibit A2.
Section 3.1.4.2 Early Release
Section 3.1.4.2.1 Abatement & Selective Demolition and Early Construction. Once
the concept design has been approved, the Department may release the Design -Builder
to commence hazardous material abatement and interior demolition, or other early
activities, as applicable. It is envisioned that this work may be released in advance of the
GMP.
Section 3.1.4.2.2 Long Lead Materials. The Department will release funding for long-
lead items once the Schematic Design Documents have been approved. If the Design -
Builder believes an earlier release is required in order to meet the Project Schedule, it
shall advise the Department and make a recommendation as to the requested release date.
Any decision to authorize an early start shall be made by the Department in its sole and
absolute discretion.
Section 3.1.4.2.3 Permits. The Design-Builder shall be responsible for preparing and
submitting all of the required permit applications that are necessary to complete the
Project. The Design-Builder shall develop a list of the required permits and shall track
the progress of all such permits through the review process. The Design-Builder shall
update the Department with the status of each permit that is required for the Project.
The Design-Builder shall engage such permit expediters as the Design-Builder deems
necessary or appropriate in light of the Project’s schedule. The Design -Builder shall
provide the resources necessary to support these requirements. If applicable, the
Design-Builder shall obtain Chapter 2 and Chapter 3 permits from the Department of
Energy and Environment (“DOEE”) prior to the installation of a boiler.
Page 25 of 102

Article 4 - FORMATION OF GMP PROPOSAL
Section 4.1. General.

During the Design & Preconstruction Phase, the Design -Builder shall cause the Design-
Builder’s Architect to prepare the GMP Basis Project Documents. Based upon the GMP Basis
Project Documents, the Design -Builder shall propose a GMP (referred to as the “GMP
Proposal”) which shall be submitted in accordance with this Article. The Design -Builder
acknowledges and understands that the GMP Basis Project Documents will be incomplete at
the time it submits its GMP Proposal. Although complete construction Project Documents will
not be available and many details will not be shown on GMP Basis Project Documents or will
otherwise need to be adjusted, the GMP proposed in the Design-Builder’s GMP Proposal shall
be intended to represent the Design-Builder’s offer for the Final Completion of the Project. If
the Design-Builder’s GMP Proposal is acceptable to the Department, it shall be memorialized
in the form of an amendment to this Agreement (such amendment, the “GMP Amendment”).
Such amendment shall be in the form of Exhibit L attached hereto.

As part of the GMP Amendment, the Design -Builder shall certify that the GMP established
thereby: (i) contains sufficient amounts to perform all Work necessary for the Final Completion
of the Project; and (ii) contains sufficient amounts to provide and construct any items or
facilities that are not contained in the GMP Basis Project Documents, but which are necessary
for a fully functioning facility that meets the programmatic requirements established for the
Project. The Design -Builder will further covenant and agree in the GMP Amendment that it
will perform all of the construction work necessary for the Final Completion of the Project,
including, without limitation, aspects of the Work that are not shown on the GMP Basis Project
Documents, but which are a l ogical development of the design intent reflected in the GMP
Basis Project Documents, for an amount not to exceed the GMP.
Section 4.2 Review of GMP Basis Project Documents.
The Department has selected the Design-Builder, in large part, because of its special expertise
in constructing similar projects. Before submitting its GMP, the Design-Builder shall review
the GMP Basis Project Documents for accuracy, constructability , and completeness and shall
bring such deficiencies to the attention of the Department and shall cause its Architect to
address any such deficiencies. To the extent that any such deficiencies in the GMP Basis
Project Documents could have been identified by such review by a competent Design-Builder,
such deficiencies shall not be the basis for a change in the GMP or delaying the Project
Schedule.
Section 4.3 Contingency.
The Cost of the Work shall include a contingency, which shall be a sum established by the
Department and the Design -Builder to cover, among other things costs necessary to address
scope expansion that is a logical development of the design, issues arising from or as a result
of deficiencies in the GMP Basis Project Documents and other costs which are properly
reimbursable as Cost of the Work but not the basis for a Change Order, such as costs that were
not reasonably foreseeable as of the effective date of this Agreement, including such items as
emergencies, unforeseeable changes in market conditions for materials or labor, or subsurface,
soils or site conditions that were neither known nor reasonably discoverable as of the effective
date of the Agreement (t he “Contingency”). During the Construction Phase, the Design -
Builder shall keep the Program Manager and the Contracting Officer informed as to the status
of the Contingency and shall, at a minimum: (i) advise the Program Manager and Contracting
Officer when draws reach 3% upon the contingency in a timely manager ; and (ii) provide the
Program Manager and Contracting Officer with running status of the Contingency balance at
least once every two (2) weeks.
Page 26 of 102

Section 4.4 Trade Bids.

Section 4.4.1 Subcontractors and Suppliers; Bidding Procedures. During the Design &
Preconstruction Phase, the Design -Builder shall seek to develop subcontractor interest in the
Project. At the time of the completion of the schematic design, the Design-Builder shall provide
to the Department for its review and approval a written submission on the proposed bidding
procedures. Such procedures shall include: (i) a list of proposed trade packages; (ii) a list of
trade subcontractors that will be invited to bi d on each such package; and (iii) a narrative
description of the process. At least three (3) potential subcontractors shall be identified for each
trade package. A copy of this deliverable must be submitted to both the Program Manager and
the Contracting Officer. In the event the Department does not approve the proposed bidding
procedures within fifteen (15) days after its receipt, such procedures shall be deemed approved
unless the Department advises that such is still under review.
Section 4.4.2 Manage Bidding Process. Following the Department’s approval of the Design
Development Documents , the Design -Builder shall manage the trade bidding process in
accordance with the approved bidding procedures and shall use commercially reasonable best
efforts to solicit at least three (3) qualified and bona fide bids for each trade package that has
an expected value in excess of One Hundred Thousand Dollars ($100,000). Trade packages
shall not be parceled, split or divided to avoid the $100,000 threshold. In the event that the
Design-Builder submits a bid to self-perform any trade, a qualified fourth bid must be provided,
see Section 4.4 and Section 1.17 regarding self-performed work. In addition to the information
normally required in such bids, the Design-Builder shall also require subcontractors to provide
an estimate of the percentage of labor hours performed in completing the subcontracted work
that will be performed by District residents. The Design -Builder shall carefully document its
procedures for making available bid packages to potential bidders, the contents of each bid
package, discussions with bidders at any pre -bid meetings, bidders’ compliance with bid
requirements, all bids received, the Design -Builder’s evaluations of all bids, and the basi s for
the Design-Builder’s recommendation as to which bidders should be chosen. The Department
shall be afforded access to all such records at all reasonable times so that, among other things,
it may independently confirm the Design -Builder’s adherence to all requirements set forth in
the Agreement, including, without limitation, affirmative action requirements and
subcontracting requirements.
Section 4.4.3 Self-Performed Work. The Design-Builder and its affiliates may not carry out
trade work with its own forces without the Department’s written permission, for which
permission may be withheld or conditioned by the Department in its sole and absolute
judgment.
Section 4.4.4 Prepare Bid Tabs. The Design-Builder shall provide the Department with an
analysis of the bids received and a copy of each such bid. To the extent that the Design -
Builder’s award recommendation is based on scoping adjustments, the Design -Builder shall
clearly identify the scoping adjustment and the need for such adjustments. In general, the bid
tab shall be presented in a tabular format that compares the bids received based on the
comparative scope of work and any other relevant information (i.e. exclusions, past
performance history, etc.).
Section 4.5 Value Engineering.
Based on the trade bids received, the Design-Builder shall prepare a written report of suggested
Value Engineering strategies necessary to reconcile the costs of constructing the Project
Budget, if necessary. The Design-Builder shall meet with the Department’s representatives to
discuss any Value Engineering and changes in the scope necessary to ensure that the
Page 27 of 102

Department’s schedule and programmatic requirements are met and that the budget is not
exceeded. The Design -Builder shall cause the Design-Builder’s Architect to implement and
price any approved Value Engineering strategies.
Section 4.6 Basis of Guaranteed Maximum Price.
Based on the trade bids, the Design -Builder shall submit a GMP proposal to the Department.
The GMP Proposal shall include the following elements:
a) A list of drawings, specifications, addenda, general, supplementary, and other
conditions on which the GMP is based.
b) A list of unit prices and allowance items and a statement of their basis. The Design-
Builder shall include the following allowances: Permit Allowance ($900,000.00),
Public Art Allowance ($ 500,000.00), Utility Allowance ($ 500,000.00), and
Exploratory/Existing Building and Site Investigation Allowance ($200,000.00).
c) Assumptions and clarifications made in preparing the GMP Proposal, noting in
particular any exclusions. The assumptions and clarifications shall take precedence
over the drawings and specifications. The Design -Builder shall prepare a separate
memorandum that highlights any differences between the then-approved drawings and
the modifications made in the assumptions and clarifications. Such memorandum shall
specifically address any changes in the Project aesthetics, functionality , or
performance.
d) The proposed GMP, including a statement of the detailed cost estimate organized by
trade categories, allowances, contingency, and other items and the fees that comprise
the GMP.
e) An update to the Project’s schedule to which the Design-Builder will agree to be bound.
This update shall be prepared in the same level of detail and in the same manner as the
Baseline Schedule, and without any change to the Substantial and Final Completio n
Dates unless approved by the Department’s Contracting Officer.
f) A subcontracting plan setting forth the names and estimated dollar volume of the work
that will be performed by Local, Small, and Disadvantaged Business Enterprises
(“LSBDEs”), as certified by the Department of Small and Local Business
Development, upon which the GMP is based.
g) A summary of Capital Cost vs Operating Cost Eligibility.
h) A list of additive alternates or deductive alternates with defined executable dates, if
any.
i) GMP and any Council Package cost estimate summary shall be broken down into three
categories as applicable: New Construction, Renovation , and Sitework. A separate
summary shall be provided that notates any previous contract approval such as the letter
contract or any early start agreements.
j) Each GMP may include an agreed-upon sum as the Design-Builder’s Contingency and
the Owner contingency, each of which shall be identified as a separate line item in the
GMP's Schedule of Values.

A. Construction contingency
i. The Design-Builder’s Contingency shall be utilized to compensate for
the increased cost of the Work incurred by the Design-Builder due to unforeseen
circumstances relating to construction of that Project which resulted in an
unavoidable increase in costs, except when deemed the responsibility of the
Department in accordance with this Contract. If the Design -Builder fails to
include all of the required scope of work in the bid packages, Design -Builder
Contingency may be used to purchase the omitted scope, u ntil the Design -
Builder’s Contingency balance reaches zero or until the balance equals the
anticipated subcontractor modifications. All requests to use the Design -
Page 28 of 102

Builder’s Contingency shall be submitted as a Request for Change Order
("RCO"). Charges to the Design -Builder’s Contingency shall not become due
and payable until the RCO is approved in writing by the Department’s
Contracting Officer and becomes a Change Order. If the Design -Builder’s
Contingency reaches zero, any cost overruns or charges that could have been
charged to the Design-Builder’s Contingency shall be the sole responsibility of
the Design-Builder.
ii. If bids are received below the applicable line items in the GMP, the
surplus will be added to the Design -Builder’s Contingency for that Project. If
bids exceed the applicable line items in a GMP, the deficiency will be charged
to the Design-Builder’s Contingency for that Project, however, such events shall
not be caused to increase the GMP.
iii. Once all subcontracts anticipated by a GMP have been awarded,
including any self -performed work, the Department may require the Design -
Builder to reduce the Design-Builder’s Contingency to an amount as agreed to
by the parties to reflect the Design-Builder’s risk from that point in the Project
forward.
iv. Upon Final Completion of the Project, any remaining Design-Builder’s
Contingency, if any, shall be reduced to zero by a Contract Modification and
the Design-Builder shall have no entitlement to the balance.

B. Owner contingency
i. The Department retains the right to increase the GMP in lieu of charging
any cost to the Department’s Contingency. Any unused Contingency, whether
Department Contingency or the Design -Builder Contingency, shall be
reconciled to a zero balance via a Contract Modification upon Final Completion.
ii. When the Design -Builder proposes to use the Department’s
Contingency, the Design-Builder shall prepare an RCO, identifying the amount
sought to be charged to the Department’s Contingency, the reasons why the
amount should be charged to that Contingency, a nd demonstrating to the
satisfaction of the Department that the costs to be incurred are necessary for the
Work and are the responsibility of the Department. At all times, the Design -
Builder shall avoid and mitigate Department Contingency costs whenever
possible. Before payment or as part of an audit, the Architect and the
Department shall have the authority to verify the actual costs incurred. No costs
may be charged to the Department’s Contingency until the RCO is approved in
writing by the Department and becomes a Change Order.
iii. The Owner contingency shall be an amount, determined by the
Department, which will be available to compensate the Design -Builder for the
increased Cost of the Work incurred by the Design -Builder due to a Contract
Modification or to other increases in the Cost of the Work which the Department
determines, in its sole discretion, is its responsibility. The Department may
increase, decrease or eliminate the Owner contingency at any time.
k) A list of all active contracts that vendor holds with the District.
l) Campaign Finance Reform Self Certification.

Section 4.7 Department Review of GMP Proposal.
The Design -Builder shall meet with the Department to review the GMP Proposal and the
written statement of its basis. In the event that the Department discovers any inconsistencies
or inaccuracies in the information presented, the Department shall promptly notify the Design-
Builder, who shall make appropriate adjustments to the GMP Proposal, its basis, or both.
Page 29 of 102

Section 4.8 Department Approval of GMP Proposal.
The Department and the Design-Builder shall meet to negotiate the terms of the GMP Proposal.
If the GMP Proposal is acceptable to the Department, the Department shall submit the resulting
GMP Amendment for review and approval by the Council for the Distri ct of Columbia (the
“Council”). The GMP shall be subject to review and approval by the Council for the
District of Columbia in the event it exceeds the previously approved contract value by
more than $1 million. In such event, the GMP shall not be effectiv e until so approved .
Please note that the Council submission and approval timeline varies, and Offerors should plan
for 60-90 days on average for this process, taking into consideration that the Council is not in
session over the summer months.
Section 4.9 GMP Amendment.
In the event that an acceptable GMP Proposal is not developed and a GMP Amendment is not
executed, the Agreement will be terminated. In the event the Agreement is terminated pursuant
to this Section, the Department shall be free to use any of the Project documents and
information developed through the date of termination to retain a new contractor to complete
the Project. In such an event, the Design-Builder shall only be entitled to Fifty percent (50%)
of the Preconstruction Fee.

Section 4.10 Assignment Upon Failure to Reach GMP.
In the event that the Department and the Design-Builder are unable to agree upon a GMP, the
Department shall have the right to terminate this Agreement, and if requested by the
Department, the Design-Builder shall assign any trade subcontracts and its agreement with the
Design-Builder’s Architect to the Department upon such terms and conditions and at the time
requested by the Department. In such an event, the Design-Builder shall forfeit fifty percent
(50%) of the Preconstruction Fee.
Section 4.11 Certification.
As part of the GMP Proposal submitted in accordance with this Article, the Design -Builder
agrees to specifically acknowledge and declare that the Contract Project Documents are
sufficiently complete to have enabled the Design -Builder to determine the Cost of the Work
therein in order to enter into the GMP Amendment and to enable the Design -Builder to agree
to construct the Work outlined therein in accordance with applicable l aws, statutes, building
codes and regulations to the best of Design-Builder’s knowledge, and otherwise to fulfill all its
obligations hereunder. The Design -Builder shall further acknowledge that it has visited the
site, examined all conditions affecting the Work, is fully familiar with all of the conditions
thereon and affecting the sam e, and, has carefully examined all drawings and specifications
provided to it.
Section 4.13 Shared Savings. In the event there are GMP savings, excluding any Owner
Allowances and Owner Contingency, the GMP savings shall be split 70/30 with 70% allocated
to the Department and 30% allocated to the Design -Builder. The maximum allocation to the
Design-Builder shall be $990,000.00. Shared Saving will only be contemplated once all
closeout and punchlist items are completed and a full financial log and subcontractor back up
can be provided. The financial log shall include, completed buyout l og for all divisions and
trades, Construction Contingency log, Owner Contingency and Allowances log, and Approved
Change Order Log.

Page 30 of 102

Article 5 - CONSTRUCTION PHASE
Section 5.1 General.
The Construction Phase shall not commence until the Department issues a n NTP for
Construction Phase Services. The Design -Builder shall, through Subcontractors or, with the
written consent of the Department, with the Design-Builder’s own forces, perform all of the
Work necessary to construct the Project so that it is complete, safe, and properly built in strict
accordance with the approved Construction Project documents and the other requirements of
this Agreement. Without limitation, the Design-Builder shall provide all of the labor, materials,
tools, equipment, temporary services, and facilities necessary to complete the Project in
accordance with the drawings, specif ications, Schedule, and Budget that are issued for the
Project. The Design -Builder shall be responsible for paying for and obtaining all necessary
permits and to pay all necessary fees for utility connections. The Work shall be carried out in
a good and workmanlike, first -class manner, and in a timely fa shion. All materials and
equipment to be incorporated into the Project shall be new and previously unused unless
otherwise specified by the Department and shall be free of manufacturing or other defects.
Section 5.1.1 Construction Administration. The Design -Builder, through its
Architect/Engineer, shall provide construction administration services to support the
construction phase of the Project. The Work shall include, but is not necessarily limited to, the
following:
a. Manage all aspects of the Project.
b. Manage weekly progress meetings. Site visits are included in the Design-Build Fee.
c. Provide completed Quality Control checklists for implementation of the Project.
d. Review and process shop drawing submissions, RFIs, etc.
e. Prepare meeting notes and records of decisions/changes made.
f. Conduct pre-closeout inspections.
g. Review closeout documents for completeness, such as As-Built Drawings based on the
Contractor’s red line drawings and/or coordinated set developed during the
subcontractor coordination process. As-Built Drawings should be transmitted to DGS
in hard copy, PDF, CAD, and BIM formats.
Section 5.1.2 Unrenovated Portions of the Structure. In constructing the Project, the
Design-Builder shall ensure that unrenovated portions of existing structures, if any, including,
but not limited to, the mechanical, plumbing, electrical systems, and other building systems are
not adversely affected. All unrenovated portions of the structures should function, at a
minimum, at the level of functionality that existed immediately prior to the construction of the
Project. If any unrenovated portion of the Project functions at a lower level of functionality as
a result of the Design -Builder’s Work, the Design -Builder shall be back -charged the costs
incurred by the Department in addressing the decreased functionality.
Section 5.2 Design Completion.

Section 5.2.1 Mid-Point Construction Project Document Review. Based on the approved
Design Development Documents and any approved Value Engineering, the Design -Builder
shall prepare a set of Construction Documents. It is contemplated that the Construction
Documents will be issued in several different sets (i.e. archi tectural, electrical, mechanical,
structural, etc.). As each such set reaches a point where it is approximately fifty percent (50%)
complete, the Design-Builder shall prepare and submit a prog ress printing to the Department
for its review and comment.
Page 31 of 102

Section 5.2.2 Construction Project Document Review & Coordination. The Design -
Builder shall complete each of the Construction Documents packages in a manner that
addresses the concerns raised by the Department during the review contemplated in
Section 5.2.1 for such package. The Design -Builder shall issue one or more sets of permit
documents to the Department for its review and approval (“Permit Set”). With regard to each
such set, the Design-Builder shall highlight (or bubble) any aspect of the design that represents
a material deviation from the approved Desig n Development Documents and shall address in
a narrative format the impact, if any, such departure shall have on the Project’s aesthetics,
functionality or performance. The Department shall have the right to disapprove the
Construction Documents for any re ason. If the Department disapproves of the Construction
Documents, the Design -Builder will not be entitled to any additional compensation. If,
however, the Department disapproves a Construction Document that is a logical extension of
the approved Design De velopment Documents, the Design -Builder will be entitled to an
adjustment to the GMP and/or the Project Schedule unless such a package departs from the
Scope of Work fairly reflected in the GMP Drawings and Specifications and in such event the
Design-Builder shall be required to prepare a revised design that complies with the GMP
drawings and specifications (“Drawing s and Specifications”) and without any entitlement to
an increase in the GMP or an adjustment of the Project Schedule.
Section 5.2.3. Code Review. The Design-Builder shall submit the Permit Set to the DOB in
order to obtain the necessary building permits for the Project. The Design -Builder shall
monitor the permit process and shall incorporate any changes or adjustments required by the
Code Official. The Design-Builder shall also issue any such changes to the Department for its
review and approval. In this submittal, the Design-Builder’s Architect shall highlight (or
bubble) any aspect of the design that represents a material deviation from the permit set Project
documents and shall address in a narrative format the impact, if any, such departure shall have
on the Project’s aesthetics, functionality or performance. Subsequent to obtaining the necessary
building permits, the Design-Builder shall prepare one or more sets of “issued for construction
Project documents” (the “IFC Set(s)”).
Section 5.2.4. Design Changes. If it should become necessary to amend any of the approved
IFC Set(s), the Design -Builder shall prepare an amendment to the drawings and shall submit
such amendment to the Department for its review and approval. In this submittal, the Design-
Builder shall highlight (or bubble) any aspect of the design that represents a material deviation
from the permit set documents and shall address in a narrative format the impact, if any, such
departure shall have on the Project’s aesthetics, functionality or performance. In the event the
Department does not approve such document within ten (10) business days after issuance,
unless otherwise denied, such document shall be deemed approved, provided however that the
Department has not advised that such document is still under review.
Section 5.2.5 Final Maintenance and Operations Plan . The Design -Builder shall submit,
for the Department’s review, a final Maintenance and Operations Plan. The Maintenance and
Operations Plan shall be based on the final IFC Set(s). The approved Maintenance and
Operations Plan shall form the basis of the De sign-Builder’s maintenance of the building
following Substantial Completion.
Section 5.3 Subcontracting and Administration

Section 5.3.1 It is contemplated that all or substantially all of the construction of the Project
will be carried out by trade subcontractors and that those trade subcontracts will be awarded
through the competitive bid process contemplated in Section 0. The Design-Builder shall enter
into a written agreement with each subcontractor. The trade subcontractors will be underwritten
contract with the Design-Builder. All subcontracts and agreements for the supply of equipment
Page 32 of 102

or materials awarded for the Project shall be fixed -price contracts unless otherwise expressly
authorized by the Department, in writing. It is understood and agreed, however, that certain
trade packages (such as the mechanical and electrical packages) may be awarded on a design-
assist or design-build basis and that such trade packages may be awarded on such other basis
subject to the Department’s consent as to the bidding procedures and economic structure with
regard to those packages. The Design -Builder and its affiliates may not carry out trade work
with its own forces without the Department ’s written permission, which permission may be
withheld or conditioned by the Department in its sole and absolute judgment.
Section 5.3.2 In addition to the open book reporting requirements set forth in Section 5.10,
the Design-Builder shall provide to the Department a copy of all quotes or proposals submitted
by potential subcontractors.
Section 5.3.3 The Design-Builder shall develop a purchasing strategy to address the expedited
schedule and conditions of this Project and shall include appropriate provisions in the
subcontracts to minimize the cost impact associated with such conditions. Such strategies may
include, but are not limited to : (i) obtaining from subcontractors unit price quotes for typical
coordination items; (ii) setting aside allowances for coordination work; and (iii) such other
techniques as may be employed by the Design-Builder.
Section 5.3.4 The Design-Builder shall carefully document its procedures for making available
bid packages to potential bidders, the contents of each bid package, discussions with bidders at
any pre-bid meetings, bidders’ compliance with bid requirements, all bids received, the Design-
Builder’s evaluations of all bids, and the basis for the Design-Builder’s recommendation as to
which bidders should be chosen. The Department shall be afforded access to all such records
at all reasonable times so that, among other things, it may independently confirm the Design -
Builder’s adherence to all requirements set forth in the Agreement including, without
limitation, affirmative action requirements and subcontracting requirements.
Section 5.3.5 The Department may, in its sole discretion, reject any or all bids and proposals
received for any bid package, and may require the Design-Builder to obtain new or revised bids
or proposals.
Section 5.3.6 The Department may, in its sole discretion, direct the Design-Builder to accept a
bid from a qualified bidder other than the bidder to whom the Design -Builder recommends
award of a subcontract or supply agreement. If the Department chooses this option, it shall
issue a Change Order to the Design -Builder for any difference between the cost of the
subcontractor supply agreement awarded and the bid price of the Subcontractor or supplier
recommended by the Design-Builder, but without any adjustment to the Design-Build Fee.
Section 5.3.7 The Department must approve all subcontractors and suppliers. The Department
may elect to review the form of any subcontractor agreement with a material supplier to ensure
that such contract incorporates the contractual provisions required by this Agreement.
Section 5.3.8 The Design-Builder must contract for the provision of all services and materials
for the Project (other than Self -Performed Work which must be authorized in advance and in
writing by the Department) via written subcontracts or, for contracts requiring the provision of
materials or equipment only, and not labor, via written supply agreements. All subcontracts
and supply agreements shall include the following provisions:
Section 5.3.8.1 that, to the extent of the work or supply within the agreement’s scope,
the Subcontractor or supplier is bound to the Design-Builder for the performance of all
obligations which the Design-Builder owes the Department under the Agreement;
Page 33 of 102

Section 5.3.8.2 that the Subcontractor or supplier is not in privity with the Department
and shall not seek compensation directly from the Department on any third -party
beneficiary, quantum meruit, or unjust enrichment claim, or otherwise, except as may
be permitted by any applicable mechanic’s lien law;
Section 5.3.8.3 that the Department is a third -party beneficiary of the subcontractor
supply agreement, entitled to enforce any rights thereunder for its benefit;
Section 5.3.8.4 that the subcontractor or supplier consents to the assignment of its
agreement to the Department, at the Department’s sole option, if the Design-Builder is
terminated for default;
Section 5.3.8.5 that the subcontractor or supplier shall comply immediately with a
written order from the Department to the Design-Builder to suspend or stop work;
Section 5.3.8.6 that the subcontractor or supplier shall maintain records of all Work it
is requested or authorized to do on a time and material or cost-plus basis, or with respect
to claims that it has asserted on a time and materials or cost -plus basis, during the
Project and for a period of time specified in the General Conditions and requiring the
subcontractor or supplier to make those records available for review or audit by the
Department during that time;
Section 5.3.8.7 that the subcontractor shall obtain and maintain, throughout the
Project, workers’ compensation insurance in accordance with the laws of the District
of Columbia (this provision is not applicable to supply agreements);
Section 5.3.8.8 that, if the Department terminates the Agreement for convenience, the
Design-Builder may similarly terminate the subcontractor supply agreement for
convenience, and that the subcontractor or supplier shall, in such a case, be entitled only
to the costs set forth in Article 6 of the Standard Contract Provisions (Construction
Contracts);
Section 5.3.8.9 that the Department shall have the right to enter into a contract with
the subcontractor or supplier for the same price as its subcontractor supply agreement
priceless amounts already paid if the Design -Builder files a voluntary petition in
bankruptcy or has an involuntary petition in bankruptcy filed against it;
Section 5.3.8.10 that the subcontractor or supplier shall not be entitled to payment for
defective or non -conforming work, materials , or equipment, and shall be obligated
promptly to repair or replace non-conforming work, materials, or equipment at its own
cost;
Section 5.3.8.11 a provision requiring that subcontractors and suppliers promptly pay
subcontractors and suppliers at lower tiers, imposing upon the subcontractors and
suppliers a duty to pay interest on late payments, and barring reimbursement for interest
paid to lower-tier subcontractors or suppliers due to a subcontractor’s or supplier’s
failure to pay them in a timely fashion;
Section 5.3.8.12 a provision requiring that all subcontractors at all tiers comply with
the provisions of Article 1 3 (Economic Inclusion Goals); provided, however, that the
Design-Builder may, in its reasonable discretion impose a different LSDBE
subcontracting goal on some or all of its subcontractors; provided, further, however,
that nothing in this provision shall be deemed to excuse the Design-Builder from using
Page 34 of 102

its best efforts to achieve the LSDBE subcontracting goal on an aggregate basis for the
Project;
Section 5.3.8.13 a provision which allows the Design -Builder to withhold payment
from the subcontractor if the subcontractor does not meet the requirements of the
subcontract;
Section 5.3.8.14 lien and claim release and waiver provisions substantially identical to
those in this Agreement.
Section 5.3.9 Within seven (7) calendar days of receiving any payment from the Department
that includes amounts attributable to Work performed or materials or equipment supplied by a
Subcontractor or supplier, the Design-Builder shall either pay the subcontractor or supplier for
its proportionate share of the amount paid to the Design -Builder for the subcontractor’s or
supplier’s Work or materials or equipment or notify the Department and the subcontractor or
supplier, in writing, of the Design -Builder’s intention to withhold all or part of the payment
and state the reason for the withholding. All monies paid to the Design -Builder under the
Agreement shall be used first to pay amounts due to subcontractors or suppliers supplying labor
or materials for the Project and only money remaining after such payments are made may be
used for other items such as the Design-Build Fee. Monies paid by joint check shall be deemed
to have been paid fully to the subcontractor or supplier named as a joint payee unless the
Department agrees otherwise in writing. Any interest paid to subcontractors or suppliers
because the Design-Builder has failed to pay them in a timely fashion shall not be reimbursable
as part of the Cost of the Work.
Section 5.3.10 The Design-Builder shall not enter into any profit sharing, rebate, or similar
arrangement with any subcontractor or supplier at any tier with respect to the Project or the
Work to be carried out for the Project.
Section 5.3.11 The Design-Builder shall not substitute or replace any subcontractor or supplier
approved by the Department without the Department's Contracting Officer and DSLBD’s prior
written consent.
Section 5.3.12The Department has the right to contact subcontractors or suppliers at all tiers,
or material or equipment suppliers directly to confirm amounts due and owing to them or
amounts paid to them for Work on the Project, and to ascertain from the subcontractors or
suppliers at all tiers their projections of the cost to complete their work or to supply their
material or equipment, or the existence of any claims or disputes. In doing so the Department
shall not issue any directions to subcontractors or suppliers at any tier.
Section 5.3.13 If it comes to the Department’s attention that a subcontractor or supplier has not
been paid in a timely fashion (other than for disputed amounts), and if the Design-Builder fails
to cure the problem within five (5) calendar days after the Department gives it written notice
of the failure to pay, the Department may make payments to the subcontractor or supplier and
Design-Builder by joint check. If the payment was already made to the contractor, the joint
check be for future payments (if any).
Section 5.3.14 The Design-Builder shall be required to provide an evaluation of each of its
subcontractors’ performance by completing and submitting to the Department the
Subcontractor Performance Evaluation Form set forth as Exhibit O, as follows:
a. Within ninety (90) days of initiating the Construction Phase; and
b. Within thirty (30) days after the Final Completion of the Project.
Page 35 of 102

Section 5.3.15 The Design-Builder shall be required to provide to the Contracting Officer a
certificate of insurance for each subcontractor before such subcontractor begins work.
Section 5.4 Weekly Progress Meetings & Schedule Updates.
The Design -Builder shall schedule and conduct, at a minimum, weekly progress meetings
following the Design -Builder’s generated agenda at which the Department, the Design-
Builder’s Architect, the Program Manager, the Design-Builder, and appropriate subcontractors
can discuss the status of the Work. The Design -Builder shall prepare and promptly distribute
meeting minutes. In addition, the Design -Builder shall submit bi -weekly schedule updates,
which shall reflect actual conditions of Project progress as of the date of the update. The update
shall reflect the actual progress of construction, identify any developing delays, regardless of
their cause, and reflect the Design -Builder’s best projection of the actual date by which
Substantial Completion and Final Completion of the Project will be achieved. Via a narrative
statement (not merely a critical path method schedule), the Design -Builder shall identify the
causes of any potential delay and state what, in the Design -Builder’s judgment, must be done
to avoid or reduce that delay. The Design-Builder shall point out, in its narrative, changes that
have occurred since the last update, including those related to major changes in the scope of
work, activities modified since the last update, revised projections of durations, progress , and
completion, revisions to the schedule logic or assumptions, and other relevant changes. Any
significant variance from the previous schedule or update shall also be identified in a narrative,
together with the reasons for the variance and its impact on Project completion. All Schedule
updates shall be in a native format reasonably acceptable to the Department (e.g., Primavera).
The Department may make reasonable requests during the Project for changes to the format or
for further explanation of the information provided. Submission of updates showing that
Substantial Completion or Final Completion of the Project will be achieved later than the
applicable scheduled completion date shall not constitute requests for an extension of time and
shall not operate to change the scheduled completion date(s). The Department’s receipt of, and
lack of objection to, any schedule d update showing Substantial Completion or Final
Completion later than the dates agreed upon in the Project Schedule shall not be regarded as
the Department’s agreement that the Design -Builder may have an extension of time, or as a
waiver of any of the Department’s rights, but merely as the Design -Builder’s representation
that, as a matter of fact, Substantial Completion or Final Completion of the Project may not be
completed by the agreed-upon date in the Project Schedule. Changes to the scheduled
completion dates may be made only in the circumstances and only by the methods set forth in
this Agreement.
Section 5.5 Written Reports.
The Design-Builder shall provide written reports to the Department on the progress of the entire
Work at least monthly from Preconstruction Notice to Proceed until the Final Completion of
the Project. The monthly report shall include: (i) an updated schedule analysis, including any
plans to correct defective or deficient work or recover delays; (ii) an updated cost report; (iii)
a monthly review of cash flow; (iv) a quality control report; (v) progress photos; and (vi) an
updated buyout log for all awarded subcontracts. Such written report shall include the
following elements:
Section 5.5.1 Construction Progress Update. Each monthly update shall contain a narrative
description of the Project progress and a critical path method schedule in Primavera format,
including any plans to correct defective or deficient work or for time lost due to delays.
Section 5.5.2 Cost Update. The monthly update shall reflect, by GMP line item, the original
line-item amount, approved, pending, and projected Change Order amounts, the cost incurred
to date, the projected cost to complete the Work of the line item, and any variance between the
actually approved budgeted balance of the line item and the projected cost to complete. A clear
Page 36 of 102

distinction must be made between approved Change Orders and those merely requested or
anticipated. The report shall explain all variances including “buy -outs” or final actual costs
including those below their respective GMP line item. In addition, the report must disclose
any instances in which the Design -Builder has transferred amounts from one line item to
another, or from the Contingency to any other line item. Neither submission nor the
Department’s failure to reject an update reflecting that the pro jected cost to complete the
Project exceeds the GMP will operate to increase the GMP or waive the Department’s right to
enforce the GMP. If the report reflects budget overruns, it must also include a recovery plan.
Section 5.5.3 Economic Inclusion Report. The monthly report shall include a detailed
summary of the Design -Builder’s efforts and results with respect to the economic inclusion
goals set forth in this Agreement. Such report shall be in a format acceptable to the Department
and shall include, at a minimum: (i) the Design-Builder’s overall performance with respect to
the goals; (ii) a listing of subcontracts and agreements with material suppliers during the month
and the percentage of those subcontracts and agreements with material suppliers awarded to
LSDBEs; (iii) a listing of subcontracts during the month and the estimated percentage of the
labor hours to be worked by District of Columbia residents pursuant to those subcontracts; and
(iv) a description of the major subcontracting and supply opportunities that will be solicited
during the next three (3) months and the actions being taken to meet the subcontracting goals.
Section 5.5.4 Cash Flow Update. If there have been any changes to the anticipated cash flow
for the Project, such changes shall be disclosed and explained in the monthly report. If there
are no such changes, the report shall so state.
Section 5.5.5 Quality Assurance Report. The monthly report shall include a detailed
summary of the steps that are being employed to ensure quality construction and workmanship.
Each report shall specifically address issues that were raised by the Department and/or its
Program Manager during the prior month and outline the steps that are being taken to address
such issues.
Section 5.5.6 Progress Photos. The monthly report shall include updated progress photos
that shall detail changes in the Work during the month. The Design-Builder shall also maintain
a daily log containing a record of weather, Subcontractors working on the site, number of
workers, major equipment on the site, Work accomplished, problems encountered and other
similar relevant data as the Department may reasonably require. The log shall be available to
the Department, the Design-Builder’s Architect, and the Program Manager, and on a monthly
basis, a copy of the log shall be submitted to the Department.
Section 5.6 Cost Control System.
The Design-Builder shall use a system of cost control for the Work in a format consistent with
the GMP Drawings & Specifications and approved by the Department, which shall include,
without limitation, regular monitoring of actual costs for activities in p rogress and estimates
for uncompleted tasks and proposed changes. The Design-Builder shall identify variances
between actual and estimated costs and report the variances to the Department, the Design-
Builder’s Architect, and the Program Manager at regular intervals.
Section 5.7 Key Personnel.

Section 5.7.1 To carry out its duties, the Design -Builder shall provide at least the key
personnel identified in Exhibit F to this Agreement (“Key Personnel”), who shall carry out
the functions identified in Exhibit F. Among other things, the Key Personnel shall include:
A - Key Personnel of the Design-Builder:
Page 37 of 102

The following individuals shall be considered key personnel (“Key Personnel”) of
Design Builder:

i. Design-Builder Project Manager;
ii. Superintendent; and
iii. Project Executive.

B - Key Personnel of the Design-Builder’s Architect/Engineer
The following individuals shall be considered the Key Personnel of the Design-
Builder’s Architect/Engineer:

i. A&E Project Manager;
ii. Project Architect;
iii. Principal in Charge;
iv. Lead Mechanical Engineer; and
v. Lead Envelope Consultant.

It is contemplated that these Key Personnel will work from the design stage, purchasing , and
throughout the bulk of the fieldwork. The Design -Builder’s obligation to provide adequate
staffing is not limited to providing the Key Personnel but is determined by the needs of the
Project. The Design -Builder shall not replace any of the Key Personnel without the
Department’s prior written approval. If any of the Key Personnel becomes unavailable to
perform services in connection with the Agreement due to death, disability, or separation from
the employment of the Design-Builder or any affiliate of the Design-Builder, then the Design-
Builder shall promptly notify the Department’s Contracting Officer and propose a replacement
acceptable to the Department. The Department shall be entitled to complete information before
approving such replacement, including, but not limited to, a current resume of the proposed
replacement to include qualifications and experience.
Section 5.7.2 Certain members of the Design -Builder’s Key Personnel shall be subject to a
replacement fee for their removal or reassignment by the Design -Builder. Those members of
the Design -Builder’s Key Personnel subject to a replacement fee shall be identified in
Exhibit F as subject to the replacement fee provisions. In the event there is no delineation in
Exhibit F of those members of the Design-Builder’s Key Personnel subject to the replacement
fee provisions of this Agreement, then all of the Key Personnel shall be subject to the
replacement fee provisions of this Agreement.
Section 5.7.2.1 Removal or Replacement of Key Personnel. Subject to the terms of
Section 5.7.1, if the Design-Builder replaces one of the key personnel listed in Exhibit
F as being subject to a replacement fee, without the prior written consent of the
Department, then the Design-Builder shall pay to the Department’s Contracting Officer
the amount set forth in the Project Information Section of this Agreement as
replacement fee and not a penalty, to reimburse the Department for its administrative
costs arising from the Design -Builder’s failure to provide the Key P ersonnel. The
foregoing replacement fee amount shall not bar recovery of any other damages, costs ,
or expenses other than the Department’s internal administrative costs.

Section 5.7.2.2 In addition, the Department shall have the right, to be
exercised in its sole discretion, to remove, replace, or to reduce the scope of services
of the Design -Builder in the event that a member of the Key Personnel has been
removed or replaced by the Design -Builder without the prior written consent of the
Department’s Contracting Officer . In the event , that the Department exercises the
right to remove, replace or to reduce the scope of services of the Design-Builder, the
Page 38 of 102

Department shall have the right to enforce the terms of this Agreement and to keep -
in-place those members of the Design -Builder’s team not removed or replaced and
the remaining members shall complete the services required under this Agreement in
conjunction with the new members of the Design -Builder’s team approved by the
Department’s Contracting Officer.

Section 5.8 Qualified Personnel/Cooperation.
The Design-Builder shall employ on the Project only those employees and Subcontractors who
will work together in harmony and who will cooperate with one another on the Project. The
Design-Builder shall enforce strict discipline, good order , and harmony among its employees
and its Subcontractors and shall remove from the site any person who is unfit for the work or
fails to conduct herself or himself in a proper and cooperative manner. If the Department
requests the removal of any person as unfit or as having behaved inappropriately, the Design-
Builder shall promptly comply.
Section 5.9 Warranty.
The Design-Builder warrants to the Department that materials and equipment furnished under
the Project Documents will be of good quality and new unless otherwise required or permitted
by the Contract documents, that for the one (1) year period following the Substantial
Completion Date, the Work will be free from defects not inherent in the quality required or
permitted, and that the Work will conform to the requirements of the Contract documents. The
Design-Builder’s warranty excludes remedies for damage or defect caused by abuse,
modifications not executed by the Design -Builder, improper or insufficient maintenance,
improper operation, or normal wear and tear from normal usage. The Design-Builder shall use
commercially reasonable efforts to schedule a joint inspection of the Project during the eleventh
month after Substantial Completion is achieved. During such inspection, the Design -Builder
and a representative of the Department shall walk the Project to identify any necessary warranty
work
Section 5.10 Open Book Reporting.
The Design -Builder shall maintain an open-book reporting system with the Department,
allowing the Department or its consultants access to the Design -Builder’s Subcontractors and
material suppliers, invoices, purchase orders, Change Order estimates, records for Self -
Performed Work, and other relevant P roject documentation and sources of information
concerning the Work or costs. The Department shall not use its access to the Subcontractors
to give instructions or directions to them. All instructions or directions shall be given only to
the Design-Builder.
Section 5.11 Claims for Additional Time.

Section 5.11.1 Time is of the essence of this Agreement. The Project must be Substantially
Complete no later than the Substantial Completion Date set forth within the Project Information
Section above.
Section 5.11.2 The Design-Builder will perform the Work so that it shall achieve Substantial
Completion by the specified Substantial Completion Date. Unless the failure to achieve
Substantial Completion by the specified Substantial Completion Date is a result of an
Excusable Delay, as defined in Section 5.11.3, the delay shall be deemed Non-Excusable and
the Design-Builder shall not be entitled to an extension of time. Without limiting the generality
of the foregoing, delays for the following reasons shall be regarded as Non-Excusable and shall
not entitle the Design-Builder to an extension of time:
Page 39 of 102

Section 5.11.2.1 Delays due to job site labor disputes, work stoppages, or suspensions
of work;
Section 5.11.2.2 Delays due to adverse weather, unless the Design-Builder establishes
that the adverse weather was of a nature and duration in excess of averages established
by data from the U.S. Department of Commerce, National Oceanic and Atmospheric
Administration for the Project locale for the ten (10) years preceding the effective date
of the Agreement. For purposes of this clause, whether shall only be deemed “adverse”
if the weather in question was more severe than that encountered at the Project site over
the last ten (10) years for the month in question. Such determinations shall be made
based on the number of rain/snow days or the cumulative precipitation total for the
month in question. Notwithstanding the foregoing, named storms shall conclusively be
deemed “adverse”;
Section 5.11.2.3 Delays due to the failure of the Design -Builder or Subcontractors or
material suppliers at any tier to perform in a timely or proper fashion, without regard to
concepts of negligence or fault; or
Section 5.11.2.4 Delays due to Site Conditions whether known or unknown as of the
effective date of the Agreement, foreseeable or unforeseeable at that time, naturally
occurring or man-made; provided, however, that delays due to differing Site Conditions
as permitted by Article 4, Section A of the Standard Contract Provisions (Construction
Contracts) or Hazardous Materials Remediation shall be deemed an Excusable Delay.
Section 5.11.3 The Design-Builder shall be entitled to an adjustment in the Substantial
Completion Date due to an Excusable Delay. The term “Excusable Delay” shall mean:
Section 5.11.3.1 Delays due to adverse weather other than those that are classified as
a Non-Excusable delay in accordance with Section 5.11.2.2 of this Agreement;
Section 5.11.3.2 Delays due to acts of God, war, unavoidable casualties, civil unrest,
and other similar causes of delay that are beyond the control of the Design -Builder;
provided, however, that in no event shall a Non -Excusable Delay or the action or
inaction of the Desi gn-Builder, or any of its employees, agents, Subcontractors or
material suppliers be deemed an Excusable Delay; or
Section 5.11.3.3 Delays caused by differing Site Conditions as permitted by Article 4,
Section A of the Standard Contract Provisions (Construction Contracts) or Hazardous
Materials Remediation as contemplated in Section 5.11.2.4 of this Agreement;
Section 5.11.3.4 Delays due to suspensions of work; or
Section 5.11.3.5 Delays caused by the Client Agency or separate contractors of the
Client Agency to the extent such delays are not concurrent with delays caused by the
Design-Builder or any of its employees, agents, subcontractors or material suppliers.
In addition to the foregoing, a delay shall be deemed to be an Excusable Delay only to
the extent that such delay : (i) warrants an extension in the Substantial or Final
Completion Date; (ii) has not been caused by the Design -Builder or any of its
employees, agents, Subcontractors or material suppliers; (iii) is on Project’s critical
path; and (iv) is in addition to any time contingency periods set forth in the critical path.
Section 5.11.4 If the Design -Builder wishes to make a claim for an adjustment in the time
allotted per the Project Schedule, written notice as provided herein shall be given. The Design-
Page 40 of 102

Builder’s claim shall include an estimate of the cost and of the probable effect of delay on the
progress of the Work. In the case of continuing delay, only one claim is necessary.
Section 5.11.5 In no event shall the Design -Builder be entitled to an increase in the GMP or
the Design-Build Fee as a result of either an Excusable or Non -Excusable Delay; provided,
however, that to the extent that a delay is: (i) an Excusable Delay; (ii) of unreasonable duration;
(iii) caused solely by the Department; and (iv) not concurrent with any other delay, then the
Design-Builder shall be entitled to receive its actual costs, includi ng all direct and indirect
costs, bonds and insurances resulting from such extended duration. It is understood that the
Design-Builder shall not be entitled to any profit or home office overhead, including, but not
limited to, an increase in the Design -Build Fee, on any amounts to which the Design -Builder
may be entitled pursuant to the preceding sentence.
Section 5.12 Site Safety and Clean-Up.

Section 5.12.1 The Design-Builder will be required to provide a safe and efficient site, with
controlled access. As part of this obligation, the Design -Builder shall be responsible for
initiating, maintaining, and supervising all safety precautions and programs in connection with
the Project, and shall comply with the requirements set forth in Article 16, Section F of the
Standard Contract Provisions (Construction Contracts).
Section 5.12.2 Safety Plan. Prior to the start of construction activities, the Design-Builder shall
prepare a safety plan for the construction phase conforming to OSHA 29 CFR 1926 (such plan,
the “Safety Plan”). Pursuant to OSHA 29 CFR 1926, the Design -Builder shall provide all
employees with the necessary Personal Protective Equipment ( “PPE”) to comply with all
COVID-19 regulations, and shall additionally require anyone on site to comply with any PPE
requirements. This Safety Plan developed by the Design -Builder shall describe the proposed
separation and the specific nature of the safety measures to be taken including fences and
barriers that will be used as well as the site security details. The Safety Plan will be submitted
to the Department and DCPS for their review and approval prior to the commencement of
construction. Once the Safety Plan has been approved, the Design -Builder shall comply with
it at all times during construction. The Design -Builder shall be required to revise the Safety
Plan as may be requested by the Depart ment or DCPS at any time, including, but not limited
to, as necessary to address any new national or local COVID-19 regulations, recommendations,
or restrictions. The cost of revising and complying with the plan shall not entitle the Design -
Builder to an increase in the GMP. In the event the Design-Builder fails to provide the Safety
Plan, the Design-Builder will not be permitted to commence the Construction Phase until the
Safety Plan is submitted , and in no event shall any resulting delay constitute an E xcusable
Delay. Additionally, the Design -Builder shall comply with the requirements of Article 27,
Section A of the Standard Contract Provisions (Construction Contracts).
Section 5.12.3 Safety Barriers/Fences. As part of its responsibility for Project safety, the
Design-Builder shall install such fences and barriers as may be necessary to separate the
construction areas of the site from those areas that are then being used by the Client Agency
for educational purposes. The Design -Builder shall describe in the Safety Plan the proposed
separation and the specific nature of the fences and barriers that will be used.
Section 5.12.4 Site Security. The Design-Builder shall be responsible for site security and
shall be required to provide such watchmen as are necessary to protect the site from unwanted
intrusion. Site Security shall be included in the Design-Builder’s General Conditions Cost.
Page 41 of 102

Section 5.12.5 Exculpation. The right of the Department and Client Agency to comment on
the Safety Plan and the nature and location of the required fences and barriers shall in no way
absolve the Design-Builder from the obligation to maintain a safe site.
Section 5.12.6 Site Cleanliness. During the Agreement performance and/or as directed by the
Department’s Program Manager, as the installation is completed, the Design -Builder shall
ensure that the site is clear of all extraneous materials, rubbish, or debris.
Section 5.13 Workhours, Site Office, and Coordination with Client Agency and
Community

Section 5.13.1 Workhours. The Design-Builder shall comply with the Noise Ordinance and
neither it nor its subcontractors shall undertake work on the Project site other than at the times
and sound level permitted by the Noise Ordinance.
Section 5.13.2 Site Office. Throughout the Project, the Design -Builder shall provide and
maintain a fully-equipped construction office for the Project site. The Design-Builder shall, at
all times, provide and maintain a fully equipped construction office for DGS staff assigned to
the Project. The costs for these Site Office(s) shall be included as part of the Design-Builder’s
general conditions cost. The site office shall include at a minimum, working space for 2 DGS
staff members, a restroom, internet access, electricity, and climate control.
Section 5.13.3 Parking. The Design-Builder shall organize its work in such a manner so as to
minimize the impact of its operations on the surrounding community. To the extent that the
number of workers on the site is likely to have an adverse impact on neighborhood parking,
the Design-Builder shall develop a parking plan for those individuals working on the site that
is reasonably acceptable to the Department.
Section 5.13.4 Wheel Washing Stations. The Design-Builder shall provide wheel washing
stations on -site so as to prevent the accumulation of dirt and other refuse on the streets
surrounding the Project site.
Section 5.13.5 Outreach Plan. The Design-Builder shall keep the Department informed of
the construction activities and their potential impact on the community and shall develop a
community outreach plan (the “Outreach Plan”). The Design -Builder shall submit the
Outreach Plan to the Department prior to its implementation which shall be subject to the
Department’s review and approval.
Section 5.13.6 Supervision. Throughout the Work, the construction office shall be managed
by personnel competent to oversee the Work at all times while construction is underway. Such
personnel shall maintain full -time, on -site construction supervision and provide daily
inspections, quality control, monitoring, coordination of various trades, record drawings, and
daily work log.
Section 5.14 Close-out & FF&E.

Section 5.14.1 A detailed list of FF&E requirements will be developed during the design &
Preconstruction Phase and attached hereto as Exhibit N.

Section 5.14.1 Punchlist. Promptly before Substantial Completion, the Design-Builder shall
cause the Design-Builder’s Architect to develop a punchlist. Once the punchlist is prepared,
the Design-Builder shall inspect the work along with representatives from the Department. The
punch list shall be revised to reflect additional work items that are discovered during such
Page 42 of 102

inspection. The Design-Builder shall correct all punchlist items no later than sixty (60) days
after Substantial Completion is achieved.
Section 5.14.2 Warranties & Manuals. The Design-Builder shall prepare and submit the
following Project documentation in accordance with the Turnover Manual: (i) a complete set
of product manuals (“O&M” or “Operation and Maintenance Manuals”), training videos, draft
and final warranties, etc.; (ii) attic stock; (iii) an equipment schedule; (iv) a proposed schedule
of maintenance for the new building; (v) environmental, health and safety documents for the
new building; and (vi) all applicable inspection certificates/permi ts (boiler, elevator,
emergency evacuation plans, health inspection, etc.) for the new building.
No later than thirty (30) days following Substantial Completion, the Design -Builder shall
prepare and submit : (i) a complete set of its Project files; and ( ii) a set of record drawings ,
including BIM models . The Design -Builder shall provide a maintenance and repair cost
services report, which includes conducting a 40-year life cycle cost analysis, which includes a
detailed list of replacement costs, maintenance costs, an estimate of repair costs, anticipated
energy costs, and a list of other relevant life cycle costs.
Section 5.14.3 Eleven Month Walk. The Design-Builder shall use commercially reasonable
efforts to schedule a joint inspection of the Project during the eleventh month after Substantial
Completion is achieved. During such inspection, the Design -Builder and a representative of
the Department shall walk the Project to identify any necessary warranty work.
Section 5.14.4 Support for Initial Heating & Cooling Season. The Design-Builder and its
mechanical subcontractor shall provide support to the Client Agency and the Department
during system start -up and in initial operation for the first heating and cooling season after
Substantial Completion is achieved.
Section 5.14.5 Training. The Design-Builder shall provide training to Client Agency staff on
all of the building systems. The Design -Builder shall be required to schedule such training
sessions and shall use commercially reasonable efforts to ensure all such training occurs prior
to Final Completion. All training shall be electronically recorded and turned over to the
Department for future use.
Section 5.14.6 The Design-Builder shall assist Client Agency in relocating FF&E and other
items as necessary within the renovated building, as well as for cleaning and other move -in
services as directed by the Department. The GMP shall include an allowance and scope of
work for these activities. This allowance is in addition to cleaning services that would otherwise
be required by the Design -Builder, including, but not limited to, the obligation to deliver a
broom-clean building at the end of construction.
Section 5.15 Salvaged and Stored Items. The Design -Builder shall be responsible for
salvaging and storing all items as identified by the Department, and to the benefit of the
Department, in accordance with all applicable District laws and regulations, after notifying the
Department and receiving the Department’s permission to proceed.
Section 5.16 Protection of Existing Elements.
The Design -Builder shall protect all existing features, public utilities, and other existing
structures during construction. The Design -Builder shall protect existing, site improvements,
trees, and shrubs from damage during construction. Protection extends to the root systems of
existing vegetation. The Design -Builder shall not store materials or equipment, or drive
machinery, within the drip line of existing trees and shrubs.

Page 43 of 102

Section 5.17 Sediment and Erosion Control.
The Design-Builder shall be responsible for installing sediment and erosion control measures
in accordance with DOEE guidelines , inclusive of, but not limited to: silt fencing, inlet
protection, stabilized construction entrances, and other control measures . The Design-Builder
shall be responsible for scheduling and coordination of DOEE Kick-Off Meeting.

Section 5.18 Quality Control Plan.

Section 5.18.1 General Obligation. The Design-Builder shall be responsible for all activities
necessary to execute, manage, control, and document work for ensuring compliance with the
contract documents. The Design -Builder’s responsibility includes ensuring adequate quality
control services are provided by the Design -Builder’s employees, its subcontractors, vendors
& suppliers at all levels from concept to completion including site assessment -
investigations/discovery, schematic design development, preconstruction, construction, and
closeout phases. All contract -related work activities and their implementation procedures
described within this quality control plan shall also address safety, measures to ensure
regulatory permit & code compliance, submittal management, change document
processing/incorporation, reporting, and all other functions necessary to achieve the highest
levels of quality during design and construction efforts. The Design-Builder’s Quality Control
(“QC”) Plan submittal must include statements affirming compliance with DGS QC Program
requirements. These requirements describe design & construction phase stipulations driving
satisfactory integration of Definable Features of Work (“DFOWs”) identified by DGS as being
essential to overall Project success.
Section 5.18.2 Quality Control Plan. Within thirty (30) days after the NTP, the Design -
Builder shall develop a Quality Control plan for the Project (the “Quality Control Plan”). A
draft of the Quality Control Plan shall be submitted to the Department and shall be subject to
the Department’s review and approval. This draft shall comply with the guidelines and include
at a minimum, the necessary components for Quality Control Plan development described
within the Department’s Quality Control Master Program (Exhibit U). The Quality Control
Plan shall be tailored to the specific products/type of construction activities contemplated in
the Design Development Documents, and in general, shall include a table of contents, quality
control team organization, and hierarchical arrangement detailing ongoing, regular
interaction/coordination within the Design -Builder’s teams, duties/responsibilities of quality
control personnel, submittal procedures, schedule of specified inspection & testing
requirements, deficiency cor rection procedures, issues & conflicts resolution, RFI
documentation process, change management, as -built record-keeping of contract documents
and a listing of customized quality control procedures, that will be required to ensure key
elements of the Work are executed in conformance with design documents. Examples of a few
key elements that necessitate focused attention and involvement of competent agencies include
MEP-Energy systems startup/commissioning, security systems integration, and building
envelope multi-trade coordination. Mockup construction requirements must be incorporated
into the plan, in order to establish a minimum standard of acceptance by the Department, for
the Project’s most visible and critical structural -architectural building elements like CIP
concrete and exterior facades. The Quality Control Plan must clearly describe requirements
addressing the involvement of qualified personnel for critical building elements and any
delegated design features that require engineered solutions, backed by supporting analysis data.
The Quality Control Plan must clearly describe quality control measures such as using
Department’s Quality Control Master Program 3-phase checklists recommended to be
undertaken by both design & construction teams. Prior to the construction phase commencing,
the Design -Builder must advise the Department regarding the status of their drawing &
specification documents, from a percentage completion standpoint. For that matter, the design
Page 44 of 102

phase quality control effort shall provide metrics to gauge whether the design documents –
drawings & specifications – are as complete as possible, prior to the Design-Builder’s
groundbreaking. DGS QC Program Design Phase Checklists include metrics to perform this
evaluation of design documents. Similarly, the Quality Control Plan must describe in detail
the quality control mechanisms proposed to be implemented by the Design -Builder for
ensuring adherence with design documents by way of minimal rework and m aintaining the
highest standards of construction. The Quality Control Plan must detail a description of any 3rd
parties suggested to be hired by the Department such as building envelope consultants and
commissioning agents.
Section 5.18.3 Implementation. During the Construction Phase, the Design -Builder shall
perform regular quality control inspections and create reports using the 3 -phase inspection
checklists included within the DGS Quality Control Master Program manuals based on such
inspections pursuant to the Quality Control Plan. The quality control reports with the 3-phase
Checklists shall be provided to the Department electronically on a monthly basis. The Design-
Builder shall incorporate a quality control section in the progress meetings to discuss
outstanding deficiencies, testing/inspections, and upcoming Work. The monthly report shall
include a detailed summary of the steps that are being employed to provide quality construction
and workmanship. The monthly repor t should specifically address issues raised during the
month and outline the steps that are being used to address such issues. The following are the
components that must at a minimum be included within the monthly Quality Control report
submitted to DGS. A ll components must be updated regularly, and current versions included
with monthly submissions to the Department.
a. A written narrative of Quality Control activities for the month supported by embedded,
cross-referenced photos. Should include 3-phase checklists compiled on a regular basis
as part of the Design-Builder’s ongoing quality control efforts.
b. CPM updates and analysis reflecting the status of critical submittals affecting work
progress, elaborated further within the descriptive work narrative accompanying CPM
baseline schedule and subsequent, regular updates’ submissions to the Department.
c. Deficiency tracking log.
d. Test & Inspections log recording all related activities for the month and cumulative for
the Project. This must correspond to and cross -reference the Project’s testing &
inspections schedule described above with Section 5.18.2.
e. Submittal Schedule detailing the status of all Project submittals.
Section 5.19 Acceleration.
Subject to the terms of this Section, the Department shall have the right to direct the Design -
Builder to accelerate the Work if, in the reasonable judgment of the Department: (i) the
Design-Builder fails to supply a sufficiency of workers or to deliver the materials or equipment
with such promptness as to prevent the delay in the progress of the Work; or (ii) the progress
of the Work otherwise materially falls behi nd the projections contained in the then currently
approved Project Schedule. In the event that the Department or its Program Manager determine
that either of the events specified in the preceding sentence have occurred, the Department shall
provide the Design-Builder with written notice of such event and the Design -Builder shall be
required to provide the Department with a schedule recovery plan (“Recovery Plan”) that is
reasonably designed to address the concerns raised in such notice within three (3) day s after
receipt of such notice. If the Department and the Design -Builder are unable to agree on the
terms of the Recovery Plan within five (5) days after the issuance of the notice (i.e. within forty
Page 45 of 102

eight (48) hours after the receipt of the proposed Recovery Plan), the Department shall have
the right to direct such acceleration as the Department, in its reasonable judgment, deems
necessary. Provided Department complies with the notice provisions of t his Section, the cost
of any acceleration directed under this Section shall not justify an adjustment to the GMP or
the Substantial Completion Date.
Given the nature of the Project and the fact that there is a fixed date upon which the Client
Agency plans to occupy the building, the Design -Builder hereby: (i) acknowledges that this
provision is a material inducement upon which the Department has relie d in entering into this
Agreement; and (ii) represents and warrants that it will include sufficient funding in the GMP
in order to comply with the requirements of this Section.
Section 5.20 Corrective Action Plan.
Subject to the terms of this Section, the Department shall have the right to direct the Design-
Builder to revise the provisions of the Quality Control Plan if, in the reasonable judgment of
the Department, the craftsmanship of the Work being installed fails to comply with generally
applicable industry standards, requirements set fo rth in the specifications that are reasonably
related to the quality of craftsmanship quality, or any provisions set forth in this Agreement
(each a “Quality Control Event”). In the event that the Department or its Program Manager
determines that a Quality Control Event has occurred, the Department shall provide the Design-
Builder with written notice of the occurrence of such Quality Control Event and the Design -
Builder shall be required to provide the Department with a corrective action plan that is
reasonably designed to address the concerns raised in such notice within three (3) days after
receipt of such notice (each instance, a “Corrective Action Plan”). If the Department and the
Design-Builder are unable to agree on the terms of the Corrective Action Plan within five (5)
days after the issuance of the notice (i.e. within forty-eight (48) hours after the receipt of the
proposed corrective action plan), the Department shall have the right to direct such corrective
action measures as the Department, in its reasonable judgment, deems necessary. Such
directive may include adjustments to the procedural provisions set forth in the Quality Control
Plan and/or may impose additional re quirements on the manner in which Work is being
performed. Provided the Department complies with the notice provisions of this Section, the
cost of any such corrective action directed under this Section shall not justify an adjustment to
the GMP or the Substantial Completion Date.
Section 5.21
a. Use of Department’s Electronic Project Management Information System
(ProjectTeam). The Design-Builder shall utilize the Department’s current project
management software, ProjectTeam, to submit any and all Project documentation
required to be provided by the Design-Builder for the Project, including, but not limited
to: (i) requests for information; (ii) submittals; (iii) meeting minutes; (iv)
invoices/applications for payment (full package including all forms required by DGS);
(v) certified payrolls (in addition to upload via LCP Tracker); (vi) drawings and
specifications; (vii) GMP and any Submissions that require approval by DC Counci l;
(viii) punchlist; and (ix) other Project documents as may be designated by the
Department.

i. Electronic storage and transmission of information via P rojectTeam system
shall be compliant with the provisions of the document security.

b. Invoice Submittal. The Design-Builder shall create and submit payment requests in an
electronic format through the DC Vendor Portal, https://vendorportal.dc.gov. The
Design-Builder shall submit proper invoices on a monthly basis. To constitute a proper
invoice, the Design-Builder shall enter all required information into the Portal after
Page 46 of 102

selecting the applicable purchase order number which is listed on the Design-Builder’s
profile.
Section 5.22 Conformance with Laws.
It shall be the responsibility of the Design -Builder to perform under the Agreement in
conformance with the Department’s Procurement Regulations and all applicable statutes, laws,
codes, ordinances, regulations, rules, requirements, orders, and policies of governmental
bodies, including, without limitation, the U.S. Government and the District of Columbia
government; and it is the sole responsibility of the Design -Builder to determine the
Procurement Regulations, statutes, laws, codes, ordinances, regulatio ns, rules, requirements
and orders that apply and their effect on the Design -Builder’s obligations thereunder. Given
the requirements for the Project, the Department may, at its sole discretion : (i) apply for
variance to the requirement of adhering to the Green Building Act on the Project ; and (ii)
consider deferring the scope of work associated with stormwater management to a later phase
of the Project.
Section 5.23 Licensing, Accreditation, and Registration
The Design-Builder and all of its subcontractors and subconsultants (regardless of tier) shall
comply with all applicable District of Columbia, state, and federal licensing, accreditation, and
registration requirements and standards necessary for the perfo rmance of the Agreement.
Without limiting the generality of the foregoing, all drawings shall be signed and sealed by a
professional architect or engineer licensed in the District of Columbia.

Page 47 of 102

Article 6 - DESIGNATED REPRESENTATIVES
Section 6.1 Department’s Designated Representative.
The Department designates the individual(s) identified in Exhibit I as its representative with
express authority to bind the Department with respect to all matters requiring the Department’s
approval or authorization. Subject to the limitations on their authority specified in Exhibit I,
these representative(s) shall have the exclusive authority to make decisions on behalf of the
Department concerning estimates and schedules, construction budgets, changes in the Work,
and execution of Change Orders , Contrac t Modifications or Change Directives, and shall
render such decisions promptly and furnish information expeditiously, so as to avoid
unreasonable delay in the services or performance of the Work of the Design-Builder. In order
for the Department to effectively manage th e Project and assure that the Design -Builder does
not receive conflicting instructions regarding the Work, the Design -Builder shall promptly
notify the Department’s representative upon receiving any instructions or other communication
in connection with the Design-Builder’s Work from any employee of the Department or other
purported agent of the Department other than the Department’s designated representative.
Section 6.2 Design-Builder’s Designated Representative.
The Design-Builder designates the individual(s) identified in Exhibit H as its representative
with express authority to bind the Design -Builder with respect to all matters requiring the
Design-Builder’s approval or authorization. In addition, the Department retains the right to
approve candidates to serve as on -site personne l in accordance with each candidate’s
experience with similar projects and local marketplace conditions. Once approved, individuals
cannot be changed without the Department’s prior app roval. During the entire term of the
Agreement, it is agreed that the Design -Builder’s designated representative will devote his or
her time exclusively to the Project, unless the Department consents to a reduction in time. All
services provided by the Design -Builder shall be performed in accordance with the highest
professional standards recognized and adhered to by design-builders that build first-class state-
of-the-art buildings and projects that are similar to the Project in large urban areas.

Page 48 of 102

6 Article 7 - COMPENSATION AND PAYMENTS FOR DESIGN &
PRECONSTRUCTION PHASE SERVICES
Section 7.1 Compensation

The Department shall compensate and make payments to the Design -Builder for design
services in accordance with this Article 7 and Article 10. For design services, including
construction administration services provided during the construction phase, the Design -
Builder’s compensation shall not exceed the amount set forth in the Project Information Section
of this Agreement (the “Design Fee”). The Preconstruction Fee shall be the Design -Builder’s
sole compensation for Preconstruction Phase Services. The Preconstruction Fee shall include,
but not be limited to, amounts necessary to compensate the Design-Builder for:
• Profit;
• Home Office Overhead;
• Fringe Benefits associated with staff costs;
• Payroll taxes associated with staff costs;
• Staff costs associated with obtaining permits and approvals during the Design &
Preconstruction Phase;
• Out-of-house consultants;
• Travel, Living and Relocation expenses;
• Job vehicles;
• Office equipment including but not limited to:
o Computer hardware and software;
o Fax machines; and
o Copying machines;
• Office supplies;
• Telephone; and
• Local delivery and overnight delivery costs.

Section 7.2 Payments

Section 7.2.1 Payments for Design & Preconstruction Phase Services shall be made monthly
over the anticipated duration of the Design & Preconstruction Phase following presentation
and acceptance of the Design -Builder’s invoice and shall be in proportion to services
performed. In no event, however, will the aggregate of the Design-Builder’s monthly invoices
for Design & Preconstruction Phase Services exceed the Preconstruction Fee plus the Design
Fee.
Section 7.2.2 Payments are due and payable in accordance with Article 12 of this Agreement.
Amounts unpaid after the date of which payments are due shall bear interest in accordance with
the Quick Payment Act.

Page 49 of 102

7
Article 8 - COMPENSATION FOR CONSTRUCTION PHASE SERVICES
Section 8.1 Compensation.

The Department shall compensate and make payments to the Design-Builder for Construction
Phase Services in accordance with this Article 8 and Article 10. For the Construction Phase
Services, the Design -Builder’s total compensation shall be as set forth in the Project
Information Section of this Agreement (the “Design -Build Fee”). The Design-Builder
acknowledges and agrees that the percentage of the total amount of the Design-Build Fee set
forth in the Project Information Section of this Agreement is at risk (the “At-Risk Portion”),
and the Design-Builder shall only be entitled to the At-Risk Portion as set forth below. Unless
and until the Design-Builder’s entitlement to any subset of the At-Risk Portion is determined
by the Department, the Design-Builder shall only be entitled to bill for the portion of the
Design-Build Fee that is not at risk (the “Base Design-Build Fee”). The Design-Build Fee
shall be billed in accordance with Article 10, to be paid in equal monthly installments over the
anticipated duration of the Construction Phase. To the extent that the duration of the
Agreement is extended, the then remaining amounts of the Design-Build Fee will be re -
allocated such that the then-existing portion of the Design-Build Fee shall be evenly spread
over the then remaining duration of the Construction Phase.
Section 8.1.1 Award Fee Pool. The At-Risk Portion shall be used to establish and fund an
award fee pool (“the Award Fee Pool”). Within sixty (60) days after approval and fully
execution of this Agreement, the Department shall appoint a committee that will determine
entitlement to those portions of the Award Fee Pool so designated below (such committee, the
“Award Fee Evaluation Committee”). The Award Fee Evaluation Committee will consist of:
(i) the Department’s Deputy Director for Capital Construction or their designee; (ii) DCPS Chief
of Facilities or its designee; (iii) DGS Contracting Officer or their designee; (iv) DGS Capital
Construction representative; and (v) DCPS Facilities representative. Committee members shall
not include an individual who has day-to-day interactions or involvement on the Project, or an
individual who is presently involved in an active project with the Design-Builder.
Section 8.1.2 The Design-Builder may earn the At-Risk Portion of the Design-Build Fee in
accordance with Exhibit R.
Section 8.2 Lump Sum General Conditions Cost.
The Lump Sum General Conditions Cost shall be the amount paid by the Department for those
costs described in Section 9.2. The Lump Sum General Conditions Cost shall not be increased
or decreased as a result of change orders or change directives unless such changes extend the
duration of the Project beyond the time identified in Section 1.22. To the extent the Design -
Builder incurs General Conditions costs in excess of the Lump Sum General Conditions Cost,
the Design-Builder shall not be entitled to reimbursement for such amounts. In such an event,
the Design-Builder shall be required to adequately staff the Project.
Section 8.3 Initial Not-to-Exceed Amount.
Unless and until the GMP Amendment is executed and approved by the Council for the District
of Columbia, this Agreement shall have an initial not -to-exceed amount as set forth in the
Project Information Section of this Agreement (the “Initial NTE”) as further described in
Exhibit X. In no event shall the Design -Builder be entitled to recover more than the Initial
NTE unless the Design-Builder is authorized to exceed the Initial NTE by the Department in
advance and in writing. Prior to expending or committ ing any portion of the Initial NTE, the
Design-Builder shall obtain the Department’s written approval of such expenditure or
commitment, as well as a determination as to whether the work will qualify as a “capital”
Page 50 of 102

expense under the Department’s financial guidelines to the extent capital money is to be
expended. In making such a request, the Design -Builder shall submit an itemized breakdown
of the work that the Design -Builder seeks to release using funds from the In itial NTE as well
as the associated costs of such work.
Section 8.4 Project Budget.
The Department has established the Project Budget as set forth in the Information Section of
this Agreement. When the GMP is established, such GMP shall not exceed the Project Budget,
and such GMP shall include any and all amounts which may be due to the Design -Builder
pursuant to this Agreement. In no event shall the Design -Builder be entitled to recover more
than the GMP unless the Design-Builder is authorized to exceed the GMP by the Department
in advance and in writing. The Design -Builder shall inform the Department’s Contracting
Officer at least fifteen (15) calendar days in advance, if the Design -Builder encounters any
foreseen or unforeseen project -related events, which might reasonably affect : (i) existing
Project Budget; or (ii) DC council-authorized appropriations.
Section 8.5 No Adjustments to Fee.
It is the Department’s intent to engage the Design -Builder to develop a GMP that meets the
programmatic requirements set forth in Exhibit A 1 by the Client Agency and the Project
Budget as set forth herein (i.e. designed to budget), to allow for Substantial Completion of the
Work to be achieved no later than the Substantial Completion Date. The Design-Builder shall
be entitled to an adjustment to the Design-Build Fee at the time the GMP is established to the
extent, and only to the extent, that: (i) the Department makes additions to the scope that, when
measured relative to the program, cause the GMP to exceed the Design -Builder’s original
concept estimate by more than five percent (5%); or (ii) the Department makes additions to the
scope provided for herein which (other than for punchlist or warranty work) which requires the
Design-Builder’s services at the Project to extend 30 days or more beyond the Substantial
Completion Date. With regard to Change Orders issued after the GMP is established, and in
accordance with Section 18.8, the Design-Builder shall be entitled to an increase in the Design-
Build Fee to the extent, and only to the extent, that: (i) the Department has added a new
programmatic element to the Project; or (ii) the Department made additions to the GMP scope
which (other than punchlist or warranty work) require the Design -Builder’s services at the
Project to extend 30 days or more beyond the Substantial Completion Date.
Section 8.6 Reserved

Section 8.7 Direct Cost of Work
“Direct Cost of the Work” shall mean labor, material , and other costs reasonably and
necessarily incurred in the proper performance of the Work as approved by the Department
and shall include, but not be limited to:

Section 8.7.1 Labor. Payment will be made for direct labor costs plus indirect labor costs such
as insurance, taxes, fringe benefits and welfare provided such costs are considered reasonable.
Indirect costs shall be itemized and verified by receipted invoices. If verification is not possible,
up to five percent (5%) of direct labor costs may be allowed.
Section 8.7.2 Rented Equipment. Payment for required equipment rented from an outside
company that is neither an affiliate of nor a subsidiary of, the Design-Builder will be based on
receipted invoices which shall not exceed rates given in the current edition of the Rental Rate
Blue Book for Construction Equipment published online by Data Quest. If actual rental rates
exceed manual rates, written justification shall be furnished to the Contracting Officer for
consideration. No additional allowance will be made for overhead and profit. The Design -
Builder shall submit written certification to the Contracting Officer that any required rented
Page 51 of 102

equipment is neither owned by nor rented from the Design -Builder or an affiliate of or
subsidiary of the Design-Builder.
Section 8.7.3 Design-Builder’s Equipment. Payment for required equipment owned by the
Design-Builder or an affiliate of the Design -Builder will be based solely on an hourly rate
derived by dividing the current appropriate monthly rate by 176 hours. No payment will be
made under any circumstances for repair costs, freight and transportation charges, fuel,
lubricants, insurance, any other costs, and expenses, or overhead and profit. Payment for such
equipment made idle by delays attributable to the Government will be based on one -half the
derived hourly rate under this subsection.
Section 8.7.4 Materials. Incorporated and unincorporated materials as permitted under
Section 9.1.
Section 8.7.5 Direct Cost of the Work does not, however, include home office overhead, field
supervision, general conditions, or profit of either the Subcontractor or the Design-Builder. No
personnel above the level of a working foreman shall be considered a Direct Cost of the Work.

Page 52 of 102

Article 9 - COST OF THE WORK FOR CONSTRUCTION PHASE
Section 9.1 Cost of the Work.
The term “Cost of the Work” shall mean the costs necessarily incurred by the Design -Builder
in the proper performance of the Work and shall include only the following:
Section 9.1.1 Payments made by the Design -Builder to Subcontractors and suppliers, other
than design subconsultants, but only in accordance with the subcontracts and supply
agreements;
Section 9.1.2 Payments made by the Design -Builder to its design consultants and sub-
consultants; provided, however, that the Design -Builder shall not be reimbursed for the costs
of design services and construction administration services in excess of the Design Fee;
Section 9.1.3 All amounts due to the Design -Builder under the terms of the Department's
written authorization for the Design -Builder to perform any portion of the Work as Self -
Performed Work. If authorization for the Design -Builder to engage in Self -Performed Work
is not on a fixed-price basis, then, as to that Work, the following costs shall be within the Cost
of the Work:
a. Labor. Properly documented wages actually paid to Project foremen, construction
workers, and other personnel in the direct employ of the Design-Builder, while engaged
in approved Self -Performed Work, together with contributions, assessments, payroll
taxes, or fringe benefits requir ed by the laws or applicable collective bargaining
agreements.
b. Incorporated Materials. The cost, net of trade discounts, of all materials, products,
supplies, and equipment incorporated into the Self-Performed Work, including, without
limitation, costs of transportation and handling.
c. Unincorporated Materials. The cost of materials, products, supplies, and equipment
not actually installed or incorporated into the Self -Performed Work, but required to
provide a reasonable allowance for waste or spoilage, subject to the Design -Builder’s
agreement to turn unused excess materials over to the Department at the completion of
the Project or, at the Department’s option, to sell the material and pay the proceeds to
the Department or give the Department a credit in the amount of the proceeds against
the Cost of the Work.
Section 9.1.4 Royalty and license fees paid for use of a design, process, or product if its use is
required by this Agreement or has been approved in advance by the Department;
Section 9.1.5 Fees for obtaining all required approvals or permits associated with any
abatement, demolition, utilities abandonment, and utility relocation (including utility
connection fees), including any and all building and/or trade permits fees;
Section 9.1.6 All performance and payment bonds and general liability insurance. The
Department may, in its sole discretion, allow the Design -Builder to recover the costs of
subcontractor default insurance at a mutually agreed-upon rate in lieu of trade level bonds,
provided that such insurance be approved by the Department in advance and after being
presented with a cost-benefit analysis of such use;
Section 9.1.7 All fees and other costs necessarily incurred to carry out testing and inspection
required by the Agreement or applicable laws, or otherwise to maintain proper quality
Page 53 of 102

assurance. The costs the Design -Builder incurs to schedule and coordinate any additional
testing and inspections the Department may decide to conduct itself shall be within the Cost of
the Work unless the additional testing establishes that the Work tested was defective or
otherwise failed to satisfy requirements set forth in the Agreement, in which case the Design -
Builder shall pay the costs, without reimbursement;
Section 9.1.8 All bonds to jurisdictional agencies (utilities, stormwater management, land
disturbance, and grading);
Section 9.1.9 The Lump Sum General Conditions Cost; and
Section 9.1.10 Costs of repairing or correcting damaged or nonconforming Work executed by
the Design-Builder’s Architect , or Design -Builder’s other consultants, Subcontractors , or
suppliers, provided that such damaged or nonconforming Work was not caused by negligence
or failure to fulfill a specific responsibility of the Design -Builder, and only to the extent that
the cost of repair or correction is not recoverable by the Desig n-Builder from insurance,
sureties, subcontractors or suppliers. It is understood that the cost of repairing, correcting
damaged or nonconforming Work that was Self -Performed shall not be reimbursable in any
event.
Section 9.2 Lump Sum General Conditions Cost.
The Contractor shall propose a lump sum amount for the General Conditions Cost, and this
lump sum amount shall be the extent of what the Design -Builder is entitled to recover for the
cost of General Conditions (such cost, the “Lump Sum General Conditions Cost”). The Lump
Sum General Conditions Cost shall not be increased or decreased as a result of Change Orders
or Change Directives unless such changes: (i) extend the duration of the Project beyond the
time identified in Section 1.22; and (ii) the Design-Builder can demonstrate to the satisfaction
of the Department that such additional General Conditions costs are necessary and not due to
any fault of the Design-Builder, its subcontractors, materialmen, consultants or anyone making
claims thereunder. To the extent the Design-Builder incurs General Conditions Costs in excess
of the Lump Sum General Conditions Cost, the Design -Builder shall not be entitled to
reimbursement for such amounts unless the Department authorizes, by written Contract
Modification, an increase to the Lump Sum General Conditions Cost. Nonetheless, in such an
event, if the Design Builder exceeds the Lump Sum General Conditions Cost, the Design -
Builder shall continue to be required to adequately staff the Project and provide all
Construction Ser vices. General Conditions shall not be billed till site mobilization has
commenced unless prior authorization is given by the Department, in writing. General
Conditions shall include, but are not limited to:

a) Cost of construction staff;
b) Fringe Benefits associated with construction staff;
c) Payroll taxes and payroll insurance associated with construction staff;
d) Staff costs associated with obtaining permits and approvals;
e) Out-of-house consultants, including, but not limited to, permit expeditors, safety
managers, estimators, and schedulers;
f) Job vehicles;
g) The field office(s) for the Design -Builder and Department, including, but not limited
to: (i) trailer purchase and/or rental; (ii) field office installation, relocation , and
removal; (iii) utility connections and charges during the Construction Phase; (iv)
furniture; (v) office supplies;
h) Office equipment including, but not limited to: (i) computer hardware and software; (ii)
fax machines; (iii) copying machines; (iv) voice/data system installation and use
charges; (v) job radios;
Page 54 of 102

i) Local delivery and overnight delivery costs;
j) Field computer network;
k) First aid facility;
l) Printing cost for drawings, bid packages, etc.;
m) BIM Cost (software, seats, hardware);
n) Parking costs for the construction staff;
o) Salting sidewalks and shoveling snow on sidewalks that surround the site; and
p) Exterior site fencing, fence wrapping, and construction signage per DGS Standards.
q) Site security, as explained in Section 15.12.4.

Section 9.3 Costs Not to Be Reimbursed.
All costs not specifically listed in Section 9.1 as being within the Cost of the Work are excluded
from the Cost of the Work and shall not be reimbursable. In particular, but without limitation,
the Cost of the Work does not include any of the following:
a) Any personnel or labor costs other than those provided for in Section 9.1.3 (a).
b) Fees for any permits or licenses the Design -Builder requires to conduct its general
business operations.
c) Capital expenses and interest on capital employed for the Work.
d) The cost of home or regional offices, it being understood that compensation for such
costs is included in the Design-Build Fee.
e) Sales or use taxes unless the Design -Builder establishes that applicable law required
payment of such taxes.
f) Costs due to the errors or omissions of the Design -Builder or its subcontractors or
suppliers at all tiers, negligent or otherwise.
g) Costs dues to breach of Contract by the Design-Builder or its subcontractors or material
suppliers at all tiers, including, without limitation, costs arising from defective or
damaged work or its correction, disposal of materials or equipment erroneously
supplied, and repairs to property damaged by the Design -Builder or its subcontractors
or material suppliers at all tiers.
h) Any costs incurred in performing work of any kind before Preconstruction NTP unless
specifically authorized by the Department in advance and in writing.
i) Direct or indirect costs of any kind, except those expressly included in Section 9.1.

Section 9.4 Discounts, Rebates, And Refunds.

Section 9.4.1 Cash discounts obtained on payments made by the Design -Builder shall accrue
to the Department if: (i) before making such payment(s), the Design-Builder included them in
an Application for Payment and received payment therefor from the Department; or (ii) t he
Department has deposited funds with the Design-Builder with which to make such payment(s).
All other cash discounts shall accrue to the Design-Builder. Trade discounts, rebates, refunds,
and amounts received from sales of surplus materials and equipmen t shall accrue to the
Department, and the Design -Builder shall make provisions so that such amounts can be
secured.
Section 9.4.2 Amounts that accrue to the Department in accordance with the provisions of
Section 9.4.1 shall be credited to the Department as a deduction from the Cost of the Work.
Section 9.5 Facilitating Tax Exempt Purchases.
The Department expects that the Project will qualify as tax -exempt under applicable laws.
Upon request, the Department will provide the Design-Builder with the necessary information
relating to the tax exemption. In the event that any savings are attributable to the tax -exempt
status of the Project, the Design-Builder shall not be entitled to share in such savings.
Page 55 of 102

Section 9.6 Accounting Records.
The Design-Builder shall keep full and detailed accounts and exercise such controls as may be
necessary for proper financial management under the Agreement. The Design -Builder’s
accounting and control systems shall be satisfactory to the Department. The D epartment, its
representatives, and the Department’s accountants shall be afforded access to the Design -
Builder’s records, books, correspondence, instruction, drawings, receipts, subcontracts,
purchase orders, vouchers, memoranda, and other data relating to this Project, and the Design-
Builder shall preserve such Project documentation relating to the Project for a period of three
years after final payment, or for such longer period as may be required by law.
Section 9.7 Excluded Cost Elements.
It is the Department’s intent that the Design -Builder provides a turn -key solution for the
implementation of the Project, and the budget set herein has been developed based on such a
framework. The Design-Builder shall advance the Project in a manner consistent with such
budget and the understanding that only the commissioning cost element is excluded from the
budget set forth herein.

Page 56 of 102

Article 10 - CONSTRUCTION PHASE PAYMENTS
Section 10.1 Progress Payments.
The Design -Builder shall be compensated in a series of progress payments and a Final
Payment, for Work completed in accordance with the Agreement, and for which proper
Applications for Payment have been submitted and approved. The amount of each progress
payment shall be as follows:
The Cost of Work completed to date
Plus Cost of Work for Pay Period x 60% Design-Build Fee
Current approved estimated.
Cost of Work through Final Completion
Plus Any subset of the Design -Build Fee to which the Department has determined
the Design-Builder to be Entitled
Minus Applicable retainage
Minus Amounts previously paid by the Department
Section 10.2 Retention.
The Department shall withhold from each progress payment an amount equal to ten percent
(10%) of the payment related to : (i) each Subcontract and supply agreement; (ii) the
Preconstruction Fee; (iii) Design-Build Fee; (iv) the General Conditions Costs; and (v) the Cost
of the Work-related to each item of Self-Performed Work, until such time as fifty percent (50%)
of the then currently budgeted cost associated with each such item has been invoiced, at which
point the Department may cease retaining against such item; provided, however, that retention
shall not be held on the costs of bonds, insurances, and those elements of the general
requirements which consist of a single, insolated effort such as dumpster disposal and safety
carpentry. The Department at its sole and absolute discretion may elect to increase the retention
of any trade Subcontractor up to ten percent (10%), in the event the Department determines
that the situation so warrants. The Department also in its sole and absolute discretion, may
elect to reduce the retainage relating to a particular trade Subcontracto r, or the Cost of the
Work-related to a specific item of Self -Performed Work to zero upon: (a) satisfactory
completion of such Work; (b) submission of all required warranties, certifications, and
operating or maintenance instructions with respect to that Work; and (c) execution of
appropriate waivers of lien and releases of claims. However, in no event shall the total
retainage held by the Department be reduced to an amount that is less than two and one -half
percent (2.5%) of the GMP.
Section 10.3 Stored Materials.
The Department shall not be required to pay for materials stored at the site or stored at other
locations absent prior written authorization to do so, which authorization may be withheld at
the Department's sole discretion. If the Department expressly agrees to pay for materials stored
at the site but not yet incorporated into the Work, the Application for Payment may also include
a request for payment of the cost of such materials, if the materials have been delivered to the
site, and suitably stored. Such requests shall be documented by appropriate invoices and bills
of sale. Payment for stored materials shall be conditioned also on the Design -Builder’s
representation that it has inspected the material and found it to be free from defect and
otherwise in conformity with this Agreemen t, and on satisfactory evidence that the materials
Page 57 of 102

are insured under the builder’s risk policy. Further, if the Design -Builder requests the
Department to allow payments for storage of materials offsite, the Design -Builder shall be
required, inter alia, to agree to the execution of proper Project documentation to afford the
Department a secured interest in the materials upon payment.
Section 10.4 Design-Builder’s Certification.
Each Application for Payment shall be accompanied by the Design -Builder's signed
certification that:
Section 10. 4.1. all amounts paid to the Design -Builder on the previous Application for
Payment that were attributable to Subcontractor Work or to materials or equipment being
supplied by any supplier have been paid over to the appropriate Subcontractors and suppliers;
Section 10. 4.2. that all amounts currently sought for Subcontractor Work or supply of
materials or equipment are currently due and owing to the Subcontractors and material or
equipment suppliers;
Section 10.4.3. that all Work, materials or equipment for which payment is sought is, to the
best of the Design-Builder's knowledge, free from defect and meets all of the requirements set
forth in the Agreement;
Section 10. 4.4. that the Design -Builder’s subcontracts include the clauses required by
subparagraphs (1) through (4) of D.C. Official Code §2-221.02(d) (2017); and
Section 10.4.5. The Design-Builder shall not include in an Application for Payment amounts
for Work for which the Design-Builder does not intend to pay.
Section 10.6 Lien Waivers.
Each Application for Payment shall be accompanied by written waivers of the right to file a
mechanic’s lien and all other claims, in a form substantially similar to Exhibit K for the
Design-Builder and all Subcontractors and material suppliers at all tiers who have supplied
labor or material or both for which payment is requested, subject only to the receipt of payment.
If the Department so requests, the Design -Builder shall also submit unconditional waivers of
liens for itself and all Subcontractors and material suppliers at all tiers with respect to Work or
materials or equipment for which payment has been previously made, and additional forms of
waiver acknowledging receipt of final payment under the Agreement and providing final
release of such liens.
Section 10.7 Warranty of Title.
By submitting an Application for Payment, the Design-Builder warrants to the Department that
title to all Work for which payment is sought will pass to the Department, without liens, claims,
or other encumbrances, upon the receipt of payment by the Department. The Department may
require the execution of appropriate Project documents to confirm the passage of a clear title.
Passage of title shall not operate to pass the risk of loss with respect to the Work in question.
Risk of loss remains with the Desig n-Builder until Substantial Completion, unless otherwise
agreed by the Department, in writing.
Section 10.8 Submission.
On the twenty -fifth day of each month , the Design-Builder shall submit to the Department
(with a copy to the Program Manager) an Application for Payment, which Application for
Payment shall cover the entire month during which the Application for Payment is submitted.
All amounts formally subm itted via Application for Payment and not disputed by the
Department shall be due and payable on the last day of the month following submission or, if
that is not a business day, on the following business day. If the Design-Builder and Department
Page 58 of 102

are unable to agree on the amounts properly due and owing, the Department shall pay in
accordance with its good faith determination , and the Design-Builder may protest and pursue
a claim as provided in this Agreement and the Standard Contract Provisions (Construction
Contracts and Architectural and Engineering Services Contracts).
Section 10.9 Right to Withhold Payments.
The Department will notify the Design -Builder within fifteen (15) days after receiving any
Application for Payment of any defect in the Application for Payment or the Design-Builder’s
performance which may result in the Department’s declining to pay all or a part of the requested
amount. The Department may withhold payment from the Design -Builder, in whole or part,
as appropriate, if:
Section 10.9.1 the Work is defective and such defects have not been remedied; or
Section 10.9.2 the Department has determined that the Design -Builder’s progress has fallen
behind the Project Schedule, and the Design-Builder fails, within ten (10) calendar days of the
Department’s written demand, to provide the Department with a realistic and accept able
Recovery Plan in accordance with Section 5.19; or
Section 10.9.3 the Design-Builder's monthly schedule update reflects that the Design -Builder
has fallen behind the Project Schedule, and the Design -Builder fails to include, in the same
monthly report, a realistic and acceptable Recovery Plan in accordance with Section 5.19; or
Section 10.9.4 the Design-Builder has failed to provide reports in full compliance with Section
5.5 of this Agreement; or
Section 10.9.5 the Design-Builder has failed to pay Subcontractors or suppliers promptly or
has made false or inaccurate certifications that payments to Subcontractors or suppliers are due
or have been made; or
Section 10.9.6 any mechanic’s lien has been filed against the Department, the site or any
portion thereof or interest therein, or any improvements on the site, even though the
Department has paid all undisputed amounts due to the Design -Builder, and the Design -
Builder, upon notice, has failed to remove the lien, by bonding it off or otherwise, within ten
(10) calendar days; or
Section 10.9.7 the Department has reasonable evidence that the Work will not be completed
by the Substantial Completion Date, as required, that the unpaid balance of the GMP would
not be adequate to cover actual or liquidated damages arising from the anticipated delay; or
Section 10.9.8 the Department has reasonable evidence that the Work cannot be completed for
the unpaid balance of the GMP; or
Section 10.9.9 the Design -Builder is otherwise in substantial breach of this Agreement
including, without limitation, failures to comply with LSDBE Utilization requirements or;
Section 10.9.10 The Application for Payment is incomplete, unsubstantiated , and/or does not
contain sufficient documentation for evaluation by the Contracting Officer.
Section 10.10 Payment Not Acceptance.
Payment of any progress payment or final payment shall not constitute acceptance of Work
that is defective or otherwise fails to conform to the Agreement or a waiver of any rights or
remedies the Department may have with respect to defective or nonconforming Work.
Page 59 of 102

Section 10.11 Department Not Obligated to Others.
The Department shall have no obligation to pay or be responsible in any way for payments to
a consultant or subcontractor performing portions of the Work.
Section 10.12 Final Payment.
A final payment (“Final Payment”) shall be made by the Department to the Design -Builder
when: (i) Final Completion has been achieved; (ii) all deliverables set forth in Section 5.14,
and Exhibit N have been delivered to and are accepted by the Department; (iii) the Design -
Builder provides the Department a complete set of product manuals (O&M), training videos,
and warranties, as applicable; and (iv) a complete final Application for Payment and a fi nal
accounting for the Cost of the Work has been submitted by the Design-Builder and reviewed
by the Department and, to the extent the Department determines appropriate, the Department’s
accountants. The Department shall make the Final Payment not more than thirty (30) days
after the Department verifies the amount of the final payment set forth in a complete final
Application for Payment.
Section 10.12.1 The amount of the Final Payment shall be calculated as follows:

Section 10.12.1.1 Take the sum of the Cost of the Work substantiated by the Design -
Builder’s final accounting and the Design-Build Fee; but not more than the GMP.

Section 10.12.1.2 Subtract amounts, if any, for which the Department withholds
pursuant to the Agreement.
Section 10.12.1.3 Subtract the aggregate of previous payments made by the
Department. (If the aggregate of previous payments made by the Department exceeds
the amount due the Design -Builder, the Design -Builder shall promptly reimburse the
difference to the Department).
Section 10.12.1.4 The Final Payment shall take into account any savings accruing to
the Department or the Design-Builder.
Section 10.12.1.5 The Department will review and report in writing on the Design -
Builder’s final accounting within 30 days after delivery of the final accounting to the
Department by the Design-Builder. Based upon the Department’s determination of the
Cost of the Work and provided the other conditions of Section 10.12.1 have been met,
the Department will, within fifteen (15) days after the Department’s determination,
notify the Design -Builder of any amount that the Department will withhold and the
reasons therefor. The time periods stated in this Section 10.12.1.5 supersede those for
typical progress payments.
Section 10.12.1.6 If the Department determines that the Cost of the Work is other than
that claimed by the Design-Builder, the Design-Builder shall be entitled to proceed in
accordance with Article 3 of the Standard Contract Provisions (Construction
Contracts). Pending a final resolution of the disputed amount, the Department shall pay
the Design-Builder the amount that the Department determines to be appropriate.

Page 60 of 102

Article 11 - INSURANCE
Section 11.1 GENERAL REQUIREMENTS. The Contractor at its sole expense
shall procure and maintain, during the entire period of performance under this contract,
the types of insurance specified below. The Contractor shall submit a Certificate of
Insurance to the Contracting Officer (CO) givi ng evidence of the required coverage
prior to commencing performance under this contract. In no event shall any work be
performed until the required Certificates of Insurance signed by an authorized
representative of the insurer(s) have been provided to, and accepted by, the CO.

The Government of the District of Columbia shall be included in all policies, where
applicable and allowable by law, required hereunder to be maintained by the Contractor
and its subcontractors (except for workers’ compensation and professional liability
insurance) as an additional insureds for claims against The Government of the District
of Columbia relating to this contract, with the understanding that any affirmative
obligation imposed upon the insured Contractor or its subcontractors (including without
limitation the liability to pay premiums) shall be the sole obligation of the Contractor
or its subcontractors, and not the additional insured. The additional insured status under
the Contractor’s and its subcontractors’ Commercial General Liability ins urance
policies shall be effected using the ISO Additional Insured Endorsement form CG 20
10 11 85 (or CG 20 10 07 04 and CG 20 37 07 04) or such other endorsement or
combination of endorsements providing coverage at least as broad and approved by the
CO in writing. All of the Contractor’s and its subcontractors’ liability policies (except
for workers’ compensation and professional liability insurance) shall be endorsed using
ISO form CG 20 01 04 13 or its equivalent so as to indicate that such policies pr ovide
primary coverage (without any right of contribution by any other insurance, reinsurance
or self-insurance, including any deductible or retention, maintained by an Additional
Insured) for all claims against the additional insured arising out of the pe rformance of
this Statement of Work by the Contractor or its subcontractors, or anyone for whom the
Contractor or its subcontractors may be liable. These policies shall include a separation
of insureds clause applicable to the additional insured.

If the Contractor and/or its subcontractors maintain broader coverage and/or higher
limits than the minimums shown below, the District requires and shall be entitled to the
broader coverage and/or the higher limits maintained by the Contractor and
subcontractors.

B. INSURANCE REQUIREMENTS

1. Commercial General Liability Insurance (“CGL”) - The Contractor shall provide
evidence satisfactory to the CO with respect to the services performed that it carries a
CGL policy, written on an occurrence (not claims -made) basis, on Insurance Services
Office, Inc. (“ISO”) form CG 00 01 04 13 (or another occurrence -based form with
coverage at least as broad and approved by the CO in writing), covering liability for all
ongoing and completed operations of the Contractor and under all subcontracts,
covering claims for bodily injury, including without limitation sickness, disease or
death and mental anguish of any persons, broad form property damage, including loss
of use resulting therefrom, personal and advertising injury, and including coverage for
liability arising out of an Insured Contract (including the tort liability of another
assumed in a contract) and acts of terrorism (whether caused by a foreign or domestic
source). Such coverage shall have limits of liability of not less than $1,000,000 for each
occurrence, and a $2,000,000 general aggregate.
Page 61 of 102

The Commercial General Liability shall be further endorsed to:
a) To the fullest extent permitted by law, provide additional insured coverage using ISO
form CG 2015 0413 (or its equivalent) to The Government of the District of Columbia
b) Coverage available to the additional insureds shall apply on a primary and non -
contributing basis as respects any other insurance, deductibles, or self -insurance
available to the additional insureds
c) A waiver of subrogation in favor of The Government of the District of Columbia
d) Any Annual Aggregate shall apply on a per location or per project basis (where
applicable)
e) Defense costs shall be in addition to and not erode the limits of liability

2. Automobile Liability Insurance - The Contractor shall provide evidence satisfactory to
the CO of commercial (business) automobile liability insurance written on ISO form
CA 00 01 10 13 (or another form with coverage at least as broad and approved by the
CO in writing) including coverage for all owned, hired, borrowed and non -owned
vehicles and equipment used by the Contractor in connection with work under this
agreement, with a minimum combined single limit of $1,000,000 for bodily injury or
death and property damage, including loss of use thereof. Such policy or policies of
automobile liability insurance shall be written on an "occurrence" (as opposed to a
"claims made") basis.

Auto Physical Damage Coverage - The Contractor shall provide auto physical damage
insurance to cover "loss" to a covered "auto" or its equipment:

a) Comprehensive - Fire, lightning or explosion; theft; windstorm, hail or earthquake;
flood; mischief or vandalism; or the sinking, burning, collision or derailment of any
conveyance transporting the covered "auto".
b) Collision Coverage - Caused by: The covered "auto's" collision with another object or
the covered "auto's" overturn.

The Commercial Auto Liability policy shall be further endorsed to:
a. To the fullest extent permitted by law, provide additional insured coverage to The
Government of the District of Columbia
b. Coverage available to the additional insureds shall apply on a primary and non -
contributing basis as respects any other insurance, deductibles, or self -insurance
available to the additional insureds
c. A waiver of subrogation in favor of The Government of the District of Columbia
d. Defense costs shall be in addition to and not erode the limits of liability
e. If applicable, include Form CA 99 48 03 06 Pollution Liability - Broadened Coverage
for Covered Autos - Business Auto, Motor Carrier, and Truckers (or its equivalent)

3. Workers’ Compensation Insurance - The Contractor shall provide evidence satisfactory
to the CO of Workers’ Compensation insurance in accordance with the statutory
mandates of the District of Columbia or the jurisdiction in which the contract is
performed.

Employer’s Liability Insurance - The Contractor shall provide evidence satisfactory to
the CO of employer’s liability insurance as follows: $500,000 per accident for injury;
$500,000 per employee for disease; and $500,000 for policy disease limit.

The Workers Compensation and Employers Liability shall be further endorsed to:
Page 62 of 102

a) Include a Waiver of Subrogation in favor of The Government of the District of
Columbia.
b) Where applicable, include United States Longshore and Harbor Workers Compensation
Act (USL&H)
c) Where applicable, include Jones Act Coverage for seamen or crew members on an “if
any” basis.

4. Network Security/Privacy (Cyber) Liability Insurance covering acts, errors, omissions,
breach of contract, and violation of any consumer protection laws arising out of the
Contractor’s operations or services with a limit of $2,000,000 per claim and in the
aggregate. Such coverage shall include but not be limited to, third-party and first-party
coverage for loss or disclosure of any data, including personally identifiable
information and payment card information, network security failure, violation of any
consumer protection laws, unauthorized access and/or use or other intrusions,
infringement of any intellectual property rights (except patent), unintentional breach of
contract, negligence or breach of duty to use reasonable care, breach of any duty of
confidentiality, invasion of privacy, or violations of any other legal protections for
personal information, defamation, libel, slander, commercial disparagement, the
negligent transmission of a computer virus, or use of computer networks in connection
with the denial of service attacks. Such coverage shall include regulatory defense and
fines/penalties in any jurisdiction anywhere in the world. Such coverage shall include
contractual privacy coverage for data breach response and crisis management costs that
would be incurred by the Contractor on behalf of The Government of the District of
Columbia in the event of a data breach including legal and forensic expenses,
notification costs, credit monitoring costs, and costs to operate a call center. Contractor
shall maintain coverage in force during the term of this Agreement and for an extended
reporting period of not less than two (2) years after.

5. Professional Liability Insurance (Errors & Omissions) - The Contractor shall provide
Professional Liability Insurance (Errors and Omissions) to cover liability resulting from
any error or omission in the performance of professional services under this Con tract.
The policy shall provide limits of $1,000,000 per claim or per occurrence for each
wrongful act and $2,000,000 annual aggregate. The Contractor warrants that any
applicable retroactive date precedes the date the Contractor first performed any
professional services for the Government of the District of Columbia and that
continuous coverage will be maintained or an extended reporting period will be
exercised for a period of at least ten years after the completion of the professional
services. Limits may not be shared with other lines of coverage.

6. Commercial Umbrella or Excess Liability - The Contractor shall provide evidence
satisfactory to the CO of commercial umbrella or excess liability insurance with
minimum limits of $10,000,000 per occurrence and $10,000,000 in the annual
aggregate, followin g the form and in excess of all liability policies. All liability
coverages must be scheduled under the umbrella and/or excess policy. The insurance
required under this paragraph shall be written in a form that annually reinstates all
required limits. Co verage shall be primary to any insurance, self -insurance or
reinsurance maintained by The Government of the District of Columbia and the “other
insurance” provision must be amended in accordance with this requirement and
principles of vertical exhaustion.

7. Crime Insurance (3rd Party Indemnity) - The Contractor shall provide a Crime policy
including 3rd party fidelity to cover the dishonest acts of Contractors, its employees
Page 63 of 102

and/or volunteers which result in a loss to the District. The Government of the District
of Columbia shall be included as loss payee. The policy shall provide a limit of $50,000
per occurrence.

8. Environmental Liability/Contractors Pollution Liability Insurance - The Contractor
shall provide evidence satisfactory to the CO of environmental liability insurance
covering losses caused by pollution or other hazardous conditions arising from ongoing
or completed operations of the Contractor. Such insurance shall apply to bodily injury,
property damage (including loss of use of damaged property or of property that has
been physically injured), clean -up costs, transit and non -owned disposal sites.
Coverage shall extend to defense costs and expenses incurred in the investigation, civil
fines, penalties and damages or settlements. There shall be neither an exclusion nor a
sublimit for mold or fungus -related claims. The minimum limits required under th is
paragraph shall be $2,000,000 per occurrence and $2,000,000 in the annual aggregate.
If such coverage is written on a claims -made basis, the Contractor warrants that any
retroactive date applicable to coverages under the policy precedes the Contractor’ s
performance of any work under the Contract and that continuous completed operations
coverage will be maintained for at least ten (10) years or an extended reporting period
shall be purchased for no less than ten (10) years after completion.

The Contractor also must furnish to the CO Owner certificates of insurance evidencing
environmental liability insurance maintained by third party transportation and disposal
site operators(s) used by the Contractor for losses arising from facility(ies) acc epting,
storing or disposing hazardous materials or other waste as a result of the Contractor’s
operations. Such coverages must be maintained with limits of at least the amounts set
forth above.

The Environmental Liability policy shall be further endorsed to include The
Government of the District of Columbia as an Additional Insured.

9. Employment Practices Liability - The Contractor shall provide evidence satisfactory to
the CO with respect to the operations performed to cover the defense of claims arising
from employment related wrongful acts including but not limited to: Discriminatio n,
Sexual Harassment, Wrongful Termination, Workplace Torts, "Bullying" in "any
location" and "by any means," including the Internet, whether between employees of
contractor or against third parties. Employment Practices Liability coverage must
specifically state Third Party Liability coverage is included. Contractor will indemnify
and defend The Government of the District of Columbia should it be named co -
defendant or be subject to or party of any claim. Coverage shall also extend to
Temporary Help Firm s and Independent Contractors hired by Contractor. The policy
shall provide limits of not less than $1,000,000 for each wrongful act and $2,000,000
annual aggregate for each wrongful act.

10. Installation-Floater Insurance - For projects not involving structural alterations, the
contractor shall provide an installation floater policy with a limit equal to the Property
values being installed as part of the project. The policy shall cover proper ty while
located at the project site, at temporary locations, or in transit; deductibles will be the
sole responsibility of the contractor.

11. Sexual/Physical Abuse & Molestation - The Contractor shall provide evidence
satisfactory to the CO with respect to the services performed that it carries $1,000,000
per occurrence limits; $2,000,000 aggregate of affirmative abuse and molestation
Page 64 of 102

liability coverage. Coverage should include physical abuse, such as sexual or other
bodily harm and non -physical abuse, such as verbal, emotional, or mental abuse; any
actual, threatened or alleged act; errors, omission or misconduct. This insurance
requirement will be considered met if the general liability insurance includes an
affirmative sexual abuse and molestation endorsement for the required amounts or
through a separate stand-alone sexual abuse and molestation policy with confirmation
there are no exclusions for abuse or assault & battery under the General Liability. So
called “silent” coverage or “shared” limits under a commercial general liability or
professional liability policy will not be acceptable. Limits may not be shared with other
lines of coverage. The applicable policy may need to be submitted to the ORM for
compliance review.

Construction Projects Controlled by the District

For construction projects controlled by the District, the District will procure the
following policies with the District listed as the first named insured. Since the District
will control the placement of the policies, the District should not contractually bind
itself to secure coverage broader than the minimum that satisfies the interests of the
Contractor.

Builders Risk – The District shall purchase and maintain, in a company authorized to
do business in the jurisdiction in which the project is located, builders risk insurance,
written on an “all -risk”, special causes of loss, or equivalent form. Builder's r isk
coverage will include boiler and machinery/equipment breakdown, earthquake, and
flood perils. Building ordnance and terrorism coverage will be included.

The deductible shall not exceed $25,000 except for earthquake, flood, windstorm, water
damage, or other perils at the discretion of the District and as available in the insurance
industry. The deductible for Joisted Masonry construction is $50,000.

The project limit shall equal the replacement value of the structure, including coverage
for property in transit and stored off-premises.

At the discretion of the District, the builder's risk coverage will extend to soft costs and
delayed completion.

Builder's risk insurance shall include the interests of The Government of the District of
Columbia, the Contractor, Subcontractors, and Sub – Sub-subcontractors in the project.

C. SUBCONTRACTOR INSURANCE REQUIREMENTS
Any and all subcontractors engaged by the Contractor for work under this agreement
shall be required to have the same insured required of the Contractor. Should the
Contractor wish to propose different insurance requirements than outlined below, then,
prior to the commencement of work by the subcontractor, the Contractor shall submit
in writing the name and brief description of work to be performed by the subcontractor
on the subcontractor Insurance Requirement Template provided to the Office of Risk
Management (ORM). ORM will determine the insurance requirements applicable to the
subcontractor and promptly deliver such requirements in writing to the Contractor. In
either instance, the Contractor must provide proof of the subcontractor's required
insurance prior to the commencement of work by the subcontractor.

Page 65 of 102

D. PRIMARY AND NONCONTRIBUTORY INSURANCE
The insurance required herein shall be primary to and will not seek contribution from
any other insurance, reinsurance or self-insurance including any deductible or retention,
maintained by the Government of the District of Columbia.

E. DURATION. The Contractor shall carry all required insurance until all contract work
is accepted by The Government of the District of Columbia and shall carry listed
coverages for ten years for construction projects following final acceptance of the work
performed under this contract and two years for non-construction related contracts.

F. LIABILITY. These are the required minimum insurance requirements established by
The Government of the District of Columbia. However, it is understood that The
Government of the District of Columbia does not in any way represent that the
insurance or the limits of insurance specified herein are sufficient or adequate to protect
your interests or liabilities and will not in any way limit the contractor’s liability under
this contract.

G. CONTRACTOR’S PROPERTY. Contractor and subcontractors are solely responsible
for any loss or damage to their personal property, including but not limited to tools and
equipment, scaffolding, and temporary structures, rented machinery, or owned and
leased equipment. A waiver of subrogation shall apply in favor of The Government of
the District of Columbia.

H. MEASURE OF PAYMENT. The Government of the District of Columbia shall not
make any separate measure or payment for the cost of insurance and bonds. The
Contractor shall include all of the costs of insurance and bonds in the contract price.

I. NOTIFICATION. The Contractor shall ensure that all policies provide that the CO
shall be given thirty (30) days prior written notice in the event of cancellation, non -
renewal, or material changes to the extent such cancellation or material changes results
in Contractor no long complying with the above requirements. The Contractor shall
provide the CO with ten (10) days’ prior written notice in the event of non-payment of
premium. The Contractor will also provide the CO with an updated Certificate of
Insurance should its insurance coverages renew during the contract. The Government
of the District of Columbia may reasonably change the above insurance coverage
requirements during the Term by giving Contractor at least 30 days’ notice of the
change. Contractor must comply, at your expense, and deliver to the CO evidence of
compliance before the change becomes effective.

J. CERTIFICATES OF INSURANCE. The Contractor must send to CO, at least 10 days
after execution of this Agreement, certificates of insurance evidencing the required
insurance coverage and endorsements required herein. Contractor must also provide us
with evidence of renewal before the expiration date of each insurance policy. Contractor
is responsible for providing us with 30 days advanced written notice if the certificate
of insurance by the insurer has been canceled, reduced in coverage, or otherwise altered.
Certificates of insurance must reference the corresponding contract number. Evidence
of insurance shall be submitted to:

Page 66 of 102

The Government of the District of Columbia
And emailed to the attention of:

Peter Henry Lyonga
Contracting Officer
Department of General Services
Contracts & Procurement Division
3924 Minnesota Avenue NE, 5th Floor
Washington, DC 20019
peterhenry.lyonga@dc.gov

The CO may request, and the Contractor shall promptly deliver updated certificates of
insurance, endorsements indicating the required coverages, and/or certified copies of
the insurance policies. If the insurance initially obtained by the Contractor expires prior
to completion of the contract, renewal certificates of insurance and additional insured
and other endorsements shall be furnished to the CO prior to the date of expiration of
all such initial insurance. For all coverage required to be maintained after completion,
an additional certificate of insurance evidencing such coverage shall be submitted to
the CO on an annual basis as the coverage is renewed (or replaced).

K. DISCLOSURE OF INFORMATION. The Contractor agrees that The Government of
the District of Columbia may disclose the name and contact information of its insurers
to any third party that presents a claim against The Government of the District of
Columbia for any damages or claims resulting from or arising out of work performed
by the Contractor, its agents, employees, servants or subcontractors in the performance
of this contract.

L. CARRIER RATINGS. All Contractor’s and its subcontractors’ insurance required in
connection with this contract shall be written by insurance companies with an A.M.
Best Insurance Guide rating of at least A- VII or better (or the equivalent by any other
rating agency) and licensed in the District of Columbia.

M. WARRANTIES. When applicable, the Contractor should be named as an additional
insured on the applicable manufacturer’s/distributer’s Commercial General Liability
policy using Insurance Services Office, Inc. (“ISO”) form CG 20 15 04 13 (or another
occurrence-based form with coverage at least as broad). CO should collect, review for
accuracy, and maintain all warranties for goods and services.
Page 67 of 102

Article 12- BONDS

Section 12.1 Performance Bond and Payment Bond.
The Design -Builder shall, before commencing the Construction Phase, provide to the
Department a payment bond and performance bond, each with a penal sum equal to the full
value of the Agreement, NTE or the GMP. These bonds shall cover all aspects of the Project,
including but not limited to design fees, design -build fees, general condition price, and
any allowances, ensuring full protection for the Department and all subcontractors and
suppliers. Such bonds shall remain in full force and effect until Final Completion is achieved
and the Department shall be able to draw upon such bond s regardless of the amount paid by
the Department to the Design -Builder, even if such amount exceeds the penal value of such
bonds. Unless otherwise directed by the Department, the Design -Builder shall require all
Subcontractors whose Subcontract prices exceed One Hundred Thousand Dollars ($100,000)
to provide payment and performance bonds, with a penal sum equal to one hundred perc ent
(100%) of the subcontract price. All bonds must be in a form acceptable to the Department, its
lenders, or bond trustee, an d issued by a surety authorized to do business in the District of
Columbia and a bonding company listed on the United States Department of Treasury’s Listing
of Approved Sureties. All subcontractors’ bonds must include a dual obligee rider, naming the
Design-Builder and the Department as dual obligees. If the GMP is increased pursuant to the
terms of the Agreement, the Department may require that the amount of the bonds be increased
in the amount of one hundred percent (100%) of the increase, and the Desi gn-Builder shall
promptly comply. The Design -Builder shall furnish a copy of its bonds to any potential
beneficiary of the bonds or permit that person or company to make a copy. If the bonds
provided become unacceptable to the Department, the Design -Builder shall promptly provide
substitute security acceptable to the Department. If the Design -Builder intends to exercise its
rights as dual obligee under any trade Subcontractor’s bond, it shall first give the Department
twenty (20) days written notice, so that the Department may lodge any objection it may
reasonably have to the proposed action.

Page 68 of 102

Article 13 - ECONOMIC INCLUSION REQUIREMENTS
Section 13.1 LSDBE Utilization.

If the Design -Builder subcontracts any work, at least 35% of the dollar volume of the
Agreement shall be subcontracted with small business enterprises (“SBE”). If there are
insufficient qualified SBEs then the subcontracting may be satisfied by subcontracting 35% of
the dollar volume to any qualified certified business enterprises (“CBE”). For subcontracted
work, pass -through entities will not count toward this goal. In order to count toward the
subcontracting requirement, the SBE must perform at least 35% of the work that is being
counted toward the goal with its own forces. The Local, Small, and Disadvantaged Business
Enterprises (“LSDBE”) certification shall be, in each case, as of the effective date of the
applicable subcontract. Supply agreements with material suppliers shall be counted toward
meeting this goal. The Design -Builder has developed a Subcontracting Plan that is attached
hereto as Exhibit D . The Design -Builder shall comply with the terms of the SBE
Subcontracting Plan in making purchases and administering its subcontracts and supply
agreements.

Section 13.2 Mandatory Subcontracting Requirements

Section 13.2.1 Unless the Director of the Department of Small and Local Business
Development (“DSLBD”) has approved a waiver in writing, in accordance with D.C. Official
Code § 2-218.51, for all contracts in excess of $250,000, at least 35% of the dollar volume of
the contract shall be subcontracted to qualified SBEs.
Section 13.2.2 If there are insufficient SBEs to completely fulfill the requirement of Section
13.2.1, then the subcontracting may be satisfied by subcontracting 35% of the dollar volume to
any qualified certified business enterprises (“CBE (s)”); provided, however, that all reasonable
efforts shall be made to ensure that SBEs are significant participants in the overall
subcontracting work.
Section 13.2.3 A prime contractor that is certified by DSLBD as a small, local or
disadvantaged business enterprise shall not be required to comply with the provisions of
Section 13.2.1 and Section13.2.2.
Section 13.2.4 Except as provided in Section 13.2.1 and Section 13.2.2, a prime contractor
that is a CBE and has been granted a proposal preference pursuant to D.C. Official Code § 2-
218.43, or is selected through a set -aside program, shall perform at least 35% of the
contracting effort with its own organization and resources and, if it subcontracts, 35% of the
subcontracting effort shall be with CBEs. A CBE prime contractor that performs less than
35% of the contracting effort shall be subject to enforcement actions under D.C. Official Code
§ 2-218.63.
Section 13.2.5 A prime contractor that is a certified joint venture and has been granted a
proposal preference pursuant to D.C. Official Code § 2 -218.43, or is selected through a set -
aside program, shall perform at least 50% of the contracting effort with its own organization
and resources and, if it subcontracts, 35% of the subcontracting effort shall be with CBEs. A
certified joint venture prime contractor that performs less than 50% of the contracting effort
shall be subject to enforcement actions under D.C. Official Code § 2-218.63.
Page 69 of 102

Section 13.2.6 Each CBE utilized to meet these subcontracting requirements shall perform at
least 35% of its contracting effort with its own organization and resources.
13.2.7. A prime contractor that is a CBE and has been granted a proposal preference pursuant
to D.C. Official Code § 2 -218.43, or is selected through a set -aside program, shall perform at
least 50% of the on -site work with its own organization and resources if th e contract is $1
million or less.
13.2.8. Furniture Fixtures & Equipment (FF&E).
The Contractor shall ensure that maximum competition is sought for the Project’s FF&E
requirements. Additionally, the Contractor shall ensure that qualified vendors certified by the
District’s Department of Small and Local Business Development as small SBE s are provided
an opportunity to offer a bid/proposal for any of the Project’s FF&E requirements. Qualified
vendors can be found on the District’s Office of Contracting Procurement’s (OCP) District of
Columbia Supply Schedule (DCSS) in the Furniture and F urniture Management category
(https://ocp.dc.gov/page/dcss). The Contractor shall ensure that a minimum of three (3)
qualified SBE vendors are provided the FF&E bid package. The Contractor shall document
the distribution of the bid package to all vendors and responses received, including no -bids in
the FF&E Bid Package. Upon selection, the Contractor shall provide an FF&E Selection
Summary to the PM and CO. The FF&E Selection Summary shall include, at a minimum, the
identification of all vendors provided an opportunity to submit a bid/proposal, pricing of
bid/proposals received, identification of selected vendor with a brief explanation of how the
decision was reached, and any other information relevant to the procurement of the Project’s
FF&E vendor.
Section 13.3 Subcontracting Plan (Exhibit D)
If the Design-Builder is required by law to subcontract under this Agreement, then the
subcontracting plan submitted with its Proposal, may only be amended with the prior written
approval of the Contracting Officer and Director of DSLBD, as previously stated herein; and,
any reduction in the dollar volume of the subcontracted portion resulting from an amendment
of the Subcontracting Plan shall inure to the benefit of the District. The Subcontracting Plan
shall include the following:
1. The name and address of each subcontractor;
2. A current certification number of the small or certified business enterprise;
3. The scope of work to be performed by each subcontractor; and
4. The price that the prime contractor will pay each subcontractor.
Section 13.4 Copies of Subcontracts
Within twenty -one (21) days of the date of award, the Contractor shall provide fully
executed copies of all subcontracts identified in the subcontracting plan to the Contracting
Officer (CO), District of Columbia Auditor and the Director of DSLBD.
Section 13.5 Subcontracting Plan Compliance Reporting
Section 13. 5.1 If the Contractor has a subcontracting plan required by law for this
contract, the Contractor shall submit a quarterly report to the Contracting Officer, District
of Columbia Auditor, and the Director of DSLBD. The quarterly report shall include the
following information for each subcontract identified in the subcontracting plan:
a. The price that the prime contractor will pay each subcontractor under the
Page 70 of 102

subcontract;
b. A description of the goods procured or the services subcontracted for;
c. The amount paid by the prime contractor under the subcontract; and
d. A copy of the fully executed subcontract, if it was not provided with an earlier
quarterly report.
Section 13.5.2 If the fully executed subcontract is not provided with the quarterly
report, the prime contractor will not receive credit toward its subcontracting requirements
for that subcontract.
Section 13.6 Annual Meetings
Upon at least 30-days written notice provided by DSLBD, the Contractor shall meet annually
with the CO, CA, District of Columbia Auditor and the Director of DSLBD to provide an
update on its subcontracting plan.
Section 13.7 DSLBD Notices
The Contractor shall provide written notice to the DSLBD and the District of Columbia
Auditor upon commencement of the contract and when the contract is completed.
Section 13.8 Enforcement and Penalties for Breach of Subcontracting Plan
Section 13.8.1 A contractor shall be deemed to have breached a subcontracting plan required
by law if the contractor (i) fails to submit subcontracting plan monitoring or compliance
reports or other required subcontracting information in a reasonably timely manner; (ii)
submits a monitoring or compliance report or other required subcontracting information
containing a materially false statement; or (iii) fails to meet its subcontracting requirements.
Section 13. 8.2 A contractor that is found to have breached its subcontracting plan for
utilization of CBEs in the performance of a contract shall be subject to the imposition of
penalties, including monetary fines in accordance with D.C. Official Code § 2-218.63.
Section 13.8. 3 If the CO determines the Contractor’s failure to be a material breach of the
contract, the CO shall have cause to terminate the contract under the default provisions in
Article 16 of the Contract.
Section 13.8.4 Neither the Design-Builder nor a Subcontractor may remove a Subcontractor
or tier-Subcontractor if such Subcontractor or tier -Subcontractor is certified as an LSDBE
company unless the Department approves of such removal, in writing. The Department may
condition its approval upon the Design-Builder developing a plan that is, in the Department’s
sole and absolute judgment, adequate to maintain the level of LSDBE participation in the
Project.
Section 13.9 Equal Employment Opportunity and Hiring of District Residents
Section 13.9.1 For contracts for services in the amount of $300,000 or more, the Design -
Builder shall comply with the First Source Employment Agreement Act of 1984, as amended,
D.C. Official Code § 2-219.01 et seq. (“First Source Act”).
Section 13.9.2 The Design -Builder shall enter into and maintain during the term of the
Contract, a First Source Employment Agreement ( Exhibit V) with the District of Columbia
Department of Employment Services (DOES), in which the Design -Builder shall agree that:
(a) The first source for finding employees to fill all jobs created in order to perform the Contract
Page 71 of 102

shall be the First Source Register; and (b) The first source for finding employees to fill any
vacancy occurring in all jobs covered by the Employment Agreement shall be the First Source
Register.
Section 13.9.3 If applicable, the Design-Builder shall comply with subchapter X of Chapter II
of Title 2, and all successor acts thereto, including by not limited to the Workforce Intermediary
Establishment and Reform of First Source Amendment Act of 2011, and the rules and
regulations promulgated thereunder, including, but not limited to the following requirements:
a. At least twenty percent (20%) of Journey worker hours by trade shall be performed by
District residents;
b. At least sixty percent (60%) of apprentice hours by trade shall be performed by District
residents;
c. At least fifty-one percent (51%) of the skilled laborer hours by trade shall be performed
by District residents; and
d. At least seventy percent (70%) of common laborer hours shall be performed by District
residents.
Section 13.9.4 The Design-Builder shall not begin the performance of the Contract until its
Employment Agreement has been accepted by DOES. Once approved, the Employment
Agreement shall not be amended except with the approval of DOES.
Section 13.9.5 The Design-Builder agrees that at least 51% of the new employees hired to
perform the Contract shall be District residents. The Design -Builder shall ensure that at least
fifty-one percent (51%) of the Design -Builder and every sub-consultants and subcontractor’s
employees hired after the effective date of the Agreement, or after such subconsultant or
subcontractor enters into a contract with the Design -Builder, to work on the Project shall be
residents of the District of Columbia. This percentage shall be applied in the aggregate, and not
trade by trade.
Section 13.9.6 The Contractor’s hiring and reporting requirements under the First Source Act
and any rules promulgated thereunder shall continue for the term of the Contract.
Section 13.9.7 The CO may impose penalties, including monetary fines of 5% of the total
amount of the direct and indirect labor costs of the Contract, for a willful breach of the
Employment Agreement, failure to submit the required hiring compliance reports, or deliberate
submission of falsified data.
Section 13.9.8 If the Design -Builder does not receive a good faith waiver, the CO may also
impose an additional penalty equal to 1/8 of 1% of the total amount of the direct and indirect
labor costs of the Contract for each percentage by which the Design -Builder fails to meet its
hiring requirements.
Section 13.9.9 Any contractor which violates, more than once within a 10-year timeframe, the
hiring or reporting requirements of the First Source Act shall be referred for debarment for not
more than five (5) years.
Section 13.9.10 The Design-Builder may appeal any decision of the CO pursuant to this clause
to the DC Contract Appeals Board located at 441 4th Street, NW, Suite 350N, Washington,
DC 20001.
Section 13.9.11 The provisions of the First Source Act do not apply to nonprofit organizations
which employ 50 employees or less.
Page 72 of 102

Section 13.9.12 Construction projects or contracts covered by this Section 4.2.8 of the Contract
shall be subject to the hiring and reporting requirements set forth in this Section until
construction is completed and a final certificate of occupancy has been issued.
Section 13.10 Economic Inclusion Reporting Requirements
Section 13.10.1 Upon execution of the Agreement, the Design -Builder and all its member
firms, if any, and each of its Subcontractors shall submit to the Department a list of current
employees and apprentices that will be assigned to the Agreement, the date they were hired
and whether or not they live in the District of Columbia.
Section 13.10.2 The Design-Builder and its constituent entities shall comply with subchapter
X of Chapter II Title 2, and subchapter II of Chapter 11 of Title 1 of the D.C. Code, and all
successor acts thereto and the rules and regulations promulgated thereunder. The Desi gn-
Builder and all member firms and Subcontractors shall execute a First Source Agreement with
the District of Columbia Department of Employment Services (“DOES”) prior to beginning
work at the Project site.
Section 13.10.3 The Design-Builder shall maintain detailed records relating to the general
hiring of District of Columbia and community residents.
Section 13.10.4 The Design-Builder shall be responsible for: (i) including the provisions of
Section 9.3 in all subcontracts; (ii) collecting the information required in Section 9.3 from its
Subcontractors; and (iii) providing the information collected from its Subcontractors in the
reports required to be submitted by the Design-Builder pursuant to Section 9.3.
Section 13.10.5. Reserved.
Section 13.10.6 Living Wage Act. In addition to the requirements set forth in the First Source
Employment Agreement, the Design -Builder shall comply with all applicable provisions of
the Living Wage Act of 2006, Exhibit Q, as amended (codified at D.C. Official Code §§ 2 -
220.01 et seq.) and its implementing regulations.
Section 13.10.7 Apprenticeship Act. The D.C. Apprenticeship Act of D.C. Law 2-156,
(as amended, the Act) may apply to these Projects. As applicable, the Design -Builder firms
and their subcontractors selected to perform work on the Projects on a craft-by-craft basis may
be required to comply with the Act. If applicable, all terms and conditions of the D.C.
Apprenticeship Council Rules and Regulations shall be implemented, and the selected Design-
Builder firms shall be liable for any subcontractor non -compliance. Thirty five percent (35%)
of all apprentice hours worked on the Project shall be performed by District residents.
Section 13.11 WAY TO WORK AMENDMENT ACT OF 2006
Section 13.11.1. Except as described in Section 13.14.8 below, the Design -Builder shall
comply with Title I of the Way to Work Amendment Act of 2006, effective June 8, 2006 (D.C.
Law 16-118, D.C. Official Code §2-220.01 et seq.) (“Living Wage Act of 2006”), for contracts
for services in the amount of $100,000 or more in a 12-month period.
Section 13.11.2 The Design-Builder shall pay its employees and subcontractors who perform
services under the Contract no less than the current living wage.
Section 13.11.3 The Design-Builder shall include in any subcontract for $15,000 or more a
provision requiring the subcontractor to pay its employees who perform services under the
Contract no less than the current living wage rate.
Page 73 of 102

Section 13.11.4 The DOES may adjust the living wage annually and Design-Builder will find
the current living wage rate on its website at www.does.dc.gov.
Section 13.11.5 The Design-Builder shall provide a copy of the Fact Sheet attached within
Exhibit Q to each employee and subcontractor who performs services under the Contract. The
Design-Builder shall also post the Notice attached within Exhibit Q in a conspicuous place in
its place of business. The Design-Builder shall include in any subcontract for $15,000 or more
a provision requiring the subcontractor to post the Notice in a conspicuous place in its place of
business.
Section 13.11.6 The Design-Builder shall maintain its payroll records under the Contract in
the regular course of business for a period of at least three (3) years from the payroll date and
shall include this requirement in its subcontracts for $15,000 or more under the Contract.
Section 13.11.7 The payment of wages required under the Living Wage Act of 2006 shall be
consistent with and subject to the provisions of D.C. Official Code §32-1301 et seq.
Page 74 of 102

Section 13.11.8 The requirements of the Living Wage Act of 2006 do not apply to:
1. Contracts or other agreements that are subject to higher wage level determinations
required by federal law;
2. Existing and future collective bargaining agreements, provided, that the future
collective bargaining agreement results in the employee being paid no less than the
established living wage;
3. Contracts for electricity, telephone, water, sewer or other services provided by a
regulated utility;
4. Contracts for services needed immediately to prevent or respond to a disaster or
imminent threat to public health or safety declared by the Mayor;
5. Contracts or other agreements that provide trainees with additional services including,
but not limited to, case management and job readiness services; provided that the
trainees do not replace employees subject to the Living Wage Act of 2006;
6. An employee under 22 years of age employed during a school vacation period, or
enrolled as a full-time student, as defined by the respective institution, who is in high
school or at an accredited institution of higher education and who works less than 25
hours per week; provided that he or she does not replace employees subject to the
Living Wage Act of 2006;
7. Tenants or retail establishments that occupy property constructed or improved by
receipt of government assistance from the District of Columbia; provided, that the
tenant or retail establishment did not receive direct government assistance from the
District;
8. Employees of nonprofit organizations that employ not more than 50 individuals and
qualify for tax exemption pursuant to section 501(c)(3) of the Internal Revenue Code
of 1954, approved August 16, 1954 (68A Stat. 163; 26 U.S.C. § 501(c)(3);
9. Medicaid provider agreements for direct care services to Medicaid recipients, provided,
that the direct care service is not provided through a home care agency, a community
residence facility, or a group home for mentally retarded persons as those terms ar e
defined in section 2 of the Health -Care and Community Residence Facility, Hospice,
and Home Care Licensure Act of 1983, effective February 24, 1984 (D.C. Law 5 -48;
D.C. Official Code § 44-501); and
10. Contracts or other agreements between managed care organizations and the Health Care
Safety Net Administration or the Medicaid Assistance Administration to provide health
services.

Section 13.11.9 The Mayor may exempt a contractor from the requirements of the Living
Wage Act of 2006, subject to the approval of the Council, in accordance with the provisions of
Section 109 of the Living Wage Act of 2006.

Section 13.11.10
The Design-Builder has agreed to negotiate a Project Labor Agreement with the Baltimore-DC
Metro Building and Construction Trades Council and local union entities (the “Unions”), with
the goal of promoting timely, safe, and cost -effective delivery of the P roject. While the
Department shall not be a signatory to the Project Labor Agreement, the final language of the
Project Labor Agreement shall be subject to review and comment by the Department. The
Department expects that the Design -Builder shall, upon re ceipt of a Notice to Proceed or
Contract, at once engage in negotiations with the Unions with the goal of finalizing a Project
Labor Agreement. It is the hope and expectation of the Department that a negotiation with the
Unions will lead to a fully execute d Project Labor Agreement no later than four (4) months
following the issuance of a Notice to Proceed or Contract. For the avoidance of doubt, the costs
Page 75 of 102

to the Design -Builder to negotiate and administer the Project Labor Agreement shall be
included in its General Conditions and Design-Build Fee.

Page 76 of 102

Article 14 - LIQUIDATED DAMAGES
Section 14.1 Delay in Submission of Deliverables.
If the Design -Builder fails to provide any of the deliverables set forth in Exhibit A2 , the
Design-Builder shall pay to the Department a disincentive fee in the amount set forth in the
Project Information section of this Agreement for each such deliverable that is not timely
submitted.

Section 14.2 Delay in Substantial Completion.
If the Design-Builder fails to achieve Substantial Completion of the Project by the Substantial
Completion Date, the Parties acknowledge and agree that the actual damage to the Department
for the delay will be impossible to determine, and in lieu thereof, the Design-Builder shall pay
to the Department, as fixed, agreed and liquidated delay damages in the amount set forth in the
Project Information Section of this Agreement per day for each calendar day of delay for failure
to meet the applicable Substantial Completion Date.
The Design-Builder and the Department agree that the liquidated damages set forth in this
Article do not constitute and shall not be deemed a penalty but represent a reasonable
approximation of the damages to the Department associated with a delay in the Project. These
damages shall not apply if the delay is the result of force majeure and the Design -Builder
otherwise comp lies with the provisions set forth in the Standard Contract Provisions
(Construction Contracts and Architectural/Engineering Services Contracts).
Section 14.3 Early Completion. In the event the Design -Builder achieves Substantial
Completion of the Project prior to the Substantial Completion Date, the Design -Builder shall
maintain the completed Project, at its own expense, until such time that the Department agrees
to occupy and use the Project for its intended use.

Page 77 of 102

Article 15 - MISCELLANEOUS PROVISIONS
Section 15.1 Ownership and Use of Project Documents. The Drawings, Specifications, and
other Project Documents prepared by the Design-Builder’s Architect and copies thereof
furnished to the Design-Builder, are for use solely with respect to this Project. They are not to
be used by the Design -Builder, Subcontractors, Sub -subcontractors, or suppliers on other
projects, or for additions to this Project outside the scope of the Work, without the specific
written consent of the Department, and the Design-Builder’s Architect . The referenced
Drawing, Specifications , and other Project Document s shall become the property of the
Department. The District will be the sole owner of all project drawings, specifications, and
other Project Documents, and the Design-Builder shall provide the District with a complete set
of “as-built” within sixty (60) days of final completion.
Section 15.1.1 Upon receipt of final payment for completed design services, the Design -
Builder hereby irrevocably assigns and transfers to the Department all intellectual property
rights, including copyrights and all other proprietary rights, in and to the Instruments of Service
related to the Project. The Design-Builder shall promptly execute and deliver any documents,
including a confirmatory Intellectual Property Assignment, necessary to perfect the
Department’s ownership of such rights; provided, howeve r, that the Design -Builder’s failure
to provide such confirmatory documentation does not negate the Department’s full ownership
of the Instruments of Service.

Section 15.1.2 Instruments of Service shall include all Project documents, drawings, plans,
specifications, models, renderings, surveys, reports, electronic data, and any other tangible or
intangible work product prepared by the Design-Builder or its consultants for the Project.
Section 15.1.3 The Design -Builder shall provide evidence of the transfer of intellectual
property rights, including a fully executed Intellectual Property Assignment, to the Department
as a condition of final payment.
Section 15.2 Assignment.
The Department and Design -Builder respectively bind themselves, their partners, members,
joint venturers, constituent entities, successors, assigns and legal representatives to the other
party hereto and to partners, members, joint venturers, constituent entities, successors, assigns,
and legal representatives of such other party in respect to covenants, agreements , and
obligations contained in the Agreement. Neither party to the Agreement shall assign the
Agreement or its rights and obligations under the Agreement, without the written consent of
the other party. If either party attempts to make such an assignment without such consent, that
party shall nevertheless remain legally responsible for all obligations under the Agreement.
Section 15.3 Buy American Act Provision.
The Contractor shall comply with the provisions of the Buy American Act (41 U.S.C. §§ 8301–
8305), including, but not limited to, the purchase of steel. To the extent that the language in
this section contradicts the language under Article 24 of The Departm ent Standard Contract
Provisions for Construction and Article 15 of The Department Standard Contract Provisions
for Architectural and Engineering (Exhibit J) regarding compliance with the Buy American
Act, the language in this section should supersede.

Section 15.3.1 In accordance with the Buy American Act (41 U.S.C. §§ 8301 –8305), and
Executive Order 10582, December 17, 1954 (3 CFR, 1954-58 Comp., p. 230), as amended by
Page 78 of 102

Executive Order 11051, September 27, 1962 (3 CFR, 1059—63 Comp., p. 635), the Contractor
agrees that only domestic construction material will be used by the Contractor, subcontractors,
material men and suppliers in the performance of the Agreement, except for non -domestic
material listed in the Agreement.

“Components” as used in this Section, means those articles, materials and supplies incorporated
directly into the end products.

“Domestic end product”, as used in this section, means, (1) an unmanufactured end product
mined or produced in the United States, or (2) an end product manufactured in the United
States, if the cost of its components mined, produced, or manufactured in the United States,
exceeds 65 percent of the cost of all its components. For an end product that consists wholly
or predominantly of iron or steel or a combination of both, the cost of foreign iron and steel
must constitute less than 5 percent of the cost of all the components used in the end product.
Components of foreign origin of the same class or kind as the products shall be treated as
domestic. Scrap generated, collected, and prepared for processing in the Unites States is
considered domestic.

“End Products”, as used in this Section, means those articles, materials, and supplies to be
acquired for public use under this Contract.
The Contractor shall deliver only domestic end products, except those:

1. For use outside the United States;
2. That the District determines are not mined, produced, or manufactured in the Unites
States in sufficient and reasonably available commercial quantities of a satisfactory
quality;
3. For which the District determines that domestic preference would be inconsistent with
the public interest; or
4. For which the District determines the cost to be unreasonable.

Section 15.3.2 Domestic Construction Material. “Construction material” means any article,
material, or supply brought to the construction site for incorporation in the building or work.
An unmanufactured construction material is a “domestic construction material” if it has been
mined or produced in the United States. A manufactured construction material is a “domestic
construction material” if it has been manufactured in the United States and if the cost of its
components which have been mined, produced, or manufactured i n the United States exceeds
65 percent of the cost of all its components. “Component” means any article, material, or supply
directly incorporated in construction material. If the construction material consists wholly or
predominantly of iron or steel, the iron or steel was produced in the United States; or, for
construction material that consists wholly or predominantly of iron or steel or a combination
of both, a construction material manufactured in the United States if the cost of foreign iron
and steel constitutes less than 5 percent of the cost of all the components used in such
construction material.

Section 15.3.3 Domestic Component. A component shall be considered to have been “mined,
produced, or manufactured in the United States” regardless of its source, in fact, if the article,
material or supply in which it is incorporated was manufactured in the United States and the
component is of a class or kind determined by the Government to be not mined, produced or
manufactured in the United States in sufficient and reasonably available commercial quantities
and of a satisfactory quality.

Page 79 of 102

Section 15.3.4 Foreign Material. “Foreign construction material” means a construction
material other than a domestic construction material.

Section 15.4 Davis-Bacon Act Provision and 29 CFR 5.5 Davis Bacon Provision.

The Design-Builder agrees that the construction work performed under this Agreement shall
be subject to the Davis-Bacon Act (40 U.S.C. §§ 276a-276a-7), Exhibit G1 and Title 29 Code
of Federal Regulations (“CFR”) Exhibit G2 . The wage rates applicable to this Project are
attached as Exhibits G1 and G2 . The Design -Builder further agrees that it and all of its
subcontractors shall comply with the regulations implementing the Davis-Bacon Act and Title
29 CFR, and such regulations are hereby incorporated by reference. At such time as the Design-
Builder is preparing its GMP, the Design-Builder shall include the current Davis-Bacon wage
rates in its GMP.
Section 15.5 The Quick Payment Clause

Section 15.5.1 Interest Penalties to Contractors

Section 15.5.1.1 The District will pay interest penalties on amounts due to the Design -
Builder under the Quick Payment Act, D.C. Official Code §2-221.01 et seq., as amended, for
the period beginning on the day after the required payment date and ending on the date on
which payment of the amount is made. Interest shall be calculated at the rate of 1.5% per
month. No interest penalty shall be paid if payment for the completed delivery of the item of
property or service is made on or before the required payment date. The required payment
date shall be:

a. The date on which payment is due under the terms of the Contract;
b. Not later than 7 calendar days, excluding legal holidays, after the date of delivery of
meat or meat food products;
c. Not later than 10 calendar days, excluding legal holidays, after the date of delivery of
a perishable agricultural commodity; or
d. 30 calendar days, excluding legal holidays, after receipt of a proper invoice for the
amount of the payment due, if a specific date on which payment is due is not
established by contract;

Section 15.5.1.2 Any amount of an interest penalty which remains unpaid at the end of any 30-
day period shall be added to the principal amount of the debt and thereafter interest penalties
shall accrue on the added amount.

Section 15.5.1.3 No interest penalty shall be due to the Design -Builder if payment for the
completed delivery of goods or services is made on or after:

a. 3rd day after the required payment date for meat or a meat food product;
b. 5th day after the required payment date for an agricultural commodity; or
c. 15th day after any other required payment date in the case of any other item.

Section 15.5.2 Payments to Subcontractors

Section 15.5.2.1 The Design-Builder must take one of the following actions within
seven (7) days of receipt of any amount paid to the Design -Builder by the District for
work performed by any subcontractor under this contract:

Page 80 of 102

a. Pay the subcontractor for the proportionate share of the total payment received
from the District that is attributable to the subcontractor for work performed
under the Contract; or
b. Notify the Contracting Officer and the subcontractor, in writing, of the Design-
Builder’s intention to withhold all or part of the subcontractor’s payment and
state the reason for the nonpayment.

Section 15.5.2.2 The Design-Builder must pay any subcontractor or supplier interest
penalties on amounts due to the subcontractor or supplier beginning on the day after the
payment is due and ending on the date on which the payment is made. Interest shall be
calculated at the rate of 1.5% per month. No interest penalty shall be paid on the
following if payment for the completed delivery of the item of property or service is
made on or before:

a. The 3rd day after the required payment date for meat or a meat product;
b. The 5th day after the required payment date for an agricultural commodity; or
c. The 15th day after the required payment date for any other item.

Section 15.5.2.3 Any amount of an interest penalty that remains unpaid by the Design-
Builder at the end of any 30 -day period shall be added to the principal amount of the
debt to the subcontractor and thereafter interest penalties shall accrue on the added
amount.

Section 15.5.2.4 A dispute between the Design -Builder and subcontractor relating to
the amounts or entitlement of a subcontractor to a payment or a late payment interest
penalty under the Quick Payment Act does not constitute a dispute to which the District
of Columbia is a party. The District may not be interpleaded in any judicial or
administrative proceeding involving such a dispute.

Section 15.5.3 Subcontractor Quick Payment Clause Flow-Down Requirements

Section 15.5.3.1 The Design -Builder shall include in each subcontract under this
Contract a provision requiring the subcontractor to include in its contract with any
lower-tier subcontractor or supplier the payment and interest clauses required under
paragraphs (1) and (2) of D.C. Official Code §2-221.02(d).

Section 15.5.4 Requirements for Change Order Payments

Section 15.5.4.1 The Department and the Design-Builder are prohibited from requiring
the a Prime Contractor or a subcontractor to undertake any work that is determined to
be beyond the original scope of the Prime Contractor's or a subcontractor's contract or
subcontract, including work under a District-issued change order, when the additional
work increases the contract price beyond the not -to-exceed price or negotiated
maximum price of the underlying contract, unless the Contracting Officer:

a. Agrees with the Prime Contractor and, if applicable, the subcontractor on a price
for the additional work;
b. Obtains a certification from the Chief Financial Officer that there are sufficient
funds to compensate the Prime Contractor and, if applicable, the subcontractor
for the additional work;
Page 81 of 102

c. Has made a written, binding commitment with the Prime Contractor to pay for
the additional work within 30 days after the Prime Contractor submits a proper
invoice for the additional work to the CO; and
d. Gives written notice of the funding certification from the Chief Financial
Officer to the Prime Contractor;

Section 15.5.4.2 The Design-Builder is required to include in its subcontracts a clause
that requires the Prime Contractor to:

a. Within 5 business days of receipt of the notice required under subparagraph
(A)(iv) of this paragraph, provide the subcontractor with notice of the approved
amount to be paid to the subcontractor based on the portion of the additional
Work to be completed by the subcontractor;
b. Pay the subcontractor any undisputed amount to which the subcontractor is
entitled for any additional work within 10 days of receipt of payment for the
additional Work from the District; and
c. If the Prime Contractor withholds payment from a subcontractor, notify the
subcontractor in writing and state the reason why payment is being withheld
and provide a copy of the notice to the CO.

Section 15.5.4.3 The Department, Design -Builder, Design-Builder Architects, or a
subcontractor are prohibited from declaring another party to the contract to be in default
or assessing, claiming, or pursuing damages for delays in the completion of the
construction due to the inability of the parties to agree on a price for the a dditional
work.
Section 15.5.4.4 Authorized Changes By The Contracting Officer

a. The CO is the only person authorized to approve changes in any of the
requirements of this Contract.

b. The Design-Builder shall not comply with any order, directive , or request that
changes or modifies the requirements of this Contract unless issued in writing
and signed by the CO.

c. In the event the Design-Builder effects any change at the instruction or request
of any person other than the CO, the change will be considered to have been
made without authority and no adjustment will be made in the Contract price to
cover any cost increase incurred as a result thereof.

Section 15.6 Contract Work Hours and Safety Standards Act Provision. The Design-
Builder agrees that the applicable work performed under this Agreement shall be subject to the
Contract Work Hours and Safety Standards Act (40 U.S.C. §§ 327-333).

Section 15.7 False Claims Act. Design-Builder shall be governed by all laws and
regulations prohibiting false or fraudulent statements and claims made to the DC government,
including the prescriptions set forth in District of Columbia Code Official Code §22-2514 and
§§2-381.01 et seq. In the event that it is discovered that the Design -Builder has made a false,
fraudulent, or unsupported statement or claim to the Department, the Department may
terminate this Agreement without liability.

Page 82 of 102

Section 15.8 Interpretation of Contract and Order of Precedence. All of the Project
documents comprising the Agreement should be read as complementary so that what is called
for by one is called for by all. Ambiguities shall be construed in favor of a broader scope of
Work for the Design -Builder, as the intent of the Agreement is, with specifically identified
exceptions, to require the Design -Builder to assume entire responsibility for the construction
of the Project. If there is any inconsistency among the Project documents comprising the
Agreement, the order of precedence among them is as follows, with the first listed Project
document having the highest priority:

1. This Agreement and its Modifications, Change Orders, Change Directives and any
Exhibits thereto;
2. The Department’s Standard Contract Provisions ( Construction Contracts and
Architectural/Engineering Services Contracts) , as amended, and any missing term in
this Agreement shall be addressed in accordance with the Standard Contract Provisions;
and
3. The Construction documents released or approved by the Department.

Section 15.9 Independent Contractor. The Design -Builder and the Design -Builder’s
employees: (1) shall perform the services specified herein as independent contractors, not as
employees or agent of the District, or joint venture or partner with the District; (2) shall be
responsible for their own management and administration of the work required and bear sole
responsibility for complying with any and all technical, schedule, financial requirements or
constraints attendant to the performance of this Agreement; (3) shall be free from supervision
or control by any government employee with respect to the manner or method of performance
of the service specified; but (4) shall, pursuant to the government’s right and obligation to
inspect, accept or reject work, c omply with such general direction of the CO, or the duly
authorized representative of the CO as is necessary to ensure accomplishment of the Agreement
objectives. The Design-Builder shall have exclusive authority to manage, direct, and control
the work, an d shall be responsible for all means, methods, techniques, sequences, and
procedures, as well as for Project safety.

Section 15.10 No Third -Party Beneficiary Rights. Nothing in this Agreement shall be
construed as creating third-party beneficiary rights in any person or entity, except as otherwise
expressly provided in this Agreement.

Section 15.11 Media Releases. Neither the Design -Builder, its employees, agents or
Subcontractors or material suppliers shall make any press release or similar media release
related to the Project unless such press release have been discussed with the Department prior
to its issuance.

Section 15.12 Construction. This Agreement shall be construed fairly as to all Parties and
not in favor of or against any party, regardless of which party prepared the Agreement.

Section 15.13 Notices. All notices or communications required or permitted under the
Agreement shall be in writing and shall be hand delivered or sent by telecopier or by recognized
overnight carrier to the intended recipient at the address stated below, or to such other address
as the recipient may have designated in writing. Any such notice or communication shall be
deemed delivered as follows: if hand delivered, on the day so delivered, if sent by telecopier,
on confirmation of successful transmission, and if sent by a recognized overnight carrier, the
next business day.

Page 83 of 102

If to the Department: If to the Design-Builder:

Xavier Beltran Joseph Khoury
Interim Chief Procurement Officer Principal/EVP of Construction
Department of General Services MCN Build, Inc.
3924 Minnesota Avenue NE, 6th Floor 1214 28th Street NW
Washington, DC 20019 Washington, DC 20007

This Section shall be read as imposing minimum requirements for distribution of required
contractual notices, and not as displacing distribution requirements with respect to design
documents, construction submittals, periodic reports, and other Project documents.

Section 15.14 Survival. All agreements warranties and representations of the Design-Builder
contained in the Agreement or in any certificate or Project document furnished pursuant to the
Agreement shall survive termination or expiration of the Agreement.

Section 15.15 No Waiver. If the Department waives any power, right, or remedy arising from
the Agreement or any applicable law, the waiver shall not be deemed to be a waiver of the
power, right, or remedy on the later recurrence of any similar events. No act, delay, or course
of conduct by the Department shall be deemed to constitute the Department's waiver, which
may be effected only by an express written waiver signed by the Department.

Section 15.16 Remedies Cumulative. Unless specifically provided to the contrary in the
Agreement, all remedies set forth in the Agreement are cumulative and not exclusive of any
other remedy the Department may have, including, without limitation, at law or in equity. The
Department's right s and remedies will be exercised at its sole discretion, and shall not be
regarded as conferring any obligation on the Department to exercise those rights or remedies
for the benefit of the Design-Builder or any other person or entity.

Section 15.17 Headings/Captions. The headings or captions used in this Agreement or its
table of contents are for convenience only and shall not be used in interpreting the Agreement.

Section 15.18 Entire Agreement; Modification. The Agreement supersedes all
contemporaneous or prior negotiations, representations, course of dealing, or agreements,
either written or oral. No modifications to the Agreement shall be effective against the
Department unless made in writing and signed by both the Department and the Design-Builder,
unless otherwise expressly provided to the contrary in the Agreement. Notwithstanding the
foregoing, nothing herein shall be construed to limit the Department’s ab ility to unilaterally
modify the Agreement.

Section 15.19 Severability. In the event any one or more of the provisions contained in this
Agreement shall for any reason be held to be invalid, illegal or unenforceable in any respect,
such invalidity, illegality or unenforceability shall not affect any other provision of this
Agreement, and in lieu of each such invalid, illegal or unenforceable provision, there shall be
added automatically as a part of this Agreement a provision as similar in terms to such invalid,
illegal or unenforceable provision as may be possible and be valid, legal and enforceable; each
part of this Agreement is intended to be severable.

Section 15.20 Anti-Deficiency Acts. The obligations and responsibilities of the Department
under the terms of the Agreement, or any subsequent agreement entered into pursuant to this
Agreement or referenced herein (to which the Department is a party), are and shall remain
subject to the prov isions of: (i) the federal Anti -Deficiency Act, 31 U.S.C. §§ 1341, 1342,
Page 84 of 102

1349-1351, 1511-1519 (2004) (the “ Federal ADA”), and D.C. Official Code §§ 1 -206.03(e)
and 47-105 (2001); (ii) the District of Columbia Anti -Deficiency Act, D.C. Official Code §§
47-355.01 – 355.08 (2004 Supp.)(the “ D.C. ADA” and (i) and (ii) collectively, as amended
from time to time, the “ Anti- Deficiency Acts ”); and (iii) Section 446 of the District of
Columbia Home Rule Act, D.C. Official Code § 1 -204.46 (2001). Pursuant to the Anti -
Deficiency Acts, nothing in this Agreement shall create an obligation o f the Department in
anticipation of an appropriation by Congress for such purpose, and the Department’s legal
liability for payments and other charges under this Agreement shall not arise or obtain in
advance of the lawful availability of appropriated fund s for the applicable fiscal year as
approved by Congress. IN ACCORDANCE WITH § 446 OF THE HOME RULE ACT,
D.C. CODE § 1-204.46, NO DISTRICT OF COLUMBIA OFFICIAL IS AUTHORIZED
TO OBLIGATE OR EXPEND ANY AMOUNT UNDER THE AGREEMENT OR
CONTRACT DOCUMENTS UNLESS SUCH AMOUNT HAS BEEN APPROVED, IS
LAWFULLY AVAILABLE, AND APPROPRIATED BY ACT OF CONGRESS.

Section 15.20.1 The Department agrees to exercise all lawful authority available to it to satisfy
the financial obligations of the Department that may arise under this Agreement. During the
term of this Agreement, the Mayor of the District of Columbia or other appropriate official
shall, for each fiscal period, include in the budget application submitted to the Council of the
District of Columbia the amount necessary to fund the Department’s known potential financial
obligations under this Agreement for suc h fiscal period. In the event that a request for such
appropriations is excluded from the budget approved by the Council and submitted to Congress
by the President for the applicable fiscal year or if no appropriation is made by Congress to pay
any amounts due under this Agreement for any period after the fiscal year for which
appropriations have been made, and in the event appropriated funds for such purposes are not
otherwise lawfully available, the Department will not be liable to make any payment under this
Agreement upon the expiration of any then -existing appropriation, the Department shall
promptly notify the Contractor and this Agreement shall immediately terminate upon the
expiration of any then-existing appropriation.

Section 15. 20.2 Notwithstanding the foregoing, no officer, employee, director, member or
other natural person or agent of the District or Department shall have any personal liability in
connection with the breach of the provisions of this Section or in the event of non-payment by
the Department under this Agreement.

Section 15.20.3 This Agreement shall not constitute an indebtedness of the District and/or the
Department nor shall it constitute an obligation for which the Department is obligated to levy
or pledge any form of taxation or for which the District has levied or pledged any form of
taxation. No District of Columbia Official or employee is authorized to obligate or expend any
amount under this Agreement unless such amount has been appropriated by Act of Congress
and is lawfully available.

Section 15.21 Time. Time, if stated in a number of days, will be calendar days and thus
include Saturdays, Sundays, and holidays, unless otherwise stated herein.

Section 15.22 Americans With Disabilities Act of 1990 (“ADA”). During the performance
of this Contract, the Design-Builder and any of its Subcontractors shall comply with the ADA.
The ADA makes it unlawful to discriminate in employment against a qualified individual with
a disability. See 42 U.S.C. §12101 et seq.

Page 85 of 102

Section 15. 23 Contracts in Excess of One Million Dollars . Any contract in excess of
$l,000,000 shall not be binding or give rise to any claim or demand against the District until
approved by the Council of the District of Columbia and signed by the Contracting Officer.

Section 15.24 Gratuities Not to Benefit Provisions.

If it is found, after notice and hearing, by the Department that gratuities (in the form of
entertainment, gifts, payment, offers of employment , or otherwise) were offered or given by
the Design -Builder, or any agent or representative of the Design -Builder, to any official,
employee or agent of the Department or the District with a view toward securing the
Agreement or any other contract or securing favorable treatment with respect to the awarding
or amending, or the making of any determinations with respec t to the performance of the
Agreement, the Department may, by written notice to the Design -Builder, terminate the right
of the Design-Builder to proceed under the Agreement and may pursue such other rights and
remedies provided by law and under the Agreement.

Section 15.24.1 In the event the Agreement is terminated as provided in Article 16 of this
Agreement, the Department shall be entitled:

a. to pursue the same remedies against the Design-Builder as it could pursue in the event
of a breach of the Agreement by the Design-Builder; and
b. as a penalty in addition to any other damages to which it may be entitled by law, to
exemplary damages in an amount (as determined by the Department) which shall be
not less than ten times the costs incurred by the Design -Builder in providing any such
gratuities.

Section 15.24.2 No member of, nor delegate to Congress, Mayor or City Council Member, nor
the Department nor an employee of the District or employee of the Department shall be
admitted to any share or part of the Agreement or to any benefit that may arise therefrom, and
all agreements entered into by the CO of the Department in which he or she be personally
interested as well as all agreements made by the Department in which the Mayor or City
Council Member or employee of the District shall be personally in terested shall be void and
no payments shall be made on any such contracts by the Department; but this provision shall
not be construed or extend to the agreement if the share of or benefit to the member of, or
delegate to Congress, Mayor or City Council M ember, or employee of the District is de
minimis.

Section 15. 25 Ethical Standards for the Department's Employees And Former
Employees. The Department expects the Design -Builder to observe the highest ethical
standards and to comply with all applicable laws, rules, and regulations governing ethical
conduct or conflicts of interest. Neither the Design-Builder, nor any person associated with the
Design-Builder, shall provide (or seek reimbursement for) any gift, gratuity, favor,
entertainment, loan, or other thing of value to any employee of the District or the Department
not in conformity with applicable law, rules or regulations. The Design -Builder shall not
engage the services of any person or persons in the employment of the Department or the
District for any work required, contemplated, or performed under the Agreement. The Design-
Builder may not assign to any former employee or District employee or agent who has joined
the Design-Builder’s firm any matter on which the former employee, while employed by the
Department, had material or substantial involvement in the matt er. The Design -Builder may
request a waiver to permit the assignment of such matters to former personnel on a case -by-
case basis. The Design -Builder shall include in every subcontract a provision substantially
Page 86 of 102

similar to this section so that such provisions shall be binding upon each Design -Builder or
vendor.

Section 15.26 Non-Discrimination in Employment Provisions.

Section 15.26.1 District of Columbia Human Rights Act
a. The Design -Builder shall not discriminate in any manner against any employee or
applicant for employment that would constitute a violation of the District of Columbia
Human Rights Act, effective December 13, 1977, as amended (D.C. Law 2 -38; D.C.
Official Code § 2-1401.01 et seq.) (“Act”, as used in this clause). The Design-Builder
shall include a similar clause in all subcontracts, except subcontracts for standard
commercial supplies or raw materials. In addition, the Design-Builder agrees, and any
subcontractor shall agree, to post in conspicuous places, available to employees and
applicants for employment, a notice setting forth the provisions of this non -
discrimination clause as provided in Section 251 of the Act.
b. Pursuant to Mayor’s Order 85 -85, (6/10/85), Mayor’s Order 2002 -175 (10/23/02),
Mayor’s Order 2011-155 (9/9/11) and the rules of the Office of Human Rights, Chapter
11 of Title 4 of the D.C. Municipal Regulations, the following clauses apply to the
Contract:

1. The Design-Builder shall not discriminate against any employee or applicant
for employment because of race, color, religion, national origin, sex, age,
marital status, personal appearance, sexual orientation, family responsibilities,
matriculation, political affiliation, or physical handicap.
2. The Design-Builder agrees to take affirmative action to ensure that applicants
are employed, and that employees are treated during employment, without
regard to their race, color, religion, national origin, sex, age, marital status,
personal appearance, sexual orientation, family responsibilities, matriculation,
political affiliation, or physical handicap. The affirmative action shall include,
but not be limited to, the following:

i. Employment, upgrading, or transfer;
ii. Recruitment or recruitment advertising;
iii. Demotion, layoff, or termination;
iv. Rates of pay, or other forms of compensation; and
v. Selection for training and apprenticeship.

3. Unless otherwise permitted by law and directed by the Department, the Design-
Builder agrees to post in conspicuous places, available to employees and
applicants for employment, notices to be provided by the Department setting
forth the provisions paragraph s 1 and 2 of Section 15. 26.1(b) of this
Agreement, concerning non-discrimination and affirmative action.
4. The Design-Builder shall, in all solicitations or advertisements for employees
placed by or on behalf of the Design-Builder, state that all qualified applicants
will receive consideration for employment pursuant to the non -discrimination
requirements set forth in Section 15.26.3.
5. The Design -Builder agrees to send to each labor union or representative of
workers with which it has a collective bargaining agreement, or other contract
or understanding, a notice to be provided by the Department, advising each
Page 87 of 102

labor union or workers' representative of the Design -Builder’s commitments
under this Section 15.26.1, and shall post copies of the notice in conspicuous
places available to employees and applicants for employment.
6. The Design-Builder agrees to permit access by the Department to all books,
records and accounts pertaining to its employment practices for purposes of
investigation to ascertain compliance with this Section 15.26.1, and to require
under terms of any Subcontractor agreement each Subcontractor to permit
access of the Subcontractors, books, records, and accounts for such purposes.
7. The Design -Builder shall include in every subcontract this Section 15. 26.1
so that such provisions shall be binding upon each subcontractor or vendor.
8. The Design-Builder shall take such action with respect to any subcontract as
the CO may direct as a means of enforcing these provisions, including sanctions
for noncompliance; provided, however, that in the event the Design -Builder
becomes involved in, or is threatened with, litigation with a Subcontractor or
vendor as a result of such direction by the Department, the Design-Builder may
request the District to enter into such litigation to protect the interest of the
District.

Section 15.26.2 Pregnant Workers Fairness

a. The Design-Builder shall comply with the Protecting Pregnant Workers Fairness Act
of 2016, D.C. Official Code § 32-1231.01 et seq. (PPWF Act).
b. The Design-Builder shall not:

1. Refuse to make reasonable accommodations to the known limitations related to
pregnancy, childbirth, related medical conditions, or breastfeeding for an
employee, unless the Design-Builder can demonstrate that the accommodation
would impose an undue hardship;
2. Take an adverse action against an employee who requests or uses a reasonable
accommodation in regard to the employee's conditions or privileges of
employment, including failing to reinstate the employee when the need for
reasonable accommodations ceases to the employee's original job or to an
equivalent position with equivalent:
i. Pay;
ii. Accumulated seniority and retirement;
iii. Benefits; and
iv. Other applicable service credits;
3. Deny employment opportunities to an employee, or a job applicant, if the denial
is based on the need of the employer to make reasonable accommodations to
the known limitations related to pregnancy, childbirth, related medical
conditions, or breastfeeding;
4. Require an employee affected by pregnancy, childbirth, related medical
conditions, or breastfeeding to accept an accommodation that the employee
chooses not to accept if the employee does not have a known limitation related
to pregnancy, childbirth, relate d medical conditions, or breastfeeding or the
accommodation is not necessary for the employee to perform her duties;
5. Require an employee to take leave if a reasonable accommodation can be
provided; or
Page 88 of 102

6. Take adverse action against an employee who has been absent from work as a
result of a pregnancy-related condition, including a pre-birth complication.

c. The Design-Builder shall post and maintain in a conspicuous place a notice of rights
in both English and Spanish and provide written notice of an employee's right to a
needed reasonable accommodation related to pregnancy, childbirth, related medical
conditions, or breastfeeding pursuant to the PPWF Act to:

1. New employees at the commencement of employment;
2. Existing employees; and
3. An employee who notifies the employer of her pregnancy, or other condition
covered by the PPWF Act, within 10 days of the notification.

d. The Design-Builder shall provide an accurate written translation of the notice of rights
to any non-English or non-Spanish speaking employee.

e. Violations of the PPWF Act shall be subject to civil penalties as described in the PPWF
Act.

Section 15.26.3 UNEMPLOYED ANTI-DISCRIMINATION

a. The Design -Builder shall comply with the Unemployed Anti -Discrimination Act of
2012, D.C. Official Code § 32 -1361 et seq. (“Anti- Discrimination Act”).

b. The Design-Builder shall not:

1. Fail or refuse to consider for employment, or fail or refuse to hire, an individual
as an employee because of the individual's status as unemployed; or
2. Publish, in print, on the Internet, or in any other medium, an advertisement or
announcement for any vacancy in a job for employment that includes:
i. Any provision stating or indicating that an individual's status as
unemployed disqualifies the individual for the job; or
ii. Any provision stating or indicating that an employment agency will not
consider or hire an individual for employment based on that individual's
status as unemployed.

c. Violations of the Unemployed Anti-Discrimination Act shall be subject to civil penalties
as described in the Anti- Discrimination Act.

Section 15.27 ASSIGNMENT OF CONTRACT PAYMENTS

a. Subject to this Section 15.27, in accordance with Title 27 DCMR Section 3250, the
Design-Builder may assign due or to become due as a result of the performance of this
Design-Builder to a bank, trust company, or other financing institution funds.
b. Any assignment shall cover all unpaid amounts payable under this Agreement and shall
not be made to more than one party.
c. Notwithstanding an assignment of Contract payments, the Design -Builder, not the
assignee, is required to prepare invoices. Where such an assignment has been made,
the original copy of the invoice must refer to the assignment and must show that
payment of the invoice is to be made directly to the assignee as follows:
Page 89 of 102

“Pursuant to the instrument of assignment dated ___________, make payment of this invoice
to (name and address of assignee).”

Section 15.28 FREEDOM OF INFORMATION ACT (“FOIA”)

The District of Columbia Freedom of Information Act, at D.C. Official Code § 2 -532 (a-3),
requires the District to make available for inspection and copying any record produced or
collected pursuant to a District contract with a private contractor to perform a public function,
to the same extent as if the record were maintained by the agency on whose behalf the contract
is made. If the Design -Builder receives a request for such information, the Design -Builder
shall immediately send the request to the PM designated in Section 1.3 of this Agreement who
will provide the request to the FOIA Officer for the agency with programmatic responsibility
in accordance with the D.C. Freedom of Information Act. If the agency with programmatic
responsibility receives a request for a record maintained by the Design-Builder pursuant to the
Contract, the PM will forward a copy to the Design -Builder. In either event, the Design -
Builder is required by law to provide all responsive records to the PM within the timeframe
designated by the PM. The FOIA Officer for the agency with programmatic responsibility will
determine the releasability of the records. The District will reimburse the Design -Builder for
the costs of searching and copying the records in accordance with D.C. Official Code §2-532
and Chapter 4 of Title 1 of the D.C. Municipal Regulations.

Section 15.29 CAMPAIGN FINANCE REFORM ACT

Prior to the execution of this Contract, the Design -Builder shall complete and submit to the
Department a completed Campaign Finance Reform Act Self -Certification Form, Exhibit Y,
pursuant to D.C. Official Code § 1-1161.01.

Section 15. 30. Equal Employment Opportunity (“EEO”)
Each Offeror shall submit an EEO policy form substantially in the form of Exhibit P.

Section 15.31 DGS Close Out Manual
Deliverables shall include those outlined in Exhibit T.

Section 15.32 NONPROFIT FAIR COMPENSATION ACT OF 2020, D.C. Code § 2-
222.01 et seq
Section 15.32.1 Nonprofit organizations, as defined in the Act, shall include in their rates the
indirect costs incurred in the provision of goods or performance of services under this contract
pursuant to the nonprofit organization's unexpired Negotiated Indirect Cost Rate Agreement
(NICRA). If a nonprofit organization does not have an unexpired NICRA, the nonprofit
organization may elect to instead include in its rates its indirect costs:
1. As calculated using a de minimis rate of 10% of all direct costs under this contract;
2. By negotiating a new percentage indirect cost rate with the awarding agency;
3. As calculated with the same percentage indirect cost rate as the nonprofit organization
negotiated with any District agency within the past 2 years; however, a nonprofit
organization may request to renegotiate indirect costs rates in accordance with Section
15.32.2; or
4. As calculated with a percentage rate and base amount, determined by a certified public
accountant, as defined in the Act, using the nonprofit organization's audited financial
Page 90 of 102

statements from the immediately preceding fiscal year, pursuant to the OMB Uniform
Guidance, and certified in writing by the certified public accountant.
Section 15.32.2 If this contract is funded by a federal agency, indirect costs shall be consistent
with the requirements for pass -through entities in 2 C.F.R. § 200.331, or any successor
regulations.
Section 15.32.3 The Contractor shall pay its subcontractors which are nonprofit organizations
the same indirect cost rates as the nonprofit organization subcontractors would have received
as a prime contractor.

Page 91 of 102

ARTICLE 16- TERMINATION OR SUSPENSION
Section 16.1 All terminations or suspensions arising out of or under this Agreement shall be
in accordance with the terms of the Standard Contract Provisions (Construction Contracts and
Architectural/Engineering Services Contracts).

Section 16.2 Failure to Agree Upon GMP. The Department shall have the right to terminate
this Agreement in the event that the Department and the Design -Builder are unable to agree
upon a GMP for the Project and the Department shall have the right, but not the obligation, to
assume any of the Des ign-Builder’s trade subcontracts upon such terms and conditions as
requested by the Department. The Department’s decision to terminate under this Section shall
be made in the Department’s sole and absolute judgment and shall not be subject to review by
any reviewing body, including, but not limited to, arbitrators appointed under this Agreement
or any court of competent jurisdiction.

Section 16.3 Termination for Default . The Department may terminate the Agreement for
default if the Design -Builder fails to perform any of its duties or obligations under the
Agreement. In particular, but without limitation, the Department may terminate the Agreement
if:
1. The Design-Builder fails to perform the Work diligently, in accordance with the Project
Schedule or to make such progress in the Work as the Department reasonably believes
is necessary to complete the Project within the time required by the Agreement; or
2. The Design-Builder fails to perform the Work in a good and workmanlike manner or
to correct defects in the Work promptly upon notice by the Department; or
3. The Department reasonably determines that the Design -Builder has abandoned the
Work, or has failed to pay laborers, mechanics, materialmen, Subcontractors or
suppliers when payment is due; or
4. The Design-Builder becomes insolvent, makes an assignment for the benefit of
creditors, files a voluntary petition under any chapter of the Bankruptcy Code or has an
involuntary petition filed against it under any chapter of the Bankruptcy Code, or the
Design-Builder has a receiver appointed, or files for dissolution or otherwise is
dissolved; or
5. The Design-Builder fails to pay its debts in a timely manner or becomes insolvent, the
Department reasonably determines that the Design-Builder does not have the financial
ability to carry out its obligations under the Agreement and the Design-Builder fails to
give the Department prompt and reasonable assurances of its ability to perform.
Section 16.3.1 The Department shall provide the Design -Builder with written notice of its
intent to terminate the Agreement, under this Section.
Section 16.3.2 If the Department terminates the Agreement for default, the Department
will have the right to take over the Work, to accept assignment of some or all Subcontracts or
agreements with material suppliers, to take possession of the Project, to take and use all tools,
equipment and supplies then being used in connection with the Work, and to finish the Project
by whatever method it deems expedient, including accepting assignment of all outstanding
Subcontracts and Supply Agreements.
Page 92 of 102

Section 16.4 Termination for Convenience. The Department may terminate the Contract in
whole or specified part, for its convenience, for any reason . The notice of termination shall
state the effective date of termination, the extent of the termination, and any specific
instructions. The termination for convenience that arises out of or under this Agreement shall
be in accordance with the terms of the Standard Contract Provisions (Construction Contracts
and Architectural/Engineering Services Contracts).
Section 1 6.5 Continued Responsibility After Termination . If the Design -Builder is
terminated, for default, for Convenience or otherwise, the Design -Builder shall remain
responsible for defects or non -conformities in all Work performed to the date of the
termination.

Page 93 of 102

Article 17 – OTHER CONDITIONS AND SERVICES
Section 17.1 This Agreement and the rights and obligations of the Department and Design -
Builder herein are subject to the approval of the Council of the District of Columbia.

Page 94 of 102

Article 18 – CHANGES IN THE WORK

Section 18.1 Changes Authorized. In accordance with the Standard Contract Provisions
(Construction Contract) and the Standard Contract Provisions for Architectural and
Engineering services Contracts, the Department may, without invalidating the Agreement, and
without notice to or approval of any surety, order changes in the Work, including additions,
deletions or modifications. Any such change must be conveyed by the Department to the
Design-Builder via a written Change Directive or Change Order.

Section 18.2 Executed Change Directive/Change Order Required. Only a written Change
Directive or Change Order, executed by the Department ’s Contracting Officer as indicated in
Exhibit H, may make changes to the Agreement. In particular, but without limitation, a written
Change Directive or Change Order executed by the Department ’s Contracting Officer is the
only means by which changes may be made to the Substantial or Final Completion Dates, the
Design-Build Fee, or the GMP.

Section 18.3 Department-Initiated Changes

1. If the Department wishes to make a change in the Work or to accelerate the Work, it
will execute and issue to the Design-Builder a written Change Directive, either directing
the Design-Builder to proceed at once with the changed Work or directing it to not to
proceed, but to inform the Department, in writing, of the amount, if any, by which the
Design-Builder believes that Substantial or Final Completion Dates and/or the GMP
should be adjusted to take the Change Order or Change Directive into account.

2. Within ten (10) days of receiving a Change Directive, the Design-Builder shall provide
the Department with a written statement of all changes in the Agreement, including,
without limitation, any changes to the Substantial or Final Completion Dates or the
GMP to which it believes it is entitled as a result of the Change Directive. If additional
time is sought, a schedule analysis supporting the requested extension should be
included. The schedule analysis should include a written narrative explanation. If a
change in the GMP is sought (or if the Department has requested a deduct change), the
statement should include a breakdown, by line item, of the estimated cost changes
attributable to the proposed change. The Department may request, and the Design -
Builder shall provide, further cost breakdowns, clarifications, Project documentation or
back-up if the Department reasonably believes such additional information is needed to
understand and evaluate the request. The additional information required may include
cost and pricing data in accordance with the Department’s regulations. Any requested
adjustment to the GMP shall be limited to increased Cost of the Work due to the Change
Directive. The Design -Builder is not entitled to any markup on any kind of Change
Orders except as authorized in Section 18.8, and if so authorized, any mark-up shall be
in accordance with Section 18.11.

3. If the Department has not yet directed the Design -Builder to proceed with the change
described by a Change Directive, the Department may rescind it. If the Department
wishes to proceed or has already directed the Design -Builder to proceed, the Design -
Builder shall immediately proceed with the changed Work and, the Department and the
Design-Builder shall use their good faith best efforts to reach an agreement upon the
modifications to the Substantial or Final Completion Dates, and/or the GMP that is
justified by the Change Directive. If the Department and the Design -Builder reach an
agreement, the agreement shall be set forth in a Change Order and the Design -Builder
shall also execute it, at which point it will become binding on both Parties.
Page 95 of 102

4. If the Parties fail to reach an agreement within sixty (60) days after the Department
receives the Design-Builder’s detailed statement pursuant to Section 1 8.3.2, and such
other Project documentation as the Department may request, the Design -Builder may
assert a claim in accordance with the Agreement. In such a case, and subject to
adjustment via the claims and disputes process, the Department shall unilaterally grant
the Design-Builder such adjustme nts, if any, to the Substantial or Final Completion
Dates, the GMP, and/or the Preconstruction or Design-Build Fee as the Department has
judged to be appropriate.

Section 18.4 Notice of Change Event. The Design -Builder must give the Department
written notice of any Change Event within ten (10) calendar days of the date on which the
Design-Builder knew, or reasonably should have known, of the Change Event. To the extent
available, the notice must state the nature of the Change Event and describe, generally, all
changes in the Agreement to which the Design -Builder believes it is entitled. Such notice is
an express condition precedent to any claim or request for adjustment to the Substantial or Final
Completion Dates, or the GMP arising from the Change Event and, if the notice is not given
within the required time, the Design -Builder will have waived the right to any adjustment to
the Substantial or Final Completion Dates, or the GMP arising from the Change Event.

Section 18.5 Detailed Change Request. Within twenty (20) days after giving notice of a
Change Event, the Design -Builder shall submit a written Change Request to the Department
describing, in reasonable detail, all adjustments it seeks to the Substantial or Final Completion
Dates or the GMP as a result of the Change Event. The Change Request shall include the same
information as described in Section 18.3 with respect to any Agreement changes the Design -
Builder seeks due to the Change Event, and the amount of any requested adjustment to the
GMP shall be limited in accordance with Section 18.3.

Section 18.6 Changes to GMP. Subject to the condition precedent that the Design -Builder
has complied with the notice and documentation provisions of this Article, and subject to the
limitations stated in this Agreement, the Design-Builder is entitled to an adjustment to the GMP
in the following cases:

1. If the Department issues a Change Directive or Change Order that directs the Design -
Builder to proceed with work that is beyond the scope of Work included within this
Agreement; or

2. The Design-Builder encounters differing site conditions or Hazardous Materials not
identified in the Preconstruction Phase.

Section 18.7 Deductive Change Orders. The Department reserves the right to issue
deductive Change Orders (reducing the GMP or modifying the Substantial or Final Completion
Dates to an earlier date) when changes are effected, by Change Directive or otherwise, which
will decrease the cost of completing the Work or the time within which it can be completed.

Section 18.8 No Adjustments to Fee. The Design-Builder understands and agrees that the
Design-Build Fee shall not be increased or decreased as a result of any Change Orders or
Change Directive. In furtherance of this understanding, the Design-Builder agrees that it shall
not be entitled to an increase in the Lump Sum General Conditions Cost or the Design-Build
Fee by virtue of changes authorized by the Department unless such changes fall outside the
general scope of work contemplated by this Agreement. The term general scope of work shall
mean a state-of-the-art educational facility that is consistent with the Department’s program of
Page 96 of 102

requirements and incorporates sustainable design initiatives. Without limiting the generality
of the foregoing, it is understood and agreed that the Design-Builder shall not be entitled to any
additional fees or general conditions unless (i) the Departmen t makes additions to the scope
provided for in this Agreement that cause the GMP, either individually or in the aggregate, to
increase by more than ten percent (10%); or (ii) the Department makes additions to the scope
provided for herein which (other than for punchlist or warranty work) require the Design -
Builder’s services for the Project to extend beyond the Substantial Completion Date.

Section 18.9 Executed Change Orders or Contract Modifications are Final. The Design-
Builder agrees that any Change Order or Contract Modification executed by the Department
and Design-Builder constitutes its full and final adjustment for all costs, delays, disruptions,
inefficiencies, accelerations, schedule impacts, or other consequences arising from the change
modification in question, whether a Change Directive, or a Change Event, or from any claimed
cumulative effect of changes made to the date of the Change Order or Contract Modification,
and that no further adjustments in compensation or time shall be sought or made with respect
to the Change Directive or the Change Event giving rise to the Change Order or Contract
Modification. Although the Parties anticipate that most Change Orders or Contract
Modifications will not require an adjustment to the General Conditions Cost, if the Work
described in a Change Order or Contract Modification requires an increase or decrease in the
Lump Sum General Conditions Cost (i.e. because such a Change requires additional field staff
or other equipment that would be classified as General Conditions Costs), the Change Order or
Contract Modification shall contain an increase to the Design-Build Fee adjusting such amount.
The cost of processing a Change Order or Contract Modification shall not be considered an
event that will require an increase in the Lump Sum General Conditions Cost.

Section 18.10 Failure to Agree. If the Design-Builder claims entitlement to a change in the
Agreement, and the Department does not agree that any action or event has occurred to justify
any change in time or compensation, or if the Parties fail to agree upon the appropriate amount
of the adjustment in time or compensation, the Department will unilaterally make such changes,
if any, to the Agreement, as it determines are appropriate pursuant to the Agreement. The
Design-Builder shall proceed with the Work and the Department's directives, without
interruption or delay, and shall make a claim as provided in Article 18 herein. Failure to
proceed due to a dispute over a change request shall constitute a material breach of the Contract
and entitle the Departmen t to all available remedies for such breach, including, without
limitation, termination for default.

Section 18.11 Mark-Up on Trade Work.
The maximum markup for Change Order work shall be as follows:

1. For Work performed by a Subcontractor with its own forces, the Subcontractor shall be
entitled to a mark -up of not more than fifteen percent (15%) (covering home office
overhead, the cost of insurance and bonds, field supervision, general conditions and
profit) on the Direct Costs of the Work. For Work that the Department permits the
Design-Builder to self-perform, the Design-Builder shall also be entitled to a mark-up
of not more than fifteen percent (15%) of the Direct Cost of the Work. With regard to
any such Work that is self-performed by the Design-Builder, the markup contemplated
in this Section 1 8.11.1 shall be the Design-Builder’s exclusive compensation and it
shall not be entitled to the markup contemplated in Section 18.11.3;

2. Intervening tier Subcontractors shall be entitled to a mark -up of five percent ( 5%)
(Covering home office overhead, the cost of insurance and bonds, field supervision,
general conditions, and profit) on Work Performed by lower-tier Subcontractors;
Page 97 of 102

3. To the extent permitted by Section 18.8 , the Design -Builder shall be entitled to an
increase in its Design -Build Fee at a maximum rate of 2% on work performed by
Subcontractors. Such markup shall cover the same cost elements that were included in
the Design-Build Fee;

4. Direct Cost of the Work shall include, but not be limited to: (Direct Cost of the Work
does not, however, include home office overhead, field supervision, general conditions
or profit of either the Subcontractor or the Design -Builder. No personnel above t he
level of a working foreman shall be considered a Direct Cost of the Work).

(a) Labor. Payment will be made for direct labor cost plus indirect labor cost such
as insurance, taxes, fringe benefits and welfare provided such costs are
considered reasonable. Indirect costs shall be itemized and verified by receipted
invoices. If verification is not possible, up to five percent (5%) of direct labor
costs may be allowed.

(b) Rented Equipment. Payment for required equipment rented from an outside
company that is neither an affiliate of, nor a subsidiary of, the Design -Builder
will be based on receipted invoices which shall not exceed rates given in the
current edition of the Rental Rate Blue B ook for Construction Equipment.
published by Data Quest. If actual rental rates exceed manual rates, written
justification shall be furnished to the Contracting Officer for consideration. No
additional allowance will be made for overhead and profit. The Design-Builder
shall submit written certification to the Contracting Officer that any required
rented equipment is neither owned by nor rented from the Design-Builder or an
affiliate of or subsidiary of the Design-Builder.

(c) Design-Builder’s Equipment. Payment for required equipment owned by the
Design-Builder or an affiliate of the Design-Builder will be based solely on an
hourly rate derived by dividing the current appropriate monthly rate by 176
hours. No payment will be made under any circumstances for repair costs,
freight and transportation charges, fuel, lubricants, insurance, any other costs
and expenses, or overhead and profit. Payment for such equipment made idle
by delays attributable to the Government will be based on one-half the derived
hourly rate under this subsection.

(d) Materials. Incorporated and unincorporated materials as permitted under
Section 9.1.
Page 98 of 102

Article 19 – CLAIMS & DISPUTE RESOLUTION
Section 19.1 All claims or disputes arising out of this Agreement shall be governed by the
terms of the Standard Contract Provisions ( for Architectural and Engineering Services and
Construction Contracts).
Section 19.2 Notwithstanding any other provision of this Agreement to the contrary, neither
party including its officers, agents, servants, and employees, shall be liable to the other for lost
profits or any special, indirect, incidental, or consequential damages in any way arising out of
this Agreement however caused under a claim of any type or nature based on any theory of
liability (including, but not limited to contract, tort, or warranty) even if the possibility of such
damages has been communicated.
For the avoidance of confusion, the Parties agree that this provision does not affect the
Department’s ability to assess Liquidated Damages as set forth in Section 14. Furthermore, the
Parties agree that any acceleration costs required to complete the modernization work described
in this agreement shall not be considered consequential damages for purposes of this provision.
Page 99 of 102
Article 20 - EXHIBITS
Exhibit A1 Program Requirements
Exhibit A2 CD, SchD, and DD Milestone Requirements
Exhibit A3 Educational Specifications
Exhibit A4 Waste Management Guidelines – DCPS Modernization
Exhibit A5 Existing Building Drawings
Exhibit A6 Facility Conditions Assessment
Exhibit A7 Asbestos Management Plan and Asbestos Inspection Report
Exhibit A8 Roof Condition Assessment Report
Exhibit B Project Schedule
Exhibit C Reserved
Exhibit D SBE Subcontracting Plan
Exhibit E Reserved
Exhibit F Key Personnel
Exhibit G1 Davis Bacon Act Wage Determination
Exhibit G2 Title 29 Code of Federal Regulations (“CFR”)
Exhibit H Design-Builder’s Designated Representatives
Exhibit I Department’s Designated Representatives and Contracting Officers
Exhibit J Standard Contract Provisions (Construction and Architecture/Engineering)
Exhibit K Form of Lien Waiver
Exhibit L Form of GMP Amendment
Exhibit M Reserved
Exhibit N FF&E and Close-Out
Exhibit O Subcontractor Performance Evaluation Form
Exhibit P Equal Employment Opportunity Policy
Exhibit Q Living Wage Act
Exhibit R Award Fee Pool
Exhibit S BIM Requirements
Exhibit T DGS Close-Out Manual
Exhibit U Quality Control Master Program
Exhibit V First Source Employment Agreement
Exhibit W Assumptions And Clarifications
Exhibit X Schedule of Values
Exhibit Y Campaign Finance Reform Act Self-Certification Form
Exhibit Z Non-Capital Eligible Scrub
Exhibit AA Allowances
IN WITNESS WHEREOF, the Parties have executed this Agreement ( DCAM-24-CS-RFP-
0029) through their duly authorized representatives effective as of the last date written below.
DEPARTMENT OF GENERAL SERVICES MCN BUILD, INC.
an agency within the executive branch
of the Government of the District of Columbia
By: By:
Name: Name:
Title: Title:
Date: Date:
12/3/2025
EVP: Preconstruction
Joseph Khoury

Page 100 of 102

Exhibits

Page 101 of 102

Exhibit A1
Program Requirements

Enrollment 337 School Type Middle Yes 100% Efficient Capacity 600 Other Other Drop Do
Lunch Periods 3 Staff 37 35 Total SQFT 104,040 Other Other Drop Do
Academic Spaces Academic Spaces - Continued
Space Description Qty Size Total Space Description Qty Size Total
M-ACA-1 Grades 6-8 Classroom 11 850 9,350 M-ACA-11 Daily Living Kitchen 1 400 400
M-ACA-2 Science Classroom / Lab 3 1200 3,600 M-ACA-12 Independent Area 2 75 150
M-ACA-3 Science Prep./Storage 2 200 400 M-ACA-13 Special Education Coordinator Office 3 150 450
M-ACA-4 Technology Lab A (Messy) 1 1200 1,200 M-ACA-14 Student Services Office 2 150 300
M-ACA-5 Technology Lab B (Clean) 1 1200 1,200 M-ACA-15 Teacher Collaboration Room 3 300 900
M-ACA-6 Technology Storage 2 100 200 M-ACA-16 Textbook / Cart Storage 4 200 800
M-ACA-7 Resource / Small Group Room 5 350 1,750 M-ACA-17 Alternative Attendance Center 1 450 450
M-ACA-8 Self Contained Classroom 4 850 3,400 M-ACA-18 Alternative Attendance Center Office 1 150 150
M-ACA-9 Speech / OT / PT 2 450 900 M-ACA-19 Outdoor Classroom 1 900 900
M-ACA-10 Speech / OT / PT Storage 2 150 300 M-ACA-20 Garden 1 0 0
Sub-Total 26,800
Library Spaces Performing Arts Spaces
Space Description Qty Size Total Space Description Qty Size Total
M-LIB-1 Reading/Circulation Room 1 2500 2,500 m-PA-1 Auditorium 1 4765 4,765
M-LIB-2 Makerspace 1 500 500 m-PA-2 Stage 1 850 850
M-LIB-3 Small Group / Conf. Room 2 360 720 m-PA-3 Ticket Booth/Box office 1 75 75
M-LIB-4 Combined Office / Workroom 1 400 400 m-PA-4 Control Room 1 150 150
M-LIB-5 Storage 1 350 350 m-PA-5 Scene Shop 1 400 400
M-LIB-6 Device Charging Room 1 150 150 m-PA-6 Storage 1 200 200
Sub-Total 4,620 m-PA-7 Instrumental Room 1 1400 1,400
Health Services Spaces m-PA-8 Choral Room 1 900 900
Space Description Qty Size Total m-PA-9 Practice Room 1 100 100
m-HS-1 Waiting Area 1 150 150 m-PA-10 Music Library 1 150 150
m-HS-2 Treatment Area 1 150 150 m-PA-11 Instrument / Uniform Storage 1 500 500
m-HS-3 Cots 1 250 250 m-PA-12 Choral Storage 1 250 250
m-HS-4 Office 1 125 125 m-PA-13 Robe Storage 1 100 100
m-HS-5 Storage 1 25 25 m-PA-14 Black Box Theater 1 1750 1,750
m-HS-6 Toilet 1 80 80 m-PA-15 Dance Studio 1 2000 2,000
Sub-Total 780 Sub-Total 13,590
Student Dining Spaces Physical Education Spaces
Space Description Qty Size Total Space Description Qty Size Total
m-SD-1 Student Dining Area 1 2250 2,250 m-PE-1 Gymnasium 1 6896 6,896
m-SD-2 Chair / Table Storage 1 175 175 m-PE-2 Health Classroom 1 850 850
m-SD-3 Kitchen/Food Preparation 1 650 650 m-PE-3 Fitness Room 1 850 850
m-SD-4 Serving Area 1 300 300 m-PE-4 Training Room 1 400 400
m-SD-5 Dry Food Storage 1 300 300 m-PE-5 Locker Room / Showers 2 1500 3,000
m-SD-6 Ware Washing 1 150 150 m-PE-6 Office 1 150 150
m-SD-7 Freezer and Cooler 1 350 350 m-PE-7 Laundry 1 150 150
m-SD-8 Cleaning Storage 1 75 75 m-PE-8 Equipment Storage 1 400 400
m-SD-9 Food Service Office 1 150 150 m-PE-9 Uniform Storage 1 1500 1,500
m-SD-10 Toilet / Lockers 1 150 150 Sub-Total 14,196
Sub-Total 4,550
Page 1
Admin Spaces Building Services
Space Description Qty Size Total Space Description Qty Size Total
m-AD-1 Entrance Lobby - m-BS-1 Supply Storage 1 505.5 506
m-AD-2 Welcome Center 1 525 525 m-BS-2 Toilet/Shower/Locker Room 1 150 150
m-AD-3 Security Area 1 75 75 m-BS-3 Custodial / DGS Office 2 150 300
m-AD-4 Conference Room 1 200 200 m-BS-4 Custodial Closet 8 25 -
m-AD-5 Principal's Office 1 200 200 m-BS-5 Large Group Restrooms -
m-AD-6 Administrative Office 2 150 300 m-BS-6 Electrical Closet -
m-AD-7 Administrative Workroom 1 250 250 m-BS-7 Telecommunications Room -
m-AD-8 Records Room 1 150 150 m-BS-8 Corridors -
m-AD-9 Parent Resource Center 1 200 200 m-BS-9 Mechanical/Electrical Space/Decks -
m-AD-10 Counselor's Office 1 150 150 m-BS-10 Storage Area 1 300 300
m-AD-11 Student Services Conference 1 200 200 m-BS-11 Outdoor Custodial Equipment Storage Area 1 300 300
m-AD-12 Extra-curricular Workroom / Program Office 1 250 250 m-BS-12 Central Storage Area 1 200 200
m-AD-13 Storage 1 150 150 m-BS-13 Receiving Area 1 150 150
m-AD-14 Staff Lounge 1 450 450 m-BS-14 Staff Restroom Gross Up 65 -
m-AD-15 Wellness / Lactation Room 1 200 200 m-BS-15 Family Restroom Gross Up 65 -
Sub-Total 3,300 m-BS-16 Technology Storage 1 300 300
Visual Arts m-BS-17 Engineering Office 1 150 150
Space Description Qty Size Total m-BS-18 Engineering Storage 1 200 200
m-VA-1 Art Lab 1 1000 1,000 m-BS-19 Loading Dock 1 150 150
m-VA-2 Kiln Room 1 60 60 Sub-Total 2,706
m-VA-3 Art Storage 1 150 150
Sub-Total 1,210
Building Subtotal
Building Gross-up 45%
Building Total Sq. Ft.
71,752
32,288
104,040
Calculator Developed By Brailsford and Dunlavey for the sole use of DCPS
Office of the Chief Operating Officer
Facility Planning and Design
Site-Specific Educational Specification
Hart Middle School - Continued 0
Included in Gross Up
Included in Gross Up
Included in Gross Up
Included in Gross Up
Included in Gross Up
Included in Gross Up
Count of TS
Office of the Chief Operating Officer
Facility Planning and Design
Site-Specific Educational Specification
Hart Middle School
Title One

Page 102 of 102

Exhibit A2
Concept Design, Schematic Design, and Design Development Milestone Requirements

Planning Phase, Concept Design, Schematic Design, Design Development Milestone
Requirements
Swing Planning Submission. The RFP, the Design-Builder shall be required to deliver the
following as part of the Swing Planning submission to the Department:
SWING PLANNING DELIVERABLES: Use this checklist as a coversheet for
the submission from the Design-Builder
Swing Space Needs determination. The Design-Builder shall work with DGS,
DCPS, and the school to understand the space needs of the school during their
swing. This shall include a survey of the existing building and how each of the
spaces is used.
Planning and Phase Diagrams and Data. These diagrams should show the general
layout of the project and overall phasing of where the students will be located in
tangent with the schedule. Information including active construction areas, laydown,
parking, etc. shall be included for clarity. This should include general square footage
for understanding, but specific spaces do not need to be fully developed. Plans should
include the tent structure, kitchen trailer, general access, security, and circulation for
construction and the Hart students and staff. The diagram should represent how the
school will operate/access its spaces during different phases of construction.
Building Systems Assessment. It is expected the existing building will remain in
place and th at a thorough assessment shall be completed on the building's
mechanical, plumbing, electrical, roof, windows, etc. to understand how this system
will be utilized or replaced as part of the swing plan. The assessment shall include
an investigation of the building facade and any repairs or replacements that may be
necessary.
Hazardous materials survey of affected spaces. It is understood that the Design -
Builder and/or its design component shall be required to engage the services of an
industrial hygienist that is acceptable to the Department to perform such survey. This
information should be considered during the development of the phasing plan.
Utility Plan. It shall be an expectation that the swing portion and modernized portion
of the Hart campus have separate utility systems, not just for operations during
construction, but after completion of the modernization.
Mechanical, Plumbing, Electrical, Low Voltage Scope Phasing. The Design-Builder
shall determine and provide an understanding of how all th e building systems will
remain online/be updated to allow for the swi ng area to remain active during
construction.
Early Net Zero Energy Analysis. The Design-Builder shall consider information
from the Building System Assessment to consider how the building will need to be
updated to move toward the NZE goals. Options for mechanical systems,
geothermal, envelope improvements, and equipment and electrical upgrades.
Long Lead Materials List. This list should include any equipment related to the
swing site implementation.
Concept Design Deliverables for Modernization and Swing Areas. The Design-Builder shall
be required to deliver the following as part of the Concept Design submission to the
Department:
CONCEPT DESIGN DELIVERABLES: Use this checklist as a coversheet for
the submission from the Design-Builder
Historic Resources Survey and Historic Planning Office coordination for
Archeology Requirements. A Historic Resource Survey shall be provided for all
buildings more than 50 years old. Archeology requirements shall be determined for
the Historic Preservation Office at all sites.
A minimum of three (3) conceptual floor plans and site plans incorporating the
requirements of the Educational Specifications and site plan showing the proposed
location of any building additions and landscape features.
Hazardous materials survey of affected spaces. It is understood that the Design -
Builder and/or its design component shall be required to engage the services of an
industrial hygienist that is acceptable to the Department to perform such survey.
Education specifications update and verification; and an overall Plan -to-Program
comparison for each option for all individual spaces.
Summary of agency review meetings as needed, including but not limited to Office
of Planning (“OP”), Department of Energy and Environment ( “DOEE”) District
Department of Transportation (“DDOT”), and Department of Buildings (“DOB”).
DGS shall be made aware of any and all meetings with sister agencies ahead of time
and be in attendance.
Zoning Analysis.
Cost Estimate for each concept option with Subcontractor input on major trades.
Value Engineering analysis and detailed recommendations for Project savings (even
if the Project is not over budget).
Net Zero Energy Report that includes all recommended strategies applicable to
achieving a Net Zero Energy ready building and a preliminary energy model.
Quality Control Plan. The initial plan, at a minimum, should include an introduction
to the design-build team along with the org. chart showing hierarchal arrangement
and duties/responsibilities, a focus on the design phase QC efforts detailing ongoing,
regular inter-disciplinary coordination, and affirmation of the DGS QC Master
Program.
Permitting and Approvals Process Plan including meetings with HPO, CFA, HPRB,
NCPC, etc., as required.
Narrative for design consultants including MEP scope, civil, landscape, and structure
as it relates to existing conditions and potential work.
Existing conditions civil survey.
Schematic Design Deliverables. It is expected the swing area submission will be completed on
a different schedule from the modernization and that not all of the below tasks and deliverables
will b e required for that submission. The Design-Builder shall be required to undertake the
following tasks during this phase:
a. F
urther develop plans and incorporate design changes.
b. Prepare necessary presentation materials (renderings) to communicate design and obtain
approval of design direction.
c. Participate in meetings with DCPS and DGS for design feedback including but not limited
to, landscape design, interior design, FF&E, millwork, hardware and security, waste
management, photovoltaic layout, etc.
d. Conduct DOEE, D OB, DDOT , P EPCO, and DC Water Preliminary Design Review
meetings as needed.
e. Respond in writing to all DGS and DCPS comments on plans;
f. Participate in community engagement sessions during this phase.
g. Identification of Public Art locations that will be constructed and installed as part of the
construction phases.
h. Continued coordination with Public Utility Companies: PEPCO and Washington Gas, as
well as Verizon/DCNet, should be conducted this shall include submitted load letters for
new or upgraded services.
i. Once a concept is selected by DGS/DCPS the Design-Build Team shall schedule meetings
with staff from the Commission of Fine Arts (“CFA”), Historic Preservation Office
(“HPO”), and National Capital Planning Commission (“NCPC”), where required. All
presentations have been reviewed with DGS/DCPS ahead of staff meetings and
representatives of DGS/DCPS shall be present for these meetings.
j. Report and schedule the process for obtaining any zoning approvals, if necessary.
k. Identification of long lead materials and creation of bid packages to allow early release of
materials if required by the Project Schedule.
l. The schematic design submittal shall generally follow the deliverables:
The Design-Builder shall be required to deliver the following as part of the Schematic Design
submission to the Department:
SCHEMATIC DESIGN DELIVERABLES : Use this checklist as a coversheet for
the submission from the Design-Builder
Overall site and floor plans on full-sized sheets (including adjacencies, room locations,
site planning, playground, parking, stormwater management strategies, waste
management with truck turning study, Initial code analysis describing required fired
ratings, number of exits, number of stairs, etc.);
Enlarged floor plans for educational spaces to be reviewed in departmental reviews ,
shall include but not be limited to, example classrooms of each typology, kitchen and
cafeteria, gymnasium and support spaces, entry and security suite, performing arts
spaces, library, etc. These plans shall include initial layouts for the organization
including F F&E and millwork as noted in the education specifications prototypes.
Plans shall show the quantity and location of group toilets and single-use toilets.
Preliminary building elevations and sections ; Typical wall section to describe
proposed foundation system, façade systems, structure, and roof system.
Preliminary selection of building materials;
Update Zoning Analysis based on the Schematic Design
Conceptual renderings produced for approval of design direction;
Plan-to-Program comparison;
Preliminary LEED Scorecards (if required);
Updated Design narrative s from major consultants, the narrative shall include a
preliminary description of proposed building system upgrades (i.e. HVAC, roofs,
windows, kitchen equipment, low voltage/IT/AV, etc.). With regard to any proposed
building system upgrade, the package shall include a narrative description of the
proposed system and an estimated line-item cost;
Cost estimate with Subcontractor input on major trades;
Project savings (even if the project is not over budget);
Preliminary furniture design;
Net Zero Energy Report that includes all recommended strategies applicable to
achieving a Net Zero Energy ready building and an energy model evaluation;
Quality Control Plan. Expanded plan reflecting design decisions that have been made
and establishing document control, change tracking, and management procedures.
Include a summary of potential public space improvements per DDOT public space
standards or as needed for each concept.
Summary of agency review meetings as needed, including but not limited to: Office of
Planning (“OP”), Commission of Fine Arts (“CFA”), Historic Preservation Office
(“HPO”), National Capital Planning Commission (“NCPC”), Department of Energy
and Environment (DOEE) District Department of Transportation, Department of
Buildings
Draft Maintenance and Operations Plan
Design Development Deliverables. It is expected the swing area submission will be completed
on a different schedule from the modernization and that not all of the below tasks and
deliverables will be required for that submission. The Design-Builder shall be required to
undertake the following tasks during this phase:
a. D
etailed and dimensioned plans, wall sections, building sections, and schedules;
b. Specifications;
c. Complete code compliance analysis and drawing;
d. Space-by-space equipment layouts for key spaces. As part of the design development
phase, the Design-Builder and/or the Design-Builder’s architect and any design consultants
shall confer with representatives from DCPS and the Department regarding these lay outs
to confirm that they are acceptable to DCPS;
e. A final layout for FF&E;
f. An interior finishes schedule;
g. Designs for all building system upgrades, including low voltage/AV/IT. With regard to
HVAC systems, the submission should include (i) a detailed description of the proposed
mechanical systems; (ii) their general layout, including ‘Single-Line Diagrams’ (aka ‘Riser
Diagrams’); and (iii) any required load calculations. The HVAC design solution would also
include preliminary layouts of other major components of the HVAC system, including the
type and location of energy recovery units (ERUs), variable air volume (“VAV”) boxes,
condensing units, and any related system appurtenances.
h. Updated LEED scorecard;
i. Present the design to CFA, OP, HPO, and other regulatory agencies as required;
j. Register the project with the U.S. Green Building Council (“USGBC”) to obtain LEED
certification and pay all registration fees;
k. Register the Project with ILFI or U.S. Green Buildings for Net Zero Certification
l. Participate in SIT Meetings, and community meetings as required by DGS/DCPS;
m. Coordinate with the DC HPO and other agencies, commissions, groups, etc. as required.
Attend meetings and hearings if necessary;
n. Respond in writing to all DGS and DCPS comments on plans;
o. Coordinate final utility plans as required;
p. Act as scribe for all design-related meetings. Distribute meeting minutes to all attendees;
q. Baseline Schedule bi-weekly update in the format set forth in the RFP; and
r. Prepare and submit 50% of Design Development for review ahead of final DD submission.
The Design-Builder shall be required to deliver the following as part of the Schematic Design
submission to the Department:
DESIGN DEVELOPMENT DELIVERABLES: Use this checklist as a
coversheet for the submission from the Design-Builder
Final site plans, paving layouts, traffic circulation, lighting, signage and utilities
Building Code and Zoning Code Analysis including how the project meets the
requirements of Appendix Z
Coordinated plans, Structural, Civil, Architectural, MEP, Fire Protection, Low
Voltage (including plans indicating card readers), and Landscaping
Exterior elevations, rendering, with material selections, and color palette
Building sections, wall sections, and typical envelope details
Interior elevations, casework, and millwork elevations as required
Playground equipment, if applicable
Finalized Stormwater management
Door and Window schedules and standard details
Kitchen Plan, food service, or other equipment as required
LEED Information as appropriate
Final Draft of the “Percent for Art” Public Art Package to be used as the scope for
the Artists’ RFP
Cost Estimate for Basis of GMP
Value Engineering Analysis and Detailed Recommendations for project savings
(even if the Project is not over budget)
Net Zero Energy Report that includes all recommended strategies applicable to
achieving a Net Zero Energy ready building and certification plan.
Quality Control Plan . The plan should be customized to the project and meet the
requirements stipulated in Section 2.8. Project-specific information must be included
to produce testing & inspection logs , definable features of work [DFOW] tracker,
mock-up, and submittal schedules. Appendices should include forms/templates
proposed for use [ex. wall -ceiling close -in] by GC to ensure conforming
construction.
Maintenance and Operations Plan
Submittal Registry
Final Technical Specifications
Completed Furniture Package, including a minimum of two options for basis-of-
design for each, of the FF&E for GMP pricing
Design Team Clarifications and Scoping Narrative addressing any scope that is not
apparent in Drawings or Specifications or items that are still being coordinated to
aid in the bidding process
Calculation of embodied carbon emitted from the production, transportation, and
installation of main structural materials including concrete, masonry, and structural
steel. It is recommended to use the EC3 calculator through
Buildingtransparency.org.
Construction Documents Deliverables. The RFP, the Design-Builder shall be required to
undertake the following tasks during this phase:
a. C
omplete drawings and specifications for drawings for construction. These drawings set
shall include any value engineering that took place during the GMP negotiations and permit
comments received.
b. Present the design to CFA, OP, HPO, and other regulatory agencies as required;
c. Participate in Construction update SIT Meetings, and community meetings as required by
DGS/DCPS;
d. Coordinate with district agencies, commissions, groups, etc. as required for permitting and
approvals. Attend meetings and hearings if necessary;
e. Respond in writing to all DGS and DCPS comments on plans;
f. Act as scribe for all design-related meetings. Distribute meeting minutes to all attendees;
g. Baseline Schedule bi-weekly update in the format set forth in the RFP; and
h. Prepare and submit 50% of CDs for review ahead of final CD submission.
The Design-Builder shall be required to deliver the following as part of the Schematic Design
submission to the Department:
CONSTRUCTION DOCUMENT DELIVERABLES: Use this checklist as a
coversheet for the submission from the Design-Builder
Updated and Completed Drawings package including VEs and permit comments
Updated and Completed Specifications package including VEs and permit comments
Letter from the General Contractor they have reviewed the drawings for
completeness and constructability, any concerns or items that are being included as
delegated design shall be specifically noted.
Final site plans, paving layouts, traffic circulation, lighting, signage and utilities
Coordinated plans, Structural, Civil, Architectural, MEP, Fire Protection, Low
Voltage (including plans indicating card readers), and Landscaping
Exterior elevations, rendering, with material selections, and color palette
Building sections, wall sections, and project-specific envelope details
Interior elevations, casework, and millwork elevations for all locations
Finalized Stormwater management including permit updates
Door and Window schedules and details at all conditions necessary
Kitchen Plan, food service, or other equipment as required
Page 103 of 102

Exhibit A3
Educational Specifications

Link to the Educational Specifications

https://app.box.com/s/pmga6jnzkwccwf3kn94q5fp889a99zks
Page 104 of 102

Exhibit A4
Waste Management Guidelines

Waste and Recycling Design Guidelines for DCPS Modernizations
D.C. Department of General Services, Sustainability + Energy Division
DCPS DISPOSAL STREAMS AND CONTAINERS
Recommended Type and Size of Disposal Containers Based on Student Enrollment
Waste Stream Recommended Container Type and Size, per Student
Enrollment
Purchased By
Trash FEL Dumpster(s), 6 or 8 yd3* <500 enrollment DGS/Hauler
Roll-Off Compactor(s), 15 or 30 yd3 >500 enrollment Project
VIP Compactor(s), 2.75, 3, or 4 yd3** When required by site
restrictions
Project
Mixed Recycling FEL Dumpster(s), 6 or 8 yd3 <500 enrollment DGS/Hauler
Roll-Off Compactor(s), 15 or 30 yd3 >500 enrollment Project
VIP Compactor(s), 2.75, 3, or 4 yd3 When required by site
restrictions
Project
Organics Recycling 96 gallon cart(s) Only schools who opt-in
to receive organics
recycling services
DGS/Hauler
DUMPSTER PADS, DRIVEWAYS, AND LOADING DOCKS
භ Garbage trucks have very limited visibility when backing. Consider a design that
provides an area for a truck to turn around or has a separate exit so a truck can pull
forward out of the property after servicing a container.
භ Garbage trucks can weigh up to 65,000 lbs. so dumpster/compactor surfaces need to be
able to accommodate this weight load when being serviced.
භ Be mindful of any overhead clearances. Wires and building overhangs create additional
obstacles to servicing dumpsters and compactors.
භ Two of the biggest challenges for managing waste at schools are illegal dumping (non-
school personnel disposing of waste in front of or inside of school dumpsters) and
parking (parking in front of dumpsters, blocking access to them). Designs should
consider how to prevent these two things from occurring to ensure schools receive
regular service.
* Dumpsters are also available in smaller sizes but should only be considered if space is extremely limited
** VIP Compactors are also available in 6yd and 8yd, but they are taller so they should only be used if they are mounted next to a loading dock
FRONT-END LOAD (FEL) DUMPSTERS
FEL dumpsters are a great option for schools with
fewer than 500 students. They are easiest for haulers
to maintain, repair, and service. Typically, DCPS
schools use 6 yd3 and 8 yd3 dumpsters, unless there is
need for a smaller dumpster due to space concerns.
Dumpsters can be left in an open space in the parking
lot/loading dock area or placed behind a dumpster
enclosure. Dumpsters should be far enough apart so
that someone can access the side doors to safely place
materials inside dumpsters.
The turning radius of a 3-axle truck needs to be
considered when mapping out the travel path of a FEL
truck to service these dumpsters. The truck needs to
approach dumpster straight on in order to fork the
dumpster and lift it over the truck to empty the
dumpster. Trucks require a high overhead clearance in
order to empty dumpsters, so think about potential
overhead obstacles such as wires and overhangs
when planning dumpster area.
DUMPSTER ENCLOSURES
භ Design to accommodate two FEL dumpsters and 2-4 rolling carts. Dumpster closures
should also include a space to store bulk trash, if
possible.
භGates/doors should be lockable. They should swing
outwards more than 90 degrees. Doors should also be
designed so that they will not accidentally swing
inward when trucks or people are servicing dumpsters.
භ Some DC neighborhoods have specific requirements for dumpster enclosure design.
Langdon Elementary School: This dumpster enclosure is
too small for both FEL dumpsters and rolling carts, so it is
not been used for its intended purpose.
Mann Elementary School: This dumpster
enclosure is too small for side access to
dispose of materials. It also has no space
for rolling carts or bulk trash. People
misuse the rolling carts because they
cannot be secured behind the locked gate
of the dumpster enclosure.
COMPACTORS
If enrollment is over 500 students, project teams should consider purchasing a set of 15 or 30
yd3 roll-off compactors. 15 yd3 compactors will have enough capacity for the majority of schools.
Compactors are great for areas where pests are a big concern. They are also lockable, so
neighbors cannot misuse the compactors. For schools with compactors, compactor training for
custodial teams will need to be provided during building turnover.
Roll-off compactors require more room to service than a traditional FEL dumpster. Designs
should consider the amount of room needed for a truck to back into the compactor, hook it to
the truck, and then pull it onto the truck. They will require the same amount of room to return
the compactor to the loading dock after emptying it. Like FEL trucks, roll off trucks require a
high overhead clearance to service compactors.
Duke Ellington School of the Arts: The overhang above this loading dock requires that the truck driver
drags the compactor out far enough first so that we he begins to lift compactor onto truck it does not hit
the overhang. Driver also has to be cautious of the wires hanging above.
If enrollment is near or over 500 students and space is too limited for roll-off compactors or
multiple dumpsters, project teams should consider purchasing a set of FEL/REL vertical (VIP)
compactors. These compactors, like FEL dumpsters and rolling carts, can be serviced by front-
end loader or a rear-end loader.
When purchasing compactors, both compactors should be the same size. The trash compactor
should be gray (“Gray 4200-800” from Marathon’s color chart) and the recycling compactor
should be blue (“Traffic Blue 4200-307” from Marathon’s color chart).
Project teams should purchase the following models: the roll off compactor Marathon RJ-250SC
and the VIP compactor Vert-I-Pack Compactor. See Marathon’s FAQ website for additional
specs, such as the concrete pad and circuit breakers necessary for these compactors.

Things to Consider
Flow: Plan for the flow of materials through the building from separation points to outside disposal
containers. How can distances that staff must travel to collect and dispose of waste be minimized? Are
there obstacles that might disrupt this route, such as stairs, terrain changes, or small doorways? Where
will waste be stored once it is collected? Is this interior storage area(s) sufficiently large, well-lit and
well-ventilated? Is the storage area at risk of flooding in an extreme weather event? Will the flow of
materials interrupt other traffic, such as student pick-up and drop-off?
Miner Elementary School: This sidewalk, where the
dumpsters are located, is where most students, parents,
and voters (school used as voting location) access building
in the mornings and afternoons because it provides direct
access to cafeteria where students congregate for before
and after school. Having a main building access point that
requires walking past dumpster area subjects building
occupants to potential smells, pests, and safety risks. In theory, the school could move dumpsters further away
from the public entrance way, but there is no downgrade slope built into the sidewalk that would enable heavy
cans/carts containing waste to be rolled down to the asphalt area.
Aesthetics vs. Practicality: Built-in waste sorting stations, often installed in school hallways and
cafeterias, may look nice but are often not well suited for recycling programs. Some issues associated
with sorting stations are that the openings above bins for disposal tend to be too small, too large, or
irregularly shaped; the stations are fixed, but the acceptable materials for different waste streams
continually change overtime; and the stations create an additional surface for time-constrained
maintenance teams to clean and maintain.
Dunbar High School: The waste sorting station installed in
cafeteria has holes in the countertops that were too small
for cafeteria trays to fit into. School staff uses books to
cover the holes to prevent students from using the sorting
station. Additionally, the handles and doors are broken,
creating additional work for custodial team to complete in
order to maintain aesthetics of sorting station.
Accessibility: As a general rule of thumb, trash and
recycling cans and dumpsters should be equally
accessible in rooms throughout building and in loading
docks. The trash and recycling dumpsters/compactors should be equally accessible so that custodial
team is not incentivized to use one over the other.
Boone (formerly Orr) Elementary School: This loading dock only has capacity for one dumpster so the recycling
dumpster is located on the other side of the parking lot. Recyclables are more likely to end up in trash dumpster
because it’s easier and more time-efficient to access. Additionally, this loading dock is tight, so there is not enough
room for deliveries and waste disposal to occur at the same time.
Storage: Schools can always use more storage space. For waste disposal, each floor or wing should have
a storage closet that can store the round collection bins that are utilized to collect from room-to-room.
Ideally, there should be room in the loading dock garage, the loading dock, or right before the loading
dock access door for short-term storage of collection bins, cardboard boxes, and bags of trash. There
should also be room for schools to store bulk trash (e.g. broken furniture, construction debris from small
projects) because bulk trash cannot be disposed of in normal dumpsters or compactors. Schools need
space so they can temporarily store bulk items before they are able to be collected.
Cleaning: Custodial team needs access to a water source and drainage that
is compliant with storm water standards in the loading dock in order to
clean collection bins, carts, and any messes that may occur during deliveries
or waste hauling.
Truesdell Education Campus: A faucet was installed so that a hose can be hooked
up in the loading dock. Custodial teams can use this water access for numerous
reasons such as cleaning collection bins and any mess that occurs during services of
trash dumpsters/compactors.
INSIDE THE BUILDING
The project team should purchase and set up equipment around the
school building in accordance with the DCPS recycling program. Use
the guides below to determine what supplies are needed for each
room and supply specifications for ordering supplies.
Use this calculator to determine how many supplies to purchase and use based on your room
types. DGS will provide labels and signage but will need project teams to determine how many
of each are needed.
BIN SET-UP
Room Type Container Types Example
Classroom/office 1. 7 gallon rectangular black/grey trash bin
2. 7 gallon rectangular blue recycling bin
with universal recycling symbol
Common areas
(e.g. teacher’s
lounge, welcome
center, library)
1. 23 gallon black/grey trash bin
2. 23 gallon blue recycling bin with blue
mixed recycling lid
Sample product(s):
Rubbermaid Vented Slim Jim 23 Gal (SKU:1956185)
Rubbermaid Slim Jim Recycling Mixed Lid
Cafeteria 1. 32 gallon black/grey trash bin on wheels
2. 32 gallon blue recycling bin on wheels
3. 32 gallon yellow organics recycling bin on
wheels
Sample product(s):
Rubbermaid Vented Brute 32 Gal (SKU:FG263200)
Rubbermaid Brute Dolly (SKU FG264000)
Kitchen 1. 32 gallon black/grey trash bin on wheels
2. 32 gallon blue recycling bin on wheels
3. 32 gallon yellow organics recycling bin on
wheels
Equipment
# Illustration Item Quantity Use Description
1.
Trash bin – 7
gallon
desk-side bin;
plastic; standard
black
1 per room/desk
Place in
classrooms,
offices, small
bathrooms, and
other rooms that
produce little non-
recyclable waste.
Label for trash
only. Use black
liner.
2.
Recycling bin – 7
gallon
desk-side bin;
plastic; standard
recycling blue with
Universal
Recycling Symbol
1 per room/desk
Place in
classrooms,
offices, and small
conference rooms.
Label for paper
recycling only. No
liner.
3.
Trash bin –23
gallon
“slim jim” style
bin; plastic; black
1 per room /
common area
Place in large
bathrooms, ECE,
art room, library,
lobby/entry,
locker room, main
office, conference
room, welcome
center, and other
common areas
generating lots of
non-recyclable
waste.
Label for trash
only. Use black
liner.
4.
Recycling bin –23
gallon
“slim jim” style;
plastic; standard
recycling blue with
Universal
Recycling Symbol
1 (or 2) per
room/common
area.
Always place
directly next to a
trash bin.
Place in large
bathrooms, ECE,
art room, library,
lobby/entry,
locker room, main
office, conference
room, welcome
center, and other
common areas
generating large
amounts of
recyclables.
Label for mixed
recycling. No liner
or clear liner.
5.
Lid – Mixed
Recycling Lid
Fits 23 gal. slim
jim-style bin;
standard recycling
1 per blue 23-
gallon bin labeled
for mixed recycling
See: “Recycling bin
– 23 gallon”
blue plastic with
slit/hole.
# Illustration Item Quantity Description
6.
Trash Bin – 32
gallon
32-gallon Brute-
style bin Height
27.25”; plastic;
gray or black.
At Least:
1 per floor/wing
+
2 per cafeteria
+
1-2 in kitchen
Store in
maintenance/recy
cling closet on
each floor/wing
for room-to-room
collection of trash.
Place at least 1 per
cafeteria sorting
station for
collection of trash.
Place 1-2 in
kitchen for
collection of trash.
Use black liner.
7.
Recycling Bin – 32
gallon
32-gallon Brute-
style bin; Height
27.25”; plastic;
standard recycling
blue with
Universal
Recycling Symbol.
E.g.: Continental 3200-1
32 gallon Huskee
1 per floor
+
2 per cafeteria
+
1-2 in kitchen
Store in
maintenance/recy
cling closet on
each floor/wing
for room-to-room
collection of
recyclables.
Place 1 per
cafeteria sorting
station for
collection of
recyclables.
Place 1-2 in
kitchen for
collection of
recyclables.
Clear or no liner.
8. Compost Bin – 32 1 per cafeteria Do not place
gallon
32-gallon Brute-
style bin; Height
27.25”; plastic;
yellow
sorting station
+
1-2 per kitchen
yellow bins
outside of
cafeteria/kitchen
area.
Place 1 per
cafeteria sorting
station for
collection of
organics
(compost).
Place 1-2 in
kitchen for
collection of
organics
(compost).
Green
compostable liners
only. (Provided by
DGS. Contact
DGS.Recycles@dc.
gov to request
more)
9.
Dolly
Twist on/off with 5
wheels to fit 32-
gallon Brute-style
bin
1 per 32-gal bin
Each 32-gal bin
should have a
dolly.
(Some schools
prefer to use no
dolly on cafeteria
bins to deter
unauthorized
relocation)
10.
Bucket*
5 gallon white
bucket with
handle and
volume
measurements for
liquids (metric
preferred).
*Extra 5 gallon buckets
are common maintenance
supplies. Ask
maintenance team for a
1-2 per cafeteria Place in cafeteria
as part of sorting
station.
Label for Liquids
Only.
bucket before ordering
new.
11.
Strainer
600 Micron
(.023550”)
Strainer for 5-
gallon bucket;
white;
polyethylene
1 per bucket
Place in 5-gal
bucket for
cafeteria sorting.
Labels and Signage
12.
Labels - Mixed
Recycling
1-2 per recycling
bin (7 or 23 gallon)
for mixed recycling
collection
Place labels visibly
on front and/or
side of container
facing out.
13.
Labels - Trash 1 per bin for trash Place label visibly
on front and/or
side of container
facing out.
14.
Represents 1 label of
set
Labels - Cafeteria
Sorting Set
1 set per DCPS
Recycles! Waste
Sorting Station, 2
labels on each bin.
Place on bins and
liquid bucket.
Set includes 2 of
each: Waste,
Recycle, Compost,
and Liquid labels.
15.
Represents 1 poster
from set
Posters - Cafeteria
Sorting Set
1 set per DCPS
Recycles! Waste
Sorting Station
Place on walls
above sorting
station or other
location to inform.
Set includes 1
poster for each
stream: Waste,
Recycle, Compost,
Liquid, and Trays.
Page 105 of 102

Exhibit A5
Existing Building Drawings

Link to the Existing Building Drawings

https://app.box.com/s/9p27tkfz58cyofotaklv24k8lt3me2ln
Page 106 of 102

Exhibit A6
Facility Conditions Assessment

Link to the Facility Condition Assessment

https://app.box.com/s/pbvtoeik6gwehtfm3nxg7tunhgk283bs

Page 107 of 102

Exhibit A7
Asbestos Management Plan and Asbestos Inspection Report

Link to the Asbestos Management Plan
https://app.box.com/s/gdl9q40seiw0m6wlehkhn8lwtny21chk

Page 108 of 102

Exhibit A8
Roof Condition Assessment Report

Link to the Roof Condition Assessment
https://app.box.com/s/rn7k1jj5jymxzn10y1v3mqk2kx84huhe

Page 109 of 102

Exhibit B
Project Schedule

Activity ID Activity Name Original
Duration
Start Finish
HART HART MIDDLE SCHOOL MODERNIZA TION HART HART MIDDLE SCHOOL MODERNIZA TION 1284 31-Jan-25 14-Mar-30
HART .1 PRECONSTRUCTION HART .1 PRECONSTRUCTION 924 31-Jan-25 04-Oct-28
A1110 DGS/DCPS LETTER CONTRACT & NTP 1 31-Jan-25 31-Jan-25
A1010 SITE TURNOVER TO MCN BUILD 1 18-Jun-26 18-Jun-26
HART.1.1 DESIGN DEVELOPMENT HART.1.1 DESIGN DEVELOPMENT 484 03-Feb-25 07-Jan-27
HART.1.1.1 PLANNING & CONCEPT HART.1.1.1 PLANNING & CONCEPT 168 03-Feb-25 01-Oct-25
A1020 PLANNING PHASE & CONCEPT DRAWING DEVELOPMENT 97 03-Feb-25 20-Jun-25
A6640 FEMA MAPS ACQUISITION 24 03-Feb-25 07-Mar-25
A6310 SWING SPACE NEEDS DETERMINATION/PROGRAM SUMMARY 24 03-Feb-25 07-Mar-25
A1030 DGS/DCPS CONCEPT REVIEW & PRELIMINARY APPROV AL TO PRESENT TO SIT (21 DA YS) 14 23-Jun-25 11-Jul-25
A6800 FLOOD PLAIN BASELINE MODELING 10 10-Mar-25 21-Mar-25
A6450 DGS/DCPS SWING SP ACE PROGRAM APPROVAL 5 10-Mar-25 14-Mar-25
A2090 PROGRAM SURVEY/MEETING WITH SCHOOL LEADERSHIP 4 18-Feb-25 21-Feb-25
A2130 CONCEPT PRESENTATION TO SCHOOL LEADERSHIP 1 05-Aug-25 05-Aug-25
A2110 CONCEPT PRESENTATION TO DGS/DCPS LEADERSHIP 1 21-Jul-25 21-Jul-25
A6790 PLANNING & CONCEPT ISSUANCE 1 20-Jun-25 20-Jun-25
HART.1.1.1.2 SIT PRESENTA TION - CONCEPT HART.1.1.1.2 SIT PRESENTA TION - CONCEPT 57 14-Jul-25 01-Oct-25
A1410 SUMMER RECCESS FOR SIT 46 14-Jul-25 16-Sep-25
A1060 DGS/DCPS CONCEPT FINAL APPROVAL (POST SIT MEETING) 5 25-Sep-25 01-Oct-25
A2100 KICK-OFF MEETING SIT #1 - REVIEW CONCEPT DRAWINGS 1 17-Sep-25 17-Sep-25
A3180 SIT MEETING #1 FEEDBACK MEETING 1 24-Sep-25 24-Sep-25
HART.1.1.1.3 COMMUNITY & ANC OUTREACH HART.1.1.1.3 COMMUNITY & ANC OUTREACH 5 23-Jun-25 27-Jun-25
A6630 KICK-OFF MEETING WITH ANC/COMMUNITY - REVIEW CONCEPT DRAWINGS 5 23-Jun-25 27-Jun-25
HART.1.1.2 SCHEMA TIC DRA WINGS HART.1.1.2 SCHEMA TIC DRA WINGS 97 04-Sep-25 23-Jan-26
A1040 SD DEVELOPMENT & ISSUANCE 57 02-Oct-25 24-Dec-25
A1050 DGS/DCPS SD REVIEW & APPROVAL (21 DAYS) 20 26-Dec-25 23-Jan-26
HART.1.1.2.1 SIT PRESENTA TION - SCHEMA TIC HART.1.1.2.1 SIT PRESENTA TION - SCHEMA TIC 10 07-Jan-26 20-Jan-26
A2750 SD PRESENTATION TO SIT MEETING #2 5 07-Jan-26 13-Jan-26
A6390 SIT MEETING #2 FEEDBACK MEETING 5 14-Jan-26 20-Jan-26
HART.1.1.2.5 CFA CONCEPT HART.1.1.2.5 CFA CONCEPT 11 04-Sep-25 18-Sep-25
A1270 PRESENT CONCEPT TO CFA (PER 2025 CFA CALENDAR) 1 18-Sep-25 18-Sep-25
A1280 APPLICATION SUBMISSION TO CFA (FILING DEADLINE) 0 04-Sep-25 04-Sep-25
HART.1.1.3 DESIGN DEVELOPMENT (GMP SET) HART.1.1.3 DESIGN DEVELOPMENT (GMP SET) 124 26-Jan-26 22-Jul-26
A1380 50% DD DEVELOPMENT & ISSUANCE TO DGS 62 26-Jan-26 22-Apr-26
A1080 100 % DD DEVELOPMENT & ISSUANCE TO DGS 42 23-Apr-26 23-Jun-26
A1090 DGS/DCPS DD REVIEW & APPROV AL (21 DAYS) 15 01-Jul-26 22-Jul-26
HART.1.1.3.2 SIT PRESENTA TION HART.1.1.3.2 SIT PRESENTA TION 10 24-Jun-26 08-Jul-26
A3000 DD PRESENTATION TO SIT MEETING # 3 5 24-Jun-26 30-Jun-26
A6400 SIT MEETING #3 FEEDBACK MEETING 5 01-Jul-26 08-Jul-26
HART.1.1.3.1 CFA FINAL HART.1.1.3.1 CFA FINAL 17 20-Mar-26 13-Apr-26
A6460 CFA - FINAL APPROVAL 5 07-Apr-26 13-Apr-26
A2940 CFA - FINAL SUBMISSION 1 20-Mar-26 20-Mar-26
A6250 CFA - FINAL PRESENTATION 1 06-Apr-26 06-Apr-26
HART.1.1.4 IFC SET HART.1.1.4 IFC SET 115 23-Jul-26 07-Jan-27
A1100 IFC SET DEVELOPMENT (100% CDs) 100 23-Jul-26 15-Dec-26
A1520 DGS/DCPS IFC REVIEW & APPROVAL (21 DAYS) 15 16-Dec-26 07-Jan-27
HART.1.12 DCPS DEPARTMENTAL APPROVAL HART.1.12 DCPS DEPARTMENTAL APPROVAL 82 05-Jan-26 29-Apr-26
M A M J J A S O N D J F M A M J J A S O N D J F M A M J J A S O N D J F M A M J J A S O N D J F M A M J J A S O N D J F M A M J
2025 2026 2027 2028 2029 2030
14-Mar-30, HART HART MIDDLE SCHOOL MODERNIZATION
04-Oct-28, HART.1 PRECONSTRUCTION
DGS/DCPS LETTER CONTRACT & NTP
SITE TURNOVER TO MCN BUILD
07-Jan-27, HART.1.1 DESIGN DEVELOPMENT
01-Oct-25, HART.1.1.1 PLANNING & CONCEPT
PLANNING PHASE & CONCEPT DRAWING DEVELOPMENT
FEMA MAPS ACQUISITION
SWING SPACE NEEDS DETERMINATION/PROGRAM SUMMARY
DGS/DCPS CONCEPT REVIEW & PRELIMINARY APPROV AL TO PRESENT TO SIT (21 DAYS)
FLOOD PLAIN BASELINE MODELING
DGS/DCPS SWING SP ACE PROGRAM APPROVAL
PROGRAM SURVEY/MEETING WITH SCHOOL LEADERSHIP
CONCEPT PRESENTATION TO SCHOOL LEADERSHIP
CONCEPT PRESENTATION TO DGS/DCPS LEADERSHIP
PLANNING & CONCEPT ISSUANCE
01-Oct-25, HART.1.1.1.2 SIT PRESENTA TION - CONCEPT
SUMMER RECCESS FOR SIT
DGS/DCPS CONCEPT FINAL APPROVAL (POST SIT MEETING)
KICK-OFF MEETING SIT #1 - REVIEW CONCEPT DRAWINGS
SIT MEETING #1 FEEDBACK MEETING
27-Jun-25, HART.1.1.1.3 COMMUNITY & ANC OUTREACH
KICK-OFF MEETING WITH ANC/COMMUNITY - REVIEW CONCEPT DRAWINGS
23-Jan-26, HART.1.1.2 SCHEMA TIC DRAWINGS
SD DEVELOPMENT & ISSUANCE
DGS/DCPS SD REVIEW & APPROVAL (21 DAYS)
20-Jan-26, HART.1.1.2.1 SIT PRESENTATION - SCHEMATIC
SD PRESENTATION TO SIT MEETING #2
SIT MEETING #2 FEEDBACK MEETING
18-Sep-25, HART.1.1.2.5 CFA CONCEPT
PRESENT CONCEPT TO CFA (PER 2025 CFA CALENDAR)
APPLICATION SUBMISSION TO CFA (FILING DEADLINE)
22-Jul-26, HART.1.1.3 DESIGN DEVELOPMENT (GMP SET)
50% DD DEVELOPMENT & ISSUANCE TO DGS
100 % DD DEVELOPMENT & ISSUANCE TO DGS
DGS/DCPS DD REVIEW & APPROV AL (21 DAYS)
08-Jul-26, HART.1.1.3.2 SIT PRESENTA TION
DD PRESENTATION TO SIT MEETING # 3
SIT MEETING #3 FEEDBACK MEETING
13-Apr-26, HART.1.1.3.1 CFA FINAL
CFA - FINAL APPROVAL
CFA - FINAL SUBMISSION
CFA - FINAL PRESENTATION
07-Jan-27, HART.1.1.4 IFC SET
IFC SET DEVELOPMENT (100% CDs)
DGS/DCPS IFC REVIEW & APPROVAL (21 DAYS)
29-Apr-26, HART.1.12 DCPS DEP ARTMENTAL APPROVAL
HART MIDDLE SCHOOL MODERNIZATION External - Amit 05-Aug-25 09:04
Actual Work
Remaining Work
Critical Remaining Work
Milestone
Summary Page 1 of 15 TASK filter: Completed Activites.
© Oracle Corporation
05-Feb-25
05-Feb-25
19-Feb-25
19-Feb-25
Activity ID Activity Name Original
Duration
Start Finish
A6470 SD REVIEW BY ALL DCPS DEPT (MARATHON MEETING) 5 05-Jan-26 09-Jan-26
A6480 DD REVIEW BY ALL DCPS DEPT (MARATHON MEETING) 5 23-Apr-26 29-Apr-26
HART.1.13 DGS PERCENT FOR ART PROGRAM HART.1.13 DGS PERCENT FOR ART PROGRAM 554 23-Jul-26 04-Oct-28
A6700 CALL FOR ARTIST & PROCUREMENT 40 30-Jul-26 24-Sep-26
A6690 DD PRESENTATION TO DGS PUBLIC ART COORDINATOR 5 23-Jul-26 29-Jul-26
A6710 PUBLIC ART INSTALLA TION - EXISTING BUILDING 5 01-Oct-27 07-Oct-27
A6720 PUBLIC ART INSTALLA TION - NEW BUILDING 5 28-Sep-28 04-Oct-28
HART.1.2 SIT & COMMUNITY OUTREACH (QUATERL Y) HART.1.2 SIT & COMMUNITY OUTREACH (QUATERL Y) 244 23-Oct-26 13-Oct-27
A1360 SIT MEETING #7 (CONSTRUCTION PROGRESS) 1 13-Oct-27 13-Oct-27
A1350 SIT MEETING #6 (CONSTRUCTION PROGRESS) 1 17-Jun-27 17-Jun-27
A1340 SIT MEETING #5 (CONSTRUCTION PROGRESS) 1 23-Feb-27 23-Feb-27
A1230 SIT MEETING #4 (CONSTRUCTION KICK-OFF) 1 23-Oct-26 23-Oct-26
HART.1.3 PERMIT ACTIVITIES (DOB) HART.1.3 PERMIT ACTIVITIES (DOB) 264 26-Dec-25 14-Jan-27
HART.1.3.4 DOB HART.1.3.4 DOB 5 26-Jan-26 30-Jan-26
A6660 KICKOFF MEETING W/ DOB LEADERSHIP TO DISCUSS PERMIT STRATEGY 5 26-Jan-26 30-Jan-26
HART.1.3.2 PERMIT DRA WINGS DEVELOPMENT HART.1.3.2 PERMIT DRA WINGS DEVELOPMENT 164 26-Jan-26 17-Sep-26
A1070 SWING SPACE BUILDING PERMIT DEVELOPMENT 20 26-Jan-26 23-Feb-26
A1240 INTERIOR RENOVA TION PERMIT DRAWING DEVELOPMENT 20 24-Feb-26 23-Mar-26
A6540 BCIV FOR GEOTHERMAL DRAWING DEVELOPMENT 20 24-Mar-26 20-Apr-26
A3170 FTG PERMIT DRAWINGS DEVELOPMENT 20 23-Jul-26 19-Aug-26
A6650 BUILDING PERMIT DRA WING DEVELOPMENT 20 20-Aug-26 17-Sep-26
HART.1.3.3 PERMIT APPLICATION & ISSUANCE HART.1.3.3 PERMIT APPLICATION & ISSUANCE 224 24-Feb-26 14-Jan-27
A1420 FTG PERMIT APPLICA TION & ISSUANCE 100 20-Aug-26 14-Jan-27
A1430 BUILDING PERMIT SET SUBMISSION & ISSUANCE 80 18-Sep-26 14-Jan-27
A1390 BCIV FOR GEOTHERMAL APPLICA TION & ISSUANCE 80 21-Apr-26 13-Aug-26
A1400 SWING SPACE PERMIT APPLICATION & ISSUANCE 80 24-Feb-26 16-Jun-26
A2080 INTERIOR RENOVA TION APPLICA TION & ISSUANCE 80 24-Mar-26 16-Jul-26
HART.1.3.1 DC AGENCIES APPROVAL (SISTER AGENCIES) HART.1.3.1 DC AGENCIES APPROVAL (SISTER AGENCIES) 244 26-Dec-25 15-Dec-26
HART.1.3.1.1 DOEE HART.1.3.1.1 DOEE 164 21-Apr-26 15-Dec-26
A6490 DOEE APPLICA TION BY CIVIL (BASED ON DD APPROVAL) 80 20-Aug-26 15-Dec-26
A6550 GEOTHERMAL SUBMISSION TO DOEE 20 21-Apr-26 18-May-26
HART.1.3.1.2 DC WA TER HART.1.3.1.2 DC WA TER 164 21-Apr-26 15-Dec-26
A6500 DC WATER APPLICA TION BY CIVIL (BASED ON DD APPROVAL) 80 20-Aug-26 15-Dec-26
A6560 GEOTHERMAL SUBMISSION TO DC WATER 20 21-Apr-26 18-May-26
HART.1.3.1.DDOT DDOT HART.1.3.1.DDOT DDOT 127 16-Apr-26 15-Oct-26
A6510 DDOT APPLICA TION BY CIVIL (BASED ON DD APPROVAL) 40 20-Aug-26 15-Oct-26
A6520 DDOT PUBLIC SPACE APPLICATION & APPROVAL 40 16-Apr-26 11-Jun-26
HART.1.3.1.3 ZONING/BZA HART.1.3.1.3 ZONING/BZA 20 26-Dec-25 23-Jan-26
A6570 SUBDIVISION SUBMISSION 20 26-Dec-25 23-Jan-26
HART.1.4 EXISTING BUILDING ASSESSMENT (PER RFP) HART.1.4 EXISTING BUILDING ASSESSMENT (PER RFP) 40 03-Feb-25 31-Mar-25
A2950 PERFORM FACADE CONDITION REVIEW 20 03-Feb-25 03-Mar-25
A1490 ARCHAEOLOGICAL ASSESSMENT 20 03-Feb-25 03-Mar-25
A1480 HAZMAT ASSESSMENT OF BUILDINGS (3RD PARTY IH) 20 03-Feb-25 03-Mar-25
A1470 EXISTING CONDITIONS ASSESSMENT - ENVELOP & ACOUSTICS 20 03-Feb-25 03-Mar-25
A1460 EXISTING CONDITIONS ASSESSMENT - M/E/P 20 03-Feb-25 03-Mar-25
A1450 EXISTING CONDITIONS ASSESSMENT - CIVIL 20 03-Feb-25 03-Mar-25
A1440 EXISTING CONDITIONS ASSESSMENT - STRUCTURAL 20 03-Feb-25 03-Mar-25
A1250 EXISTING CONDITIONS ASSESSMENT - ARCHITECTURAL 20 03-Feb-25 03-Mar-25
M A M J J A S O N D J F M A M J J A S O N D J F M A M J J A S O N D J F M A M J J A S O N D J F M A M J J A S O N D J F M A M J
2025 2026 2027 2028 2029 2030
SD REVIEW BY ALL DCPS DEPT (MARATHON MEETING)
DD REVIEW BY ALL DCPS DEPT (MARATHON MEETING)
04-Oct-28, HART.1.13 DGS PERCENT FOR ART PROGRAM
CALL FOR ARTIST & PROCUREMENT
DD PRESENTATION TO DGS PUBLIC ART COORDINATOR
PUBLIC ART INSTALLA TION - EXISTING BUILDING
PUBLIC ART INSTALLA TION - NEW BUILDING
13-Oct-27, HART.1.2 SIT & COMMUNITY OUTREACH (QUA TERLY)
SIT MEETING #7 (CONSTRUCTION PROGRESS)
SIT MEETING #6 (CONSTRUCTION PROGRESS)
SIT MEETING #5 (CONSTRUCTION PROGRESS)
SIT MEETING #4 (CONSTRUCTION KICK-OFF)
14-Jan-27, HART.1.3 PERMIT ACTIVITIES (DOB)
30-Jan-26, HART.1.3.4 DOB
KICKOFF MEETING W/ DOB LEADERSHIP TO DISCUSS PERMIT STRATEGY
17-Sep-26, HART.1.3.2 PERMIT DRAWINGS DEVELOPMENT
SWING SPACE BUILDING PERMIT DEVELOPMENT
INTERIOR RENOVA TION PERMIT DRAWING DEVELOPMENT
BCIV FOR GEOTHERMAL DRAWING DEVELOPMENT
FTG PERMIT DRAWINGS DEVELOPMENT
BUILDING PERMIT DRA WING DEVELOPMENT
14-Jan-27, HART.1.3.3 PERMIT APPLICA TION & ISSUANCE
FTG PERMIT APPLICA TION & ISSUANCE
BUILDING PERMIT SET SUBMISSION & ISSUANCE
BCIV FOR GEOTHERMAL APPLICA TION & ISSUANCE
SWING SPACE PERMIT APPLICATION & ISSUANCE
INTERIOR RENOVA TION APPLICA TION & ISSUANCE
15-Dec-26, HART.1.3.1 DC AGENCIES APPROVAL (SISTER AGENCIES)
15-Dec-26, HART.1.3.1.1 DOEE
DOEE APPLICA TION BY CIVIL (BASED ON DD APPROVAL)
GEOTHERMAL SUBMISSION TO DOEE
15-Dec-26, HART.1.3.1.2 DC WATER
DC WATER APPLICA TION BY CIVIL (BASED ON DD APPROVAL)
GEOTHERMAL SUBMISSION TO DC WATER
15-Oct-26, HART.1.3.1.DDOT DDOT
DDOT APPLICA TION BY CIVIL (BASED ON DD APPROVAL)
DDOT PUBLIC SPACE APPLICATION & APPROVAL
23-Jan-26, HART.1.3.1.3 ZONING/BZA
SUBDIVISION SUBMISSION
31-Mar-25, HART.1.4 EXISTING BUILDING ASSESSMENT (PER RFP)
PERFORM FACADE CONDITION REVIEW
ARCHAEOLOGICAL ASSESSMENT
HAZMAT ASSESSMENT OF BUILDINGS (3RD PARTY IH)
EXISTING CONDITIONS ASSESSMENT - ENVELOP & ACOUSTICS
EXISTING CONDITIONS ASSESSMENT - M/E/P
EXISTING CONDITIONS ASSESSMENT - CIVIL
EXISTING CONDITIONS ASSESSMENT - STRUCTURAL
EXISTING CONDITIONS ASSESSMENT - ARCHITECTURAL
HART MIDDLE SCHOOL MODERNIZATION External - Amit 05-Aug-25 09:04
Actual Work
Remaining Work
Critical Remaining Work
Milestone
Summary Page 2 of 15 TASK filter: Completed Activites.
© Oracle Corporation
Activity ID Activity Name Original
Duration
Start Finish
A1290 SUBMIT EXISTING CONDITION ASSESSMENT TO DGS (28 DAYS FROM NTP) 20 04-Mar-25 31-Mar-25
A1370 SUBMIT CONSTRUCTION MANAGEMENT PLAN (28 DAYS FROM NTP) 20 04-Mar-25 31-Mar-25
HART.1.14 MAIN BAR - EXISTING BUILDING ASSESSMENT (SUMMER 2026) HART.1.14 MAIN BAR - EXISTING BUILDING ASSESSMENT (SUMMER 2026) 25 14-Jul-25 15-Aug-25
A6900 MAIN BAR - PERFORM FACADE CONDITION REVIEW (ARCH/STRUCTURAL/ENVELOPE) 20 14-Jul-25 08-Aug-25
A6890 ARCHAEOLOGICAL ASSESSMENT 20 14-Jul-25 08-Aug-25
A6870 MAIN BAR EXISTING CONDITIONS ASSESSMENT - ENVELOP & ACOUSTICS 20 14-Jul-25 08-Aug-25
A6860 MAIN BAR EXISTING CONDITIONS ASSESSMENT - M/E/P 20 14-Jul-25 08-Aug-25
A6850 MAIN BAR EXISTING CONDITIONS ASSESSMENT - CIVIL 20 14-Jul-25 08-Aug-25
A6840 MAIN BAR EXISTING CONDITIONS ASSESSMENT - STRUCTURAL 20 14-Jul-25 08-Aug-25
A6830 MAIN BAR - EXISTING CONDITIONS ASSESSMENT - ARCHITECTURAL 20 14-Jul-25 08-Aug-25
A6820 INCORPORATE SUMMER 2026 ASSESSMENT IN SD 5 11-Aug-25 15-Aug-25
HART.1.5 UTILITIES COORDINA TION HART.1.5 UTILITIES COORDINA TION 45 26-Dec-25 02-Mar-26
HART.1.5.1 DCNET/OCTO FIBER HART.1.5.1 DCNET/OCTO FIBER 1 26-Dec-25 26-Dec-25
A1530 DC FIBER - MEETING WITH DCNET/OCTO 1 26-Dec-25 26-Dec-25
HART.1.5.2 WASHINGTON GAS HART.1.5.2 WASHINGTON GAS 45 26-Dec-25 02-Mar-26
A1500 WASHINGTON GAS - LOAD LETTER 45 26-Dec-25 02-Mar-26
HART.1.5.3 PEPCO HART.1.5.3 PEPCO 45 26-Dec-25 02-Mar-26
A1260 PEPCO - LOAD LETTER & SFD APPROVAL 45 26-Dec-25 02-Mar-26
HART.1.5.4 VERIZON HART.1.5.4 VERIZON 45 26-Dec-25 02-Mar-26
A1510 VERIZON - SUBMISSION & APPROVAL 45 26-Dec-25 02-Mar-26
HART.1.6 GMP DEVELOPMENT & ESAs HART.1.6 GMP DEVELOPMENT & ESAs 390 23-Jun-25 12-Jan-27
HART.1.6.1 EARLY START AGREEMENTS HART.1.6.1 EARLY START AGREEMENTS 66 23-Jun-25 24-Sep-25
A6360 ESA 1 - SUBMITTED TO OCFO & C&P FOR COUNCIL APPROVAL 30 30-Jul-25 10-Sep-25
A1150 ESA 1 - SUBMITTED TO DGS - DESIGN FEE, DEMO, & ABATE 16 23-Jun-25 15-Jul-25
A6350 ESA 1 - REVIEW & APPROVAL BY DGS/DCPS 10 16-Jul-25 29-Jul-25
A6370 ESA 1 - COUNCIL APPROVAL 10 11-Sep-25 24-Sep-25
HART.1.6.2 PRICING UPDA TE & VE HART.1.6.2 PRICING UPDA TE & VE 312 23-Jun-25 17-Sep-26
A1160 DD SET V ALUE ENGINEERING (AS NEEDED) 40 23-Jul-26 17-Sep-26
A1190 DESIGN DEVELOPMENT PRICIING UPDA TE 20 23-Apr-26 20-May-26
A1180 SCHEMA TIC DRAWINGS PRICING UPDATE 20 26-Dec-25 23-Jan-26
A1170 CONCEPT DRA WINGS PRICING UPDATE 10 23-Jun-25 07-Jul-25
A1120 SD SET VALUE ENGINEERING (AS NEEDED) 5 19-Jan-26 23-Jan-26
HART.1.6.3 GMP FORMULA TION HART.1.6.3 GMP FORMULA TION 138 24-Jun-26 12-Jan-27
A1220 GMP SUBMITTED TO OCFO & C&P 60 11-Sep-26 08-Dec-26
A1140 GMP PROPOSAL PERIOD (BASED ON DD DOCUMENTS) 35 24-Jun-26 12-Aug-26
A6340 GMP - COUNCIL APPROVAL 23 09-Dec-26 12-Jan-27
A1200 DGS/DCPS GMP REVIEW & NTP ISSUED 20 13-Aug-26 10-Sep-26
HART.1.7 SUBCONTRACTOR RELEASE HART.1.7 SUBCONTRACTOR RELEASE 251 25-Sep-25 24-Sep-26
HART.1.7.1 ESA 1 RELEASE DEMO, ABA TE & LONG LEAD HART.1.7.1 ESA 1 RELEASE DEMO, ABA TE & LONG LEAD 10 25-Sep-25 08-Oct-25
A1840 ESA 1 - DIV 31, 32 & 33 - SITEWORK, SITE UTILITY , LANDSCAPE RELEASE 10 25-Sep-25 08-Oct-25
A1700 ESA 1 - ADDITION DIV 05 STEEL & METALS RELEASE 10 25-Sep-25 08-Oct-25
A1670 ESA 1 - RENOVATION DIV 26 ELECTRICAL RELEASE 10 25-Sep-25 08-Oct-25
A1660 ESA 1 - RENOVATION DIV 23 HV AC RELEASE 10 25-Sep-25 08-Oct-25
A1650 ESA 1 - RENOVATION DIV 22 PLUMBING RELEASE 10 25-Sep-25 08-Oct-25
A1640 ESA 1 - RENOVATION DIV 21 FIRE PROTECTION RELEASE 10 25-Sep-25 08-Oct-25
A1610 ESA 1 - RENOVATION DIV 09 DRYWALL & FRAMING RELEASE 10 25-Sep-25 08-Oct-25
A1570 ESA 1 - RENOVATION DIV 05 STEEL RELEASE 10 25-Sep-25 08-Oct-25
A1550 ESA 1 - DIV 02 UNDERGROUND STORAGE TANK REMOV AL RELEASE (IF ANY) 10 25-Sep-25 08-Oct-25
M A M J J A S O N D J F M A M J J A S O N D J F M A M J J A S O N D J F M A M J J A S O N D J F M A M J J A S O N D J F M A M J
2025 2026 2027 2028 2029 2030
SUBMIT EXISTING CONDITION ASSESSMENT TO DGS (28 DAYS FROM NTP)
SUBMIT CONSTRUCTION MANAGEMENT PLAN (28 DAYS FROM NTP)
15-Aug-25, HART.1.14 MAIN BAR - EXISTING BUILDING ASSESSMENT (SUMMER 2026)
MAIN BAR - PERFORM FACADE CONDITION REVIEW (ARCH/STRUCTURAL/ENVELOPE)
ARCHAEOLOGICAL ASSESSMENT
MAIN BAR EXISTING CONDITIONS ASSESSMENT - ENVELOP & ACOUSTICS
MAIN BAR EXISTING CONDITIONS ASSESSMENT - M/E/P
MAIN BAR EXISTING CONDITIONS ASSESSMENT - CIVIL
MAIN BAR EXISTING CONDITIONS ASSESSMENT - STRUCTURAL
MAIN BAR - EXISTING CONDITIONS ASSESSMENT - ARCHITECTURAL
INCORPORATE SUMMER 2026 ASSESSMENT IN SD
02-Mar-26, HART.1.5 UTILITIES COORDINATION
26-Dec-25, HART.1.5.1 DCNET/OCTO FIBER
DC FIBER - MEETING WITH DCNET/OCTO
02-Mar-26, HART.1.5.2 WASHINGTON GAS
WASHINGTON GAS - LOAD LETTER
02-Mar-26, HART.1.5.3 PEPCO
PEPCO - LOAD LETTER & SFD APPROVAL
02-Mar-26, HART.1.5.4 VERIZON
VERIZON - SUBMISSION & APPROVAL
12-Jan-27, HART.1.6 GMP DEVELOPMENT & ESAs
24-Sep-25, HART.1.6.1 EARLY START AGREEMENTS
ESA 1 - SUBMITTED TO OCFO & C&P FOR COUNCIL APPROVAL
ESA 1 - SUBMITTED TO DGS - DESIGN FEE, DEMO, & ABATE
ESA 1 - REVIEW & APPROVAL BY DGS/DCPS
ESA 1 - COUNCIL APPROVAL
17-Sep-26, HART.1.6.2 PRICING UPDA TE & VE
DD SET V ALUE ENGINEERING (AS NEEDED)
DESIGN DEVELOPMENT PRICIING UPDA TE
SCHEMA TIC DRAWINGS PRICING UPDATE
CONCEPT DRA WINGS PRICING UPDATE
SD SET VALUE ENGINEERING (AS NEEDED)
12-Jan-27, HART.1.6.3 GMP FORMULATION
GMP SUBMITTED TO OCFO & C&P
GMP PROPOSAL PERIOD (BASED ON DD DOCUMENTS)
GMP - COUNCIL APPROVAL
DGS/DCPS GMP REVIEW & NTP ISSUED
24-Sep-26, HART.1.7 SUBCONTRACTOR RELEASE
08-Oct-25, HART.1.7.1 ESA 1 RELEASE DEMO, ABATE & LONG LEAD
ESA 1 - DIV 31, 32 & 33 - SITEWORK, SITE UTILITY , LANDSCAPE RELEASE
ESA 1 - ADDITION DIV 05 STEEL & METALS RELEASE
ESA 1 - RENOVATION DIV 26 ELECTRICAL RELEASE
ESA 1 - RENOVATION DIV 23 HV AC RELEASE
ESA 1 - RENOVATION DIV 22 PLUMBING RELEASE
ESA 1 - RENOVATION DIV 21 FIRE PROTECTION RELEASE
ESA 1 - RENOVATION DIV 09 DRYWALL & FRAMING RELEASE
ESA 1 - RENOVATION DIV 05 STEEL RELEASE
ESA 1 - DIV 02 UNDERGROUND STORAGE TANK REMOV AL RELEASE (IF ANY)
HART MIDDLE SCHOOL MODERNIZATION External - Amit 05-Aug-25 09:04
Actual Work
Remaining Work
Critical Remaining Work
Milestone
Summary Page 3 of 15 TASK filter: Completed Activites.
© Oracle Corporation
Activity ID Activity Name Original
Duration
Start Finish
A1540 ESA 1 - DIV 1970 BUILDING DEMOLITION RELEASE 10 25-Sep-25 08-Oct-25
A1320 ESA 1 - RENOVATION & ADDITION DIV 03 CONCRETE RELEASE 10 25-Sep-25 08-Oct-25
A6380 ESA 1 - DIV 02 EXISTING BUILDING - DEMO & ABA TEMENT 5 25-Sep-25 01-Oct-25
HART.1.7.3 GMP FULL TRADE RELEASE - REMAINING SCOPES/TRADES HART.1.7.3 GMP FULL TRADE RELEASE - REMAINING SCOPES/TRADES 10 11-Sep-26 24-Sep-26
A1830 GMP RELEASE - DIV 27 & 28 COMMUNICATION & SECURITY RELEASE 10 11-Sep-26 24-Sep-26
A1820 GMP RELEASE - DIV 26 ELECTRICAL RELEASE 10 11-Sep-26 24-Sep-26
A1810 GMP RELEASE - DIV 23 HVAC RELEASE 10 11-Sep-26 24-Sep-26
A1800 GMP RELEASE - DIV 22 PLUMBING RELEASE 10 11-Sep-26 24-Sep-26
A1790 GMP RELEASE - DIV 21 FIRE PROTECTION RELEASE 10 11-Sep-26 24-Sep-26
A1780 GMP RELEASE - DIV 14 ELEVA TOR RELEASE (IF ADDITIONAL NEEDED) 10 11-Sep-26 24-Sep-26
A1770 GMP RELEASE - DIV 12 FURNISHINGS 10 11-Sep-26 24-Sep-26
A1760 GMP RELEASE - DIV 11 EQUIPMENT 10 11-Sep-26 24-Sep-26
A1750 GMP RELEASE - DIV 10 SPECIALTIES 10 11-Sep-26 24-Sep-26
A1740 GMP RELEASE - DIV 09 FINISHES, DRYWALL & FRAMING 10 11-Sep-26 24-Sep-26
A1730 GMP RELEASE - DIV 08 DOORS, GLAZING RELEASE 10 11-Sep-26 24-Sep-26
A1720 GMP RELEASE - DIV 07 ENVELOP RELEASE 10 11-Sep-26 24-Sep-26
A1710 GMP RELEASE - DIV 06 MILLWORK RELEASE 10 11-Sep-26 24-Sep-26
A1690 GMP RELEASE - DIV 04 MASONRY RELEASE 10 11-Sep-26 24-Sep-26
A1680 GMP RELEASE - RENOV ATION DIV 27 & 28 COMMUNICATION & SECURITY RELEASE 10 11-Sep-26 24-Sep-26
A1630 GMP RELEASE - RENOV ATION DIV 14 ELEVA TOR RELEASE 10 11-Sep-26 24-Sep-26
A1620 GMP RELEASE - RENOVA TION DIV 10 SPECIALTIES RELEASE 10 11-Sep-26 24-Sep-26
A1600 GMP RELEASE - RENOVA TION DIV 08 DOORS, FRAMES, HW RELEASE 10 11-Sep-26 24-Sep-26
A1590 GMP RELEASE - RENOVA TION DIV 07 ENVELOP RELEASE 10 11-Sep-26 24-Sep-26
A1580 GMP RELEASE - RENOVA TION DIV 06 MILLWORK RELEASE 10 11-Sep-26 24-Sep-26
A1560 GMP RELEASE - RENOVA TION DIV 04 MASONRY RELEASE 10 11-Sep-26 24-Sep-26
A1330 GMP RELEASE - DIV 03 SITE CONCRETE RELEASE 10 11-Sep-26 24-Sep-26
HART.1.8 SUBMITTALS HART.1.8 SUBMITTALS 271 09-Oct-25 05-Nov-26
HART.1.8.1 DEVELOPMENT PERIOD HART.1.8.1 DEVELOPMENT PERIOD 261 09-Oct-25 22-Oct-26
A2610 SUBMIT FULL - DIV 12 FURNISHINGS 20 25-Sep-26 22-Oct-26
A2310 SUBMIT FULL - DIV 11 EQUIPMENT 20 25-Sep-26 22-Oct-26
A2290 SUBMIT FULL - DIV 27 & 28 COMMUNICATION & SECURITY 20 25-Sep-26 22-Oct-26
A2280 SUBMIT FULL - DIV 26 ELECTRICAL 20 25-Sep-26 22-Oct-26
A2270 SUBMIT FULL - DIV 23 HVAC 20 25-Sep-26 22-Oct-26
A2260 SUBMIT FULL - DIV 22 PLUMBING 20 25-Sep-26 22-Oct-26
A2250 SUBMIT FULL - DIV 21 FIRE PROTECTION 20 25-Sep-26 22-Oct-26
A2240 SUBMIT FULL - DIV 14 ELEVA TOR (IF ADDITIONAL NEEDED) 20 25-Sep-26 22-Oct-26
A2230 SUBMIT FULL - DIV 10 SPECIALTIES 20 25-Sep-26 22-Oct-26
A2220 SUBMIT FULL - DIV 09 FINISHES, DRYWALL & FRAMING 20 25-Sep-26 22-Oct-26
A2210 SUBMIT FULL - DIV 08 DOORS, FRAMES, HW 20 25-Sep-26 22-Oct-26
A2200 SUBMIT FULL - DIV 07 ENVELOP 20 25-Sep-26 22-Oct-26
A2190 SUBMIT FULL - DIV 06 MILLWORK 20 25-Sep-26 22-Oct-26
A2180 SUBMIT FULL - DIV 05 STEEL & METALS 20 09-Oct-25 05-Nov-25
A2170 SUBMIT FULL - DIV 04 MASONRY 20 25-Sep-26 22-Oct-26
A2160 SUBMIT FULL - DIV 03 CONCRETE 20 25-Sep-26 22-Oct-26
A2300 SUBMIT FULL - DIV 31, 32 & 33 - SITEWORK, SITE UTILITY, LANDSCAPE 20 09-Oct-25 05-Nov-25
A1980 SUBMIT GMP RELEASE - DIV 27 & 28 COMMUNICATION & SECURITY 20 25-Sep-26 22-Oct-26
A1970 SUBMIT ESA 1 - DIV 26 ELECTRICAL 20 09-Oct-25 05-Nov-25
M A M J J A S O N D J F M A M J J A S O N D J F M A M J J A S O N D J F M A M J J A S O N D J F M A M J J A S O N D J F M A M J
2025 2026 2027 2028 2029 2030
ESA 1 - DIV 1970 BUILDING DEMOLITION RELEASE
ESA 1 - RENOVATION & ADDITION DIV 03 CONCRETE RELEASE
ESA 1 - DIV 02 EXISTING BUILDING - DEMO & ABA TEMENT
24-Sep-26, HART.1.7.3 GMP FULL TRADE RELEASE - REMAINING SCOPES/TRADES
GMP RELEASE - DIV 27 & 28 COMMUNICATION & SECURITY RELEASE
GMP RELEASE - DIV 26 ELECTRICAL RELEASE
GMP RELEASE - DIV 23 HVAC RELEASE
GMP RELEASE - DIV 22 PLUMBING RELEASE
GMP RELEASE - DIV 21 FIRE PROTECTION RELEASE
GMP RELEASE - DIV 14 ELEVA TOR RELEASE (IF ADDITIONAL NEEDED)
GMP RELEASE - DIV 12 FURNISHINGS
GMP RELEASE - DIV 11 EQUIPMENT
GMP RELEASE - DIV 10 SPECIALTIES
GMP RELEASE - DIV 09 FINISHES, DRYWALL & FRAMING
GMP RELEASE - DIV 08 DOORS, GLAZING RELEASE
GMP RELEASE - DIV 07 ENVELOP RELEASE
GMP RELEASE - DIV 06 MILLWORK RELEASE
GMP RELEASE - DIV 04 MASONRY RELEASE
GMP RELEASE - RENOV ATION DIV 27 & 28 COMMUNICATION & SECURITY RELEASE
GMP RELEASE - RENOV ATION DIV 14 ELEVA TOR RELEASE
GMP RELEASE - RENOVA TION DIV 10 SPECIALTIES RELEASE
GMP RELEASE - RENOVA TION DIV 08 DOORS, FRAMES, HW RELEASE
GMP RELEASE - RENOVA TION DIV 07 ENVELOP RELEASE
GMP RELEASE - RENOVA TION DIV 06 MILLWORK RELEASE
GMP RELEASE - RENOVA TION DIV 04 MASONRY RELEASE
GMP RELEASE - DIV 03 SITE CONCRETE RELEASE
05-Nov-26, HART.1.8 SUBMITTALS
22-Oct-26, HART.1.8.1 DEVELOPMENT PERIOD
SUBMIT FULL - DIV 12 FURNISHINGS
SUBMIT FULL - DIV 11 EQUIPMENT
SUBMIT FULL - DIV 27 & 28 COMMUNICATION & SECURITY
SUBMIT FULL - DIV 26 ELECTRICAL
SUBMIT FULL - DIV 23 HVAC
SUBMIT FULL - DIV 22 PLUMBING
SUBMIT FULL - DIV 21 FIRE PROTECTION
SUBMIT FULL - DIV 14 ELEVA TOR (IF ADDITIONAL NEEDED)
SUBMIT FULL - DIV 10 SPECIALTIES
SUBMIT FULL - DIV 09 FINISHES, DRYWALL & FRAMING
SUBMIT FULL - DIV 08 DOORS, FRAMES, HW
SUBMIT FULL - DIV 07 ENVELOP
SUBMIT FULL - DIV 06 MILLWORK
SUBMIT FULL - DIV 05 STEEL & METALS
SUBMIT FULL - DIV 04 MASONRY
SUBMIT FULL - DIV 03 CONCRETE
SUBMIT FULL - DIV 31, 32 & 33 - SITEWORK, SITE UTILITY, LANDSCAPE
SUBMIT GMP RELEASE - DIV 27 & 28 COMMUNICATION & SECURITY
SUBMIT ESA 1 - DIV 26 ELECTRICAL
HART MIDDLE SCHOOL MODERNIZATION External - Amit 05-Aug-25 09:04
Actual Work
Remaining Work
Critical Remaining Work
Milestone
Summary Page 4 of 15 TASK filter: Completed Activites.
© Oracle Corporation
Activity ID Activity Name Original
Duration
Start Finish
A1960 SUBMIT ESA 1 - DIV 23 HV AC 20 09-Oct-25 05-Nov-25
A1950 SUBMIT ESA 1 - DIV 22 PLUMBING 20 09-Oct-25 05-Nov-25
A1940 SUBMIT ESA 1 - DIV 21 FIRE PROTECTION 20 09-Oct-25 05-Nov-25
A1930 SUBMIT GMP RELEASE - DIV 14 ELEVATOR 20 25-Sep-26 22-Oct-26
A1920 SUBMIT GMP RELEASE - DIV 10 SPECIALTIES 20 25-Sep-26 22-Oct-26
A1910 SUBMIT ESA 1 - DIV 09 DRYWALL & FRAMING 20 09-Oct-25 05-Nov-25
A1900 SUBMIT GMP RELEASE - DIV 08 DOORS, FRAMES, HW 20 25-Sep-26 22-Oct-26
A1890 SUBMIT GMP RELEASE - DIV 07 ENVELOP 20 25-Sep-26 22-Oct-26
A1880 SUBMIT GMP RELEASE - DIV 06 MILLWORK 20 25-Sep-26 22-Oct-26
A1870 SUBMIT ESA 1 - DIV 05 STEEL 20 09-Oct-25 05-Nov-25
A1860 SUBMIT GMP RELEASE - DIV 04 MASONRY 20 25-Sep-26 22-Oct-26
A1850 SUBMIT ESA 1 - DIV 03 CONCRETE 20 09-Oct-25 05-Nov-25
HART.1.8.2 REVIEW PERIOD HART.1.8.2 REVIEW PERIOD 251 06-Nov-25 05-Nov-26
A2910 REV/APPROVE FULL - DIV 12 FURNISHINGS 10 23-Oct-26 05-Nov-26
A2900 REV/APPROVE FULL - DIV 11 EQUIPMENT 10 23-Oct-26 05-Nov-26
A2590 REV/APPROVE FULL - DIV 27 & 28 COMMUNICATION & SECURITY 10 23-Oct-26 05-Nov-26
A2580 REV/APPROVE FULL - DIV 26 ELECTRICAL 10 23-Oct-26 05-Nov-26
A2570 REV/APPROVE FULL - DIV 23 HV AC 10 23-Oct-26 05-Nov-26
A2560 REV/APPROVE FULL - DIV 22 PLUMBING 10 23-Oct-26 05-Nov-26
A2550 REV/APPROVE FULL - DIV 21 FIRE PROTECTION 10 23-Oct-26 05-Nov-26
A2540 REV/APPROVE FULL - DIV 14 ELEVA TOR (IF ADDITIONAL NEEDED) 10 23-Oct-26 05-Nov-26
A2530 REV/APPROVE FULL - DIV 10 SPECIALTIES 10 23-Oct-26 05-Nov-26
A2520 REV/APPROVE FULL - DIV 09 FINISHES, DRYWALL & FRAMING 10 23-Oct-26 05-Nov-26
A2510 REV/APPROVE FULL - DIV 08 DOORS, FRAMES, HW 10 23-Oct-26 05-Nov-26
A2500 REV/APPROVE FULL - DIV 07 ENVELOP 10 23-Oct-26 05-Nov-26
A2490 REV/APPROVE FULL - DIV 06 MILLWORK 10 23-Oct-26 05-Nov-26
A2480 REV/APPROVE FULL - DIV 05 STEEL & METALS 10 06-Nov-25 20-Nov-25
A2470 REV/APPROVE FULL - DIV 04 MASONRY 10 23-Oct-26 05-Nov-26
A2460 REV/APPROVE FULL - DIV 03 CONCRETE 10 06-Nov-25 20-Nov-25
A2600 REV/APPROVE FULL - DIV 31, 32 & 33 - SITEWORK, SITE UTILITY , LANDSCAPE 10 23-Oct-26 05-Nov-26
A2450 REV/APPROVE GMP RELEASE - DIV 27 & 28 COMMUNICA TION & SECURITY 10 23-Oct-26 05-Nov-26
A2440 REV/APPROVE ESA 1 - DIV 26 ELECTRICAL 10 06-Nov-25 20-Nov-25
A2430 REV/APPROVE ESA 1 - DIV 23 HV AC 10 06-Nov-25 20-Nov-25
A2420 REV/APPROVE ESA 1 - DIV 22 PLUMBING 10 06-Nov-25 20-Nov-25
A2410 REV/APPROVE ESA 1 - DIV 21 FIRE PROTECTION 10 06-Nov-25 20-Nov-25
A2400 REV/APPROVE GMP RELEASE - DIV 14 ELEVA TOR 10 23-Oct-26 05-Nov-26
A2390 REV/APPROVE GMP RELEASE - DIV 10 SPECIALTIES 10 23-Oct-26 05-Nov-26
A2380 REV/APPROVE ESA 1 - DIV 09 DRYWALL & FRAMING 10 06-Nov-25 20-Nov-25
A2370 REV/APPROVE GMP RELEASE - DIV 08 DOORS, FRAMES, HW 10 23-Oct-26 05-Nov-26
A2360 REV/APPROVE GMP RELEASE - DIV 07 ENVELOP 10 23-Oct-26 05-Nov-26
A2350 REV/APPROVE GMP RELEASE - DIV 06 MILLWORK 10 23-Oct-26 05-Nov-26
A2340 REV/APPROVE ESA 1 - DIV 05 STEEL 10 06-Nov-25 20-Nov-25
A2330 REV/APPROVE GMP RELEASE - DIV 04 MASONRY 10 23-Oct-26 05-Nov-26
A2320 REV/APPROVE ESA 1 - DIV 03 CONCRETE 10 06-Nov-25 20-Nov-25
HART.1.9 PROCUREMENT HART.1.9 PROCUREMENT 491 21-Nov-25 04-Nov-27
A2870 FAB/DELIVER FULL - DIV 26 ELECTRICAL (SWITCHGEAR, GENERATOR & TRANSFORMER) 250 06-Nov-26 04-Nov-27
A2640 FAB/DELIVER GMP RELEASE - DIV 06 MILLWORK 75 06-Nov-26 26-Feb-27
M A M J J A S O N D J F M A M J J A S O N D J F M A M J J A S O N D J F M A M J J A S O N D J F M A M J J A S O N D J F M A M J
2025 2026 2027 2028 2029 2030
SUBMIT ESA 1 - DIV 23 HV AC
SUBMIT ESA 1 - DIV 22 PLUMBING
SUBMIT ESA 1 - DIV 21 FIRE PROTECTION
SUBMIT GMP RELEASE - DIV 14 ELEVATOR
SUBMIT GMP RELEASE - DIV 10 SPECIALTIES
SUBMIT ESA 1 - DIV 09 DRYWALL & FRAMING
SUBMIT GMP RELEASE - DIV 08 DOORS, FRAMES, HW
SUBMIT GMP RELEASE - DIV 07 ENVELOP
SUBMIT GMP RELEASE - DIV 06 MILLWORK
SUBMIT ESA 1 - DIV 05 STEEL
SUBMIT GMP RELEASE - DIV 04 MASONRY
SUBMIT ESA 1 - DIV 03 CONCRETE
05-Nov-26, HART.1.8.2 REVIEW PERIOD
REV/APPROVE FULL - DIV 12 FURNISHINGS
REV/APPROVE FULL - DIV 11 EQUIPMENT
REV/APPROVE FULL - DIV 27 & 28 COMMUNICATION & SECURITY
REV/APPROVE FULL - DIV 26 ELECTRICAL
REV/APPROVE FULL - DIV 23 HV AC
REV/APPROVE FULL - DIV 22 PLUMBING
REV/APPROVE FULL - DIV 21 FIRE PROTECTION
REV/APPROVE FULL - DIV 14 ELEVA TOR (IF ADDITIONAL NEEDED)
REV/APPROVE FULL - DIV 10 SPECIALTIES
REV/APPROVE FULL - DIV 09 FINISHES, DRYWALL & FRAMING
REV/APPROVE FULL - DIV 08 DOORS, FRAMES, HW
REV/APPROVE FULL - DIV 07 ENVELOP
REV/APPROVE FULL - DIV 06 MILLWORK
REV/APPROVE FULL - DIV 05 STEEL & METALS
REV/APPROVE FULL - DIV 04 MASONRY
REV/APPROVE FULL - DIV 03 CONCRETE
REV/APPROVE FULL - DIV 31, 32 & 33 - SITEWORK, SITE UTILITY , LANDSCAPE
REV/APPROVE GMP RELEASE - DIV 27 & 28 COMMUNICA TION & SECURITY
REV/APPROVE ESA 1 - DIV 26 ELECTRICAL
REV/APPROVE ESA 1 - DIV 23 HV AC
REV/APPROVE ESA 1 - DIV 22 PLUMBING
REV/APPROVE ESA 1 - DIV 21 FIRE PROTECTION
REV/APPROVE GMP RELEASE - DIV 14 ELEVA TOR
REV/APPROVE GMP RELEASE - DIV 10 SPECIALTIES
REV/APPROVE ESA 1 - DIV 09 DRYWALL & FRAMING
REV/APPROVE GMP RELEASE - DIV 08 DOORS, FRAMES, HW
REV/APPROVE GMP RELEASE - DIV 07 ENVELOP
REV/APPROVE GMP RELEASE - DIV 06 MILLWORK
REV/APPROVE ESA 1 - DIV 05 STEEL
REV/APPROVE GMP RELEASE - DIV 04 MASONRY
REV/APPROVE ESA 1 - DIV 03 CONCRETE
04-Nov-27, HART.1.9 PROCUREMENT
FAB/DELIVER FULL - DIV 26 ELECTRICAL (SWITCHGEAR, GENERATOR & TRANSFORMER)
FAB/DELIVER GMP RELEASE - DIV 06 MILLWORK
HART MIDDLE SCHOOL MODERNIZATION External - Amit 05-Aug-25 09:04
Actual Work
Remaining Work
Critical Remaining Work
Milestone
Summary Page 5 of 15 TASK filter: Completed Activites.
© Oracle Corporation
Activity ID Activity Name Original
Duration
Start Finish
A2860 FAB/DELIVER FULL - DIV 23 HVAC (MECHANICAL EQUIPMENT) 60 06-Nov-26 04-Feb-27
A2830 FAB/DELIVER FULL - DIV 14 ELEV ATOR (IF ADDITIONAL NEEDED) 60 06-Nov-26 04-Feb-27
A2810 FAB/DELIVER FULL - DIV 09 FINISHES, DRYWALL & FRAMING 50 06-Nov-26 21-Jan-27
A2690 FAB/DELIVER GMP RELEASE - DIV 14 ELEVA TOR 50 06-Nov-26 21-Jan-27
A2800 FAB/DELIVER FULL - DIV 08 DOORS, FRAMES, HARDWARE 45 06-Nov-26 14-Jan-27
A2930 FAB/DELIVER FULL - DIV 12 FURNISHINGS (INCLUDGING FF&E) 40 06-Nov-26 07-Jan-27
A2920 FAB/DELIVER FULL - DIV 11 EQUIPMENT (KITCHEN) 40 06-Nov-26 07-Jan-27
A2790 FAB/DELIVER FULL - DIV 07 ENVELOP 40 06-Nov-26 07-Jan-27
A2780 FAB/DELIVER FULL - DIV 06 MILLWORK 40 06-Nov-26 07-Jan-27
A2650 FAB/DELIVER GMP RELEASE - DIV 07 ENVELOP 40 06-Nov-26 07-Jan-27
A2820 FAB/DELIVER FULL - DIV 10 SPECIALTIES 30 06-Nov-26 22-Dec-26
A2890 FAB/DELIVER FULL - DIV 31, 32 & 33 - SITEWORK, SITE UTILITY , LANDSCAPE (PLAYGROUND EQUIPMENT) 30 06-Nov-26 22-Dec-26
A2680 FAB/DELIVER GMP RELEASE - DIV 10 SPECIALTIES 30 06-Nov-26 22-Dec-26
A2660 FAB/DELIVER GMP RELEASE - DIV 08 DOORS, FRAMES, HW 30 06-Nov-26 22-Dec-26
A2880 FAB/DELIVER FULL - DIV 27 & 28 COMMUNICATION & SECURITY 20 06-Nov-26 08-Dec-26
A2770 FAB/DELIVER FULL - DIV 05 STEEL & METALS 20 21-Nov-25 22-Dec-25
A2740 FAB/DELIVER GMP RELEASE - DIV 27 & 28 COMMUNICATION & SECURITY (CAMERAS) 20 06-Nov-26 08-Dec-26
A2630 FAB/DELIVER ESA 1 - DIV 05 STEEL 20 21-Nov-25 22-Dec-25
A2850 FAB/DELIVER FULL - DIV 22 PLUMBING 15 06-Nov-26 01-Dec-26
A2840 FAB/DELIVER FULL - DIV 21 FIRE PROTECTION 15 06-Nov-26 01-Dec-26
A2760 FAB/DELIVER FULL - DIV 04 MASONRY 15 06-Nov-26 01-Dec-26
A2700 FAB/DELIVER ESA 1 - DIV 21 FIRE PROTECTION 15 21-Nov-25 15-Dec-25
A2670 FAB/DELIVER ESA 1 - DIV 09 DRYWALL & FRAMING 15 21-Nov-25 15-Dec-25
A2730 FAB/DELIVER ESA 1 - DIV 26 ELECTRICAL 10 21-Nov-25 08-Dec-25
A2720 FAB/DELIVER ESA 1 - DIV 23 HV AC 10 21-Nov-25 08-Dec-25
A2710 FAB/DELIVER ESA 1 - DIV 22 PLUMBING 10 21-Nov-25 08-Dec-25
A2620 FAB/DELIVER GMP RELEASE - DIV 04 MASONRY 10 06-Nov-26 20-Nov-26
A2970 FAB/DELIVER FULL - DIV 03 CONCRETE 5 21-Nov-25 01-Dec-25
HART.1.10 COMMISSIONING HART.1.10 COMMISSIONING 377 23-Jun-25 22-Dec-26
A2010 CX - REVIEW OF IFC SET 5 16-Dec-26 22-Dec-26
A2000 CX - KICK-OFF MEETING 5 23-Jun-25 27-Jun-25
A1990 CX - REVIEW OF DD SET 5 24-Jun-26 30-Jun-26
A1300 CX - REVIEW OF SD SET 5 26-Dec-25 02-Jan-26
HART.1.11 LEED + NET ZERO + APPENDIX Z HART.1.11 LEED + NET ZERO + APPENDIX Z 507 23-Jun-25 29-Jun-27
A2120 LEED + NET ZERO - SUBMISSION TO GBCI 20 01-Jun-27 29-Jun-27
A2070 LEED + NET ZERO + APPENDIX Z - STA TUS MEETING UPDATE 1 28-May-27 28-May-27
A2060 LEED + NET ZERO + APPENDIX Z - STA TUS MEETING UPDATE 1 03-Feb-27 03-Feb-27
A2050 LEED + NET ZERO + APPENDIX Z -STA TUS MEETING UPDATE 1 06-Oct-26 06-Oct-26
A2040 LEED + NET ZERO + APPENDIX Z -STA TUS MEETING UPDATE 1 10-Jun-26 10-Jun-26
A2030 LEED + NET ZERO + APPENDIX Z -STA TUS MEETING UPDATE 1 13-Feb-26 13-Feb-26
A2020 LEED + NET ZERO + APPENDIX Z - CONSTRUCTION KICK-OFF 1 16-Oct-25 16-Oct-25
A1310 LEED + NET ZERO + APPENDIX Z - INTRO MEETING 1 23-Jun-25 23-Jun-25
HART .2 CONSTRUCTION HART .2 CONSTRUCTION 663 16-Apr-26 06-Dec-28
HART.2.2 MOBILIZA TION & PRECON MEETING HART.2.2 MOBILIZA TION & PRECON MEETING 2 22-Jun-26 23-Jun-26
A6590 MOBILIZA TION 1 22-Jun-26 22-Jun-26
A6600 DOEE PRECON MEETING 1 23-Jun-26 23-Jun-26
M A M J J A S O N D J F M A M J J A S O N D J F M A M J J A S O N D J F M A M J J A S O N D J F M A M J J A S O N D J F M A M J
2025 2026 2027 2028 2029 2030
FAB/DELIVER FULL - DIV 23 HVAC (MECHANICAL EQUIPMENT)
FAB/DELIVER FULL - DIV 14 ELEV ATOR (IF ADDITIONAL NEEDED)
FAB/DELIVER FULL - DIV 09 FINISHES, DRYWALL & FRAMING
FAB/DELIVER GMP RELEASE - DIV 14 ELEVA TOR
FAB/DELIVER FULL - DIV 08 DOORS, FRAMES, HARDWARE
FAB/DELIVER FULL - DIV 12 FURNISHINGS (INCLUDGING FF&E)
FAB/DELIVER FULL - DIV 11 EQUIPMENT (KITCHEN)
FAB/DELIVER FULL - DIV 07 ENVELOP
FAB/DELIVER FULL - DIV 06 MILLWORK
FAB/DELIVER GMP RELEASE - DIV 07 ENVELOP
FAB/DELIVER FULL - DIV 10 SPECIALTIES
FAB/DELIVER FULL - DIV 31, 32 & 33 - SITEWORK, SITE UTILITY , LANDSCAPE (PLAYGROUND EQUIPMENT)
FAB/DELIVER GMP RELEASE - DIV 10 SPECIALTIES
FAB/DELIVER GMP RELEASE - DIV 08 DOORS, FRAMES, HW
FAB/DELIVER FULL - DIV 27 & 28 COMMUNICATION & SECURITY
FAB/DELIVER FULL - DIV 05 STEEL & METALS
FAB/DELIVER GMP RELEASE - DIV 27 & 28 COMMUNICATION & SECURITY (CAMERAS)
FAB/DELIVER ESA 1 - DIV 05 STEEL
FAB/DELIVER FULL - DIV 22 PLUMBING
FAB/DELIVER FULL - DIV 21 FIRE PROTECTION
FAB/DELIVER FULL - DIV 04 MASONRY
FAB/DELIVER ESA 1 - DIV 21 FIRE PROTECTION
FAB/DELIVER ESA 1 - DIV 09 DRYWALL & FRAMING
FAB/DELIVER ESA 1 - DIV 26 ELECTRICAL
FAB/DELIVER ESA 1 - DIV 23 HV AC
FAB/DELIVER ESA 1 - DIV 22 PLUMBING
FAB/DELIVER GMP RELEASE - DIV 04 MASONRY
FAB/DELIVER FULL - DIV 03 CONCRETE
22-Dec-26, HART.1.10 COMMISSIONING
CX - REVIEW OF IFC SET
CX - KICK-OFF MEETING
CX - REVIEW OF DD SET
CX - REVIEW OF SD SET
29-Jun-27, HART.1.11 LEED + NET ZERO + APPENDIX Z
LEED + NET ZERO - SUBMISSION TO GBCI
LEED + NET ZERO + APPENDIX Z - STA TUS MEETING UPDATE
LEED + NET ZERO + APPENDIX Z - STA TUS MEETING UPDATE
LEED + NET ZERO + APPENDIX Z -STA TUS MEETING UPDATE
LEED + NET ZERO + APPENDIX Z -STA TUS MEETING UPDATE
LEED + NET ZERO + APPENDIX Z -STA TUS MEETING UPDATE
LEED + NET ZERO + APPENDIX Z - CONSTRUCTION KICK-OFF
LEED + NET ZERO + APPENDIX Z - INTRO MEETING
06-Dec-28, HART.2 CONSTRUCTION
23-Jun-26, HART.2.2 MOBILIZA TION & PRECON MEETING
MOBILIZA TION
DOEE PRECON MEETING
HART MIDDLE SCHOOL MODERNIZATION External - Amit 05-Aug-25 09:04
Actual Work
Remaining Work
Critical Remaining Work
Milestone
Summary Page 6 of 15 TASK filter: Completed Activites.
© Oracle Corporation
Activity ID Activity Name Original
Duration
Start Finish
A6610 DDOT PRECON MEETING 1 23-Jun-26 23-Jun-26
A6620 PROJECT KICK-OFF MEETING WITH DGS QA/QC 1 22-Jun-26 22-Jun-26
A6580 DB TEAM TO FULL ACCESS & CONTROL OF THE SITE 0 22-Jun-26
HART.2.1 EXISTING BUILDING - MODERNIZA TION/ RENOVATION HART.2.1 EXISTING BUILDING - MODERNIZA TION/ RENOVATION 325 24-Jun-26 07-Oct-27
HART.2.1.1 DEMOLITION & ABATEMENT HART.2.1.1 DEMOLITION & ABATEMENT 50 24-Jun-26 02-Sep-26
A3260 POST-ABATEMENT DEMOLITION - LEVEL 1 10 20-Aug-26 02-Sep-26
A3250 POST-ABATEMENT DEMOLITION - LEVEL 2 10 06-Aug-26 19-Aug-26
A3240 POST-ABATEMENT DEMOLITION - LEVEL 3 10 23-Jul-26 05-Aug-26
A3220 INTERIOR SELECTIVE DEMOLITION OF HISTORIC BUILDING - LEVEL 1 10 23-Jul-26 05-Aug-26
A3230 ABATEMENT OF EXISTING HISTORIC BUILDING - LEVEL 1 10 06-Aug-26 19-Aug-26
A3200 INTERIOR SELECTIVE DEMOLITION OF HISTORIC BUILDING - LEVEL 2 10 09-Jul-26 22-Jul-26
A3210 ABATEMENT OF EXISTING HISTORIC BUILDING - LEVEL 2 10 23-Jul-26 05-Aug-26
A3190 INTERIOR SELECTIVE DEMOLITION OF HISTORIC BUILDING - LEVEL 3 10 24-Jun-26 08-Jul-26
A2140 ABATEMENT OF EXISTING HISTORIC BUILDING - LEVEL 3 10 09-Jul-26 22-Jul-26
HART.2.1.7 STRUCTURAL REMEDIA TION (AS NEEDED) HART.2.1.7 STRUCTURAL REMEDIA TION (AS NEEDED) 45 03-Sep-26 05-Nov-26
A4340 STRUCTURAL WORK - LEVEL 1 15 03-Sep-26 24-Sep-26
A4330 STRUCTURAL WORK - LEVEL 2 15 25-Sep-26 15-Oct-26
A4320 STRUCTURAL WORK - LEVEL 3 15 16-Oct-26 05-Nov-26
HART.2.1.2 LEVEL 3 CONSTRUCTION HART.2.1.2 LEVEL 3 CONSTRUCTION 155 15-Jan-27 25-Aug-27
A3330 ROUGH-IN LOW VOLTAGE 35 12-Feb-27 02-Apr-27
A3290 ROUGH-IN HVAC 35 12-Feb-27 02-Apr-27
A3600 INSTALL DOORS & HARDWARE 30 23-Jun-27 04-Aug-27
A3300 ROUGH-IN ELECTRICAL & FIRE ALARM 30 12-Feb-27 26-Mar-27
A3310 ROUGH-IN PLUMBING 25 12-Feb-27 19-Mar-27
A3550 INSTALL CEILINGS 15 21-Jul-27 10-Aug-27
A3540 INSTALL LOW VOLTAGE DEVICES 15 08-Jun-27 29-Jun-27
A3510 INSTALL LIGHT FIXTURES 15 08-Jun-27 29-Jun-27
A3320 ROUGH-IN FIRE PROTECTION 15 12-Feb-27 05-Mar-27
A3280 FRAME WALLS 15 22-Jan-27 11-Feb-27
A3490 INSTALL CORRIDOR FLOOR FINISHES 12 02-Jul-27 20-Jul-27
A3480 FINAL P AINT 10 05-Aug-27 18-Aug-27
A3440 INSTALL MILLWORK 10 08-Jun-27 22-Jun-27
A3420 INSTALL CEILING GRID 10 24-May-27 07-Jun-27
A3410 PRIME PAINT WALLS 10 10-May-27 21-May-27
A3390 FINISH & TAPE DRYWALL 10 26-Apr-27 07-May-27
A3380 HANG DRYWALL (REMAINING SIDE) 10 12-Apr-27 23-Apr-27
A3360 HANG DRYWALL (ONE-SIDE) 10 01-Mar-27 12-Mar-27
A3350 INSTALL DOOR FRAMES (WELDED) 10 12-Feb-27 26-Feb-27
A3340 INSTALL IN-WALL BLOCKING 10 12-Feb-27 26-Feb-27
A3570 INSTALL CLASSROOM FLOORING 7 23-Jun-27 01-Jul-27
A3530 INSTALL FIRE SPRINKLER HEADS 7 08-Jun-27 16-Jun-27
A3500 INSTALL HV AC DEVICES 7 08-Jun-27 16-Jun-27
A3470 INSTALL CLASSROOM PLUMBING FIXTURES 7 23-Jun-27 01-Jul-27
A3460 INSTALL RESTROOM PLUMBING FIXTURES 7 03-Jun-27 11-Jun-27
A3430 INSTALL RESTROOM CERAMIC TILE 7 24-May-27 02-Jun-27
A3400 INSTALL FLOOR PREP 7 10-May-27 18-May-27
A3590 INSTALL SIGNAGE 5 19-Aug-27 25-Aug-27
M A M J J A S O N D J F M A M J J A S O N D J F M A M J J A S O N D J F M A M J J A S O N D J F M A M J J A S O N D J F M A M J
2025 2026 2027 2028 2029 2030
DDOT PRECON MEETING
PROJECT KICK-OFF MEETING WITH DGS QA/QC
DB TEAM TO FULL ACCESS & CONTROL OF THE SITE
07-Oct-27, HART.2.1 EXISTING BUILDING - MODERNIZATION/ RENOVATION
02-Sep-26, HART.2.1.1 DEMOLITION & ABATEMENT
POST-ABATEMENT DEMOLITION - LEVEL 1
POST-ABATEMENT DEMOLITION - LEVEL 2
POST-ABATEMENT DEMOLITION - LEVEL 3
INTERIOR SELECTIVE DEMOLITION OF HISTORIC BUILDING - LEVEL 1
ABATEMENT OF EXISTING HISTORIC BUILDING - LEVEL 1
INTERIOR SELECTIVE DEMOLITION OF HISTORIC BUILDING - LEVEL 2
ABATEMENT OF EXISTING HISTORIC BUILDING - LEVEL 2
INTERIOR SELECTIVE DEMOLITION OF HISTORIC BUILDING - LEVEL 3
ABATEMENT OF EXISTING HISTORIC BUILDING - LEVEL 3
05-Nov-26, HART.2.1.7 STRUCTURAL REMEDIATION (AS NEEDED)
STRUCTURAL WORK - LEVEL 1
STRUCTURAL WORK - LEVEL 2
STRUCTURAL WORK - LEVEL 3
25-Aug-27, HART.2.1.2 LEVEL 3 CONSTRUCTION
ROUGH-IN LOW VOLTAGE
ROUGH-IN HVAC
INSTALL DOORS & HARDWARE
ROUGH-IN ELECTRICAL & FIRE ALARM
ROUGH-IN PLUMBING
INSTALL CEILINGS
INSTALL LOW VOLTAGE DEVICES
INSTALL LIGHT FIXTURES
ROUGH-IN FIRE PROTECTION
FRAME WALLS
INSTALL CORRIDOR FLOOR FINISHES
FINAL P AINT
INSTALL MILLWORK
INSTALL CEILING GRID
PRIME PAINT WALLS
FINISH & TAPE DRYWALL
HANG DRYWALL (REMAINING SIDE)
HANG DRYWALL (ONE-SIDE)
INSTALL DOOR FRAMES (WELDED)
INSTALL IN-WALL BLOCKING
INSTALL CLASSROOM FLOORING
INSTALL FIRE SPRINKLER HEADS
INSTALL HV AC DEVICES
INSTALL CLASSROOM PLUMBING FIXTURES
INSTALL RESTROOM PLUMBING FIXTURES
INSTALL RESTROOM CERAMIC TILE
INSTALL FLOOR PREP
INSTALL SIGNAGE
HART MIDDLE SCHOOL MODERNIZATION External - Amit 05-Aug-25 09:04
Actual Work
Remaining Work
Critical Remaining Work
Milestone
Summary Page 7 of 15 TASK filter: Completed Activites.
© Oracle Corporation
Activity ID Activity Name Original
Duration
Start Finish
A3580 INSTALL FF&E 5 19-Aug-27 25-Aug-27
A3560 CEILING CLOSE-IN INSPECTIONS 5 30-Jun-27 07-Jul-27
A3520 INSTALL TOILET ACCESSORIES 5 22-Jun-27 28-Jun-27
A3450 INSTALL TOILET PARTITIONS 5 14-Jun-27 21-Jun-27
A3370 WALL CLOSE-IN INSPECTION 5 05-Apr-27 09-Apr-27
A2150 LA YOUT WALLS 3 15-Jan-27 19-Jan-27
A3270 ARCH LAYOUT VERIFICATION 2 20-Jan-27 21-Jan-27
HART.2.1.3 LEVEL 2 CONSTRUCTION HART.2.1.3 LEVEL 2 CONSTRUCTION 155 15-Jan-27 25-Aug-27
A3680 ROUGH-IN LOW VOLTAGE 35 12-Feb-27 02-Apr-27
A3640 ROUGH-IN HVAC 35 12-Feb-27 02-Apr-27
A3890 INSTALL DOORS & HARDWARE 30 23-Jun-27 04-Aug-27
A3650 ROUGH-IN ELECTRICAL & FIRE ALARM 30 12-Feb-27 26-Mar-27
A3660 ROUGH-IN PLUMBING 25 12-Feb-27 19-Mar-27
A3920 INSTALL CEILINGS 15 21-Jul-27 10-Aug-27
A3840 INSTALL LOW VOLTAGE DEVICES 15 08-Jun-27 29-Jun-27
A3820 INSTALL LIGHT FIXTURES 15 08-Jun-27 29-Jun-27
A3670 ROUGH-IN FIRE PROTECTION 15 12-Feb-27 05-Mar-27
A3630 FRAME WALLS 15 22-Jan-27 11-Feb-27
A3910 INSTALL CORRIDOR FLOOR FINISHES 12 02-Jul-27 20-Jul-27
A3930 FINAL P AINT 10 05-Aug-27 18-Aug-27
A3800 INSTALL MILLWORK 10 08-Jun-27 22-Jun-27
A3770 INSTALL CEILING GRID 10 24-May-27 07-Jun-27
A3760 PRIME PAINT WALLS 10 10-May-27 21-May-27
A3740 FINISH & TAPE DRYWALL 10 26-Apr-27 07-May-27
A3730 HANG DRYWALL (REMAINING SIDE) 10 12-Apr-27 23-Apr-27
A3710 HANG DRYWALL (ONE-SIDE) 10 01-Mar-27 12-Mar-27
A3700 INSTALL DOOR FRAMES (WELDED) 10 12-Feb-27 26-Feb-27
A3690 INSTALL IN-WALL BLOCKING 10 12-Feb-27 26-Feb-27
A3880 INSTALL CLASSROOM FLOORING 7 23-Jun-27 01-Jul-27
A3830 INSTALL FIRE SPRINKLER HEADS 7 08-Jun-27 16-Jun-27
A3810 INSTALL HV AC DEVICES 7 08-Jun-27 16-Jun-27
A3870 INSTALL CLASSROOM PLUMBING FIXTURES 7 23-Jun-27 01-Jul-27
A3790 INSTALL RESTROOM PLUMBING FIXTURES 7 03-Jun-27 11-Jun-27
A3780 INSTALL RESTROOM CERAMIC TILE 7 24-May-27 02-Jun-27
A3750 INSTALL FLOOR PREP 7 10-May-27 18-May-27
A3950 INSTALL SIGNAGE 5 19-Aug-27 25-Aug-27
A3940 INSTALL FF&E 5 19-Aug-27 25-Aug-27
A3900 CEILING CLOSE-IN INSPECTIONS 5 30-Jun-27 07-Jul-27
A3860 INSTALL TOILET ACCESSORIES 5 22-Jun-27 28-Jun-27
A3850 INSTALL TOILET PARTITIONS 5 14-Jun-27 21-Jun-27
A3720 WALL CLOSE-IN INSPECTION 5 05-Apr-27 09-Apr-27
A3610 LA YOUT WALLS 3 15-Jan-27 19-Jan-27
A3620 ARCH LAYOUT VERIFICATION 2 20-Jan-27 21-Jan-27
HART.2.1.4 LEVEL 1 CONSTRUCTION HART.2.1.4 LEVEL 1 CONSTRUCTION 185 15-Jan-27 07-Oct-27
A4030 ROUGH-IN LOW VOLTAGE 35 22-Mar-27 07-May-27
A3990 ROUGH-IN HVAC 35 22-Mar-27 07-May-27
A4240 INSTALL DOORS & HARDWARE 30 05-Aug-27 16-Sep-27
M A M J J A S O N D J F M A M J J A S O N D J F M A M J J A S O N D J F M A M J J A S O N D J F M A M J J A S O N D J F M A M J
2025 2026 2027 2028 2029 2030
INSTALL FF&E
CEILING CLOSE-IN INSPECTIONS
INSTALL TOILET ACCESSORIES
INSTALL TOILET PARTITIONS
WALL CLOSE-IN INSPECTION
LA YOUT WALLS
ARCH LAYOUT VERIFICATION
25-Aug-27, HART.2.1.3 LEVEL 2 CONSTRUCTION
ROUGH-IN LOW VOLTAGE
ROUGH-IN HVAC
INSTALL DOORS & HARDWARE
ROUGH-IN ELECTRICAL & FIRE ALARM
ROUGH-IN PLUMBING
INSTALL CEILINGS
INSTALL LOW VOLTAGE DEVICES
INSTALL LIGHT FIXTURES
ROUGH-IN FIRE PROTECTION
FRAME WALLS
INSTALL CORRIDOR FLOOR FINISHES
FINAL P AINT
INSTALL MILLWORK
INSTALL CEILING GRID
PRIME PAINT WALLS
FINISH & TAPE DRYWALL
HANG DRYWALL (REMAINING SIDE)
HANG DRYWALL (ONE-SIDE)
INSTALL DOOR FRAMES (WELDED)
INSTALL IN-WALL BLOCKING
INSTALL CLASSROOM FLOORING
INSTALL FIRE SPRINKLER HEADS
INSTALL HV AC DEVICES
INSTALL CLASSROOM PLUMBING FIXTURES
INSTALL RESTROOM PLUMBING FIXTURES
INSTALL RESTROOM CERAMIC TILE
INSTALL FLOOR PREP
INSTALL SIGNAGE
INSTALL FF&E
CEILING CLOSE-IN INSPECTIONS
INSTALL TOILET ACCESSORIES
INSTALL TOILET PARTITIONS
WALL CLOSE-IN INSPECTION
LA YOUT WALLS
ARCH LAYOUT VERIFICATION
07-Oct-27, HART.2.1.4 LEVEL 1 CONSTRUCTION
ROUGH-IN LOW VOLTAGE
ROUGH-IN HVAC
INSTALL DOORS & HARDWARE
HART MIDDLE SCHOOL MODERNIZATION External - Amit 05-Aug-25 09:04
Actual Work
Remaining Work
Critical Remaining Work
Milestone
Summary Page 8 of 15 TASK filter: Completed Activites.
© Oracle Corporation
Activity ID Activity Name Original
Duration
Start Finish
A4000 ROUGH-IN ELECTRICAL & FIRE ALARM 30 22-Mar-27 30-Apr-27
A4010 ROUGH-IN PLUMBING 25 22-Mar-27 23-Apr-27
A4460 INSTALL UNDERGROUND PLUMBING 15 22-Jan-27 11-Feb-27
A4270 INSTALL CEILINGS 15 01-Sep-27 22-Sep-27
A4190 INSTALL LOW VOLTAGE DEVICES 15 22-Jul-27 11-Aug-27
A4170 INSTALL LIGHT FIXTURES 15 22-Jul-27 11-Aug-27
A4020 ROUGH-IN FIRE PROTECTION 15 22-Mar-27 09-Apr-27
A3980 FRAME WALLS 15 01-Mar-27 19-Mar-27
A4260 INSTALL CORRIDOR FLOOR FINISHES 12 16-Aug-27 31-Aug-27
A4470 BACKFILL AND POUR CONCRETE AT PLUMBING TRENCHES 10 12-Feb-27 26-Feb-27
A4280 FINAL P AINT 10 17-Sep-27 30-Sep-27
A4150 INSTALL MILLWORK 10 22-Jul-27 04-Aug-27
A4120 INSTALL CEILING GRID 10 08-Jul-27 21-Jul-27
A4110 PRIME PAINT WALLS 10 23-Jun-27 07-Jul-27
A4090 FINISH & TAPE DRYWALL 10 08-Jun-27 22-Jun-27
A4080 HANG DRYWALL (REMAINING SIDE) 10 24-May-27 07-Jun-27
A4060 HANG DRYWALL (ONE-SIDE) 10 05-Apr-27 16-Apr-27
A4050 INSTALL DOOR FRAMES (WELDED) 10 22-Mar-27 02-Apr-27
A4040 INSTALL IN-WALL BLOCKING 10 22-Mar-27 02-Apr-27
A4230 INSTALL CLASSROOM FLOORING 7 05-Aug-27 13-Aug-27
A4180 INSTALL FIRE SPRINKLER HEADS 7 22-Jul-27 30-Jul-27
A4160 INSTALL HV AC DEVICES 7 22-Jul-27 30-Jul-27
A4220 INSTALL CLASSROOM PLUMBING FIXTURES 7 05-Aug-27 13-Aug-27
A4140 INSTALL RESTROOM PLUMBING FIXTURES 7 19-Jul-27 27-Jul-27
A4130 INSTALL RESTROOM CERAMIC TILE 7 08-Jul-27 16-Jul-27
A4100 INSTALL FLOOR PREP 7 23-Jun-27 01-Jul-27
A4300 INSTALL SIGNAGE 5 01-Oct-27 07-Oct-27
A4290 INSTALL FF&E 5 01-Oct-27 07-Oct-27
A4250 CEILING CLOSE-IN INSPECTIONS 5 12-Aug-27 18-Aug-27
A4210 INSTALL TOILET ACCESSORIES 5 04-Aug-27 10-Aug-27
A4200 INSTALL TOILET PARTITIONS 5 28-Jul-27 03-Aug-27
A4070 WALL CLOSE-IN INSPECTION 5 17-May-27 21-May-27
A3960 LA YOUT WALLS 3 15-Jan-27 19-Jan-27
A3970 ARCH LAYOUT VERIFICATION 2 20-Jan-27 21-Jan-27
HART.2.1.6 CAFETERIA & KITCHEN HART.2.1.6 CAFETERIA & KITCHEN 152 01-Mar-27 04-Oct-27
A4310 ROUGH-IN FOR KITCHEN EQUIPMENT 30 22-Mar-27 30-Apr-27
A4400 INSTALL KITCHEN EQUIPMENT & FURNISHINGS 15 14-Sep-27 04-Oct-27
A4440 INSTALL HV AC DEVICES 10 29-Jul-27 11-Aug-27
A4420 INSTALL LIGHT FIXTURES 10 29-Jul-27 11-Aug-27
A4390 INSTALL KITCHEN HVAC DUCTWORK 10 08-Jul-27 21-Jul-27
A4380 INSTALL HOOD 10 23-Jun-27 07-Jul-27
A4360 INSTALL WALK-IN COOLER & FREEZER 10 03-May-27 14-May-27
A4350 INSTALL KITCHEN CERAMIC TILE 10 30-Aug-27 13-Sep-27
A4450 INSTALL CEILINGS 7 19-Aug-27 27-Aug-27
A4430 INSTALL PLUMBING FIXTURES 7 29-Jul-27 06-Aug-27
A4410 INSTALL CELIING GRID 5 22-Jul-27 28-Jul-27
A4370 FRAME WALLS 5 01-Mar-27 05-Mar-27
M A M J J A S O N D J F M A M J J A S O N D J F M A M J J A S O N D J F M A M J J A S O N D J F M A M J J A S O N D J F M A M J
2025 2026 2027 2028 2029 2030
ROUGH-IN ELECTRICAL & FIRE ALARM
ROUGH-IN PLUMBING
INSTALL UNDERGROUND PLUMBING
INSTALL CEILINGS
INSTALL LOW VOLTAGE DEVICES
INSTALL LIGHT FIXTURES
ROUGH-IN FIRE PROTECTION
FRAME WALLS
INSTALL CORRIDOR FLOOR FINISHES
BACKFILL AND POUR CONCRETE AT PLUMBING TRENCHES
FINAL P AINT
INSTALL MILLWORK
INSTALL CEILING GRID
PRIME PAINT WALLS
FINISH & TAPE DRYWALL
HANG DRYWALL (REMAINING SIDE)
HANG DRYWALL (ONE-SIDE)
INSTALL DOOR FRAMES (WELDED)
INSTALL IN-WALL BLOCKING
INSTALL CLASSROOM FLOORING
INSTALL FIRE SPRINKLER HEADS
INSTALL HV AC DEVICES
INSTALL CLASSROOM PLUMBING FIXTURES
INSTALL RESTROOM PLUMBING FIXTURES
INSTALL RESTROOM CERAMIC TILE
INSTALL FLOOR PREP
INSTALL SIGNAGE
INSTALL FF&E
CEILING CLOSE-IN INSPECTIONS
INSTALL TOILET ACCESSORIES
INSTALL TOILET PARTITIONS
WALL CLOSE-IN INSPECTION
LA YOUT WALLS
ARCH LAYOUT VERIFICATION
04-Oct-27, HART.2.1.6 CAFETERIA & KITCHEN
ROUGH-IN FOR KITCHEN EQUIPMENT
INSTALL KITCHEN EQUIPMENT & FURNISHINGS
INSTALL HV AC DEVICES
INSTALL LIGHT FIXTURES
INSTALL KITCHEN HVAC DUCTWORK
INSTALL HOOD
INSTALL WALK-IN COOLER & FREEZER
INSTALL KITCHEN CERAMIC TILE
INSTALL CEILINGS
INSTALL PLUMBING FIXTURES
INSTALL CELIING GRID
FRAME WALLS
HART MIDDLE SCHOOL MODERNIZATION External - Amit 05-Aug-25 09:04
Actual Work
Remaining Work
Critical Remaining Work
Milestone
Summary Page 9 of 15 TASK filter: Completed Activites.
© Oracle Corporation
Activity ID Activity Name Original
Duration
Start Finish
HART.2.1.5 ENVELOP HART.2.1.5 ENVELOP 220 24-Jun-26 07-May-27
HART.2.1.5.1 FACADE HART.2.1.5.1 FACADE 60 23-Nov-26 19-Feb-27
A4480 EXTERIOR MASONRY RESTORATION, POINT UP & REP AIRS 60 23-Nov-26 19-Feb-27
HART.2.1.5.2 ROOFING HART.2.1.5.2 ROOFING 220 24-Jun-26 07-May-27
A4520 INSTALL NEW ROOFING 30 29-Jan-27 12-Mar-27
A4540 INSTALL ROOF MEP 20 29-Mar-27 23-Apr-27
A4500 ROOF P ARAPET RESTORATION 20 09-Dec-26 07-Jan-27
A4490 ROOF REMOVAL 20 06-Nov-26 08-Dec-26
A3020 REMOVE & STORE EXISTING SOLAR PANELS 20 24-Jun-26 22-Jul-26
A4510 INSTALL ROOF CURBS & RTU SUPPORT STEEL 15 08-Jan-27 28-Jan-27
A4550 INSTALL ROOF SCREEN WALLS 10 26-Apr-27 07-May-27
A4530 SET NEW HV AC RTU 10 15-Mar-27 26-Mar-27
HART.2.6 NEW WEST WING BUILDING HART.2.6 NEW WEST WING BUILDING 618 22-Jun-26 06-Dec-28
HART.2.6.1 DEMO OF EXISTING HART.2.6.1 DEMO OF EXISTING 164 22-Jun-26 16-Feb-27
A2960 DEMO WEST WING 40 17-Jul-26 11-Sep-26
A4560 EXCAVA TE TO SUBGRADE 22 15-Jan-27 16-Feb-27
A3160 ABATEMENT OF WEST WING 15 22-Jun-26 13-Jul-26
HART.2.6.2 STRUCTURAL ACTIVITIES HART.2.6.2 STRUCTURAL ACTIVITIES 411 15-Jan-27 31-Aug-28
HART.2.6.2.1 FOUNDA TIONS & CONCRETE WORK HART.2.6.2.1 FOUNDA TIONS & CONCRETE WORK 288 15-Jan-27 08-Mar-28
A4580 INSTALL FOUNDA TION WA TERPROOFING 60 12-May-27 06-Aug-27
A4570 F/P/S BUILDING FOUNDA TIONS (EXCAV ATION COMPLETE & BELOW GRADE STRUCTURE COMPLETE) 60 17-Feb-27 11-May-27
A4590 BACKFILL A T FOUNDA TIONS 40 09-Aug-27 04-Oct-27
A6530 UNDERSLAB - MEP WORK 10 15-Jan-27 28-Jan-27
A4640 POUR LEVEL 3 SLAB ON DECK 7 29-Feb-28 08-Mar-28
A4630 POUR LEVEL 2 SLAB ON DECK 7 17-Feb-28 28-Feb-28
A2990 POUR NEW SLAB ON GRADE 7 23-Feb-28 02-Mar-28
HART.2.6.2.2 STEEL HART.2.6.2.2 STEEL 114 05-Oct-27 20-Mar-28
A2980 ERECT STEEL STRUCTURE 85 05-Oct-27 07-Feb-28
A4620 INSTALL ROOFING STRUCTURE 15 29-Feb-28 20-Mar-28
A4610 INSTALL LEVEL 3 DECKING (ABOVE GRADE STRUCTURE COMPLETE) 7 17-Feb-28 28-Feb-28
A4600 INSTALL LEVEL 2 DECKING 7 08-Feb-28 16-Feb-28
HART.2.6.2.3 ENVELOP HART.2.6.2.3 ENVELOP 115 21-Mar-28 31-Aug-28
A6730 TEMPORARY WEA THER TIGHT COMPLETE 0 06-Jul-28
A6740 FINAL WEA THER TIGHT COMPLETE 0 20-Jul-28
HART.2.6.2.3.1 FACADE HART.2.6.2.3.1 FACADE 115 21-Mar-28 31-Aug-28
A4690 INSTALL EXTERIOR ARCHITECTURAL FEATURES 30 21-Jul-28 31-Aug-28
A4680 INSTALL FACADE EXTERIOR 20 22-Jun-28 20-Jul-28
A4670 INSTALL NEW GLAZING 20 23-May-28 21-Jun-28
A3070 INSTALL NEW CFMF 20 21-Mar-28 17-Apr-28
A4650 INSTALL ENVELOP SHEA THING 15 18-Apr-28 08-May-28
A4660 INSTALL AIR BARRIER 10 09-May-28 22-May-28
HART.2.6.2.3.2 ROOF HART.2.6.2.3.2 ROOF 70 23-May-28 31-Aug-28
A4730 INSTALL NEW ROOFING 30 23-May-28 06-Jul-28
A4750 INSTALL ROOF MEP 20 21-Jul-28 17-Aug-28
A4760 INSTALL ROOF SCREEN WALLS 10 18-Aug-28 31-Aug-28
A4740 SET NEW HV AC RTU 10 07-Jul-28 20-Jul-28
HART.2.6.4 INTERIOR FIT-OUT HART.2.6.4 INTERIOR FIT-OUT 209 08-Feb-28 06-Dec-28
HART.2.6.4.1 EDUCA TIONAL WING HART.2.6.4.1 EDUCA TIONAL WING 209 08-Feb-28 06-Dec-28
M A M J J A S O N D J F M A M J J A S O N D J F M A M J J A S O N D J F M A M J J A S O N D J F M A M J J A S O N D J F M A M J
2025 2026 2027 2028 2029 2030
07-May-27, HART.2.1.5 ENVELOP
19-Feb-27, HART.2.1.5.1 FACADE
EXTERIOR MASONRY RESTORATION, POINT UP & REP AIRS
07-May-27, HART.2.1.5.2 ROOFING
INSTALL NEW ROOFING
INSTALL ROOF MEP
ROOF P ARAPET RESTORATION
ROOF REMOVAL
REMOVE & STORE EXISTING SOLAR PANELS
INSTALL ROOF CURBS & RTU SUPPORT STEEL
INSTALL ROOF SCREEN WALLS
SET NEW HV AC RTU
06-Dec-28, HART.2.6 NEW WEST WING BUILDING
16-Feb-27, HART.2.6.1 DEMO OF EXISTING
DEMO WEST WING
EXCAVA TE TO SUBGRADE
ABATEMENT OF WEST WING
31-Aug-28, HART.2.6.2 STRUCTURAL ACTIVITIES
08-Mar-28, HART.2.6.2.1 FOUNDATIONS & CONCRETE WORK
INSTALL FOUNDA TION WA TERPROOFING
F/P/S BUILDING FOUNDA TIONS (EXCAV ATION COMPLETE & BELOW GRADE STRUCTURE COMPLETE)
BACKFILL A T FOUNDA TIONS
UNDERSLAB - MEP WORK
POUR LEVEL 3 SLAB ON DECK
POUR LEVEL 2 SLAB ON DECK
POUR NEW SLAB ON GRADE
20-Mar-28, HART.2.6.2.2 STEEL
ERECT STEEL STRUCTURE
INSTALL ROOFING STRUCTURE
INSTALL LEVEL 3 DECKING (ABOVE GRADE STRUCTURE COMPLETE)
INSTALL LEVEL 2 DECKING
31-Aug-28, HART.2.6.2.3 ENVELOP
TEMPORARY WEA THER TIGHT COMPLETE
FINAL WEA THER TIGHT COMPLETE
31-Aug-28, HART.2.6.2.3.1 FACADE
INSTALL EXTERIOR ARCHITECTURAL FEATURES
INSTALL FACADE EXTERIOR
INSTALL NEW GLAZING
INSTALL NEW CFMF
INSTALL ENVELOP SHEA THING
INSTALL AIR BARRIER
31-Aug-28, HART.2.6.2.3.2 ROOF
INSTALL NEW ROOFING
INSTALL ROOF MEP
INSTALL ROOF SCREEN WALLS
SET NEW HV AC RTU
06-Dec-28, HART.2.6.4 INTERIOR FIT-OUT
06-Dec-28, HART.2.6.4.1 EDUCA TIONAL WING
HART MIDDLE SCHOOL MODERNIZATION External - Amit 05-Aug-25 09:04
Actual Work
Remaining Work
Critical Remaining Work
Milestone
Summary Page 10 of 15 TASK filter: Completed Activites.
© Oracle Corporation
Activity ID Activity Name Original
Duration
Start Finish
HART.2.6.4.1.1 LEVEL 3 CONSTRUCTION HART.2.6.4.1.1 LEVEL 3 CONSTRUCTION 145 09-Mar-28 03-Oct-28
A5050 INSTALL DOORS & HARDWARE 30 01-Aug-28 12-Sep-28
A4830 ROUGH-IN LOW VOLTAGE 30 30-Mar-28 10-May-28
A4800 ROUGH-IN HVAC 30 30-Mar-28 10-May-28
A4810 ROUGH-IN ELECTRICAL & FIRE ALARM 25 30-Mar-28 03-May-28
A4820 ROUGH-IN PLUMBING 20 30-Mar-28 26-Apr-28
A5080 INSTALL CEILINGS 15 28-Aug-28 18-Sep-28
A5000 INSTALL LOW VOLTAGE DEVICES 15 18-Jul-28 07-Aug-28
A4980 INSTALL LIGHT FIXTURES 15 18-Jul-28 07-Aug-28
A5070 INSTALL CORRIDOR FLOOR FINISHES 12 10-Aug-28 25-Aug-28
A5090 FINAL P AINT 10 13-Sep-28 26-Sep-28
A4960 INSTALL MILLWORK 10 18-Jul-28 31-Jul-28
A4930 INSTALL CEILING GRID 10 03-Jul-28 17-Jul-28
A4920 PRIME PAINT WALLS 10 16-Jun-28 30-Jun-28
A4900 FINISH & TAPE DRYWALL 10 02-Jun-28 15-Jun-28
A4890 HANG DRYWALL (REMAINING SIDE) 10 18-May-28 01-Jun-28
A4870 HANG DRYWALL (ONE-SIDE) 10 13-Apr-28 26-Apr-28
A4860 INSTALL DOOR FRAMES (WELDED) 10 30-Mar-28 12-Apr-28
A4840 INSTALL IN-WALL BLOCKING 10 30-Mar-28 12-Apr-28
A4850 ROUGH-IN FIRE PROTECTION 10 30-Mar-28 12-Apr-28
A4790 FRAME WALLS 10 16-Mar-28 29-Mar-28
A5040 INSTALL CLASSROOM FLOORING 7 01-Aug-28 09-Aug-28
A4990 INSTALL FIRE SPRINKLER HEADS 7 18-Jul-28 26-Jul-28
A4970 INSTALL HV AC DEVICES 7 18-Jul-28 26-Jul-28
A5030 INSTALL CLASSROOM PLUMBING FIXTURES 7 01-Aug-28 09-Aug-28
A4950 INSTALL RESTROOM PLUMBING FIXTURES 7 13-Jul-28 21-Jul-28
A4940 INSTALL RESTROOM CERAMIC TILE 7 03-Jul-28 12-Jul-28
A4910 INSTALL FLOOR PREP 7 16-Jun-28 27-Jun-28
A5110 INSTALL SIGNAGE 5 27-Sep-28 03-Oct-28
A5100 INSTALL FF&E 5 27-Sep-28 03-Oct-28
A5060 CEILING CLOSE-IN INSPECTIONS 5 08-Aug-28 14-Aug-28
A5020 INSTALL TOILET ACCESSORIES 5 31-Jul-28 04-Aug-28
A5010 INSTALL TOILET PARTITIONS 5 24-Jul-28 28-Jul-28
A4880 WALL CLOSE-IN INSPECTION 5 11-May-28 17-May-28
A4770 LA YOUT WALLS 3 09-Mar-28 13-Mar-28
A4780 ARCH LAYOUT VERIFICATION 2 14-Mar-28 15-Mar-28
HART.2.6.4.1.2 LEVEL 2 CONSTRUCTION HART.2.6.4.1.2 LEVEL 2 CONSTRUCTION 195 29-Feb-28 06-Dec-28
A5180 ROUGH-IN LOW VOLTAGE 35 28-Mar-28 15-May-28
A5150 ROUGH-IN HVAC 35 28-Mar-28 15-May-28
A5400 INSTALL DOORS & HARDWARE 30 02-Oct-28 13-Nov-28
A5160 ROUGH-IN ELECTRICAL & FIRE ALARM 30 28-Mar-28 08-May-28
A5170 ROUGH-IN PLUMBING 25 28-Mar-28 01-May-28
A5280 INSTALL CEILING GRID 20 18-Aug-28 15-Sep-28
A5270 PRIME PAINT WALLS 20 21-Jul-28 17-Aug-28
A5250 FINISH & TAPE DRYWALL 20 22-Jun-28 20-Jul-28
A5240 HANG DRYWALL (REMAINING SIDE) 20 23-May-28 21-Jun-28
A5200 ROUGH-IN FIRE PROTECTION 20 28-Mar-28 24-Apr-28
M A M J J A S O N D J F M A M J J A S O N D J F M A M J J A S O N D J F M A M J J A S O N D J F M A M J J A S O N D J F M A M J
2025 2026 2027 2028 2029 2030
03-Oct-28, HART.2.6.4.1.1 LEVEL 3 CONSTRUCTION
INSTALL DOORS & HARDWARE
ROUGH-IN LOW VOLTAGE
ROUGH-IN HVAC
ROUGH-IN ELECTRICAL & FIRE ALARM
ROUGH-IN PLUMBING
INSTALL CEILINGS
INSTALL LOW VOLTAGE DEVICES
INSTALL LIGHT FIXTURES
INSTALL CORRIDOR FLOOR FINISHES
FINAL P AINT
INSTALL MILLWORK
INSTALL CEILING GRID
PRIME PAINT WALLS
FINISH & TAPE DRYWALL
HANG DRYWALL (REMAINING SIDE)
HANG DRYWALL (ONE-SIDE)
INSTALL DOOR FRAMES (WELDED)
INSTALL IN-WALL BLOCKING
ROUGH-IN FIRE PROTECTION
FRAME WALLS
INSTALL CLASSROOM FLOORING
INSTALL FIRE SPRINKLER HEADS
INSTALL HV AC DEVICES
INSTALL CLASSROOM PLUMBING FIXTURES
INSTALL RESTROOM PLUMBING FIXTURES
INSTALL RESTROOM CERAMIC TILE
INSTALL FLOOR PREP
INSTALL SIGNAGE
INSTALL FF&E
CEILING CLOSE-IN INSPECTIONS
INSTALL TOILET ACCESSORIES
INSTALL TOILET PARTITIONS
WALL CLOSE-IN INSPECTION
LA YOUT WALLS
ARCH LAYOUT VERIFICATION
06-Dec-28, HART.2.6.4.1.2 LEVEL 2 CONSTRUCTION
ROUGH-IN LOW VOLTAGE
ROUGH-IN HVAC
INSTALL DOORS & HARDWARE
ROUGH-IN ELECTRICAL & FIRE ALARM
ROUGH-IN PLUMBING
INSTALL CEILING GRID
PRIME PAINT WALLS
FINISH & TAPE DRYWALL
HANG DRYWALL (REMAINING SIDE)
ROUGH-IN FIRE PROTECTION
HART MIDDLE SCHOOL MODERNIZATION External - Amit 05-Aug-25 09:04
Actual Work
Remaining Work
Critical Remaining Work
Milestone
Summary Page 11 of 15 TASK filter: Completed Activites.
© Oracle Corporation
Activity ID Activity Name Original
Duration
Start Finish
A5430 INSTALL CEILINGS 15 27-Oct-28 17-Nov-28
A5350 INSTALL LOW VOLTAGE DEVICES 15 18-Sep-28 06-Oct-28
A5330 INSTALL LIGHT FIXTURES 15 18-Sep-28 06-Oct-28
A5140 FRAME WALLS 15 07-Mar-28 27-Mar-28
A5420 INSTALL CORRIDOR FLOOR FINISHES 12 11-Oct-28 26-Oct-28
A5440 FINAL P AINT 10 14-Nov-28 29-Nov-28
A5310 INSTALL MILLWORK 10 18-Sep-28 29-Sep-28
A5220 HANG DRYWALL (ONE-SIDE) 10 11-Apr-28 24-Apr-28
A5210 INSTALL DOOR FRAMES (WELDED) 10 28-Mar-28 10-Apr-28
A5190 INSTALL IN-WALL BLOCKING 10 28-Mar-28 10-Apr-28
A5390 INSTALL CLASSROOM FLOORING 7 02-Oct-28 10-Oct-28
A5340 INSTALL FIRE SPRINKLER HEADS 7 18-Sep-28 26-Sep-28
A5320 INSTALL HV AC DEVICES 7 18-Sep-28 26-Sep-28
A5380 INSTALL CLASSROOM PLUMBING FIXTURES 7 02-Oct-28 10-Oct-28
A5300 INSTALL RESTROOM PLUMBING FIXTURES 7 29-Aug-28 07-Sep-28
A5290 INSTALL RESTROOM CERAMIC TILE 7 18-Aug-28 28-Aug-28
A5260 INSTALL FLOOR PREP 7 21-Jul-28 31-Jul-28
A5460 INSTALL SIGNAGE 5 30-Nov-28 06-Dec-28
A5450 INSTALL FF&E 5 30-Nov-28 06-Dec-28
A5410 CEILING CLOSE-IN INSPECTIONS 5 09-Oct-28 13-Oct-28
A5370 INSTALL TOILET ACCESSORIES 5 18-Sep-28 22-Sep-28
A5360 INSTALL TOILET PARTITIONS 5 08-Sep-28 14-Sep-28
A5230 WALL CLOSE-IN INSPECTION 5 16-May-28 22-May-28
A5120 LA YOUT WALLS 3 29-Feb-28 02-Mar-28
A5130 ARCH LAYOUT VERIFICATION 2 03-Mar-28 06-Mar-28
HART.2.6.4.1.3 LEVEL 1 CONSTRUCTION HART.2.6.4.1.3 LEVEL 1 CONSTRUCTION 167 08-Feb-28 04-Oct-28
A5750 INSTALL DOORS & HARDWARE 30 02-Aug-28 13-Sep-28
A5540 ROUGH-IN LOW VOLTAGE 30 31-Mar-28 11-May-28
A5510 ROUGH-IN ELECTRICAL & FIRE ALARM 30 31-Mar-28 11-May-28
A5500 ROUGH-IN HVAC 30 31-Mar-28 11-May-28
A5520 ROUGH-IN PLUMBING 25 31-Mar-28 04-May-28
A5780 INSTALL CEILINGS 15 29-Aug-28 19-Sep-28
A5700 INSTALL LOW VOLTAGE DEVICES 15 19-Jul-28 08-Aug-28
A5680 INSTALL LIGHT FIXTURES 15 19-Jul-28 08-Aug-28
A5530 ROUGH-IN FIRE PROTECTION 15 31-Mar-28 20-Apr-28
A5490 FRAME WALLS 15 10-Mar-28 30-Mar-28
A5770 INSTALL CORRIDOR FLOOR FINISHES 12 11-Aug-28 28-Aug-28
A5790 FINAL P AINT 10 14-Sep-28 27-Sep-28
A5660 INSTALL MILLWORK 10 19-Jul-28 01-Aug-28
A5630 INSTALL CEILING GRID 10 05-Jul-28 18-Jul-28
A5620 PRIME PAINT WALLS 10 20-Jun-28 03-Jul-28
A5600 FINISH & TAPE DRYWALL 10 05-Jun-28 16-Jun-28
A5590 HANG DRYWALL (REMAINING SIDE) 10 19-May-28 02-Jun-28
A5570 HANG DRYWALL (ONE-SIDE) 10 14-Apr-28 27-Apr-28
A5560 INSTALL DOOR FRAMES (WELDED) 10 31-Mar-28 13-Apr-28
A5550 INSTALL IN-WALL BLOCKING 10 31-Mar-28 13-Apr-28
A3010 INSTALL UNDERGOUND PLUMBING 10 08-Feb-28 22-Feb-28
M A M J J A S O N D J F M A M J J A S O N D J F M A M J J A S O N D J F M A M J J A S O N D J F M A M J J A S O N D J F M A M J
2025 2026 2027 2028 2029 2030
INSTALL CEILINGS
INSTALL LOW VOLTAGE DEVICES
INSTALL LIGHT FIXTURES
FRAME WALLS
INSTALL CORRIDOR FLOOR FINISHES
FINAL P AINT
INSTALL MILLWORK
HANG DRYWALL (ONE-SIDE)
INSTALL DOOR FRAMES (WELDED)
INSTALL IN-WALL BLOCKING
INSTALL CLASSROOM FLOORING
INSTALL FIRE SPRINKLER HEADS
INSTALL HV AC DEVICES
INSTALL CLASSROOM PLUMBING FIXTURES
INSTALL RESTROOM PLUMBING FIXTURES
INSTALL RESTROOM CERAMIC TILE
INSTALL FLOOR PREP
INSTALL SIGNAGE
INSTALL FF&E
CEILING CLOSE-IN INSPECTIONS
INSTALL TOILET ACCESSORIES
INSTALL TOILET PARTITIONS
WALL CLOSE-IN INSPECTION
LA YOUT WALLS
ARCH LAYOUT VERIFICATION
04-Oct-28, HART.2.6.4.1.3 LEVEL 1 CONSTRUCTION
INSTALL DOORS & HARDWARE
ROUGH-IN LOW VOLTAGE
ROUGH-IN ELECTRICAL & FIRE ALARM
ROUGH-IN HVAC
ROUGH-IN PLUMBING
INSTALL CEILINGS
INSTALL LOW VOLTAGE DEVICES
INSTALL LIGHT FIXTURES
ROUGH-IN FIRE PROTECTION
FRAME WALLS
INSTALL CORRIDOR FLOOR FINISHES
FINAL P AINT
INSTALL MILLWORK
INSTALL CEILING GRID
PRIME PAINT WALLS
FINISH & TAPE DRYWALL
HANG DRYWALL (REMAINING SIDE)
HANG DRYWALL (ONE-SIDE)
INSTALL DOOR FRAMES (WELDED)
INSTALL IN-WALL BLOCKING
INSTALL UNDERGOUND PLUMBING
HART MIDDLE SCHOOL MODERNIZATION External - Amit 05-Aug-25 09:04
Actual Work
Remaining Work
Critical Remaining Work
Milestone
Summary Page 12 of 15 TASK filter: Completed Activites.
© Oracle Corporation
Activity ID Activity Name Original
Duration
Start Finish
A5740 INSTALL CLASSROOM FLOORING 7 02-Aug-28 10-Aug-28
A5690 INSTALL FIRE SPRINKLER HEADS 7 19-Jul-28 27-Jul-28
A5670 INSTALL HV AC DEVICES 7 19-Jul-28 27-Jul-28
A5730 INSTALL CLASSROOM PLUMBING FIXTURES 7 02-Aug-28 10-Aug-28
A5650 INSTALL RESTROOM PLUMBING FIXTURES 7 14-Jul-28 24-Jul-28
A5640 INSTALL RESTROOM CERAMIC TILE 7 05-Jul-28 13-Jul-28
A5610 INSTALL FLOOR PREP 7 20-Jun-28 28-Jun-28
A5810 INSTALL SIGNAGE 5 28-Sep-28 04-Oct-28
A5800 INSTALL FF&E 5 28-Sep-28 04-Oct-28
A5760 CEILING CLOSE-IN INSPECTIONS 5 09-Aug-28 15-Aug-28
A5720 INSTALL TOILET ACCESSORIES 5 01-Aug-28 07-Aug-28
A5710 INSTALL TOILET PARTITIONS 5 25-Jul-28 31-Jul-28
A5580 WALL CLOSE-IN INSPECTION 5 12-May-28 18-May-28
A5470 LA YOUT WALLS 3 03-Mar-28 07-Mar-28
A5480 ARCH LAYOUT VERIFICATION 2 08-Mar-28 09-Mar-28
HART.2.6.4.2 GYM WING HART.2.6.4.2 GYM WING 150 03-Mar-28 04-Oct-28
A5890 ROUGH-IN MEP 30 17-Mar-28 27-Apr-28
A5930 INSTALL OVERHEAD MEP ROUGH-IN 20 12-Jun-28 11-Jul-28
A5920 INSTALL A THLETIC FLOORING 15 14-Sep-28 04-Oct-28
A5880 FRAME CEILING 15 19-May-28 09-Jun-28
A5840 INSTALL A THLETIC EQUIPMENT 15 14-Jun-28 06-Jul-28
A3060 INSTALL AHTLETIC EQUIPMENT MEP ROUGH-INS 15 17-Mar-28 06-Apr-28
A5960 INSTALL FIRE SPRINKLERS 10 02-Aug-28 15-Aug-28
A5950 INSTALL LIGHT FIXTURES 10 02-Aug-28 15-Aug-28
A5900 INSTALL CEILINGS 10 19-Jul-28 01-Aug-28
A5870 FINAL P AINT 10 30-Aug-28 13-Sep-28
A5860 INSTALL WALL PADS 10 16-Aug-28 29-Aug-28
A5850 INSTALL BLEACHERS 10 07-Jul-28 20-Jul-28
A5820 FINISH & TAPE DRYWALL 10 19-May-28 02-Jun-28
A4720 HAND DRYWALL (REMAINING SIDE) 10 05-May-28 18-May-28
A4700 HANG DRYWALL (ONE-SIDED) 10 17-Mar-28 30-Mar-28
A3050 INSTALL NEW ATHELTIC EQUIPMENT SUPPORTS 10 17-Mar-28 30-Mar-28
A3030 FRAME GYM WALLS 10 03-Mar-28 16-Mar-28
A5940 INSTALL CEILING DIFFUSERS 7 02-Aug-28 10-Aug-28
A5830 PRIME PAINT 7 05-Jun-28 13-Jun-28
A5910 CEILING CLOSE-IN INSPECTION 5 12-Jul-28 18-Jul-28
A4710 WALL CLOSE-IN INSPECTION 5 28-Apr-28 04-May-28
HART.2.6.8 ELEV A TOR HART.2.6.8 ELEV A TOR 85 03-Mar-28 03-Jul-28
A6280 INSTALL ELEVA TOR 40 14-Apr-28 09-Jun-28
A6260 ERECT CMU SHAFT 30 03-Mar-28 13-Apr-28
A6290 ELEVA TOR MEP TIE-IN 15 12-Jun-28 03-Jul-28
HART.2.6.3 PERMANENT POWER HART.2.6.3 PERMANENT POWER 30 05-Nov-27 21-Dec-27
A6750 INSTALL SWITCHGEAR 15 05-Nov-27 30-Nov-27
A6770 PEPCO OUTAGE TO TIE-IN TO NEW SWITCHGEAR 10 08-Dec-27 21-Dec-27
A6760 TPF INSPECTION 5 01-Dec-27 07-Dec-27
A6780 PERMENANT POWER COMPLETION 0 21-Dec-27
HART.2.3 EXTERIOR WORK HART.2.3 EXTERIOR WORK 628 16-Apr-26 13-Oct-28
M A M J J A S O N D J F M A M J J A S O N D J F M A M J J A S O N D J F M A M J J A S O N D J F M A M J J A S O N D J F M A M J
2025 2026 2027 2028 2029 2030
INSTALL CLASSROOM FLOORING
INSTALL FIRE SPRINKLER HEADS
INSTALL HV AC DEVICES
INSTALL CLASSROOM PLUMBING FIXTURES
INSTALL RESTROOM PLUMBING FIXTURES
INSTALL RESTROOM CERAMIC TILE
INSTALL FLOOR PREP
INSTALL SIGNAGE
INSTALL FF&E
CEILING CLOSE-IN INSPECTIONS
INSTALL TOILET ACCESSORIES
INSTALL TOILET PARTITIONS
WALL CLOSE-IN INSPECTION
LA YOUT WALLS
ARCH LAYOUT VERIFICATION
04-Oct-28, HART.2.6.4.2 GYM WING
ROUGH-IN MEP
INSTALL OVERHEAD MEP ROUGH-IN
INSTALL A THLETIC FLOORING
FRAME CEILING
INSTALL A THLETIC EQUIPMENT
INSTALL AHTLETIC EQUIPMENT MEP ROUGH-INS
INSTALL FIRE SPRINKLERS
INSTALL LIGHT FIXTURES
INSTALL CEILINGS
FINAL P AINT
INSTALL WALL PADS
INSTALL BLEACHERS
FINISH & TAPE DRYWALL
HAND DRYWALL (REMAINING SIDE)
HANG DRYWALL (ONE-SIDED)
INSTALL NEW ATHELTIC EQUIPMENT SUPPORTS
FRAME GYM WALLS
INSTALL CEILING DIFFUSERS
PRIME PAINT
CEILING CLOSE-IN INSPECTION
WALL CLOSE-IN INSPECTION
03-Jul-28, HART.2.6.8 ELEVATOR
INSTALL ELEVA TOR
ERECT CMU SHAFT
ELEVA TOR MEP TIE-IN
21-Dec-27, HART.2.6.3 PERMANENT POWER
INSTALL SWITCHGEAR
PEPCO OUTAGE TO TIE-IN TO NEW SWITCHGEAR
TPF INSPECTION
PERMENANT POWER COMPLETION
13-Oct-28, HART.2.3 EXTERIOR WORK
HART MIDDLE SCHOOL MODERNIZATION External - Amit 05-Aug-25 09:04
Actual Work
Remaining Work
Critical Remaining Work
Milestone
Summary Page 13 of 15 TASK filter: Completed Activites.
© Oracle Corporation
Activity ID Activity Name Original
Duration
Start Finish
HART.2.3.4 GEOTHERMAL HART.2.3.4 GEOTHERMAL 60 17-Feb-27 11-May-27
A6300 DRILLING, LOOP INSTALLATION & GROUTING 60 17-Feb-27 11-May-27
HART.2.3.1 SITE CLEARING HART.2.3.1 SITE CLEARING 55 16-Apr-26 06-Jul-26
A5980 SITE DEMO & CLEARING 30 21-May-26 06-Jul-26
A3040 OBTAIN PUBLIC SPACE AND CIVIL PERMITS 15 16-Apr-26 06-May-26
A5970 INSTALL ESC 10 07-May-26 20-May-26
HART.2.3.2 SITE GRADING & LANDSCAPING WORK HART.2.3.2 SITE GRADING & LANDSCAPING WORK 359 12-May-27 13-Oct-28
A3080 SITE GRADING 20 12-May-27 09-Jun-27
A6040 INSTALL NEW SITE RAILINGS & FENCING 15 25-Sep-28 13-Oct-28
A6030 INSTALL NEW PLANTINGS & TREES 15 01-Sep-28 22-Sep-28
A6020 INSTALL NEW RECREA TIONAL SURFACES 15 28-Jul-28 17-Aug-28
A3100 INSTALL NEW SITE CONCRETE 15 22-Jun-28 13-Jul-28
A6010 INSTALL NEW RECREA TIONAL FEATURES 10 18-Aug-28 31-Aug-28
A6000 INSTALL NEW CURBS & GUTTERS 10 14-Jul-28 27-Jul-28
A6420 SITE WORK COMPLETE 0 13-Oct-28
HART.2.3.3 SITE UTILITIES HART.2.3.3 SITE UTILITIES 60 10-Jun-27 03-Sep-27
A5990 INSTALL NEW SITE UTILITIES & STRUCTURES 60 10-Jun-27 03-Sep-27
HART .3 CLOSEOUT & TURNOVER HART .3 CLOSEOUT & TURNOVER 485 07-Apr-28 14-Mar-30
HART.3.1 START-UP HART.3.1 START-UP 89 09-Oct-28 15-Feb-29
A6070 START-UP INTERIOR HV AC EQUIPMENT 30 05-Jan-29 15-Feb-29
A6050 START-UP RTU HVAC EQUIPMENT 30 20-Nov-28 04-Jan-29
A6060 START-UP ELECTRICAL EQUIPMENT 15 09-Oct-28 27-Oct-28
A3090 START-UP PLUMBING EQUIPMENT 15 30-Oct-28 20-Nov-28
HART.3.2 FUNCTIONAL TESTING & BALANCING HART.3.2 FUNCTIONAL TESTING & BALANCING 109 30-Oct-28 06-Apr-29
A6100 FUNCTIONAL TESTING OF INTERIOR HVAC EQUIPMENT 35 16-Feb-29 06-Apr-29
A6080 FUNCTIONAL TESTING OF RTU HVAC EQUIPMENT 35 16-Feb-29 06-Apr-29
A3110 HV AC TESTING & AIR BALANCING 35 16-Feb-29 06-Apr-29
A6090 FUNCTIONAL TESTING OF ELECTRICAL EQUIPMENT 15 30-Oct-28 20-Nov-28
A6110 FUNCTIONAL TESTING OF PLUMBING EQUIPMENT 15 21-Nov-28 13-Dec-28
A6410 MEP SYSTEM OPERATIONAL 0 06-Apr-29
HART.3.3 FINAL INSPECTIONS HART.3.3 FINAL INSPECTIONS 186 16-Oct-28 13-Jul-29
A6160 FINAL BUILDING INSPECTION 25 14-May-29 18-Jun-29
A6140 FINAL MECHANICAL INSPECTION 25 09-Apr-29 11-May-29
A6150 ELEVA TOR INSPECTION 15 16-Oct-28 03-Nov-28
A6130 FINAL PLUMBING INSPECTION 15 14-Dec-28 05-Jan-29
A6120 FINAL LIFE SAFETY INSPECTION 15 16-Oct-28 03-Nov-28
A3120 FINAL ELECTRICAL INSPECTION 15 21-Nov-28 13-Dec-28
A6170 DEP ARTMENT OF HEALTH INSPECTION 10 29-Jun-29 13-Jul-29
A6190 CERTIFICATE OF OCCUPANCY ISSUANCE 7 20-Jun-29 28-Jun-29
A6180 FINAL DOEE INSPECTION 5 16-Oct-28 20-Oct-28
HART.3.4 CLOSEOUT REQUIREMENTS HART.3.4 CLOSEOUT REQUIREMENTS 271 07-Apr-28 04-May-29
A3130 PROCURE & SUBMIT O&M DOCUMENTS 60 07-Apr-28 03-Jul-28
A6220 PERFORM OWNER TRAININGS 20 09-Apr-29 04-May-29
A6210 SUBMIT WARRANTIES 20 14-Sep-28 11-Oct-28
A6230 FINAL CLEANING 15 16-Oct-28 03-Nov-28
A6200 PRODUCE RED-LINE DOCUMENTS 15 14-Sep-28 04-Oct-28
HART.3.5 PUNCH LIST HART.3.5 PUNCH LIST 32 07-Dec-28 23-Jan-29
M A M J J A S O N D J F M A M J J A S O N D J F M A M J J A S O N D J F M A M J J A S O N D J F M A M J J A S O N D J F M A M J
2025 2026 2027 2028 2029 2030
11-May-27, HART.2.3.4 GEOTHERMAL
DRILLING, LOOP INSTALLATION & GROUTING
06-Jul-26, HART.2.3.1 SITE CLEARING
SITE DEMO & CLEARING
OBTAIN PUBLIC SPACE AND CIVIL PERMITS
INSTALL ESC
13-Oct-28, HART.2.3.2 SITE GRADING & LANDSCAPING WORK
SITE GRADING
INSTALL NEW SITE RAILINGS & FENCING
INSTALL NEW PLANTINGS & TREES
INSTALL NEW RECREA TIONAL SURFACES
INSTALL NEW SITE CONCRETE
INSTALL NEW RECREA TIONAL FEATURES
INSTALL NEW CURBS & GUTTERS
SITE WORK COMPLETE
03-Sep-27, HART.2.3.3 SITE UTILITIES
INSTALL NEW SITE UTILITIES & STRUCTURES
14-Mar-30, HART.3 CLOSEOUT & TURNOVER
15-Feb-29, HART.3.1 START-UP
START-UP INTERIOR HV AC EQUIPMENT
START-UP RTU HVAC EQUIPMENT
START-UP ELECTRICAL EQUIPMENT
START-UP PLUMBING EQUIPMENT
06-Apr-29, HART.3.2 FUNCTIONAL TESTING & BALANCING
FUNCTIONAL TESTING OF INTERIOR HVAC EQUIPMENT
FUNCTIONAL TESTING OF RTU HVAC EQUIPMENT
HV AC TESTING & AIR BALANCING
FUNCTIONAL TESTING OF ELECTRICAL EQUIPMENT
FUNCTIONAL TESTING OF PLUMBING EQUIPMENT
MEP SYSTEM OPERATIONAL
13-Jul-29, HART.3.3 FINAL INSPECTIONS
FINAL BUILDING INSPECTION
FINAL MECHANICAL INSPECTION
ELEVA TOR INSPECTION
FINAL PLUMBING INSPECTION
FINAL LIFE SAFETY INSPECTION
FINAL ELECTRICAL INSPECTION
DEP ARTMENT OF HEALTH INSPECTION
CERTIFICATE OF OCCUPANCY ISSUANCE
FINAL DOEE INSPECTION
04-May-29, HART.3.4 CLOSEOUT REQUIREMENTS
PROCURE & SUBMIT O&M DOCUMENTS
PERFORM OWNER TRAININGS
SUBMIT WARRANTIES
FINAL CLEANING
PRODUCE RED-LINE DOCUMENTS
23-Jan-29, HART.3.5 PUNCH LIST
HART MIDDLE SCHOOL MODERNIZATION External - Amit 05-Aug-25 09:04
Actual Work
Remaining Work
Critical Remaining Work
Milestone
Summary Page 14 of 15 TASK filter: Completed Activites.
© Oracle Corporation
Activity ID Activity Name Original
Duration
Start Finish
A6240 PUNCH LIST CORRECTION 15 29-Dec-28 19-Jan-29
A3140 PUNCH LIST WALK-THROUGH 15 07-Dec-28 28-Dec-28
A6270 PUNCH LIST SIGN OFF BY DGS/DCPS 2 22-Jan-29 23-Jan-29
HART.3.6 TURNOVER & STAFF/STUDENTS MOVE-INHART.3.6 TURNOVER & STAFF/STUDENTS MOVE-IN 167 13-Jul-29 14-Mar-30
A3150 SUBSTANTIAL COMPLETION & TURNOVER 0 16-Jul-29
A6430 STAFF MOVE-IN 0 30-Jul-29
A6440 STUDENT MOVE-IN /1ST DA Y OF SCHOOL 0 20-Aug-29
HART.3.6.1 FINAL COMPLETIONHART.3.6.1 FINAL COMPLETION 40 16-Jan-30 14-Mar-30
A6670 FINAL COMPLETION 0 17-Jan-30
A6680 ADMINSTRATIVE COMPLETION 0 15-Mar-30
M A M J J A S O N D J F M A M J J A S O N D J F M A M J J A S O N D J F M A M J J A S O N D J F M A M J J A S O N D J F M A M J
2025 2026 2027 2028 2029 2030
PUNCH LIST CORRECTION
PUNCH LIST WALK-THROUGH
PUNCH LIST SIGN OFF BY DGS/DCPS
14-Mar-30, HART.3.6 TURNOVER & STAFF/STUDENTS MOVE-IN
SUBSTANTIAL COMPLETION & TURNOVER
STAFF MOVE-IN
STUDENT MOVE-IN /1ST DA Y OF SCHOOL
14-Mar-30, HART.3.6.1 FINAL COMPLETION
FINAL COMPLETION
ADMINSTRATIVE COMPLETION
HART MIDDLE SCHOOL MODERNIZATION External - Amit 05-Aug-25 09:04
Actual Work
Remaining Work
Critical Remaining Work
Milestone
Summary Page 15 of 15 TASK filter: Completed Activites.
© Oracle Corporation
Page 110 of 102

Exhibit C
Reserved

Page 111 of 102

Exhibit D
SBE Subcontracting Plan

DocusignEnvelopeID:BEFFBDSC-1811~4009-BBAA-04F811FICFFS
wy
DSLBDZ
SBE Subcontracting Plan
FAQs& Checklist
ThisChecklistandFAQsarebeingprovidedtoassistyouincompletingtheSBESubcontractingPlan.YoumustsubmittheSubcontractingPlanforallconstructionandnon-constructioncontractsforgovernment-assistedprojectsandforanyapplicationforaClassA Operator,Class8Operator,orManagementServiceProvider(MSP)licensetobeissuedbytheOfficeofLottery& Gaming(OLG).YoumustadheretoallDistrictlawsregardingtherequirementsofSubcontractingPlans,theinstructionsontheSBESubcontractingPlan(below),andanyinstructionsprovidedbytheprocuringagencyorOLG.
FREQUENTLYASKEDQUESTIONS
> Who is requiredto completean SBE SubcontractingPlan?
‘©Allbeneficiariesofconstructionornon-constructioncontractsforgovernment-assistedprojectsin‘excessof$250,000mustsubmitanSBESubcontractingPlanunlessthesubcontractingrequirementisotherwisefullywaivedbytheDirectoroftheDepartmentofSmall&LocalBusinessDevelopment.A partialwaiverstillrequiresanSBESubcontractingPlan.> Whatsthedurationforallocatingatleast35%ofthecontractvaluetoSBE?‘© Foranagencycontractatleast35%ofthedollarvolumeofthecontractshallbesubcontractedto‘aqualifiedSBEforeachperformanceperiodforthelifeofthecontract.> LamaCBEPrimeContractordoing100%oftheworkundermycontract,am|requiredtocompletetheSBESubcontractingPlan?© IfaCBEPrimeisselectedasabeneficiaryofaconstructionornon-constructioncontractandwillperform100%ofthework,subcontractingisnotrequired.If100%oftheworkisperformedbytheCBEPrime,itshallattesttocompleting100%ofthework.However,ifaCBEPrimesubcontractsanyportionofthework,35%ofthetotalamountsubcontractedmustbewithanSBE.Forexample,ifaCBEPrimereceivesacontractfor$1,000,000andwillperformonly$900,000ofthecontract,35%oftheremaining$100,000(j.e.,$35,000)mustbesubcontractedtoqualifiedSBEs.TheSBESubcontractingPlan,basedonthisexample,shouldbecompleted.> WillDSLBD credit1 BE’DSLBDwillonlyprovidecredittowardsyoursubcontractinggoalforworkwherebyaSBEprovides‘acommerciallyusefulfunction.Forexample,ifaPrimecontractorawardsa$100,000contractto‘anSBEsubcontractortoprocuresoftwarelicensesat$95,000,andtheremaining$5,000ispaid

totheSBEforobtainingthosesoftwarelicenses,onlythe$5,000willbecreditedtowardsthe‘subcontractinggoal.Anypass-thrucostsorotherworkwheretheSBEisnotprovidingacommerciallyusefulfunction--withitsownorganizationandresources--willnotbecredited.

‘currentperformanceperiod?‘© TheSBESubcontractingPlanshouldonlyincludeinformationforthecurrentperiodofperformance.Thus,theSBESubcontractingPlanshouldnotrepresentanticipatedoptionperiods.‘Anewsubcontractingplanmustbesubmittedandexecutedbeforethestartofeachperiodofperformance.

March11,2020,throughNovember5,2021).Whatismysubcontractingrequirementformyperformanceperiodsthatfalloutsideofthosedates?© Ifthebaseperiodofyourcontractwasawardedduringthepublichealthemergency,youarerequiredtomaintaina50%subcontractingrequirementforalloptionsandextensionsassociatedwiththatcontractunlessotherwisereducedorwaivedbytheDirectorofDSLBD.

waivethisrequirement?© Ifyoubelieveyoucannotachievetherequiredsubcontractingrequirements,youshouldcommunicatethisconcemtothecontractingofficerorotherprocuringstaffbeforecontract.OnlytheDirectorofDSLBDcanwaivethesubcontractingrequirements,andDSLBDdoesnotretroactivelyapprovewaivers.Forinstance,ifacontractisexecutedbeforeafinaldeterminationhasbeenrenderedbyDSLBD'sDirector,youwillberequiredtoachievethesubcontractingrequirement,orthecontractmaybevoided,pursuanttoDistrictlaw.© Thecontractingofficerisrequiredtosubmita waiverrequesttoDSLBDforthecontractforeachperiodofperformance.Beneficiariesarenotpermittedtosubmitawaiverrequest.DSLBDdoes

‘SBESUBCONTRACTNGPLAN|RevisedOctober2023
DocusignEnvelopeID:BEFFBDSC-1811~4009-BBAA-04F811FICFFS
wy
DSLBDZ
notapprovewaiversretroactively;therefore,contractingofficersandbeneficiariesshouldensurethatthewaiverisapprovedpriortoexecutingthecontract.Otherwise,thecontractisvoidablepursuanttoDistrictlaw.
> GanutilizeanyCBEtomeetmy subconctretingrequirementsordoesithavetobeanSBE
‘Specifically?
IfthereareinsufficientqualifiedSBEstocompletelyfulfilthesubcontractingrequirement,thentherequirementmaybesatisfiedbysubcontractingaCBE;provided,thatallreasonableeffortsshallbemadetoensurethatqualifiedSBEsaresignificantparticipantsintheoverallsubcontractingwork.

‘SBESUBCONTRACTNGPLAN|RevisedOctober2023
DocusignEnvelopeID:BEFFBDSC-1811-4009-B8AA-04F811F3CFFS
wy
DSLBDZ
‘SBESUBCONTRACTING PLAN
INSTRUCTIONS:Allconstruction&non-constructioncontractsforgovernment-assistedprojects(agencycontracts& privateprojectswitha Districtsubsidy)over$250,000,shallrequireatleast35%ofthetotaldollarvolumeofthecontract(e.,thetotalamountofagencycontractortotalprivateprojectdevelopmentcosts)besubcontractedtoSmallBusinessEnterprises(SBE),andifinsufficientqualifiedSBEstoCertifiedBusinessEnterprises(CBE).TheSBESubcontractingPlanmustlistallSBEandCBEsubcontractsateverytier.OncetheSBESubcontractingPlanissubmittedforagencycontracts,options,andextension,itcanonlybeamendedbytheDirectoroftheDepartmentofSmall&LocalBusinessDevelopment

SUBMISSIONOF CBE PLAN:
° Foragencysolicitations—submittotheagencywithbid/proposal.° Foragencyoptions&extensions—submittotheagencybeforeanoptionorextensionisexercised.° Forpublic-privateprojects—submittoDSLBD,theagencyprojectmanager,andwitheachquarterlyreport.AsprivateprojectsmaynothaveawardedallcontractsatthetimetheDistrictsubsidyisgranted,theSBESubcontractingPlanmaybesubmittedsimultaneouslywitheachquarterlyreportandlistallSBE/CBEsubcontractsexecutedbythetimeofsubmission.
CREDIT:ForeachsubcontractlistedontheSBESubcontractingPlan,creditwillonlybegivenfortheportionofthesubcontractperformed,ateverytier,byanSBE/CBEusingitsownorganizationandresources.COPIESOFEACHFULLYEXECUTEDSUBCONTRACTWITHSBEsANDCBEs(ATEVERYTIER)MUSTBEPROVIDEDTORECEIVECREDIT.
CERTIFICATIONINFORMATION:CertificationasaLocalBusinessEnterprise(LBE)isaprerequisitetobecertifiedinanyadditionalbusinessenterprisecategorywithintheCBEProgram.‘TheSmallBusinessEnterprise(SBE)isacategoryoftheCertification.However,notallCBEshaveaSmallBusinessEnterprise(SBE)category.IfthesubcontractingplaniswithaCBEwithouttheSBEcategory,thecontractmaynotreceivecredittowardsthesubcontractinggoalforworkprovidedbytheCBEiftherewerequalifiedSBEsthatcouldhavebeenutilizedtocompletelyfulfilthesubcontractingrequirement.
ThecertificationnumbermustincludetheLocalBusinessEnterprise(LBE)andSmallBusiness
Enterprise(SBE)categories.i.e.,CertificationNumber:LSXXXXXXXXX2026.

SUBCONTRACTINGCREDITPURSUANTD.C.LAW 24-39:PursuanttotheCoronavirusSupportTemporaryAmendmentActof2021andthePublicEmergencyExtensionandEvictionandUtilityMoratoriumPhasingEmergencyAmendmentActof2021,contractsawardedduringthePublicHealthEmergencyshallreceivecreditasfollows:(1)Foreverydollarexpendedbyabeneficiarywitharesident-ownedbusiness,thebeneficiaryshallreceiveacreditfor$1.10againsttheCBEminimumexpenditure.(2)Foreverydollarexpendedbyabeneficiarywithadisadvantagedbusinessenterprise,the
beneficiaryshallreceiveacreditfor$1.25againsttheCBEminimumexpenditure.(3)Foreverydollarexpendedbyabeneficiarythatusesacompanydesignatedasbothadisadvantagedbusinessenterpriseandasaresident-ownedbusiness,thebeneficiaryshallreceiveamaximumcreditfor$1.30againsttheCBEminimumexpenditure.
EXEMPTION:IftheBeneficiary(e.g.,thePrimeContractororDeveloper)isaCBEandwillperformtheENTIREgovernment-assistedprojectwithitsownorganizationandresourcesandwillNOTsubcontractanyportionoftheservicesandgoods,thentheCBEBeneficiaryisnotrequiredtosubcontracttoSBEs.
‘SBESUBCONTRACTNGPLAN|RevisedOctober2023
$15,353,085.00
DocusignEnvelopeID:BEFFBDSC-1811~4009-BBAA-04F811FICFFS
wy
DSLBDZ

|deciare,certify,verify,attest,andstateunderpenaltyofperjurythattheinformationprovidedaboveistrueandcorrecttothebestofmyknowledgeandbelief.PursuanttoD.C.OfficialCode§22-2402,|understandthatapersonconvictedofperjuryshallbefinednotmorethan$5,000orimprisonedfornotmorethan10years,orboth.|understandthatanyfalseorfraudulentstatementthat|provideorassertmaybegroundsforrevocationofmyCBEregistrationpursuanttoD.C.OfficialCode§2-218.63.Further,aPrimeContractor,Developer,CBE,CeriifiedJointVenture,orSportsWageringLicenseethatfailstocomplywiththerequirementsoftheSmallandCertifiedBusinessEnterpriseDevelopmentandAssistanceAmendmentActof2005,asamended,(D.C.Law20-108)(the“Act"),shallbesubjecttopenaltiesasoutlinedintheAct.

PRINTNAME:ohnnySeika sionarune:yuugaatlaianyStil
4108TITLE;StorDrector,Contac&Gomptance pare,[09/0925]S50AMPOT

Section2. ‘SBE/CBESUBCONTRACTORS (FOREACH TIE!

StudiosArchitecture 1625MSt. Lr7seoeoe2027| $5,997,500 Design
NWWASHINGTON,Dc20036
‘SBEICBEPointofContact: ‘CBESubcontractorSelf-PerformanceIndicator:

ThisCBEwilperformtheENTIREsubcontractwithitsName:Msi Hea ‘ownorganizationandresources.

Title:amie CO ThisCBE willsubcontract@ portionofthesubcontractand
Tipoo eiofhosubeonctstalSolrvolumeTelephoneNumbersi OLE:WheCBEwitotsettpertor100%ofheMiocenemuaiateachownerCoEEmailAddress:[ihesti@stusioscom subcontractorbelow.
DesertaaLowerTR Pricetobepadtote|worktobepeeredCBESubcontractor|Address ConiteatonNe. | ESe'sunconvactor™|thetshallbeor,pea am{onclonbytheCBE$
$s.
s
$s.
$
‘SBESUBCONTRACTNGPLAN|RevisedOctober2023
DocusignEnvelopeID:BEFFBDSC-1811~4009-BBAA-04F811FICFFS
wy
DSLBDZ

RathEnterprises,Inc. 4910MASSACHUSETTS 1 DemolitionPe 4310mas \spyressetranes|$214,200,
AW.WashingfonDCz0016| —
‘SBEICBEPointofContact: CBESubcontractorSelf-PerformanceIndicator:
Name:Ma ow [2 ThisCBEwilperformtheENTIREsubcontractwithits‘ownorganizationandresourcesTite:[Oe D1ThisCBEwitsubcontractaportionofthesubcontractandwillperform[_%ofthesubcontractstotaldollarvolume,‘TelephoneNumber:#753 NOTE:IftheCBEwillnotself-perform100%ofthesubcontract,itmustlisteachlower-tierCBEEmailAddress:[seowrainecon subcontractorbelow.
Descriptionofnowenien| subcontractscopeof| TierPricetobepaidtothe|worktobeperformed| (e.g.,1",CEEStott |eee ec ace (CBESubcontractor| thatshallbefora pale)me commerciallyuseful| 4°,etc.)functionbytheCBE$
s
$
$
$

2412MINNESOTAAVENUE:SE,Washingion,DC20020
‘AlcoaConcrete&MasonryofOC

szssee0022027‘$188,700,

‘SBEICBEPointofContact: (CBESubcontractorSelf-PerformanceIndicator:

Name:Mateus
Tite;[ome
TelephoneNumber:2es0s7a08)
EmailAddress:[ifS@i-ncom

‘ThisCBEwillperformtheENTIREsubcontractwithits‘ownorganizationandresources.7 ThisCBEwilsubcontractaportionofthesubcontractandWillperform9%ofthesubcontract’totaldolarvolume,NOTE:ItheCBEwillnotseltperform100%ofthesubcontract,itmustlisteachloweriorCBEsubcontractorbelow.

LOWERTIER meoetractacopeof| TeTee .catSubcontractor|Address Cenitesionne.| Prgefobenaidtotre|werobeporenned| (28.1%ame Tatshallbetora™| 2-2",connereaiyeta_|
‘SBESUBCONTRACTNGPLAN|RevisedOctober2023
DocusignEnvelopeID:BEFFBDSC-1811~4009-BBAA-04F811FICFFS
wy
DSLBDZ
TunetionbytheCBE

ForsytheDCInc. 2412MINNESOTA szs997e0sz027| $26,700 MasonryAVENUE‘SE,Washington,DC2002
‘SBEICBEPointofContact: (CBESubcontractorSelf-PerformanceIndicator:

Name:Sst
Tile:[Smee
TelephoneNumber:282572578
EmailAddress:SGI: om

subcontractorbelow.
ThisCBEwilperformtheENTIREsubcontractwithits‘ownorganizationandresources.D1ThisCBEwillsubcontractaportionofthesubcontractandwillperform1%ofthesubcontractstolaldolarvolume.NOTE:IftheCBEwillnotself-perform100%ofthesubcontract,itmustlisteachlower-tierCBE

sibconirectecopeat| TiLOWERTIER = eto osea ee eater CBESepcontactor””| thatshalbefora | (22ge"commerciallyuseful 4%,etc.)
functionbytheCBE.s.
$
s
s
s

‘SBESUBCONTRACTNGPLAN|RevisedOctober2023
DocusignEnvelopeID:BEFFBDSC-1811~4009-BBAA-04F811FICFFS
wy
DSLBDZ

DistrictConstruction 100MSTREETSESUITE 1 Drywall{OOM STREETSESUITE| szagsrrzzoar|$10,200 ry
‘SBEICBEPointofContact: CBESubcontractorSelf-PerformanceIndicator:
Name:Bevetuton [2 ThisCBEwilperformtheENTIREsubcontractwithits‘ownorganizationandresourcesTite:[Oe D1ThisCBEwitsubcontractaportionofthesubcontractandwillperform[_%ofthesubcontractstotaldollarvolume,‘TelephoneNumber:242277 NOTE:IftheCBEwillnotself-perform100%ofthesubcontract,itmustlisteachlower-tierCBEEmailAddress: subcontractorbelow.
Descriptionofnowenien| subcontractscopeof| TierPricetobepaidtothe|worktobeperformed| (e.g.,1",CEEStott |eee ec ace (CBESubcontractor| thatshallbefora pale)me commerciallyuseful| 4°,etc.)functionbytheCBE$
s
$
$
$

‘AdmiralConstruction,LLC 18089THSTREET| .soznveorisrexee| $61,200 Flooring
NWWASHINGTON, | ——
DC 20001
‘SBE/CBE Point of Contact: ‘CBE Subcontractor Self-PerformanceIndicator:
Name:ASN ThisCBEwipomtheENTIREsubcoactwthitsSrorpnatonndrououresTe: EtaCOEwtevoconvactorionofthsubconiacand{aprimstessosubsonicllSolaroleTelephoneNumberees NOPE”tineCBEwitotsltpertarm100%ofhePbeentacmutatenchowertirCBEEelAden: Stheontactrbelow.
LOWER TIER ae of. uspe 4BESubcontractor|Address CeriicaionNo, | Picetobepaidtothe|Sertabeparormed| (22:1Name weonteior|Tatshallbotora| 22%,conmercayuseta|
‘SBESUBCONTRACTNGPLAN|RevisedOctober2023
DocusignEnvelopeID:BEFFBDSC-1811~4009-BBAA-04F811FICFFS
wy
DSLBDZ
TunetionbytheCBE

Pro-Air,In. 1319FSTREET 1289616022028|$15,300 HVAC,NWAWASHINGTON,| — |ee!Dc20004
‘SBEICBEPointofContact: (CBESubcontractorSelf-PerformanceIndicator:
Name:Sse ‘ThisCBEwillperformtheENTIREsubcontractwithits‘ownorganizationandresources.Title;Sovnet ThisCBE willsubcontractaportionofthesubcontractand
Willperform—_%ofthesubcontract’totaldolarvolume,‘TelephoneNumber:estan NOTE:IftheCBEwillnotself-perform100%ofthesubcontract,itmustlisteachlowerstierCBEEmailAddress:BEERB@Brincon subcontractorbelow.
Descriptionofoe subcontractscopeof| TierPricetobepaidtothe|worktobeperformed| (e.g..1",cere| CertificationNo. ‘CBESubcontractor|thatshallbefora 2.3%commerciallyuseful| 4°,etc.)functionbytheCBE

‘SBESUBCONTRACTNGPLAN|RevisedOctober2023
DocusignEnvelopeID:BEFFBDSC-1811~4009-BBAA-04F811FICFFS
wy
DSLBDZ
(AGENCYCONTRACTAWARD
Agency:__PrimeContractor:ContractNumber:DateSBESubconiractingPlanAccepted:Dateagencycontractsigned:
AnticipatedStartDateofContractAnticipatedEndDateofContract:
TotalDollarAmountofContract:§
“Design-Buildmustincludetotalcontractamountforbothdesignandbuildphaseoftheproject.
35%oftheTotalContractAmount:

36%oftheApplicablePerformancePeriod:$__
50%of TotalDollarAmountofContract:$1
(pursuanttoD.C.Law24-39)
TotalAmountofAllSBE/CBESubcontracts:$,(includeeverytier)
(¥ifappes)(D]BasePeriodContract-OptionExtensionPeriod:CO Matt-yearContract
FirstYear(Period)ofContract:CurrentYear(Period)ofContract1 Design-Build—Date ofGuaranteedContract:
1CheckifprimecontractorisaCBEandwillperformtheENTIREgovermentassistedproject(agencycontract)withits‘ownorganizationandresourcesandNOTsubcontractanyportionoftheservicesorgoods.

PRIVATEPROJECTSUBSIDYAWARD
‘AgencyProvidingSubsidy:DistrictSubsidy:Developer:AmountofDistrictSubsidy:DateDistrictSubsidyProvided!contractsigned:
AnticipatedStartDateofProject:AnticipatedEndDateofProject:
ProjectName:ProjectAddress:
TotalDevelopmentProjectBudget:$,(includepre-constructionandconstructioncosts)
35%oftheTotalDevelopmentProjectBudget:§,
50%ofTotalDollarAmountofContract§(pursuanttoD.C.Law24-39)
TotalAmountofAllSBE/CBESubcontracts:§,(includeeverylowertier)
CiCheckifdeveloper'saCBEandwilperformtheENTIRE(government-assistedproject(privateprojec!)withiisown‘organizationandresourcesandNOTsubcontractanyportionofservicesorgoods.

[AGENCYCONTRACTINGOFFICER'SAFFIRMATIONOR] AGENCYPROJECTMANAGER'SAFFIRMATION
( whichapplies)
“ThebelowAgencyContractingOfficerorAgencyProjectManageraffmsthefollowing(Vtoaffirm):LiIftheBeneficiaryisaCBE,DSLBDwascontactedtoconfirmBeneficiary'sCBEcertification.
1 The fullyexecutedContract(Baseor Optionor Extensionor Multi-Year)orsubsidydocument,betweenthe BeneficiaryandAgency,was
emailedtoDSLBDatComplianceEnforoement@2dc.aovwithinve(5)daysofsigning:
(FOR AGENCYCONTRACTtheSBESubcontractingPlan,submittedbyBeneficiary,wasemailedtoDSLBDat
‘Compiance.Enforoement@dc.aovwithinfive(5)daysofsigningthecontractbetweentheBeneficiaryandAgency.
‘NameofAgencyContractingOffcarorAgencyProjectManager
TileofAgencyContractingOiticerorAgencyProjectManager
Signature,

‘SBESUBCONTRACTNGPLAN|RevisedOctober2023

Page 112 of 102

Exhibit E
Reserved

Page 113 of 102

Exhibit F
Key Personnel List

59
HART MIDDLE SCHOOL AND INTERNAL SWING MCN BUILD | STUDIOS
a) ORGANIZATIONAL CHART
DESIGN TEAM CONSTRUCTIONPRECONSTRUCTION
Brian Abel
SVP of Field Operations
SUPPORT STAFF
Michael Olaleye, PSP
Scheduling Director
Johnny Seikaly
Senior Contracts and
Compliance Director
Javier Espinoza
Safety Director
Kimiko Marinacci, LEED AP BD+C
Sustainability Specialist
Michael Hruch
BIM Manager
Owen Benons, CQM-C
QA/QC Manager
Matt Byrne
Vice President of Preconstruction
SUBCONSULTANTS
Global Engineering Solutions
MEP Systems + Fire Systems
WSP
Envelope + Acoustics
Ehlert Bryan DC SK&A
Structural Engineering
Bowman Consulting Group Ltd.
Civil Engineering
Studio AKA
Landscape Architect
Wetlands Studies
and Solutions
Flood Plain Consultant
Baumann Consulting, Inc.
LEED Consulting and Energy
Modeling
Genesys Impact
IT / Acoustics
Gorove Slade
Traffic Engineering
Nykios-Garcia Foodservice
Design, Inc.
Food Service
Jensen Hughes, Inc.
Code Consulting
and Accessibility
Rosa D Cheney AIA PLCC
Specifications Consultant
Utility Systems
Engineering & Consulting, Dry
Utilities Coordination & Design
Schnabel Engineering DC
Geotechnical Engineering
EHT Traceries
Historic Preservation
Energy Consulting Services
Geotechnical & Environmental
Rick Garrison
Lead Superintendent
Ali Baires
Superintendent
Amit Patani, LEED AP
Project Executive/VP
Andrew Doyle,
LEEP AP
Lead Project Manager
Assistant
Project Manager
(MCN)
Assistant
Project Manager
(JL TC)
Selena Belluscio
Senior Preconstruction Manager
Mada Makke: Div. 2-3, 31, 32
Nija Thomas: Div. 4, 6, 8A
Geordie Laird: Div. 5, 10-15
James Crowle: Div. 7, 8
Safi Khan: Div. 9
Scott Holsclaw: Div. 21-24,
26, 28, 33
= Key Personnel
Assistant
Superintendent
(JL TC)
PRECONSTRUCTION DIVISION LEADERS
Edwin Liang
Project Manager
Bassem Boustany
MCN, EVP of Operations/Principal
Joseph Khoury, LEED AP BD+C
MCN, EVP of Preconstruction/
Principal
Keith McDuffie
JL TC, President/CEO

Marnique Heath, FAIA,
LEED AP BD+C
STUDIOS, Principal-in-Charge
Brian Pilot, AIA, LEED AP , NCARB
STUDIOS, Design Principal
EXECUTIVE LEADERSHIP TEAM
Rachel Kenney, AIA
Project Manager
Michael Doyle, AIA
Project Architect
Chad Sullivan,
Lead Mechanical Engineer
(GES)
Paul Totten, LEED AP
Lead Envelope
Consultant (WSP)
Alex DeFee, AIA, LEED GA
Executive Project Architect
Hiroshi Jacobs, AIA LEED AP
Senior Designer
Page 114 of 102

Exhibit G1
Davis Bacon Wage Determination

"General Decision Number: DC20250002 11/21/2025
Superseded General Decision Number: DC20240002
State: District of Columbia
Construction Type: Building
County: District of Columbia Statewide.
BUILDING CONSTRUCTION PROJECTS (does not include single family
homes or apartments up to and including 4 stories).
Note: Contracts subject to the Davis-Bacon Act are generally
required to pay at least the applicable minimum wage rate
required under Executive Order 14026 or Executive Order 13658.
Please note that these Executive Orders apply to covered
contracts entered into by the federal government that are
subject to the Davis-Bacon Act itself, but do not apply to
contracts subject only to the Davis-Bacon Related Acts,
including those set forth at 29 CFR 5.1(a)(1).
______________________________________________________________
|If the contract is entered |. Executive Order 14026 |
|into on or after January 30, | generally applies to the |
|2022, or the contract is | contract. |
|renewed or extended (e.g., an |. The contractor must pay |
|option is exercised) on or | all covered workers at |
|after January 30, 2022: | least $17.75 per hour (or |
| | the applicable wage rate |
| | listed on this wage |
| | determination, if it is |
| | higher) for all hours |
| | spent performing on the |
| | contract in 2025. |
|______________________________|_____________________________|
|If the contract was awarded on|. Executive Order 13658 |
|or between January 1, 2015 and| generally applies to the |
|January 29, 2022, and the | contract. |
|contract is not renewed or |. The contractor must pay all|
|extended on or after January | covered workers at least |
|30, 2022: | $13.30 per hour (or the |
| | applicable wage rate listed|
| | on this wage determination,|
| | if it is higher) for all |
| | hours spent performing on |
| | that contract in 2025. |
|______________________________|_____________________________|
The applicable Executive Order minimum wage rate will be
adjusted annually. If this contract is covered by one of the
Executive Orders and a classification considered necessary for
performance of work on the contract does not appear on this
wage determination, the contractor must still submit a
conformance request.
Additional information on contractor requirements and worker
protections under the Executive Orders is available at
http://www.dol.gov/whd/govcontracts.
Modification Number Publication Date
0 01/03/2025
1 01/10/2025
2 01/24/2025
3 02/14/2025
4 02/21/2025
5 05/30/2025
6 06/13/2025
7 07/04/2025
8 08/01/2025
9 08/29/2025
10 09/12/2025
11 11/21/2025
ASBE0024-007 10/01/2024
Rates Fringes
ASBESTOS WORKER/HEAT & FROST
INSULATOR........................$ 40.77 20.17+a
Includes the application of all insulating materials,
protective coverings, coatings and finishes to all types of
mechanical systems
a. PAID HOLIDAYS: New Year's Day, Martin Luther King Day,
Memorial Day, Independence Day, Labor Day, Veterans' Day,
Thanksgiving Day,the day after Thanksgiving and Christmas
Day provided the employee works the regular work day before
and after the paid holiday.
----------------------------------------------------------------
ASBE0024-008 10/01/2024
Rates Fringes
ASBESTOS WORKER: HAZARDOUS
MATERIAL HANDLER.................$ 24.46 10.19+a
Includes preparation, wetting, stripping, removal, scrapping,
vacuuming, bagging and disposing of all insulation
materials, whether they contain asbestos or not, from
mechanical systems
a. PAID HOLIDAYS: New Year's Day, Martin Luther King Day,
Memorial Day, Independence Day, Labor Day, Veterans' Day,
Thanksgiving Day,the day after Thanksgiving and Christmas
Day provided the employee works the regular work day before
and after the paid holiday.
----------------------------------------------------------------
ASBE0024-014 10/01/2024
Rates Fringes
FIRESTOPPER......................$ 30.21 10.43+a
Includes the application of materials or devices within or
around penetrations and openings in all rated wall or floor
assemblies, in order to prevent the pasage of fire, smoke
of other gases. The application includes all components
involved in creating the rated barrier at perimeter slab
edges and exterior cavities, the head of gypsum board or
concrete walls, joints between rated wall or floor
components, sealing of penetrating items and blank openings.
a. PAID HOLIDAYS: New Year's Day, Martin Luther King Day,
Memorial Day, Independence Day, Labor Day, Veterans' Day,
Thanksgiving Day,the day after Thanksgiving and Christmas
Day provided the employee works the regular work day before
and after the paid holiday.
----------------------------------------------------------------
BRDC0001-002 04/27/2025
Rates Fringes
BRICKLAYER.......................$ 38.80 15.17
----------------------------------------------------------------
CARP0197-011 05/01/2024
Rates Fringes
CARPENTER, Includes Drywall
Hanging, Form Work, and Soft
Floor Laying-Carpet..............$ 34.41 14.33
----------------------------------------------------------------
CARP0219-001 05/01/2025
Rates Fringes
MILLWRIGHT.......................$ 39.50 17.32
----------------------------------------------------------------
CARP0474-006 05/01/2024
Rates Fringes
PILEDRIVERMAN....................$ 36.60 14.47
----------------------------------------------------------------
ELEC0026-016 06/05/2023
Rates Fringes
ELECTRICIAN, Includes
Installation of
HVAC/Temperature Controls........$ 53.00 21.35
----------------------------------------------------------------
* ELEC0026-017 09/01/2025
Rates Fringes
ELECTRICAL INSTALLER (Sound
& Communication Systems).........$ 34.16 13.54
SCOPE OF WORK: Includes low voltage construction,
installation, maintenance and removal of teledata
facilities (voice, data and video) including outside plant,
telephone and data inside wire, interconnect, terminal
equipment, central offices, PABX, fiber optic cable and
equipment, railroad communications, micro waves, VSAT,
bypass, CATV, WAN (Wide area networks), LAN (Local area
networks) and ISDN (Integrated systems digital network).
WORK EXCLUDED: The installation of computer systems in
industrial applications such as assembly lines, robotics
and computer controller manufacturing systems. The
installation of conduit and/or raceways shall be installed
by Inside Wiremen. On sites where there is no Inside
Wireman employed, the Teledata Technician may install
raceway or conduit not greater than 10 feet. Fire alarm
work is excluded on all new construction sites or wherever
the fire alarm system is installed in conduit. All HVAC
control work.
----------------------------------------------------------------
ELEV0010-001 01/01/2025
Rates Fringes
ELEVATOR MECHANIC................$ 57.16 38.435+a+b
a. PAID HOLIDAYS: New Year's Day, Memorial Day, Independence
Day, Labor Day, Veterans' Day, Thanksgiving Day, Christmas
Day and the Friday after Thanksgiving.
b. VACATIONS: Employer contributes 8% of basic hourly rate
for 5 years or more of service; 6% of basic hourly rate for
6 months to 5 years of service as vacation pay credit.
----------------------------------------------------------------
IRON0005-005 06/01/2024
Rates Fringes
IRONWORKER, STRUCTURAL AND
ORNAMENTAL.......................$ 37.86 25.86
----------------------------------------------------------------
IRON0005-012 05/01/2024
Rates Fringes
IRONWORKER, REINFORCING..........$ 31.88 23.78
----------------------------------------------------------------
LABO0011-009 06/01/2025
Rates Fringes
LABORER: Skilled................$ 30.47 8.70
FOOTNOTE: Potmen, power tool operator, small machine
operator, signalmen, laser beam operator, waterproofer
(excluding roofing), open caisson, test pit, underpinning,
pier hole and ditches, laggers and all work associated with
lagging that is not expressly stated, strippers, operator
of hand derricks, vibrator operators, pipe layers, or tile
layers, operators of jackhammers, paving breakers, spaders
or any machine that does the same general type of work,
carpenter tenders, scaffold builders, operators of
towmasters, scootcretes, buggymobiles and other machines of
similar character, operators of tampers and rammers and
other machines that do the same general type of work,
whether powered by air, electric or gasoline, builders of
trestle scaffolds over one tier high and sand blasters,
power and chain saw operators used in clearing, installers
of well points, wagon drill operators, acetylene burners
and licensed powdermen, stake jumper,demolition.
----------------------------------------------------------------
MARB0002-004 04/27/2025
Rates Fringes
MARBLE/STONE MASON...............$ 45.65 21.21
INCLUDING pointing, caulking and cleaning of All types of
masonry, brick, stone and cement EXCEPT pointing, caulking,
cleaning of existing masonry, brick, stone and cement
(restoration work)
----------------------------------------------------------------
MARB0003-006 04/27/2025
Rates Fringes
TERRAZZO WORKER/SETTER...........$ 34.34 14.20
----------------------------------------------------------------
MARB0003-007 04/27/2025
Rates Fringes
TERRAZZO FINISHER................$ 28.85 12.55
----------------------------------------------------------------
MARB0003-008 04/27/2025
Rates Fringes
TILE SETTER......................$ 34.34 14.20
----------------------------------------------------------------
MARB0003-009 04/27/2025
Rates Fringes
TILE FINISHER....................$ 28.85 12.55
----------------------------------------------------------------
PAIN0051-014 06/01/2025
Rates Fringes
GLAZIER
Glazing Contracts $2
million and under...........$ 32.41 14.46
Glazing Contracts over $2
million.....................$ 36.65 14.46
----------------------------------------------------------------
PAIN0051-015 06/01/2025
Rates Fringes
PAINTER
Brush, Roller, Spray and
Drywall Finisher............$ 29.16 11.86
----------------------------------------------------------------
* PLAS0891-005 07/01/2025
Rates Fringes
PLASTERER (Including
Fireproofing)....................$ 32.86 10.46
----------------------------------------------------------------
* PLAS0891-006 03/01/2025
Rates Fringes
CEMENT MASON/CONCRETE FINISHER...$ 30.50 14.23
----------------------------------------------------------------
PLUM0005-010 08/01/2025
Rates Fringes
PLUMBER..........................$ 53.30 23.71+a
a. PAID HOLIDAYS: Labor Day, Veterans' Day, Thanksgiving Day
and the day after Thanksgiving, Christmas Day, New Year's
Day, Martin Luther King's Birthday, Memorial Day and the
Fourth of July.
----------------------------------------------------------------
PLUM0602-008 08/01/2025
Rates Fringes
PIPEFITTER, Includes HVAC
Pipe Installation................$ 55.00 24.46+a
a. PAID HOLIDAYS: New Year's Day, Martin Luther King's
Birthday, Memorial Day, Independence Day, Labor Day,
Veterans' Day, Thanksgiving Day and the day after
Thanksgiving and Christmas Day.
----------------------------------------------------------------
ROOF0030-016 07/01/2025
Rates Fringes
ROOFER...........................$ 36.26 14.91
----------------------------------------------------------------
SFDC0669-002 04/01/2025
Rates Fringes
SPRINKLER FITTER (Fire
Sprinklers)......................$ 45.22 26.39
----------------------------------------------------------------
SHEE0100-015 11/01/2023
Rates Fringes
SHEET METAL WORKER (Including
HVAC Duct Installation)..........$ 47.92 22.72+a
a. PAID HOLIDAYS: New Year's Day, Martin Luther King's
Birthday, Memorial Day, Independence Day, Labor Day,
Veterans Day, Thanksgiving Day and Christmas Day
----------------------------------------------------------------
* SUDC2009-003 05/19/2009
Rates Fringes
LABORER: Common or General......$ 13.04 ** 2.80

LABORER: Mason Tender -
Cement/Concrete..................$ 15.40 ** 2.85

LABORER: Mason Tender for
pointing, caulking, cleaning
of existing masonry, brick,
stone and cement structures
(restoration work); excludes
pointing, caulking and
cleaning of new or
replacement masonry, brick,
stone and cement.................$ 11.67 **

POINTER, CAULKER, CLEANER,
Includes pointing, caulking,
cleaning of existing masonry,
brick, stone and cement
structures (restoration
work); excludes pointing,
caulking, cleaning of new or
replacement
masonry, brick, stone or
cement...........................$ 18.88
----------------------------------------------------------------
WELDERS - Receive rate prescribed for craft performing
operation to which welding is incidental.
================================================================
** Workers in this classification may be entitled to a higher
minimum wage under Executive Order 14026 ($17.75) or 13658
($13.30). Please see the Note at the top of the wage
determination for more information. Please also note that the
minimum wage requirements of Executive Order 14026 are not
currently being enforced as to any contract or subcontract to
which the states of Texas, Louisiana, or Mississippi, including
their agencies, are a party.
Note: Executive Order (EO) 13706, Establishing Paid Sick Leave
for Federal Contractors applies to all contracts subject to the
Davis-Bacon Act for which the contract is awarded (and any
solicitation was issued) on or after January 1, 2017. If this
contract is covered by the EO, the contractor must provide
employees with 1 hour of paid sick leave for every 30 hours
they work, up to 56 hours of paid sick leave each year.
Employees must be permitted to use paid sick leave for their
own illness, injury or other health-related needs, including
preventive care; to assist a family member (or person who is
like family to the employee) who is ill, injured, or has other
health-related needs, including preventive care; or for reasons
resulting from, or to assist a family member (or person who is
like family to the employee) who is a victim of, domestic
violence, sexual assault, or stalking. Additional information
on contractor requirements and worker protections under the EO
is available at
https://www.dol.gov/agencies/whd/government-contracts.
Unlisted classifications needed for work not included within
the scope of the classifications listed may be added after
award only as provided in the labor standards contract clauses
(29CFR 5.5 (a) (1) (iii)).
----------------------------------------------------------------
The body of each wage determination lists the classifications
and wage rates that have been found to be prevailing for the
type(s) of construction and geographic area covered by the wage
determination. The classifications are listed in alphabetical
order under rate identifiers indicating whether the particular
rate is a union rate (current union negotiated rate), a survey
rate, a weighted union average rate, a state adopted rate, or a
supplemental classification rate.
Union Rate Identifiers
A four-letter identifier beginning with characters other than
""SU"", ""UAVG"", ?SA?, or ?SC? denotes that a union rate was
prevailing for that classification in the survey. Example:
PLUM0198-005 07/01/2024. PLUM is an identifier of the union
whose collectively bargained rate prevailed in the survey for
this classification, which in this example would be Plumbers.
0198 indicates the local union number or district council
number where applicable, i.e., Plumbers Local 0198. The next
number, 005 in the example, is an internal number used in
processing the wage determination. The date, 07/01/2024 in the
example, is the effective date of the most current negotiated
rate.
Union prevailing wage rates are updated to reflect all changes
over time that are reported to WHD in the rates
in the collective bargaining agreement (CBA) governing the
classification.
Union Average Rate Identifiers
The UAVG identifier indicates that no single rate prevailed for
those classifications, but that 100% of the data reported for
the classifications reflected union rates. EXAMPLE:
UAVG-OH-0010 01/01/2024. UAVG indicates that the rate is a
weighted union average rate. OH indicates the State of Ohio.
The next number, 0010 in the example, is an internal number
used in producing the wage determination. The date, 01/01/2024
in the example, indicates the date the wage determination was
updated to reflect the most current union average rate.
A UAVG rate will be updated once a year, usually in January, to
reflect a weighted average of the current rates in the
collective bargaining agreements on which the rate is based.
Survey Rate Identifiers
The ""SU"" identifier indicates that either a single non-union
rate prevailed (as defined in 29 CFR 1.2) for this
classification in the survey or that the rate was derived by
computing a weighted average rate based on all the rates
reported in the survey for that classification. As a weighted
average rate includes all rates reported in the survey, it may
include both union and non-union rates. Example: SUFL2022-007
6/27/2024. SU indicates the rate is a single non-union
prevailing rate or a weighted average of survey data for that
classification. FL indicates the State of Florida. 2022 is the
year of the survey on which these classifications and rates are
based. The next number, 007 in the example, is an internal
number used in producing the wage determination. The date,
6/27/2024 in the example, indicates the survey completion date
for the classifications and rates under that identifier.
?SU? wage rates typically remain in effect until a new survey
is conducted. However, the Wage and Hour Division (WHD) has the
discretion to update such rates under 29 CFR 1.6(c)(1).
State Adopted Rate Identifiers
The ""SA"" identifier indicates that the classifications and
prevailing wage rates set by a state (or local) government were
adopted under 29 C.F.R 1.3(g)-(h). Example: SAME2023-007
01/03/2024. SA reflects that the rates are state adopted. ME
refers to the State of Maine. 2023 is the year during which the
state completed the survey on which the listed classifications
and rates are based. The next number, 007 in the example, is an
internal number used in producing the wage determination.
The date, 01/03/2024 in the example, reflects the date on which
the classifications and rates under the ?SA? identifier took
effect under state law in the state from which the rates were
adopted.
-----------------------------------------------------------
WAGE DETERMINATION APPEALS PROCESS
1) Has there been an initial decision in the matter? This can
be:
a) a survey underlying a wage determination
b) an existing published wage determination
c) an initial WHD letter setting forth a position on
a wage determination matter
d) an initial conformance (additional classification
and rate) determination
On survey related matters, initial contact, including requests
for summaries of surveys, should be directed to the WHD Branch
of Wage Surveys. Requests can be submitted via email to
davisbaconinfo@dol.gov or by mail to:
Branch of Wage Surveys
Wage and Hour Division
U.S. Department of Labor
200 Constitution Avenue, N.W.
Washington, DC 20210
Regarding any other wage determination matter such as
conformance decisions, requests for initial decisions should be
directed to the WHD Branch of Construction Wage Determinations.
Requests can be submitted via email to BCWD-Office@dol.gov or
by mail to:
Branch of Construction Wage Determinations
Wage and Hour Division
U.S. Department of Labor
200 Constitution Avenue, N.W.
Washington, DC 20210
2) If an initial decision has been issued, then any interested
party (those affected by the action) that disagrees with the
decision can request review and reconsideration from the Wage
and Hour Administrator (See 29 CFR Part 1.8 and 29 CFR Part 7).
Requests for review and reconsideration can be submitted via
email to dba.reconsideration@dol.gov or by mail to:
Wage and Hour Administrator
U.S. Department of Labor
200 Constitution Avenue, N.W.
Washington, DC 20210
The request should be accompanied by a full statement of the
interested party's position and any information (wage payment
data, project description, area practice material, etc.) that
the requestor considers relevant to the issue.
3) If the decision of the Administrator is not favorable, an
interested party may appeal directly to the Administrative
Review Board (formerly the Wage Appeals Board). Write to:
Administrative Review Board
U.S. Department of Labor
200 Constitution Avenue, N.W.
Washington, DC 20210.
================================================================
END OF GENERAL DECISION"

Page 115 of 102

Exhibit G2
Title 29 Code of Federal Regulations

115
Office of the Secretary of Labor § 5.5
been certified by the Secretary of
Transportation in accordance with 23
U.S.C. 113(c).
(4) A distinct classification of ‘‘help-
er’’ will be issued in wage determina-
tions applicable to work performed on
construction projects covered by the
labor standards provisions of the
Davis-Bacon and Related Acts only
where:
(i) The duties of the helper are clear-
ly defined and distinct from those of
any other classification on the wage
determination;
(ii) The use of such helpers is an es-
tablished prevailing practice in the
area; and
(iii) The helper is not employed as a
trainee in an informal training pro-
gram. A ‘‘helper’’ classification will be
added to wage determinations pursuant
to § 5.5(a)(1)(ii)(A) only where, in addi-
tion, the work to be performed by the
helper is not performed by a classifica-
tion in the wage determination.
(o) Every person performing the du-
ties of a laborer or mechanic in the
construction, prosecution, completion,
or repair of a public building or public
work, or building or work financed in
whole or in part by loans, grants, or
guarantees from the United States is
employed regardless of any contractual
relationship alleged to exist between
the contractor and such person.
(p) The term wages means the basic
hourly rate of pay; any contribution ir-
revocably made by a contractor or sub-
contractor to a trustee or to a third
person pursuant to a bona fide fringe
benefit fund, plan, or program; and the
rate of costs to the contractor or sub-
contractor which may be reasonably
anticipated in providing bona fide
fringe benefits to laborers and mechan-
ics pursuant to an enforceable commit-
ment to carry out a financially respon-
sible plan of program, which was com-
municated in writing to the laborers
and mechanics affected. The fringe
benefits enumerated in the Davis-
Bacon Act include medical or hospital
care, pensions on retirement or death,
compensation for injuries or illness re-
sulting from occupational activity, or
insurance to provide any of the fore-
going; unemployment benefits; life in-
surance, disability insurance, sickness
insurance, or accident insurance; vaca-
tion or holiday pay; defraying costs of
apprenticeship or other similar pro-
grams; or other bona fide fringe bene-
fits. Fringe benefits do not include ben-
efits required by other Federal, State,
or local law.
(q) The term wage determination in-
cludes the original decision and any
subsequent decisions modifying, super-
seding, correcting, or otherwise chang-
ing the provisions of the original deci-
sion. The application of the wage deter-
mination shall be in accordance with
the provisions of § 1.6 of this title.
[48 FR 19541, Apr. 29, 1983, as amended at 48
FR 50313, Nov. 1, 1983; 55 FR 50149, Dec. 4,
1990; 57 FR 19206, May 4, 1992; 65 FR 69693,
Nov. 20, 2000; 65 FR 80278, Dec. 20, 2000]
§§ 5.3–5.4 [Reserved]
§ 5.5 Contract provisions and related
matters.
(a) The Agency head shall cause or
require the contracting officer to in-
sert in full in any contract in excess of
$2,000 which is entered into for the ac-
tual construction, alteration and/or re-
pair, including painting and deco-
rating, of a public building or public
work, or building or work financed in
whole or in part from Federal funds or
in accordance with guarantees of a
Federal agency or financed from funds
obtained by pledge of any contract of a
Federal agency to make a loan, grant
or annual contribution (except where a
different meaning is expressly indi-
cated), and which is subject to the
labor standards provisions of any of the
acts listed in § 5.1, the following clauses
(or any modifications thereof to meet
the particular needs of the agency, Pro-
vided, That such modifications are first
approved by the Department of Labor):
(1) Minimum wages. (i) All laborers
and mechanics employed or working
upon the site of the work (or under the
United States Housing Act of 1937 or
under the Housing Act of 1949 in the
construction or development of the
project), will be paid unconditionally
and not less often than once a week,
and without subsequent deduction or
rebate on any account (except such
payroll deductions as are permitted by
regulations issued by the Secretary of
Labor under the Copeland Act (29 CFR
part 3)), the full amount of wages and
VerDate Mar<15>2010 15:49 Aug 10, 2011 Jkt 223109 PO 00000 Frm 00125 Fmt 8010 Sfmt 8010 Q:\29\29V1 ofr150 PsN: PC150
116
29 CFR Subtitle A (7–1–11 Edition) § 5.5
bona fide fringe benefits (or cash
equivalents thereof) due at time of
payment computed at rates not less
than those contained in the wage de-
termination of the Secretary of Labor
which is attached hereto and made a
part hereof, regardless of any contrac-
tual relationship which may be alleged
to exist between the contractor and
such laborers and mechanics.
Contributions made or costs reason-
ably anticipated for bona fide fringe
benefits under section 1(b)(2) of the
Davis-Bacon Act on behalf of laborers
or mechanics are considered wages paid
to such laborers or mechanics, subject
to the provisions of paragraph (a)(1)(iv)
of this section; also, regular contribu-
tions made or costs incurred for more
than a weekly period (but not less
often than quarterly) under plans,
funds, or programs which cover the
particular weekly period, are deemed
to be constructively made or incurred
during such weekly period. Such labor-
ers and mechanics shall be paid the ap-
propriate wage rate and fringe benefits
on the wage determination for the clas-
sification of work actually performed,
without regard to skill, except as pro-
vided in § 5.5(a)(4). Laborers or mechan-
ics performing work in more than one
classification may be compensated at
the rate specified for each classifica-
tion for the time actually worked
therein: Provided, That the employer’s
payroll records accurately set forth the
time spent in each classification in
which work is performed. The wage de-
termination (including any additional
classification and wage rates con-
formed under paragraph (a)(1)(ii) of
this section) and the Davis-Bacon post-
er (WH–1321) shall be posted at all
times by the contractor and its sub-
contractors at the site of the work in a
prominent and accessible place where
it can be easily seen by the workers.
(ii)(A) The contracting officer shall
require that any class of laborers or
mechanics, including helpers, which is
not listed in the wage determination
and which is to be employed under the
contract shall be classified in conform-
ance with the wage determination. The
contracting officer shall approve an ad-
ditional classification and wage rate
and fringe benefits therefore only when
the following criteria have been met:
(1) The work to be performed by the
classification requested is not per-
formed by a classification in the wage
determination; and
(2) The classification is utilized in
the area by the construction industry;
and
(3) The proposed wage rate, including
any bona fide fringe benefits, bears a
reasonable relationship to the wage
rates contained in the wage determina-
tion.
(B) If the contractor and the laborers
and mechanics to be employed in the
classification (if known), or their rep-
resentatives, and the contracting offi-
cer agree on the classification and
wage rate (including the amount des-
ignated for fringe benefits where appro-
priate), a report of the action taken
shall be sent by the contracting officer
to the Administrator of the Wage and
Hour Division, Employment Standards
Administration, U.S. Department of
Labor, Washington, DC 20210. The Ad-
ministrator, or an authorized rep-
resentative, will approve, modify, or
disapprove every additional classifica-
tion action within 30 days of receipt
and so advise the contracting officer or
will notify the contracting officer
within the 30-day period that addi-
tional time is necessary.
(C) In the event the contractor, the
laborers or mechanics to be employed
in the classification or their represent-
atives, and the contracting officer do
not agree on the proposed classifica-
tion and wage rate (including the
amount designated for fringe benefits,
where appropriate), the contracting of-
ficer shall refer the questions, includ-
ing the views of all interested parties
and the recommendation of the con-
tracting officer, to the Administrator
for determination. The Administrator,
or an authorized representative, will
issue a determination within 30 days of
receipt and so advise the contracting
officer or will notify the contracting
officer within the 30-day period that
additional time is necessary.
(D) The wage rate (including fringe
benefits where appropriate) determined
pursuant to paragraphs (a)(1)(ii) (B) or
(C) of this section, shall be paid to all
workers performing work in the classi-
fication under this contract from the
VerDate Mar<15>2010 15:49 Aug 10, 2011 Jkt 223109 PO 00000 Frm 00126 Fmt 8010 Sfmt 8010 Q:\29\29V1 ofr150 PsN: PC150
117
Office of the Secretary of Labor § 5.5
first day on which work is performed in
the classification.
(iii) Whenever the minimum wage
rate prescribed in the contract for a
class of laborers or mechanics includes
a fringe benefit which is not expressed
as an hourly rate, the contractor shall
either pay the benefit as stated in the
wage determination or shall pay an-
other bona fide fringe benefit or an
hourly cash equivalent thereof.
(iv) If the contractor does not make
payments to a trustee or other third
person, the contractor may consider as
part of the wages of any laborer or me-
chanic the amount of any costs reason-
ably anticipated in providing bona fide
fringe benefits under a plan or pro-
gram, Provided, That the Secretary of
Labor has found, upon the written re-
quest of the contractor, that the appli-
cable standards of the Davis-Bacon Act
have been met. The Secretary of Labor
may require the contractor to set aside
in a separate account assets for the
meeting of obligations under the plan
or program.
(2) Withholding. The (write in name of
Federal Agency or the loan or grant re-
cipient) shall upon its own action or
upon written request of an authorized
representative of the Department of
Labor withhold or cause to be withheld
from the contractor under this con-
tract or any other Federal contract
with the same prime contractor, or any
other federally-assisted contract sub-
ject to Davis-Bacon prevailing wage re-
quirements, which is held by the same
prime contractor, so much of the ac-
crued payments or advances as may be
considered necessary to pay laborers
and mechanics, including apprentices,
trainees, and helpers, employed by the
contractor or any subcontractor the
full amount of wages required by the
contract. In the event of failure to pay
any laborer or mechanic, including any
apprentice, trainee, or helper, em-
ployed or working on the site of the
work (or under the United States Hous-
ing Act of 1937 or under the Housing
Act of 1949 in the construction or de-
velopment of the project), all or part of
the wages required by the contract, the
(Agency) may, after written notice to
the contractor, sponsor, applicant, or
owner, take such action as may be nec-
essary to cause the suspension of any
further payment, advance, or guar-
antee of funds until such violations
have ceased.
(3) Payrolls and basic records. (i) Pay-
rolls and basic records relating thereto
shall be maintained by the contractor
during the course of the work and pre-
served for a period of three years there-
after for all laborers and mechanics
working at the site of the work (or
under the United States Housing Act of
1937, or under the Housing Act of 1949,
in the construction or development of
the project). Such records shall contain
the name, address, and social security
number of each such worker, his or her
correct classification, hourly rates of
wages paid (including rates of contribu-
tions or costs anticipated for bona fide
fringe benefits or cash equivalents
thereof of the types described in sec-
tion 1(b)(2)(B) of the Davis-Bacon Act),
daily and weekly number of hours
worked, deductions made and actual
wages paid. Whenever the Secretary of
Labor has found under 29 CFR
5.5(a)(1)(iv) that the wages of any la-
borer or mechanic include the amount
of any costs reasonably anticipated in
providing benefits under a plan or pro-
gram described in section 1(b)(2)(B) of
the Davis-Bacon Act, the contractor
shall maintain records which show that
the commitment to provide such bene-
fits is enforceable, that the plan or pro-
gram is financially responsible, and
that the plan or program has been com-
municated in writing to the laborers or
mechanics affected, and records which
show the costs anticipated or the ac-
tual cost incurred in providing such
benefits. Contractors employing ap-
prentices or trainees under approved
programs shall maintain written evi-
dence of the registration of apprentice-
ship programs and certification of
trainee programs, the registration of
the apprentices and trainees, and the
ratios and wage rates prescribed in the
applicable programs.
(ii)(A) The contractor shall submit
weekly for each week in which any
contract work is performed a copy of
all payrolls to the (write in name of ap-
propriate federal agency) if the agency
is a party to the contract, but if the
agency is not such a party, the con-
tractor will submit the payrolls to the
applicant, sponsor, or owner, as the
VerDate Mar<15>2010 15:49 Aug 10, 2011 Jkt 223109 PO 00000 Frm 00127 Fmt 8010 Sfmt 8010 Q:\29\29V1 ofr150 PsN: PC150
118
29 CFR Subtitle A (7–1–11 Edition) § 5.5
case may be, for transmission to the
(write in name of agency). The payrolls
submitted shall set out accurately and
completely all of the information re-
quired to be maintained under 29 CFR
5.5(a)(3)(i), except that full social secu-
rity numbers and home addresses shall
not be included on weekly transmit-
tals. Instead the payrolls shall only
need to include an individually identi-
fying number for each employee (e.g.,
the last four digits of the employee’s
social security number). The required
weekly payroll information may be
submitted in any form desired. Op-
tional Form WH–347 is available for
this purpose from the Wage and Hour
Division Web site at http://www.dol.gov/
esa/whd/forms/wh347instr.htm or its suc-
cessor site. The prime contractor is re-
sponsible for the submission of copies
of payrolls by all subcontractors. Con-
tractors and subcontractors shall
maintain the full social security num-
ber and current address of each covered
worker, and shall provide them upon
request to the (write in name of appro-
priate federal agency) if the agency is a
party to the contract, but if the agency
is not such a party, the contractor will
submit them to the applicant, sponsor,
or owner, as the case may be, for trans-
mission to the (write in name of agen-
cy), the contractor, or the Wage and
Hour Division of the Department of
Labor for purposes of an investigation
or audit of compliance with prevailing
wage requirements. It is not a viola-
tion of this section for a prime con-
tractor to require a subcontractor to
provide addresses and social security
numbers to the prime contractor for its
own records, without weekly submis-
sion to the sponsoring government
agency (or the applicant, sponsor, or
owner).
(B) Each payroll submitted shall be
accompanied by a ‘‘Statement of Com-
pliance,’’ signed by the contractor or
subcontractor or his or her agent who
pays or supervises the payment of the
persons employed under the contract
and shall certify the following:
(1) That the payroll for the payroll
period contains the information re-
quired to be provided under § 5.5
(a)(3)(ii) of Regulations, 29 CFR part 5,
the appropriate information is being
maintained under § 5.5 (a)(3)(i) of Regu-
lations, 29 CFR part 5, and that such
information is correct and complete;
(2) That each laborer or mechanic
(including each helper, apprentice, and
trainee) employed on the contract dur-
ing the payroll period has been paid the
full weekly wages earned, without re-
bate, either directly or indirectly, and
that no deductions have been made ei-
ther directly or indirectly from the full
wages earned, other than permissible
deductions as set forth in Regulations,
29 CFR part 3;
(3) That each laborer or mechanic has
been paid not less than the applicable
wage rates and fringe benefits or cash
equivalents for the classification of
work performed, as specified in the ap-
plicable wage determination incor-
porated into the contract.
(C) The weekly submission of a prop-
erly executed certification set forth on
the reverse side of Optional Form WH–
347 shall satisfy the requirement for
submission of the ‘‘Statement of Com-
pliance’’ required by paragraph
(a)(3)(ii)(B) of this section.
(D) The falsification of any of the
above certifications may subject the
contractor or subcontractor to civil or
criminal prosecution under section 1001
of title 18 and section 231 of title 31 of
the United States Code.
(iii) The contractor or subcontractor
shall make the records required under
paragraph (a)(3)(i) of this section avail-
able for inspection, copying, or tran-
scription by authorized representatives
of the (write the name of the agency)
or the Department of Labor, and shall
permit such representatives to inter-
view employees during working hours
on the job. If the contractor or subcon-
tractor fails to submit the required
records or to make them available, the
Federal agency may, after written no-
tice to the contractor, sponsor, appli-
cant, or owner, take such action as
may be necessary to cause the suspen-
sion of any further payment, advance,
or guarantee of funds. Furthermore,
failure to submit the required records
upon request or to make such records
available may be grounds for debar-
ment action pursuant to 29 CFR 5.12.
(4) Apprentices and trainees —(i) Ap-
prentices. Apprentices will be permitted
to work at less than the predetermined
rate for the work they performed when
VerDate Mar<15>2010 15:49 Aug 10, 2011 Jkt 223109 PO 00000 Frm 00128 Fmt 8010 Sfmt 8010 Q:\29\29V1 ofr150 PsN: PC150
119
Office of the Secretary of Labor § 5.5
they are employed pursuant to and in-
dividually registered in a bona fide ap-
prenticeship program registered with
the U.S. Department of Labor, Employ-
ment and Training Administration, Of-
fice of Apprenticeship Training, Em-
ployer and Labor Services, or with a
State Apprenticeship Agency recog-
nized by the Office, or if a person is em-
ployed in his or her first 90 days of pro-
bationary employment as an appren-
tice in such an apprenticeship program,
who is not individually registered in
the program, but who has been cer-
tified by the Office of Apprenticeship
Training, Employer and Labor Services
or a State Apprenticeship Agency
(where appropriate) to be eligible for
probationary employment as an ap-
prentice. The allowable ratio of ap-
prentices to journeymen on the job site
in any craft classification shall not be
greater than the ratio permitted to the
contractor as to the entire work force
under the registered program. Any
worker listed on a payroll at an ap-
prentice wage rate, who is not reg-
istered or otherwise employed as stated
above, shall be paid not less than the
applicable wage rate on the wage deter-
mination for the classification of work
actually performed. In addition, any
apprentice performing work on the job
site in excess of the ratio permitted
under the registered program shall be
paid not less than the applicable wage
rate on the wage determination for the
work actually performed. Where a con-
tractor is performing construction on a
project in a locality other than that in
which its program is registered, the ra-
tios and wage rates (expressed in per-
centages of the journeyman’s hourly
rate) specified in the contractor’s or
subcontractor’s registered program
shall be observed. Every apprentice
must be paid at not less than the rate
specified in the registered program for
the apprentice’s level of progress, ex-
pressed as a percentage of the journey-
men hourly rate specified in the appli-
cable wage determination. Apprentices
shall be paid fringe benefits in accord-
ance with the provisions of the appren-
ticeship program. If the apprenticeship
program does not specify fringe bene-
fits, apprentices must be paid the full
amount of fringe benefits listed on the
wage determination for the applicable
classification. If the Administrator de-
termines that a different practice pre-
vails for the applicable apprentice clas-
sification, fringes shall be paid in ac-
cordance with that determination. In
the event the Office of Apprenticeship
Training, Employer and Labor Serv-
ices, or a State Apprenticeship Agency
recognized by the Office, withdraws ap-
proval of an apprenticeship program,
the contractor will no longer be per-
mitted to utilize apprentices at less
than the applicable predetermined rate
for the work performed until an accept-
able program is approved.
(ii) Trainees. Except as provided in 29
CFR 5.16, trainees will not be per-
mitted to work at less than the pre-
determined rate for the work per-
formed unless they are employed pur-
suant to and individually registered in
a program which has received prior ap-
proval, evidenced by formal certifi-
cation by the U.S. Department of
Labor, Employment and Training Ad-
ministration. The ratio of trainees to
journeymen on the job site shall not be
greater than permitted under the plan
approved by the Employment and
Training Administration. Every train-
ee must be paid at not less than the
rate specified in the approved program
for the trainee’s level of progress, ex-
pressed as a percentage of the journey-
man hourly rate specified in the appli-
cable wage determination. Trainees
shall be paid fringe benefits in accord-
ance with the provisions of the trainee
program. If the trainee program does
not mention fringe benefits, trainees
shall be paid the full amount of fringe
benefits listed on the wage determina-
tion unless the Administrator of the
Wage and Hour Division determines
that there is an apprenticeship pro-
gram associated with the cor-
responding journeyman wage rate on
the wage determination which provides
for less than full fringe benefits for ap-
prentices. Any employee listed on the
payroll at a trainee rate who is not
registered and participating in a train-
ing plan approved by the Employment
and Training Administration shall be
paid not less than the applicable wage
rate on the wage determination for the
classification of work actually per-
formed. In addition, any trainee per-
forming work on the job site in excess
VerDate Mar<15>2010 15:49 Aug 10, 2011 Jkt 223109 PO 00000 Frm 00129 Fmt 8010 Sfmt 8010 Q:\29\29V1 ofr150 PsN: PC150
120
29 CFR Subtitle A (7–1–11 Edition) § 5.5
of the ratio permitted under the reg-
istered program shall be paid not less
than the applicable wage rate on the
wage determination for the work actu-
ally performed. In the event the Em-
ployment and Training Administration
withdraws approval of a training pro-
gram, the contractor will no longer be
permitted to utilize trainees at less
than the applicable predetermined rate
for the work performed until an accept-
able program is approved.
(iii) Equal employment opportunity.
The utilization of apprentices, trainees
and journeymen under this part shall
be in conformity with the equal em-
ployment opportunity requirements of
Executive Order 11246, as amended, and
29 CFR part 30.
(5) Compliance with Copeland Act re-
quirements. The contractor shall com-
ply with the requirements of 29 CFR
part 3, which are incorporated by ref-
erence in this contract.
(6) Subcontracts. The contractor or
subcontractor shall insert in any sub-
contracts the clauses contained in 29
CFR 5.5(a)(1) through (10) and such
other clauses as the (write in the name
of the Federal agency) may by appro-
priate instructions require, and also a
clause requiring the subcontractors to
include these clauses in any lower tier
subcontracts. The prime contractor
shall be responsible for the compliance
by any subcontractor or lower tier sub-
contractor with all the contract
clauses in 29 CFR 5.5.
(7) Contract termination: debarment. A
breach of the contract clauses in 29
CFR 5.5 may be grounds for termi-
nation of the contract, and for debar-
ment as a contractor and a subcon-
tractor as provided in 29 CFR 5.12.
(8) Compliance with Davis-Bacon and
Related Act requirements. All rulings and
interpretations of the Davis-Bacon and
Related Acts contained in 29 CFR parts
1, 3, and 5 are herein incorporated by
reference in this contract.
(9) Disputes concerning labor standards.
Disputes arising out of the labor stand-
ards provisions of this contract shall
not be subject to the general disputes
clause of this contract. Such disputes
shall be resolved in accordance with
the procedures of the Department of
Labor set forth in 29 CFR parts 5, 6,
and 7. Disputes within the meaning of
this clause include disputes between
the contractor (or any of its sub-
contractors) and the contracting agen-
cy, the U.S. Department of Labor, or
the employees or their representatives.
(10) Certification of eligibility. (i) By
entering into this contract, the con-
tractor certifies that neither it (nor he
or she) nor any person or firm who has
an interest in the contractor’s firm is a
person or firm ineligible to be awarded
Government contracts by virtue of sec-
tion 3(a) of the Davis-Bacon Act or 29
CFR 5.12(a)(1).
(ii) No part of this contract shall be
subcontracted to any person or firm in-
eligible for award of a Government
contract by virtue of section 3(a) of the
Davis-Bacon Act or 29 CFR 5.12(a)(1).
(iii) The penalty for making false
statements is prescribed in the U.S.
Criminal Code, 18 U.S.C. 1001.
(b) Contract Work Hours and Safety
Standards Act. The Agency Head shall
cause or require the contracting officer
to insert the following clauses set forth
in paragraphs (b)(1), (2), (3), and (4) of
this section in full in any contract in
an amount in excess of $100,000 and sub-
ject to the overtime provisions of the
Contract Work Hours and Safety
Standards Act. These clauses shall be
inserted in addition to the clauses re-
quired by § 5.5(a) or 4.6 of part 4 of this
title. As used in this paragraph, the
terms laborers and mechanics include
watchmen and guards.
(1) Overtime requirements. No con-
tractor or subcontractor contracting
for any part of the conract work which
may require or involve the employ-
ment of laborers or mechanics shall re-
quire or permit any such laborer or me-
chanic in any workweek in which he or
she is employed on such work to work
in excess of forty hours in such work-
week unless such laborer or mechanic
receives compensation at a rate not
less than one and one-half times the
basic rate of pay for all hours worked
in excess of forty hours in such work-
week.
(2) Violation; liability for unpaid wages;
liquidated damages. In the event of any
violation of the clause set forth in
VerDate Mar<15>2010 15:49 Aug 10, 2011 Jkt 223109 PO 00000 Frm 00130 Fmt 8010 Sfmt 8010 Q:\29\29V1 ofr150 PsN: PC150
121
Office of the Secretary of Labor § 5.5
paragraph (b)(1) of this section the con-
tractor and any subcontractor respon-
sible therefor shall be liable for the un-
paid wages. In addition, such con-
tractor and subcontractor shall be lia-
ble to the United States (in the case of
work done under contract for the Dis-
trict of Columbia or a territory, to
such District or to such territory), for
liquidated damages. Such liquidated
damages shall be computed with re-
spect to each individual laborer or me-
chanic, including watchmen and
guards, employed in violation of the
clause set forth in paragraph (b)(1) of
this section, in the sum of $10 for each
calendar day on which such individual
was required or permitted to work in
excess of the standard workweek of
forty hours without payment of the
overtime wages required by the clause
set forth in paragraph (b)(1) of this sec-
tion.
(3) Withholding for unpaid wages and
liquidated damages. The (write in the
name of the Federal agency or the loan
or grant recipient) shall upon its own
action or upon written request of an
authorized representative of the De-
partment of Labor withhold or cause to
be withheld, from any moneys payable
on account of work performed by the
contractor or subcontractor under any
such contract or any other Federal
contract with the same prime con-
tractor, or any other federally-assisted
contract subject to the Contract Work
Hours and Safety Standards Act, which
is held by the same prime contractor,
such sums as may be determined to be
necessary to satisfy any liabilities of
such contractor or subcontractor for
unpaid wages and liquidated damages
as provided in the clause set forth in
paragraph (b)(2) of this section.
(4) Subcontracts. The contractor or
subcontractor shall insert in any sub-
contracts the clauses set forth in para-
graph (b)(1) through (4) of this section
and also a clause requiring the sub-
contractors to include these clauses in
any lower tier subcontracts. The prime
contractor shall be responsible for
compliance by any subcontractor or
lower tier subcontractor with the
clauses set forth in paragraphs (b)(1)
through (4) of this section.
(c) In addition to the clauses con-
tained in paragraph (b), in any con-
tract subject only to the Contract
Work Hours and Safety Standards Act
and not to any of the other statutes
cited in § 5.1, the Agency Head shall
cause or require the contracting officer
to insert a clause requiring that the
contractor or subcontractor shall
maintain payrolls and basic payroll
records during the course of the work
and shall preserve them for a period of
three years from the completion of the
contract for all laborers and mechan-
ics, including guards and watchmen,
working on the contract. Such records
shall contain the name and address of
each such employee, social security
number, correct classifications, hourly
rates of wages paid, daily and weekly
number of hours worked, deductions
made, and actual wages paid. Further,
the Agency Head shall cause or require
the contracting officer to insert in any
such contract a clause providing that
the records to be maintained under this
paragraph shall be made available by
the contractor or subcontractor for in-
spection, copying, or transcription by
authorized representatives of the
(write the name of agency) and the De-
partment of Labor, and the contractor
or subcontractor will permit such rep-
resentatives to interview employees
during working hours on the job.
(The information collection, recordkeeping,
and reporting requirements contained in the
following paragraphs of this section were ap-
proved by the Office of Management and
Budget:
Paragraph OMB Con-
trol Number
(a)(1)(ii)(B) ......................................................... 1215–0140
(a)(1)(ii)(C) ......................................................... 1215–0140
(a)(1)(iv) ............................................................. 1215–0140
(a)(3)(i) ............................................................... 1215–0140,
1215–0017
(a)(3)(ii)(A) ......................................................... 1215–0149
(c) ....................................................................... 1215–0140,
1215–0017
[48 FR 19540, Apr. 29, 1983, as amended at 51
FR 12265, Apr. 9, 1986; 55 FR 50150, Dec. 4,
1990; 57 FR 28776, June 26, 1992; 58 FR 58955,
Nov. 5, 1993; 61 FR 40716, Aug. 5, 1996; 65 FR
69693, Nov. 20, 2000; 73 FR 77511, Dec. 19, 2008]
EFFECTIVE DATE NOTE: At 58 FR 58955, Nov.
5, 1993, § 5.5 was amended by suspending para-
graph (a)(1)(ii) indefinitely.
VerDate Mar<15>2010 15:49 Aug 10, 2011 Jkt 223109 PO 00000 Frm 00131 Fmt 8010 Sfmt 8010 Q:\29\29V1 ofr150 PsN: PC150
Page 116 of 102

Exhibit H
Design-Builder Representatives

Joseph Khoury
Principal/EVP of Construction
MCN Build, Inc.
1214 28th Street NW
Washington, DC 20007

Page 117 of 102
Exhibit I
Department Representative
Xavier Beltran
Interim Chief Procurement Officer
Department of General Services
3924 Minnesota Avenue NE, 6th Floor
Washington, DC 20019
Peter Henry Lyonga
Contracting Officer
Department of General Services 3924
Minnesota Avenue NE,
5th Floor
Washington, DC 20019
Page 118 of 102

Exhibit J
Standard Contract Provisions for Construction Contracts and A&E Contracts

Standard Contract Provisions - Page 1 of 24
District of Columbia Department of General Services
Standard Contract Provisions
GENERAL PROVISIONS
(Construction Contract)
ARTICLE 1. DEFINITIONS
A. “Government” as used herein means the District of Columbia Depa rtment of General Services,
(DGS) that is a party to a contract.
B. “Executive” as used herein means the elected head of the Government as set forth in [Public Law
93-198 dated December 24, 1973, Title 4, Part B, Section 422(1)] (Or relevant local law).
C. “Contracting Officer” as used herein means the Government official authorized to
execute and administrate the Contract on behalf of the Governme nt. Within DGS, the Director is
the Chief Contracting Officer. The Director may make delegation s of procurement authority to
additional contracting officers within DGS.
D. “Contract Documents” or “Contract” as used herein means Addenda , Contract Form, Standard
Contract Provisions, Instructions to Bidders, General Provision s, Labor Provisions, Performance
and Payment Bonds, Specifications, Special Provisions, Contract Drawings, approved written
Change Orders and Agreements required to acceptably complete th e Contract, including
authorized extensions thereof.
ARTICLE 2. SPECIFICATIONS AND DRAWINGS—The Contractor shall keep on the work site a copy of
Contract drawings and specifications and shall at all times giv e the Contracting Officer access thereto.
Anything mentioned in the specifications and not shown on the C ontract drawings, or shown on the
Contract drawings and not mentioned in the specifications, shall be of like effect as if shown or mentioned
in both.
There shall be no change orders or equitable adjustments for work related to items appearing in either the
Contract drawing or specifications.
All Contract requirements are equally binding. Each Contract re quirement, whether or not omitted
elsewhere in the Contract, is binding as though occurring in an y or all parts of the Contract. In case of
discrepancy:
1. The Contracting Officer shall be promptly notified in writing o f any error, discrepancy or
omission, apparent or otherwise.
2. Applicable Federal, State, and Municipal Code requirements have priority over: the
Contract form, General Provisions, Change Orders, Addenda, Contract drawings, Special
Provisions and Specifications.
3. The Contract form, Standard Contract Provisions, General Provis ions and Labor
Provisions have priority over: Change Orders, Addenda, Contract drawings, Special
Provisions and Specifications.
4. Change Orders have priority over: Addenda, Contract drawings and Specifications.
5. Addenda have priority over: Contract drawings, Special Provisio ns and Specifications. A
later dated Addendum has priority over earlier dated Addenda.
6. Special Provisions have priority over: Contract drawings and other specifications.
Standard Contract Provisions - Page 2 of 24
7. Shown and indicated dimensions have priority over scaled dimensions.
8. Original scale drawings and details have priority over any othe r different scale drawings
and details.
9. Large scale drawings and details have priority over small scale drawings and details.
10. Any adjustment by the Contractor without a prior determination by the Contracting Officer
shall be at his own risk and expense. The Contracting Officer w ill furnish from time to
time such detail drawings and other information as he may consi der necessary, unless
otherwise provided.
ARTICLE 3. CHANGES
A. DESIGNATED CHANGE ORDERS —The Contracting Officer may, at any time, without notice to
the sureties, by written order designated or indicated to be a change order, make any change in
the work within the general scope of the Contract, including but not limited to changes
1. In the Contract drawings and specifications;
2. In the method or manner of performance of the work;
3. In the Government furnished facilities, equipment, materials or services; or
4. Directing acceleration in the performance of the work.
Nothing provided in this Article shall excuse the Contractor fr om proceeding with the prosecution
of the work so changed.
B. OTHER CHANGE ORDERS —Any other written order or an oral order (which term as used in this
Section (B) shall include direction, instruction, interpretatio n, or determination) from the
Contracting Officer which causes any such change, shall be trea ted as a Change Order under
this Article, provided that the Contractor gives the Contractin g Officer written notice stating the
date, circumstances and sources of the order and that the Contr actor regards the order as a
Change Order.
C. GENERAL REQUIREMENTS —Except as herein provided, no order, statement or conduct of t he
Contracting Officer shall be treated as a change under this Art icle or entitle the Contractor to an
equitable adjustment hereunder. If any change under this Articl e causes an increase or decrease
in the Contractor’s cost of, or the time required for, the performance of any part of the work under
this Contract whether or not changed by any order, an equitable adjustment shall be made and
the Contract modified in writing accordingly; provided, however , that except for claims based on
defective specifications, no claim for any change under (B) abo ve shall be allowed for any cost
incurred more than 20 days before the Contractor gives written notice as therein required unless
this 20 days is extended by the Contracting Officer and provide d further, that in case of defective
drawings and specifications, the equitable adjustment shall inc lude any increased cost
reasonably incurred by the Contractor in attempting to comply w ith such defective drawings and
specifications.
If the Contractor intends to assert a claim for an equitable ad justment under this Article, he must,
within 30 days after receipt of a written Change Order under (A ) above or the furnishing of a
written notice under (B) above, submit to the Contracting Offic er a written statement setting forth
the general nature and monetary extent of such claim, unless th is period is extended by the
Contracting Officer. The statement of claim hereunder may be in cluded in the notice under (B)
above.
Standard Contract Provisions - Page 3 of 24
With respect to the notification requirements hereunder, time i s of the essence. A failure to
provide timely notice constitutes waiver of the claim. No claim by the Contractor for an equitable
adjustment hereunder shall be allowed if asserted after final payment under the Contract.
D. CHANGE ORDER BREAKDOWN —Contract prices shall be used for Change Order work where
work is of similar nature; no other costs, overhead or profit will be allowed.
Where Contract prices are not appropriate and the nature of the change is known in advance of
construction, the parties shall attempt to agree on a fully jus tifiable price adjustment and/or
adjustment of completion time.
When Contract prices are not appropriate, or the parties fail t o agree on equitable adjustment, or
in processing claims, equitable adjustment for Change Order wor k shall be per this Article and
Article 4 and shall be based upon the breakdown shown in follow ing subsections 1. through 7.
The Contractor shall assemble a complete cost breakdown that li sts and substantiates each item
of work and each item of cost.
1. Labor —Payment will be made for direct labor cost plus indirect labor cost such as
insurance, taxes, fringe benefits and welfare provided such cos ts are considered
reasonable. Indirect costs shall be itemized and verified by re ceipted invoices. If
verification is not possible, up to 18 percent of direct labor costs may be allowed. In
addition, up to 20 percent of direct plus indirect labor costs may be allowed for overhead
and profit.
2. Bond —Payment for additional bond cost will be made per bond rate sc hedule submitted
to the Office of Contracting and Procurement with the executed Contract.
3. Materials —Payment for cost of required materials will be F.O.B. destinat ion (the job site)
with an allowance for overhead and profit.
4. Rented Equipment —Payment for required equipment rented from an outside company
that is neither an affiliate of, nor a subsidiary of, the Contractor will be based on receipted
invoices which shall not exceed rates given in the current edit ion of the Rental Rate Blue
Book for Construction Equipment published by Data Quest. If actual rental rates exceed
manual rates, written justification shall be furnished to the C ontracting Officer for
consideration. No additional allowance will be made for overhea d and profit. The
Contractor shall submit written certification to the Contractin g Officer that any required
rented equipment is neither owned by nor rented from the Contra ctor or an affiliate of or
subsidiary of the Contractor.
5. Contractor’s Equipment — Payment for required equipment owned by the Contractor or
an affiliate of the Contractor will be based solely on an hourl y rate derived by dividing the
current appropriate monthly rate by 176 hours. No payment will be made under any
circumstances for repair costs, freight and transportation char ges, fuel, lubricants,
insurance, any other costs and expenses, or overhead and profit . Payment for such
equipment made idle by delays attributable to the Government wi ll be based on one-half
the derived hourly rate under this subsection.
6. Miscellaneous —No additional allowance will be made for general superintenden ce, use
of small tools and other costs for which no specific allowance is herein provided.
Standard Contract Provisions - Page 4 of 24
7. Subcontract Work —Payment for additional necessary subcontract work will be base d
on applicable procedures in 1. through 6., to which total additional subcontract work up to
an additional 10 percent may be allowed for the Contractor’s overhead and profit.
ARTICLE 4. EQUITABLE ADJUSTMENT OF CONTRACT TERMS
The Contractor is entitled to an equitable adjustment of the contract terms whenever the following
situations develop:
A. DIFFERING SITE CONDITIONS:
1. During the progress of the work, if subsurface or latent physical conditions are encountered
at the site differing materially from those indicated in the contract or if unknown physical
conditions of an unusual nature, differing materially from those ordinarily encountered and
generally recognized as inherent in the work provided for in the contract, are encountered at
the site, the Contractor, upon discovering such conditions, shall promptly notify the
Contracting Officer in writing of the specific differing conditions before they are disturbed and
before the affected work is performed.
2. Upon written notification, the Contracting Officer will investigate the conditions, and if he/she
determines that the conditions materially differ and cause an increase or decrease in the cost
or time required for the performance of any work under the contract, an adjustment, excluding
loss of anticipated profits, will be made and the contract modified in writing accordingly. The
Contracting Officer will notify the Contractor of his/her determination whether or not an
adjustment of the contract is warranted.
3. No contract adjustment which results in a benefit to the Contractor will be allowed unless the
Contractor has provided the required written notice; a failure to notify the Contracting Officer
of the changed conditions prior to work being disturbed by said conditions shall constitute a
permanent waiver of all right to compensation related to the changed conditions by the
Contractor.
4. No contract adjustment will be allowed under this clause for any effects caused on
unchanged work.
B. SUSPENSION OF WORK ORDERED BY THE CONTRACTING OFFICER:
1. If the performance of all or any portion of the work is suspended or delayed by the
Contracting Officer in writing for an unreasonable period of time (not originally anticipated,
customary, or inherent to the construction industry) and the Contractor believes that
additional compensation and/or contract time is due as a result of such suspension or delay,
the Contractor shall submit to the Contracting Officer in writing a request for equitable
adjustment within seven (7) calendar days of receipt of the notice to resume work. The
request shall set forth the reasons and support for such adjustment.
2. Upon receipt, the Contracting Officer will evaluate the Contractor’s request. If the Contracting
Officer agrees that the cost and/or time required for the performance of the contract has
increased as a result of such suspension and the suspension was caused by conditions
beyond the control or and not the fault of the contractor, its suppliers, or subcontractors at
any approved tier, and not caused by weather, the Contracting Officer will make an
adjustment (excluding profit) and modify the contract in writing accordingly. The Contracting
Officer will notify the Contract of his/her determination whether or not an adjustment of the
contract is warranted.
3. No contract adjustment will be allowed unless the Contractor has submitted the request for
adjustment within the time prescribed; a failure to submit a request for adjustment in the time
Standard Contract Provisions - Page 5 of 24
prescribed shall constitute waiver of all right to compensation related to the suspension of
work by the Contractor.
4. No contract adjustment will be allowed under this clause to the extent that performance would
have been suspended or delayed by any other cause, or for which an adjustment is provided
for or excluded under any other term of condition of this contract.
C. SIGNIFICANT CHANGES IN THE CHARACTER OF WORK :
1. The Contracting Officer reserves the right to make, in writing, at any time during the work,
such changes in quantities and such alterations in the work as are necessary to satisfactorily
complete the project. Such changes in quantities and alterations shall not invalidate the
contract nor release the surety, and the Contractor agrees to perform the work as altered.
2. If the alterations or changes in quantities significantly change the character of the work under
the contract, whether or not changed by any such different quantities or alterations, an
adjustment, excluding loss of anticipated profits, will be made to the contract. The basis for
the adjustment shall be agreed upon prior to the performance of the work. If a basis cannot
be agreed upon, then an adjustment will be made either for or against the Contractor in such
amount as the Contracting Officer may determine to be fair and reasonable.
3. If the alterations or changes in quantities significantly change the character of the work to be
performed under the contract, the altered work will be paid for as provided elsewhere in the
contract.
4. The term “significant change” shall be construed to apply only to the following circumstances:
a. When the character of the work as altered differs materially in kind or nature from that
involved or included in the original proposed construction; or
b. When an item of work is increased in excess of 125 percent or decreased below 75
percent of the original contract quantity. Any allowance for an increase in quantity
shall apply only to that portion in excess of 125 percent of original contract item
quantity, or in the case of a decrease below 75 percent, to the actual amount of work
performed.
ARTICLE 5. TERMINATION
TERMINATION GENERALLY- Termination, whether for default or convenience, is not a Gover nment
claim. The Contracting Officer may terminate a contract for de fault, in whole or in part, if the termination
is in the best interests of the Government, and the Contractor does any of the following:
(a) Fails to deliver the goods or complete the work or services within the time specified in the
contract or any modification;
(b) Fails to make sufficient progress on contract performance s o as to endanger performance of the
contract within the time specified or in the manner specified in the contract;
(c) Fails or refuses to go forward with the work in accordance with the direction of the Contracting
Officer;
(d) Expresses through word or conduct an intention not to compl ete the work in accordance with the
directions of the Contracting Officer;
(e) Fails to perform any of the other provisions of the contract;
(f) Materially deviates from the representations and capabiliti es set forth in the Contractor’s
response to the solicitation.
A termination for default is a final decision of a Contracting Officer. In order to contest a termination for
default, the Contractor must submit a certified request to conv ert the termination for default to a
termination for convenience with all documents supporting such conversion and comply with all contract
Standard Contract Provisions - Page 6 of 24
provisions and laws relating to terminations for convenience, i ncluding the submission of a certified
termination for convenience settlement proposal. The submission of the certified request for conversion to
a termination for convenience and certified termination settlem ent proposal to the Contracting Officer
must occur prior to 90 days from the date of the Contracting Officer’s final decision.
DELAYS—If the Contractor refuses or fails to prosecute the work, or a ny separable part thereof, with
such diligence as will insure its completion within the time sp ecified in the Contract, or any extension
thereof, or fails to complete said work within specified time, the Government may, by written notice to the
Contractor, terminate his right to proceed with the work or suc h part of the work involving the delay. In
such event the Government may take over the work and prosecute the same to completion, by contract or
otherwise, and may take possession of and utilize in completing the work such materials, appliances, and
plant as may have been paid for by the Government or may be on the site of the work and necessary
therefore. Whether or not the Contractor’s right to proceed wit h the work is terminated, he and his
sureties shall be liable for any liability to the Government re sulting from his refusal or failure to complete
the work within the specified time.
If fixed and agreed liquidated damages are provided in the Cont ract and if the Government does not so
terminate the Contractor’s right to proceed, the resulting dama ge will consist of such liquidated damages
until the work is completed and accepted.
The Contractor’s right to proceed shall not be so terminated no r the Contractor charged with resulting
damage if:
1. The delay in the completion the work arises from unforeseeable causes beyond the control and
without the fault or negligence of the Contractor, including bu t not restricted to acts of God, acts
of the public enemy, acts of the Government in either its sovereign or contractual capacity, acts of
another contractor in the performance of a contract with the Government, fires, floods, epidemics,
quarantine restrictions, strikes, freight embargoes, climatic c onditions beyond the normal which
could be anticipated, or delays of subcontractors or suppliers arising from unforeseeable causes
beyond the control and without the fault or negligence of both the Contractor and such
subcontractors or suppliers (the term subcontractors or supplie rs shall mean subcontractors or
suppliers at any tier); and
2. The Contractor, within 72 hours from the beginning of any such delay, (unless the Contracting
Officer grants a further period of time before the date of final payment under the Contract) notifies
the Contracting Officer in writing of the causes of delay.
The Contracting Officer shall ascertain the facts and the exten t of the delay and extend the time far
completing the work when, in his judgment, the findings of fact justify such an extension, and his findings
of fact shall be final and conclusive on the parties, subject only to appeal as provided in Article 7 herein.
If, after notice of termination of the Contractor’s right to pr oceed under the provisions of this Article, it is
determined for any reason that the Contractor was not in defaul t under the provisions of this Article, or
that the delay was excusable under the provisions of this Artic le, the rights and obligations of the parties
shall be in accordance with Article 6 herein. Failure to agree to any such adjustment shall be a dispute
concerning a question of fact within the meaning of Article 7 herein.
The rights and remedies of the Government provided in this Arti cle are in addition to any other rights and
remedies provided by law or under the Contract.
The Government may, by written notice, terminate the Contract o r a portion thereof as a result of an
Executive Order of the President of the United States with resp e c t t o t h e p r o s e c u t i o n o f w a r o r i n t h e
interest of national defense. When the Contract is so terminate d, no claim for loss of anticipated profits
will be permitted.
ARTICLE 6. TERMINATION FOR CONVENIENCE OF THE GOVERNMENT
Standard Contract Provisions - Page 7 of 24
A. The performance of work under the Contract may be terminated by the Government in
accordance with this Article in whole, or in part, whenever the Contracting Officer shall
determine that such termination is in the best interest of the Government. Any such termination
shall be effected by delivery to the Contractor of a Notice of Termination specifying the extent
to which performance of work under the Contract is terminated, and the date upon which such
termination becomes effective.
B. After receipt of a Notice of Termination, and except as otherwi se directed by the Contracting
Officer, the Contractor shall:
1. Stop work under the Contract on the date and to the extent spec ified in the Notice of
Termination.
2. Place no further orders or subcontracts for materials, services, or facilities except as may be
necessary for completion of such portion of the work under the Contract as is not
terminated.
3. Terminate all orders and subcontracts to the extent that they r elate to the performance of
work terminated by the Notice of Termination.
4. Assign to the Government, in the manner, at the times, and to t he extent directed by the
Contracting Officer, all of the right, title and interest of th e Contractor under the orders and
subcontracts so terminated, in which case the Government shall have the right, in its
discretion, to settle or pay any or all claims arising out of t he termination of such orders and
subcontracts.
5. Settle all outstanding liabilities and all claims arising out o f such termination of orders or
subcontracts, with the approval or ratification of the Contracting Officer to the extent he may
require, which approval or ratification shall be final for all purposes of this Article.
6. Transfer title to the Government and deliver in the manner, at the times, and to the extent, if
any, directed by the Contracting Officer
:
a. The fabricated or unfabricated parts, work in progress, completed work, supplies, and
other material procured as a part of, or acquired in connection with, the performance
of the work terminated by the Notice of Termination, and
b. The completed, or partially completed plans, drawings information and other property
which, if the Contract bad been completed, would have been required to be furnished
to the Government.
7. Use his best efforts to sell, in the manner, at the terms, to the extent, and at the
price or prices directed or authorized by the Contracting Officer, any property of the
types referred to in 6 above provided, however, that the Contractor:
a. Shall not be required to extend credit to any purchaser, and
b. May acquire any property under the conditions prescribed and at a p r i c e o r p r i c e s
approved by the Contracting Officer, and
c. Provided further, that the proceeds of any such transfer or disposition shall be applied
in reduction of any payments to be made by the Government to th e Contractor under
the Contract or shall otherwise be credited to the price or cos t of the work covered by
the Contract or paid in such other manner as the Contracting Officer may direct.
Standard Contract Provisions - Page 8 of 24
8. Complete performance of such part of the work as shall not have been terminated by the
Notice of Termination.
9. Take such action as may be necessary, or as the Contracting O fficer may direct, for the
protection and preservation of t he property related to the Cont ract which is in the
possession of the Contractor and in which the Government has or may acquire an
interest.
10. The Contractor shall proceed immediately with the performance of the above
obligations notwithstanding any delay in determining or adjusti ng the cost, or any item of
reimbursable cost, under this Article.
11. “Plant clearance period” means, for each particular property classification (such as
raw materials, purchased parts and work in progress) at any one plant or location, a
period beginning with the effective date of the termination for convenience and ending 90
days after receipt by the Contracting Officer of acceptable inv entory schedules covering
all items of that particular property classification in the ter mination inventory at that plant
or location, or ending on such later date as may be agreed to b y the Contracting Officer
and the Contractor. Final phase of a plant clearance period mea ns that part of a plant
clearance period which occurs alter the receipt of acceptable i nventory schedules
covering all items of the particular property classification at the plant or location.
At any time after expiration of the plant clearance period, as defined above, the Contractor
may submit to the Contracting Officer a list, certified as to q uantity and quality, of any or
all items of termination inventory not previously disposed of, exclusive of items the
disposition of which has been directed or authorized by the Con tracting Officer, and may
request the Government to remove such items or enter into a storage agreement covering
them. Not later than 15 days thereafter, the Government will accept title to such items and
remove them or enter into a storage agreement covering the same ; provided, that the list
submitted shall be subject to verification by the Contracting O fficer upon removal of the
items or, if the items are stored, within 45 days from the date of submission of the list, and
any necessary adjustments to correct the list as submitted, sha ll be made prior to final
settlement.
C. After receipt of a Notice of Termination, the Contractor shall submit to the Contracting Officer
his termination claim, in the form with the certification presc ribed by the Contracting Officer.
Such claim shall be submitted promptly but in no event later th an 90 days from the effective
date of termination, unless one or more extensions in writing a re granted by the Contracting
Officer upon request of the Contractor made in writing within s uch 90 day period or authorized
extension thereof. In the event the Contractor was terminated f or default and it asserts that it is
entitled to a termination for convenience, its certified reques t for the conversion of the default
termination to one for convenience and its certified terminatio n settlement proposal must be
submitted to the Contracting Officer prior to the expiration of 90 days from the date of the
default termination. With respect to a termination for conveni ence, if the Contracting Officer
determines that the facts justify such action, he may receive and act upon any such termination
claim at any time after such 90 day period or extension thereof . Nothing herein shall be
construed to extend the time for the submission of a claim here under for a defaulted Contractor
beyond 90 days from the date of the default termination. Upon failure of the Contractor to
submit his termination claim within the time allowed, the Contracting Officer may, subject to any
review required by the Government’s procedures in effect as of the date of execution of the
Contract, determine, on the basis of information available to h im, the amount, if any, due to the
Contractor by reason of the termination and shall thereupon pay to the Contractor the amount
so determined.
D. Subject to the provisions of C above, and subject to any review required by the Government’s
procedures in effect as of the date of execution of the Contrac t, the Contractor and Contracting
Standard Contract Provisions - Page 9 of 24
Officer may agree upon the whole or any part of the amount or a mounts to be paid to the
Contractor by reason of the tota l or partial termination of wor k pursuant to this Article, which
amount or amounts may include a reasonable allowance for profit on work done; provided, that
such agreed amount or amounts, exclusive of settlement costs, s hall not exceed the total
Contract price as reduced by the amount of payments otherwise m ade and as further reduced
by the Contract price of work not terminated. The Contract shal l be amended accordingly, and
the Contractor shall be paid the agreed amount. Nothing in E be low prescribing the amount to
be paid to the Contractor in the event of failure of the Contra ctor and the Contracting Officer to
agree upon the whole amount to be paid to the Contractor by rea son of the termination of work
pursuant to this Article, shall be deemed to limit, restrict or otherwise determine or effect the
amount or amounts which may be agreed upon to be paid to the Co ntractor pursuant to this
paragraph.
E. In the event of the failure of the Contractor and the Contracti ng Officer to agree as provided in
D above upon the whole amount to be paid to the Contractor by r eason of the termination of
work pursuant to this Article, the Contracting Officer shall, subject to any review required by the
Government’s procedures in effect as of the date of execution o f the Contract, determine, on
the basis of information available to him, the amount, if any, due the Contractor by reason of
the termination and shall pay to the Contractor the amounts det ermined by the Contracting
Officer, as follows, but without duplication of any amounts agr eed upon in accordance with D
above:
1. With respect to all Contract work performed prior to the effective date of the Notice of
Termination, the total (without duplication of any items) of:
a. The cost of such work;
b. The cost of settling and paying claims arising out of the termi nation of
work under subcontracts or orders as provided in B 5. above, ex clusive
of the amounts paid or payable on account of supplies or materi als
delivered or services furnished by the subcontractor prior to t he
effective date of the Notice of Termination of work under the C ontract,
which amounts shall be included in the cost on account of which
payment is made under E1.a. above; and
c. A sum, as profit on E.1.a. above, determined by the Contracting
Officer to be fair and reasonable; provided however, that if it appears
that the Contractor would have sustained a loss on the entire C ontract
had it been completed, no profit shall be included or allowed u nder this
subparagraph and an appropriate adjustment shall be made reduci ng
the amount of the settlement to reflect the indicated rate of l oss; and
provided further that profit shall be allowed only on preparati ons made
and work done by the Contractor for the terminated portion of t he
Contract but may not be allowed on the Contractor’s settlement
expenses. Anticipatory profits and consequential damages will not be
allowed. Any reasonable method may be used to arrive at a fair profit,
separately or as part of the whole settlement.
2. The reasonable cost of the preservation and protection of property incurred
pursuant to B.9; and any other reasonable cost incidental to termination of work
under the Contract including expense incidental to the determination of the
amount due to the Contractor as the result of the termination of work under the
Contract.
F. The total sum to be paid to me Contractor under E.1. above shall not exceed the total
Contract price as reduced by the amount of payments otherwise made and as further
Standard Contract Provisions - Page 10 of 24
reduced by the Contract price of work not terminated. Except for normal spoilage, and
except to the extent that the Government shall have otherwise expressly assumed the risk
of loss, there shall be excluded from the amounts payable to the Contractor under
E.1. above, the fair value, as determined by the Contracting Officer, of property which
is destroyed, lost, stolen or damaged so as to become undeliverable to the Government, or
to a buyer pursuant to B.7 above.
G. The Contractor shall have the right of appeal, under Article 7 herein, from any
determination made by the Contracting Officer under C. or E. ab ove, except that, if the
Contractor has failed to submit his claim within the time provi ded in C above and has failed to
request extension of such time, he shall have no such right of appeal. In any case where the
Contracting Officer has made a determination of the amount due under C. or E. above, the
Government shall pay to the Contractor the following:
1. If there is no right of appeal hereunder or if no timely appeal has been taken, the
amount so determined by the Contracting Officer, or
2. If an appeal had been taken, the amount finally determined on such appeal.
H. In arriving at the amount due the Contractor under this Article there shall be deducted:
1. all unliquidated advance or other payments on account theretofo r e m a d e t o t h e
Contractor, applicable to the terminated portion of the Contract;
2. any claim which the Government may have against the Contractor in connection with
the Contract; and
3. the agreed price for, or the proceeds of sale of, any materials, supplies or other things
kept by the Contractor or sold, pursuant to the provisions of t his Article and not
otherwise recovered by or credited to the Government.
I. If the termination hereunder be partial, prior to the settlemen t of the terminated portion of the
Contract, the Contractor may file with the Contracting Officer a request in writing for an
equitable adjustment of the price or prices specified in the Co ntract relating to the continued
portion of the Contract (the portion not terminated by the Noti ce of Termination), and such
equitable adjustment as may be agreed upon shall be made at suc h price or prices; however,
nothing contained herein shall limit the right of the Governmen t and the Contractor to agree
upon the amount or amounts to be paid to the Contractor for the completion of the continued
portion of the Contract when said Contract does not contain an established Contract price for
such continued portion.
J. The Government may from time to time, under such terms and conditions as it may prescribe,
make partial payments against costs incurred by the Contractor in connection with the
terminated portion of the Contract whenever in the opinion of t he Contracting Officer the
aggregate of such payments shall be within the amount to which the Contractor will be
entitled hereunder. If the total of such payments is in excess of the amount finally agreed or
determined to be due under this Article, such excess Shall be p ayable by the Contractor to
the Government upon demand, together with interest computed at the rate of 6 percent per
annum for the period from the date such excess is received by t he Contractor to the date on
which such excess is repaid to the Government; provided however , that no interest shall be
charged with respect to any such excess payment attributable to a reduction in the
Contractor’s claim by reason of retention or other disposition of termination inventory until ten
days after the date of such retention or disposition, or such l ater date as determined by the
Contracting Officer by reason of the circumstances.
Standard Contract Provisions - Page 11 of 24
K. Unless otherwise provided in the Contract or by applicable stat ute, the Contractor, from the
effective date of termination and for a period of three years a fter final settlement under the
Contract, shall preserve and make available to the Government a t all reasonable times at the
office of the Contractor, but without direct charge to the Gove rnment, all his books, records,
documents and other evidence bearing on the costs and expenses of the Contractor under
the Contract and relating to the work terminated hereunder, or, to the extent approved by the
Contracting Officer, photographs and other authentic reproductions thereof.
ARTICLE 7. DISPUTES
A. All disputes arising under or relating to this contract shall be resolved as provided herein.
B. Claims by a Contractor against the Government.
(1) Claim, as used in Section B of this clause, means a written assertion by the Contractor seeking,
as a matter of right, the payment of money in a sum certain, the adjustment or interpretation of contract
terms, or other relief arising under or relating to this contract. A claim arising under a contract, unlike a
claim relating to that contract, is a claim that can be resolved under a contract clause that provides for the
relief sought by the claimant.
(a) All claims by a Contractor against the Government arising u nder or relating to a contract shall be
in writing and shall be submitted to the Contracting Officer for a decision.
(b) Within 120 days after receipt of a claim, the Contracting O fficer shall issue a decision, whenever
possible taking into account factors such as the size and complexity of the claim and the
adequacy of the information in support of the claim provided by the Contractor.
(c) Any failure by the Contracting Officer to issue a decision on a contract claim within the required
time period shall be deemed to be a denial of the claim and shall authorize the commencement of
an appeal on the claim as otherwise provided.
(d) (1) If a Contractor is unable to support any part of his or her claim and it is determined that the
inability is attributable to a material misrepresentation of fact or fraud on the part of the
Contractor, the Contractor shall be liable to the Government for an amount equal to the
unsupported part of the claim in addition to all costs to the Government attributable to the cost of
reviewing that part of the Contractor’s claim.
(2) Liability under this section shall be determined within 6 years of the commission of the
misrepresentation of fact or fraud.
(e) All cost data, pricing data, and task data of claims hereun der must be certified as accurate,
complete, required, and necessary to the best of the Contractor’s knowledge and belief. Further,
all task or work data in the claim must be described therein to the smallest unit of work or task.
The Contracting Officer may require any additional certifications, descriptions or explanations of
the claim.
(f) The parties agree that time is of the essence and all claim s hereunder must be presented to the
Contracting Officer for a final decision within thirty (30) days of the occurrence of the
circumstances giving rise to such claim or within thirty (30) days of when the Contractor knew or
should have known of the circumstances giving rise to such claim, otherwise compensation for
that claim is waived.
(g) The parties agree that there shall be no claims for unabsor bed home office overhead.
(2) The Contractor’s claim shall contain at least the following :
(a) A description of the claim and the amount in dispute;
(b) Any data or other information in support of the claim;
(c) A brief description of the Contractor’s efforts to resolve the dispute prior to filing the claim; and
(d) The Contractor’s request for relief or other action by the Contracting Officer.
(e) The certification of the accuracy, completeness, requirement, and necessity of all aspects of the claim.
(3) The decision of the Contracting Officer shall be final and not subject to review unless an
administrative appeal or action for judicial review is timely commenced by the Contractor.
(4) Pending final decision of an appeal, action, or final settl ement, a Contractor shall proceed
diligently with performance of the contract in accordance with the decision of the Contracting Officer.
C. Claims by the Government against a Contractor
Standard Contract Provisions - Page 12 of 24
(a) Claim as used in Section C of this clause, means a written demand or written assertion by the
Government, including the Contracting Officer, seeking, as a matter of right, the payment of money in a
sum certain, the adjustment of contract terms, or other relief arising under or relating to this contract. A
claim arising under a contract, unlike a claim relating to that contract, is a claim that can be resolved
under a contract clause that provides for the relief sought by the claimant. Nothing herein shall be
construed to require the Government to notify the Contractor prior to the issuance of the Contracting
Officer’s final decision.
(b) (1) All claims by the Government against a Contractor arising under or relating to a contract shall be
decided by the Contracting Officer, who shall issue a decision in writing and furnish a copy of the decision
to the Contractor.
(2) The decision shall be supported by reasons and shall inform the Contractor of his or her rights.
Specific findings of fact shall not be required.
(3) This clause shall not authorize the Contracting Officer to settle, compromise, pay, or otherwise adjust
any claim involving fraud.
(4) The decision of the Contracting Officer shall be final and not subject to review unless an administrative
appeal or action for judicial review is timely commenced by the Contractor.
(5) Pending final decision of an appeal, action, or final settlement, the Contractor shall proceed diligently
with performance of the contract in accordance with the decision of the Contracting Officer.
ARTICLE 8. PAYMENTS TO CONTRACTOR —Unless otherwise provided in the Contract, the
Government will pay the contract price or prices as hereinafter provided in accordance with Government
regulations.
The Government will make progress payments monthly as the work proceeds, or at more frequent
intervals as determined by the Contracting Officer, on estimate s approved by the Contracting Officer.
The Contractor shall furnish a breakdown of the total Contract price showing the amount included
therein for each principal category of the work, in such detail as requested, to provide a basis for
determining progress payments. In the preparation of estimates the Contracting Officer, at his discretion,
may authorize material delivered on the site and preparatory wo rk done to be taken into consideration.
Material delivered to the Contractor at locations other than the site may also be taken into consideration:
1. If such consideration is specifically authorized by the Contract;
2. If the Contractor furnishes satisfactory evidence that he has a cquired title to such material, that it
meets Contract requirements and that it will be utilized on the work covered by the Contract; and
3. If the Contractor furnishes to the Contracting Officer an itemized list.
The Contracting Officer at his/her discretion shall cause to be withheld retention in an amount sufficient
to protect the interest of the Government. Unless otherwise ag reed, the amount shall not exceed ten
percent (10%) of the partial payment. However, if the Contracting Officer, at any time after 50 percent of
the work has been completed, find s that satisfactory progress i s being made, he may authorize any of
the remaining progress payments to be made in full or may retai n from such remaining partial payments
less than 10 percent thereof. Also, whenever work is substantia lly complete, the Contracting Officer, if
he considers the amount retained to be in excess of the amount adequate for the protection of the
Government, at his discretion, may release to the Contractor al l or a portion of such excess amount.
Furthermore, on completion and acceptance of each separate buil ding, public work, or other division of
the Contract, on which the price is stated separately in the Co ntract, payment may be made therefore
without retention of a percentage, less authorized deductions.
All material and work covered by progress payments made shall t hereupon become the sole property of
the Government, but this provision shall not be construed as re lieving the Contractor from the sole
responsibility for all material and work upon which payments ha ve been made or the restoration of any
damaged work, or as waiving the right of the Government to requ ire the fulfillment of all of the terms of
the Contract.
Standard Contract Provisions - Page 13 of 24
Upon completion and acceptance of all work, the amount due the Contractor under the Contract shall be
paid upon presentation at a properly executed voucher and after the Contractor shall have furnished the
Government with a release, if required, of all claims against t he Government arising by virtue of the
Contract, other than claims in stated amounts as may be specifi cally excepted by the Contractor from
the operation of the release.
ARTICLE 9. TRANSFER OR ASSIGNMENT —Unless otherwise provided by law, neither the Contract
nor any interest therein may be transferred or assigned by the Contractor to any other party without the
written consent of the Contracting Officer nor without the writ ten acceptance by the surety on the
performance and payment bond securing the Contract of the assig nee as the Contractor and the
principal on such bond; and any attempted transfer or assignmen t not authorized by this Article shall
constitute a breach of the Contract and the Government may for such cause terminate the right of the
Contractor to proceed in the same manner as provided in Article 5 herein, and the Contractor and his
sureties shall be liable to the Government for any excess cost occasioned the Government thereby.
ARTICLE 10. MATERIAL AND WORKMANSHIP
A. GENERAL —Unless otherwise specifically provided in the Contract, all eq uipment, material and
articles incorporated in the work covered by the Contract shall be new and of the most suitable
grade for the purpose intended. Unless otherwise specifically p rovided in the Contract, reference
to any equipment, material, article or patented process, by tra de name, make or catalog number,
shall be regarded as establishing a standard of quality and sha ll not be construed as limiting
competition., and the Contractor may use any equipment, materia l, article or process which, in
the judgment of the Contracting Officer, is equivalent to that named unless otherwise specified.
The Contractor shall furnish to the Contracting Officer for his approval the name of the
manufacturer, the model number, and other identifying data and information respecting the
performance, capacity, nature and rating of the mechanical and other equipment which the
Contractor contemplates incorporating in the work. Machinery an d equipment shall be in proper
condition. When required by the Contract or when called for by the Contracting Officer, the
Contractor shall furnish to the Contracting Officer for approva l full information concerning the
material or articles which he contemplates incorporating in the work. When so directed, samples
shall be submitted for approval at the Contractor’s expense, wi th all shipping charges prepaid.
Machinery, equipment, material, and articles installed or used without required approval shall be
at the risk of subsequent rejection and subject to satisfactory replacement at Contractor’s
expense.
B. SURPLUS MATERIALS USE —Whenever specified in the Contract or authorized by the
Contracting Officer that materials become the property of the Contractor, which by
reference or otherwise shall include disposal of materials, it is understood that the
Contractor accepts such materials “as is” with no further expense or liability to the Government. If
such material specified in the Contract will have a potential o r real interest of value, the
Contractor shall make allowance in the Contract to show such value.
C. GOVERNMENT MATERIAL —No materials furnished by the Government shall be applied to a ny
other use, public or private, than that for which they are issu ed to the Contractor. The full amount
of the cost to the Government of all materials furnished by the Government to the Contractor and
for which no charge is made, which are not accounted for by the Contractor to the satisfaction of
the Contracting Officer, will be charged against the Contractor and his sureties and may be
deducted from any monies due the Contractor, and this charge sh all be in addition to and not in
lieu of any other liabilities of the Contractor whether civil o r criminal. Materials furnished by the
Government for which a charge is made at a rate mentioned in the specifications will be delivered
to the Contractor upon proper requisitions therefore and will be charged to his account.
D. Plant —The Contractor shall at all times employ sufficient tools and equipment for prosecuting
the various classes of work to full completion in the manner an d time required. The Contractor
shall at all times perform work in sufficient light and shall p rovide proper illumination, including
Standard Contract Provisions - Page 14 of 24
lighting required for night work as directed, as a Contract req uirement. All equipment, tools,
formwork and staging used on the project shall be of sufficient size and in proper mechanical and
safe condition to meet work requirements, to produce satisfacto ry work quality and to prevent
injury to persons, the project or adjacent property. When metho ds and equipment are not
prescribed in the Contract, the Contractor is free to use tools , methods and equipment that he
satisfactorily demonstrates will accomplish the work in conformity with Contract requirements.
If the Contractor desires to use a method or type of tool or eq uipment other than specified in the
Contract, he shall request approval to do so; the request shall be in writing and shall include a full
description of proposed methods, tools and equipment and reason for the change or substitution.
Approval of substitutions and changed methods will be on condit ion that the Contractor will be
fully responsible for producing work meeting Contract requireme nts. If after trial use of the
substituted methods, tools and equipment, the Contracting Officer determines that work produced
does not meet Contract requirements, the Contractor shall compl ete remaining work with
specified methods, tools and equipment.
E. CAPABILITY OF WORKERS- All work under the Contract shall be performed in a skillful an d
workmanlike manner. The Contracting Officer may require the Con tractor to remove from the
work any such employees as the Contracting Officer deems incomp etent, careless,
insubordinate, or otherwise objectionable, or whose continued e mployment on the work is
deemed by the Contracting Officer to be contrary to the public interest. Such request will be in
writing:
F. CONFORMITY OF WORK AND MATERIALS —All work performed and materials and products
furnished shall be in conformity, within indicated tolerances, with lines, grades, cross sections,
details, dimensions, material and construction requirements sho wn or intended by the drawings
arid specifications.
When materials, products or work cannot be corrected, written n otice of rejection will be issued.
Rejected materials, products and work shall be eliminated from the project and acceptably
replaced at Contractor’s expense. The Contracting Officer’s fai lure to reject any portion of the
project shall not constitute implied acceptance nor in any way release the Contractor from
Contract requirements.
G. UNAUTHORIZED WO RK AND MATERIALS—Work performed or materials ordered or
furnished for the project deviating from requirements and speci fications without written authority,
will be considered unauthorized and at Contractor’s expense. The Government is not obligated to
pay for unauthorized work. Unauthorized work and materials may be ordered removed and
replaced at Contractor’s expense.
ARTICLE 11. INSPECTION AND ACCEPTANCE —Except as otherwise provided in the Contract,
inspection and test by the Government of material and workmansh ip required by the Contract shall be
made at reasonable times and at the site of the work, unless th e Contracting Officer determines that such
inspection or test of material which is to be incorporated in t he work shall be made at the place of
production, manufacture or shipment of such material. To the e xtent specified by the Contracting Officer
at the time of determining to make off-site inspection or test, such inspection or test shall be conclusive as
to whether the material involved conforms to Contract requireme nts. Such off-site inspection or test shall
not relieve the Contractor of responsibility for damage to or loss of the material prior to acceptance, nor in
any way affect the continuing rights of the Government after ac ceptance of the completed work under the
terms of the last paragraph of this Article, except as herein above provided.
The Contractor shall, without charge, replace any material and correct any workmanship found by the
Government not to conform to Contract requirements and specific ations, unless in the public interest the
Government consents to accept such material or workmanship with an appropriate adjustment in Contract
price. The Contractor shall promptly segregate and remove rejec ted material from the premises at
Contractor’s expense.
Standard Contract Provisions - Page 15 of 24
If the Contractor does not promptly replace rejected material o r correct rejected workmanship, the
Government:
1. May, by contract or otherwise, replace such material and correct such workmanship and
charge the cost ther eof to the Contractor, or
2. May terminate the Contractor’s right to proceed in accordance with Article 5 herein.
The Contractor shall furnish promptly, without additional cost to the Government, all facilities,
labor and material reasonably needed for performing such safe a nd convenient inspection and
test as may be required by the Contracting Officer. All inspect ions and tests by the Government
shall be performed in such manner as not unnecessarily to delay the work. Special, full size, and
performance tests shall be performed as described in the Contra ct. The Contractor shall be
charged with any additional cost of inspection when material an d workmanship are not ready for
inspection at the time specified by the Contractor.
Should it be considered necessary or advisable by the Contracti ng Officer at any time before
acceptance of the work, either in part or in its entirety, to m ake an examination of work
completed, by removing or tearing out same, the Contractor shall, on request, promptly furnish all
necessary facilities, labor and material to do same. If such wo rk is found to be defective or
nonconforming in any material respect, due to the fault of the Contractor or his subcontractors, he
shall defray all the expenses of such examination and of satisf actory reconstruction. If, however,
such work is found to meet the requirements of the Contract, an equitable adjustment shall be
made in the Contract price to compensate the Contractor for the additional services involved in
such examination and reconstruction and, if completion of the work has been delayed thereby, he
shall, in addition, be granted an equitable extension of time.
Unless otherwise provided in the Contract, acceptance by the Go vernment will be made as
promptly as practicable after completion and inspection of all work required by the Contract.
Acceptance shall be final and conclusive except as regards to l atent defects, deficiencies, non-
conforming work, fraud, or such gross mistakes as may amount to fraud, or as regards the
Government’s rights under any warranty or guaranty, or as otherwise provided herein.
ARTICLE 12. SUPERINTENDENCE BY CONTRACTOR —The Contractor shall give his personal
superintendence to the performance of the work or have a compet ent foreman or superintendent,
satisfactory to the Contracting Officer, on the work site at al l times during progress, with authority to act
for him.
ARTICLE 13. PERMITS AND RESPONSIBILITIES —The Contractor shall, without expense to the
Government, be responsible for obtaining any necessary licenses , certificates and permits, and for
complying with any applicable Federal, State, and Municipal law s, codes and regulations, in connection
with the prosecution of the work. He shall be similarly respons ible for all damages to persons or property
that occurs as a result of his fault or negligence. He shall ta ke proper safety, health and environmental
precautions to protect the work, the workers, the public, and t he property of others. He shall also be
responsible for all materials delivered and work performed unti l completion and acceptance of the entire
construction work, except for any completed unit of construction thereof which theretofore may have been
accepted.
ARTICLE 14. INDEMNIFICATION—
A. The Contractor shall indemnify and save harmless the Government and all of its officers, agents
and servants against any and all claims or liability arising fr om or based on, or as a consequence
or result of, any act, omission or default of the Contractor, h is employees, or his subcontractors,
in the performance of, or in connection with, any work required, contemplated or performed under
the Contract.
Standard Contract Provisions - Page 16 of 24
B. Disputes between the Contractor and any subcontractors, materia l suppliers, or any other third
parties over payments allegedly owed by the Contractor to a thi rd party shall be resolved
exclusively between the Contractor and the third party; the Con tractor shall permit no pass-
through suits to be brought against the Government by a third p arty in the Contractor’s name.
However, nothing herein shall be construed to prevent the Contr actor from paying a
subcontractor’s claim and seeking a timely equitable adjustment hereunder.
ARTICLE 15. PROTECTION AGAINST TRESPASS —Except as otherwise expressly provided in the
Contract, the Contractor is authorized to refuse admission eith er to the premises or to the working space
covered by the Contract to any person whose admission is not sp ecifically authorized in writing by the
Contracting Officer.
ARTICLE 16. CONDITIONS AFFECTING THE WORK
A. GENERAL —The Contractor shall be responsible for having taken steps reasonably
necessary to ascertain the nature and location of the work, and the general and local conditions
which can affect the work and the cost thereof. Any failure by the Contractor to do so will not
relieve him from responsibility for successfully performing the work as specified without additional
expense to the Government. The Government assumes no responsibi lity for any understanding or
representation concerning conditions made by any of its officer s or agents prior to the execution of
the Contract, unless such understanding or representation by th e Government is expressly stated
in the Contract.
B. WORK AND STORAGE SPACE —Available work and storage space designated by the
Government shall be developed as required by the Contract or re stored at completion of the
project by the Contractor to a condition equivalent to that existing prior to construction. No payment
will be made for furnishing or restoration of any work and stor age space. If no area is designated
or the area designated is not sufficient for the Contractor’s o perations, he shall obtain necessary
space elsewhere at no expense or liability to the Government.
C. WORK ON SUNDAYS, LEGAL HOLIDAYS AND AT NIGHT —No work shall be done at any time
on Sundays or legal holidays or on any other day before 7 a.m. or after 7 p.m., except with the
written permission of the Contracting Officer and pursuant to t he requirements of the Police
Requirements of the Government.
D. EXISTING FEATURES —Subsurface and topographic information including borings data, utilities
data and other physical data contained in the Contract or other wise available, are not intended as
representations or warranties but are furnished as available in formation. The Government
assumes no expense or liability for the accuracy of, or interpretations made from, existing features.
The Contractor shall be responsible for reasonable consideratio n of existing features above and
below ground which may affect the project.
E. UTILITIES AND VAULTS —The Contractor shall take necessary measures to prevent interr uption
of service or damage to existing utilities within or adjacent to the project. It shall be the Contractor’s
responsibility to determine exact locations of all utilities in the field.
For any underground utility or vault encountered, the Contracto r shall immediately notify the
Contracting Officer and take necessary measures to protect the utility or vault and maintain the
service until relocation by owner is accomplished. No addition al payment will be made for the
encountering of these obstructions.
In case of damage to utilities by the Contractor, either above or below ground, the Contractor shall
restore such utilities to a condition equivalent to that which existed prior to the damage by
repairing, rebuilding or otherwise restoring as may be directed , at the Contractor’s sole expense.
Standard Contract Provisions - Page 17 of 24
Damaged utilities shall be repaired by the Contractor or, when directed by the Contracting Officer,
the utility owner will make needed repairs at the Contractor’s expense.
No compensation, other than authorized time extensions, will be allowed the Contractor for
protective measures, work interruptions, changes in construction sequence, changes in methods of
handling excavation and drainage or changes in types of equipme nt used, made necessary by
existing utilities, imprecise utility or vault information or b y others performing work within or
adjacent to the project.
F. SITE MAINTENANCE —The Contractor shall maintain the project site in a neat and p resentable
manner throughout the course of all operations, and shall be re sponsible for such maintenance
until final acceptance by the Government. Trash containers shal l be furnished, maintained and
emptied by the Contractor to the satisfaction of the Contractin g Officer. Excavated earthwork,
stripped forms and all other materials and debris not scheduled for reuse in the project shall be
promptly removed from the site.
The Contracting Officer may order the Contractor to clean up th e project site at any stage of work
at no added expense to the Government If the Contractor fails t o comply with this order, the
Contracting Officer may require the work to be done by others a nd the costs will be charged to the
Contractor.
Upon completion of all work and prior to final inspection, the Contractor shall clean up and remove
from the project area and adjacent areas all excess materials, equipment, temporary structures,
and refuse, and restore said areas to an acceptable condition.
G. PRIVATE WORK —Except as specifically authorized by the Contracting Officer, the Contractor
shall not perform any private work abutting Government projects with any labor, materials, tools,
equipment, supplies or supervision scheduled for the Contract until all work under the Contract has
been completed. Contract materials used for any unauthorized pu rpose shall be subtracted from
Contract amount.
H. GOVERNMENT NOISE CONTROL ACT OF 1977 —The contractor shall be in strict compliance
with [D.C. Law 2-53, Government of Columbia Noise Control Act of 1977 and all provisions thereof.
Effective March 16, 1978. 24 D.C.Register 5293.] (Or relevant local law)
ARTICLE 17. OTHER CONTRACTS —The Government may undertake or award other contracts for
additional work and the Contractor shall fully cooperate with s uch other contractors and Government
employees and carefully coordinate his own work with such addit ional work as may be directed by the
Contracting Officer. It is the duty of the Contractor to coordi nate its activities with all third parties,
including, but not limited to utilities, who may affect the Con tract work hereunder. The Contractor shall
not commit or permit any act which will interfere with the perf ormance of work by any other contractor or
by Government employees. The Government assumes no liability, o ther than authorized time extensions,
for Contract delays and damages resulting from delays and lack of progress by others. The Contractor
shall make no claim against the Government for delay or damages resulting from the actions of third
parties, including, but limited to utilities.
ARTICLE 18. PATENT INDEMNITY —Except as otherwise provided, the Contractor agrees to indemni fy
the Government and its officers, agents, and employees against liability, including costs and expenses,
for infringement upon any Letters Patent of the United States ( except Letters Patent issued upon an
application which is now or may hereafter be, for reasons of na tional security, ordered by the Federal
Government to be kept classified or otherwise withheld from iss ue) arising out of the performance of the
Contract or out of the use or disposal, by or for the account o f the Government, of supplies furnished or
construction work performed hereunder.
ARTICLE 19. ADDITIONAL BOND SECURITY —If any surety upon any bond furnished in connection
with the Contract becomes unacceptable to the Government, or if any such surety fails to furnish reports
Standard Contract Provisions - Page 18 of 24
as to his financial condition from time to time as requested by the Government, the Contractor shall
promptly furnish such additional security as may be required fr om time to time to protect the interests of
the Government and of persons supplying labor or materials in t he prosecution of the work contemplated
by the Contract. Provided that upon the failure of the Contract or to furnish such additional security within
ten (10) days after written notice so to do, all payments under the Contract will be withheld until such
additional security is furnished.
ARTICLE 20. COVENANT AGAINST CONTINGENT FEES —The Contractor warrants that no person or
selling agency has been employed or retained to solicit or secu re the Contract upon an agreement or
understanding for a commission, percentage, brokerage or contin gent fee, excepting bona fide
employees or bona fide established commercial or selling agenci es maintained by the Contractor for the
purpose of securing business. For breach or violation of this w arranty, the Government shall have the
right to terminate the Contract without liability or in its dis cretion to deduct from the Contract price or
consideration, or otherwise recover, the full amount of such co mmission, percentage, brokerage or
contingent fee.
ARTICLE 21. APPOINTMENT OF ATTORNEY —The Contractor does hereby irrevocably designate and
appoint the Clerk of the Superior Court of the Government and h is successors in office as the true and
lawful attorney of the Contractor for the purpose of receiving service of all notices a nd processes issued
by any court in the Government, as well as service of all plead ings and other papers, in relation to any
action or legal proceeding arising out of or pertaining to the Contract or the work required or performed
hereunder.
The Contractor expressly agrees that the validity of any servic e upon the said Clerk as herein authorized
shall not be affected either by the fact that the Contractor wa s personally within the District of Columbia
and otherwise subject to personal service at the time of such s ervice upon the said Clerk or by the fact
that the Contractor failed to receive a copy of such process, n otice, pleading or other paper so served
upon the said Clerk, provided that said Clerk shall have deposi ted in the United States mail, certified and
postage prepaid, a copy of such process, notice, pleading or ot her papers addressed to the Contractor at
the address stated in the Contract.
ARTICLE 22. GRATUITIES AND GOVERNMENT EMPLOYEES NOT TO BENEFIT
A. If it is found by the Department that gratuities (in the for m of entertainment, gifts, payment, offers
of employment or otherwise) were offered or given by the Contra ctor, or any agent or
representative of the Contractor, to any official, employee or agent of the District with a view
toward securing the Contract or any other contract or securing favorable treatment with respect to
the awarding or amending, or the making of any determinations w ith respect to the performance
of the Contract, the Department may, by written notice to the Contractor, terminate the right of the
Contractor to proceed under the Contract without liability and may pursue such other rights and
remedies provided by law and under the Contract.
B. In the event the Contract is terminated as provided above, t he Department shall be entitled:
1. to pursue the same remedies against the Contractor as it cou l d p u r s u e i n t h e e v e n t o f a
breach of the Contract by the Contractor; and
2. as a penalty in addition to any other damages to which it ma y be entitled by law, to exemplary
damages in an amount (as determined by the Department) which sh all be not less than ten
times the costs incurred by the Contractor in providing any suc h gratuities to any such officer
or employee.
C. Unless a determination is made as provided herein, no office r or employee of the Government will
be admitted to any share or part of this contract or to any ben efit that may arise therefrom, and
any contract made by the Contracting Officer or any Government employee authorized to execute
contracts in which they or an employee of the Government will b e personally interested shall be
Standard Contract Provisions - Page 19 of 24
void, and no payment shall be made thereon by the Government or any officer thereof, but this
provision shall not be construed to extend to this contract if made with a corporation for its
general benefit. A Government employee shall not be a party to a contract with the Government
and will not knowingly cause or allow a business concern or oth er organization owned or
substantially owned or controlled by the employee to be a party to such a contract, unless a
written determination has been made by the head of the procurin g agency that there is a
compelling reason for contracting with the employee, such as wh en the Government’s needs
cannot reasonably otherwise be met. [DC Procurement Practices A ct of l985, D.C. Law 6-85,
D.C. Official Code, section 2-310.01, and Chapter 18 of the DC Personnel Regulations] (Or
relevant local law). The Contractor represents and covenants th at it presently has no interest and
shall not acquire any interest, direct or indirect, which would conflict in any manner or degree with
the performance of its services hereunder. The Contractor furth er covenants not to employ any
person having such known interests in the performance of the contract.
ARTICLE 23. WAIVER —No Governmental waiver of any breach of any provision of the C ontract shall
operate as a waiver of such provision or of the Contract or as a waiver of subsequent or other breaches
of the same or any other provision of the Contract; nor shall a ny action or non-action by the Contracting
Officer or by the Government be construed as a waiver of any pr ovision of the Contract or of any breach
thereof unless the same has been expressly declared or recogniz ed as a waiver by the Contracting
Officer or the Government in writing.
ARTICLE 24. BUY AMERICAN.
The Contractor shall comply with the provisions of the Buy Amer ican Act (41 U.S.C. § 10a), including, but
not limited to, the purchase of steel.
A. AGREEMENT— In accordance with the Buy American Act (41 USC l0a-l0d), and Executive Order
10582. December 17, 1954 (3 CFR, 1954-58 Comp., p. 230), as ame nded by Executive Order
11051, September 27,1962 (3 CFR, l059—63 Comp., p. 635), the Co ntractor agrees that only
domestic construction material will be used by the Contractor, subcontractors, material men and
suppliers in the performance of the Contract, except for non-do mestic material listed in the
Contract.
B. DOMESTIC CONSTRUCTION MATERIAL —”Construction material” means any article, material
or supply brought to the construction site for incorporation in the building or work. An
unmanufactured construction material is a “domestic construction material” if it has been mined or
produced in the United States. A manufactured construction mate rial is a “domestic construction
material” if it has been manufactured in the United States and if the cost of its components which
have been mined, produced, or manufactured in the United States exceeds 50 percent of the cost
of all its components. “Component” means any article, material, or supply directly incorporated in
a construction material. -
C. DOMESTIC COMPONENT —A component shall be considered to have been “mined, produced,
or manufactured in the United States” regardless of its source, in fact, if the article, material or
supply in which it is incorporated was manufactured in the Unit ed States and the component is of
a class or kind determined by the Government to be not mined, p roduced or manufactured in the
United States in sufficient and reasonably available commercial quantities and of a satisfactory
quality.
D. FOREIGN MATERIAL – When steel materials are used in a project a minimal use of foreign steel
is permitted. The cost of such materials cannot exceed on-tent h of one percent of the total
project cost, or $2,500,000, whichever is greater.
ARTICLE 25. TAXES
Standard Contract Provisions - Page 20 of 24
A. FEDERAL EXCISE —Materials, supplies and equipment are not subject to the Feder al
Manufacturer’s Excise Tax, if they are furnished or used in con nection with the Contract provided
that title to such materials, supplies and equipment passes to the Government under the
Contract. The Contractor shall in such cases furnish his subcon tractors and suppliers with a
purchaser’s certificate in the form prescribed by the U.S. Internal Revenue Service.
B. SALES AND USE TAXES —Materials which are physically incorporated as a permanent par t of
real property are not subject to Government Sales and Use Tax. The Contractor shall, when
purchasing such materials, furnish his suppliers with a Contrac tor’s Exempt Purchase Certificate
in the form prescribed in the Sales and Use Tax Regulations of the Government. Where the
Contractor, subcontractor or material man has already paid the Sales and Use Tax on material,
as prescribed above, the Sales and Use Tax Regulations of the G overnment permit the
Contractor, subcontractor or material man to deduct the sales o r use tax on the purchase price of
the same on his next monthly return as an adjustment. However, the Contractor, subcontractor or
material man must satisfy the Chief Financial Officer for the G overnment that no sum in
reimbursement of such tax was included in the Contract or else that the Government has
received a credit under the Contract in an amount equal to such tax.
Government Sales and Use Tax shall be paid on any material and supplies, including equipment
rentals, which do not become a physical part of the finished pr oject. [See Government of
Columbia Sales and Use Tax Administration Ruling No. 6] (Or relevant local law).
The Contractor, subcontractor, or material supplier shall provi de proof of compliance with the
provisions of [D.C. Law 9-260] (Or relevant local law), as amended, codified in [D.C. Code46-103]
(Or relevant local law), Employer Contributions, prior to award.
The Contractor, subcontractor, or material supplier shall provi de proof of compliance with the
applicable tax filing and licensing requirements set forth in [ D.C. Code, Title 47, Taxation and
Fiscal Affairs] (Or relevant local law), prior to contract award.
ARTICLE 26. SUSPENSION OF WORK —The Contracting Officer may order the Contractor in writing to
suspend, delay or interrupt all or any part of the work for suc h period of time as he may determine to be
appropriate for the convenience of the Government.
If the performance of all or any part of the work is, for an un reasonable period of time, suspended,
delayed or interrupted by an act of the Contracting Officer in the administration of the Contract, or by his
failure to act within the time specified in the Contract (or if no time is specified, within a reasonable time),
an adjustment will be made for an increase in the cost of perfo rmance of the Contract (excluding profit)
necessarily caused by such unreasonable suspension, delay or in terruption and the Contract modified in
writing accordingly. However, no adjustment will be made under this Article for any suspension, delay or
interruption to the extent:
1. That performance would have been so suspended, delayed or inter rupted by any other
cause, including the fault or negligence of the contractor, or
2. For which an equitable adjustment is provided or excluded under any other provision of
the Contract.
No claim under this Article shall be allowed:
1. For any costs incurred more than 20 days before the Contractor shall have notified the
Contracting Officer in writing of the act or failure to act involved (but this requirement shall
no apply as to a claim resulting from a suspension order), and
Standard Contract Provisions - Page 21 of 24
2. Unless the claim, in an amount stated, is asserted in writing a s soon as practicable after
the termination of such suspension, delay, or interruption, but not later than the date of
final payment under the Contract.
ARTICLE 27. SAFETY PROGRAM
A. GENERAL —In order to provide safety controls for the protection of the life and health of
Government and Contract employees and the general public; preve ntion of damage to property,
materials, supplies, and equipment; and for avoidance of work interruptions in the performance of
the Contract, the Contractor shall comply with all applicable F ederal and local laws governing
safety, health and sanitation including the Safety Standards, Rules and Regulations issued by the
American National Standards, U. S. Department of Labor, U. S. D epartment of Health and
Human Services, [D.C. Minimum Wage and Industrial Safety Board] (Or relevant local law) and
the latest edition of “Manual of Uniform Traffic Control Device s” issued by the Federal Highway
Administration.
The Contractor shall also take or cause to be taken such additi onal safety measures as the
Contracting Officer may determine to be reasonably necessary.
The Contractor shall designate one person to be responsible for carrying out the Contractor’s
obligation under this Article.
The Contractor shall maintain an accurate record of all acciden ts resulting in death, injury,
occupational disease, and/or damage to property, materials, sup plies, and equipment incident to
work performed under the Contract. Copies of these reports shal l be furnished to the Contracting
Officer within two working days after occurrence.
The Contracting Officer will notify the Contractor of any nonco mpliance with the foregoing
provisions and the action to be taken. The Contractor shall, af ter receipt of such notice,
immediately take corrective action. Such notice, when delivered to the Contractor or his
representative at the site of the work, shall be deemed sufficient for the purpose. If the Contractor
fails or refuses to comply promptly, the Contracting Officer may issue an order stopping all or part
of the work until satisfactory corrective action has been taken . No part of the time lost due to any
such stop orders shall be made the subject of claim for extensi on of time or for excess costs or
damages by the Contractor.
This Article is applicable to all subcontractors used under the Contract and compliance with these
provisions by the subcontractors will be the responsibility of the Contractor.
(In Contracts involving work of short duration or of non-hazardous character, the following Section
B. will be deleted by Special Provision)
B. CONTRACTOR’S PROGRAM SUBMISSION —Prior to commencement of the work, the
Contractor shall:
1. Submit in writing to the Contracting Officer for his approval h is program for complying with
this Article for accident prevention.
2. Meet with the Contracting Officer’s Safety Representative after submission of the above
program to develop a mutual understanding relative to the admin istration of the overall safety
program.
ARTICLE 28. RETENTION OF RECORDS—Unless otherwise provided in the Contract, or by applicable
statute, the Contractor, from the effective date of Contract completion and for a period of three years after
final settlement under the Contract, shall preserve and make available to the Government at all
Standard Contract Provisions - Page 22 of 24
reasonable times at the office of the Contractor but without direct charge to the Government, all his
books, records, documents, and other evidence bearing on the costs and expenses of the Contractor
under the Contract.
ARTICLE 29. RECOVERY OF DEBTS OWED THE GOVERNMENT---The Contractor hereby agrees
that the Government may use all or any portion of any payment, consideration or refund due the
Contractor under the Contract to satisfy, in whole or part, any debt due the Government.
ARTICLE 30. ADMINISTRATIVE LIQUIDATED DAMAGES---In addition to any other liquidated
damages provided for in the Contract, the Contractor hereby agrees that the Government may assess
administrative liquidated damages for the Contractor’s failure to submit when due any deliverable
required by the Contract. Unless otherwise prescribed by the Contracting Officer, the rate of the
administrative liquidated damages shall be $250 per day until the required deliverable is received and
accepted by the Government. The Government’s remedies for failure to comply with the Contract terms
and conditions are cumulative and not exclusive. Nothing herein shall be construed to limit the
Government’s ability to terminate the Contractor for the failure to submit Contract deliverables when due.
ARTICLE 31. ANTI-COMPETITIVE PRACTICES AND ANTI-KICKBACK PROVISIONS.
A. The Contractor recognizes the need for markets to operate competitively and shall observe and
shall comply with all applicable law, rules, and regulations prohibiting anti-competitive practices.
The Contractor shall not engage, directly or indirectly, in collusion or other anti-competitive
practices that reduces or eliminates competition or restrains trade. The Department shall report
to the appropriate authority any activity that evidences a violation of the antitrust laws, and take
such other further action to which it is entitled or obligated under the law.
B. The Contractor shall observe and comply with all applicable law, rules, and regulations prohibiting
kickbacks and, without limiting the foregoing, Contractor shall not (i) provide or attempt to provide
or offer to provide any kickback; (ii) solicit, accept, or attempt to accept any kickback; or (iii)
include, directly or indirectly, the amount of any kickback in the contract price charged by
Contractor or a Subcontractor of the Construction Manager to the Department. The Contractor
shall have in place and follow reasonable procedures designed to prevent and detect possible
violations described in this subparagraph in its own operations and direct business relationships.
The Department may take any recourse available to it under the law for violations of this anti-
kickback provision.
C. The Contractor represents and warrants that it did not, directly or indirectly, engage in any
collusive or other anti-competitive behavior in connection with the bid, negotiation or award of the
Contract. Further, the Contractor represents and warrants that it will not either directly or
indirectly, engage in any collusive or other anti-competitive behavior in connection with the
performance and administration of the Contract. In the event the Department determines that
there has been a violation of these provisions, it may terminate the contract without liability.
ARTICLE 32. NON-DISCRIMINATION IN EMPLOYMENT PROVISIONS.
A. The Contractor agrees to take affirmative action to ensure that applicants are employed, and that
employees are treated during employment, without regard to their race, color, religion, national
origin, sex, age, marital status, personal appearance, sexual orientation, family responsibilities,
matriculation, political affiliation, or physical handicap. The affirmative action shall include, but
not be limited to, the following:
1. Employment, upgrading, or transfer;
2. Recruitment or recruitment advertising;
3. Demotion, layoff, or termination;
Standard Contract Provisions - Page 23 of 24
4. Rates of pay, or other forms of compensation; and
5. Selection for training and apprenticeship.
B. Unless otherwise permitted by law and directed by the Department, the Contractor agrees to post
in conspicuous places, available to employees and applicants for employment, notices to be
provided by the Department setting forth the provisions of this Section concerning non-
discrimination and affirmative action.
C. The Contractor shall, in all solicitations or advertisements for employees placed by or on behalf of
the Contractor, state that all qualified applicants will receive consideration for employment
pursuant to the non-discrimination requirements set forth in this Section.
D. The Contractor agrees to send to each labor union or representative of workers with which it has
a collective bargaining agreement, or other contract or understanding, a notice to be provided by
the Department, advising each labor union or workers' representative of the Contractor's
commitments under this Section, and shall post copies of the notice in conspicuous places
available to employees and applicants for employment.
E. The Contractor agrees to permit access by the Department to all books, records and accounts
pertaining to its employment practices for purposes of investigation to ascertain compliance with
this Section, and shall post copies of the notices in conspicuous places available to employees
and applicants for employment.
F. The Contractor shall include in every subcontract the equal opportunity clauses of this Section so
that such provisions shall be binding upon each Subcontractor or vendor.
G. The Contractor shall take such action with respect to any Subcontractor as the Contracting
Officer may direct as a means of enforcing these provisions, including sanctions for non-
compliance.
ARTICLE 33. ETHICAL STANDARDS FOR DEPARTMENT’S EMPLOYEES AND FORMER
EMPLOYEES---The Department expects the Contractor to observe the highest ethical standards and to
comply with all applicable law, rules, and regulations governing ethical conduct or conflicts of interest.
Neither the Contractor, nor any person associated with the Contractor, shall provide (or seek
reimbursement for) any gift, gratuity, favor, entertainment, loan or other thing of value to any employee of
the District or the Department not in conformity with applicable law, rules or regulations. The Contractor
shall not engage the services of any person or persons in the employment of the Department or the
District for any Work required, contemplated or performed under the Contract. The Contractor may not
assign to any former Department or District employee or agent who has joined the Contractor's firm any
matter on which the former employee, while in the employ of the Department, had material or substantial
involvement in the matter. The Contractor may request a waiver to permit the assignment of such matters
to former Department personnel on a case-by-case basis. The Contractor shall include in every
subcontract a provision substantially similar to this section so that such provisions shall be binding upon
each Subcontractor or vendor.
ARTICLE 34. CONSTRUCTION. The Contract shall be construed fairly as to all parties and not in favor
of or against any party, regardless of which party prepared the Contract.
ARTICLE 35. SURVIVAL. All agreements warranties, and representations of the Contractor contained
in the Contract or in any certificate or document furnished pursuant to the Contract shall survive
termination or expiration of the Contract.
ARTICLE 36. REMEDIES CUMULATIVE. Unless specifically provided to the contrary in the Contract,
all remedies set forth in the Contract are cumulative and not exclusive of any other remedy the
Government may have, including, without limitation, at law or in equity. The Government’s rights and
Standard Contract Provisions - Page 24 of 24
remedies will be exercised at its sole discretion, and shall not be regarded as conferring any obligation on
the Government’s to exercise those rights or remedies for the benefit of the Contractor or any other
person or entity.
ARTICLE 37. ENTIRE AGREEMENT; MODIFICATION. The Contract supersedes all contemporaneous
or prior negotiations, representations, course of dealing, or agreements, either written or oral. No
modifications to the Contract shall be effective against the Department unless made in writing signed by
both the Department and the Contractor, unless otherwise expressly provided to the contrary in the
Contract. Nothing herein shall be construed to limit the Department’s right to issue unilateral modifications
to the contract.
ARTICLE 38. SEVERABILITY. In the event any one or more of the provisions contained in this
Contract shall for any reason be held to be invalid, illegal or unenforceable in any respect, such invalidity,
illegality or unenforceability shall not affect any other provision of this Contract, and in lieu of each such
invalid, illegal or unenforceable provision, there shall be added automatically as a part of this Contract a
provision as similar in terms to such invalid, illegal or unenforceable provision as may be possible and be
valid, legal and enforceable; each part of this Contract is intended to be severable.
ARTICLE 39. FORCE MAJEURE---If the Contractor, because of Force Majeure, is rendered wholly or
partly unable to perform its obligations when due under this Contract, the Contractor may be excused
from whatever performance is affected by the Force Majeure to the extent so affected. In order to be
excused from its performance obligations under this Contract by reason of Force Majeure, within 72 hours
of the occurrence or event, the Contractor must provide the Contracting Officer written notice of its
inability to perform as well as a description of the force majeure and its effect on Contract performance.
The Contracting Officer will have the right to cause the inspection of the work site to determine the validity
of the Contractor’s assertion of its inability to perform. If the Contracting Officer agrees that the
Contractor is wholly or partly unable to perform its obligations under the Contract a decision will be issued
indicating the extent to which the Contractor is excused from its performance obligations. In no event will
the Contractor be entitled to money damages from the Government due to force majeure.



5?@>5/@
;2
;8A9.5-
Department
;2
1:1>-8
&1>B5/1?

%181-?10
"/@;.1>




&@-:0->0
;:@>-/@
#>;B5?5;:?

1:1>-8
#>;B5?5;:?

>/45@1/@A>-8

:35:11>5:3
&1>B5/1?
;:@>-/@




%'
 


 
!
'
"!& 




 K?056A20A
;46;22?L
:2.;@
A52
6 ;16C61B.9
6;16C61B.9@
.;1
<?
 36?:
612;A63621
.@
A52
K?056A20A 


;46;22?L
6;
A52
=?2.:/92
<3
<;A ?.0A
2E20BA21
/F
.;1
/2AD22;
A 52
6@A?60A
.;1
A52
?056A20A

;46;22?
3<?
A52
&?<720A





 K5.;42
 %?12?L
 :2.;@
 .
 1<0B:2;A
 @64;21
 /F
 A52
 6@A?60A
 .;1
 A52
 ?056A20A
;46;22?
 A<

.BA5<?6G2
.;
.116A6<;
1292A6<;
<?
?2C6@6<;
6;
A52
@2?C602@
A52
?056A20A
;46;22?M@
0<@A
<3
<?
A52

A6:2
?2>B6?21
3<?
A52
=2?3<?:.;02
<3
.;F
=.?A
<3
A52
@2?C602@
 B;12?
A52
<;A?.0A
6@@B21
<;
<?

.3A2?
A52

3320A6C2
.A2
<3
A52
<;A?.0A





 K<;A?.0AL
:2.;@
A52
D?6AA2;
0<;A ?.0A
3<?
=?<32@@6<;.9
@2?C602@ 
/2AD22;
A52
6 @A?60A
.;1
A52

?056A20A
;46;22?
 6;09B16;4
 .99
 2E56/6A@
 )A.;1.?1
 <;A?.0A
 & ?<C6@6<;@
 .;1
 .;F
 1B9F

2E20BA21
.:2;1:2;A@






 K<;A?.0A6;4
%33602?L
:2.;@
A52
6@A?60A
<33606.9
.BA5<?6G21
A<
2E20BA2
.;1
.1:6;6@A?.A2
A52
<;A?.0A

<;
/25.93
<3
A52
6@A?60A

-6A56;

)
A52
6?20A<?
6@
A52
5623
<;A?.0A6;4
%33602?

*52
6?20A<?
:.F

:.82
12924.A6<;@
<3
=?<0B?2:2;A
.BA5<?6AF
A<
.116A6<;.9
0<;A?.0A6;4
<33602?@
D6A56;

)





 K6@A?60AL
:2.;@
A52
6@A?60A
<3
<9B:/6.
2=.?A:2;A
<3

2;2?. 9
)2?C602@
A52
K2=.?A:2;AL
<?

K
)L
.
=.?AF
A<
A52
<;A?.0A





 K&?<720AL
 :2.;@
 A52
 6@A?60AM@
 =?<720A
 612;A63621
 6;
 A52
 <;A?.0A
 <3
 D5605
 ?056A20A
;46;22?@

@2?C602@
B;12?
A52
<;A ?.0A
.@
.
=.?AF





 K)0<=2
<3
)2?C602@L
:2.;@
.;F
.;1
.99
D<?8
1<;2
6;
.;F
.;1
.99
 =5.@2@
<3
A52
&?<720A
=B?@B.;A

A<
.;1
.@
@2A
3<?A5
/F
A52
 2=.?A:2;A
6;
A52
<;A?.0A





 K.F
<?
.F@L
99
?232?2;02@
A<
1.F
<?
1.F@

6;
A52@2
)A.;1.?1
<;A?.0A
&?<C6@6<;@
D699
/2
0<B;A21

/.@21
<;
0.92;1.?
1.F@
 ;<A
/B@6;2@@
1.F@




%'
 


 !% 




 *52
<;A?.0A6;4
%33602?
@5.99
5.C2
.BA5<?6AF
A<
A.82
.;F
.0A6<; 
=?<C6121
3<?
52?26;
<;
/25.93
<3

A52
 6@A?60A
 6;09B16;4
 .==?<C.9
02?A6360.A6<;@
 C<B052?@
 .002=A.;02
 .;1
 05.;42@
 D6A56;
 A52

)0<=2
<3
)2?C602@





 *52
?056A20A
;46;22?M@
=2?6<1
 <3
=2?3<?:.;02
@5.99
0<::2;02
< ;
A52
23320A6C2
1.A2
.@
.4?221

.;1
.@
@=2063621
6;
A52
)0<=2
<3
)2?C602@
<?
6;
2.05
A.@8
<?12? 
6@@B21
/F
A52
<;A?.0A6;4
%33602?

.;1
 2;1@
<;
A52
1.A2
.99
?2>B6?21
@2?C602@
.?2
@.A6@3.0A<?69F
0 <:=92A21
6;
.00<?1.;02
D6A5
A52

A2?:@
<3
A52
<;A?.0A
.;1
&?<720A
09<@2 <BA
1<0B:2;A@
.;1
.99
1 296C2?./92@
.?2
1296C2?21
A<
A52

6@A?60A





 99
 @2?C602@
 @5.99
 /2
 =?<@20BA21 
 B;12?
 A52
 16?20A6<;
 <3
 .
 =?6;0 6=.9
 <33602?
 <?
 ?2@=<;@6/92

?2=?2@2;A.A6C2
<3
A52
?056A20A
;46;22?
.==?<C21
/F
A52
<;A? .0A6;4
%33602?

 *52
12@64;
<3

.?056A20AB?.9
06C69
@A?B0AB?.9 
:205.;60.9
=9B:/6;4
2920A?6 0.9
<?
<A52?
2;46;22? 6;4
32.AB?2@
<3

A52
&?<720A
@5.99
/2
.00<:=96@521
6;
.00<?1.;02
D6A5
A52
A2?:@
<3
A52
<;A?.0A
.;1
?2C62D21
.;1

02?A63621
6;
.00<?1.;02
D6A5
.==960./92
6@A?60A
<3
<9B:/6.
?24B9.A6<;@
/F
.?056A20A@
<?
2;46;22?@

?246@A2?21
 A<
=?.0A602 
6;
A52
6@A?60A
<3
<9B:/6.
6;
A52
=.?A60B9.?
=?<32@@6<;.9
36291
6;C<9C21





 *52
?056A20A
;46;22?
@5.99
3B?;6@5
@B336062;A
A205;60.9
@B=2?C6@<?F
.;1
.1:6;6@A?.A6C2
 =2?@<;;29




A<
 2;@B?2
 A52
 2336062;A
 =?<@20BA6<;
 <3
 A52
 @2?C602@
 6;
 .00<?1.;02
 D6A5
 A52
 .==?<C21
 &?<720A

)0521B92





 *52
?056A20A
;46;22?
.4?22@
A 5.A
1B9F
.BA5<?6G21
?2=?2@2;A.A6 C2@
<3
A52
6@A?60A
@5.99
5.C2

.002@@
.A
.99
?2.@<;./92
A6:2@
A<
6;@=20A
.;1
:.82
0<=62@
<3
.9 9
;<A2@
12@64;@
1?.D6;4@

@=206360.A6<;@
<?
<A52?
A205;60.9
<?
;<; A205;60.9
1.A.
6;09B1 6;4
/BA
;<A
96:6A21
A<
=.F?<99
<3

0<:=.;F
=2?@<;;29
=2?A.6;6;4
A<
A52
@2?C602@
=2?3<?:21
B;12?
A 52
<;A?.0A





 *52
 @A.;1.?1
 <3
 0.?2

 * 52
 ?056A20A
;46;22?
 6A@
 0<;@B9A.;A@
 . ;1
 @B/0<;A?.0A<?@
 @5.99

=2?3<?:
A52
@2?C602@
0<;@6@A2;A
D 6A5
A52
=?<32@@6<;.9
@8699
.;1 
0.?2
<?16;.?69F
=?<C6121
/F

:2:/2?@
<3
A52
@.:2
=?<32@@6<;
0B??2;A9F
=?.0A606;4
B;12?
@6:69 .?
<?
@.:2
06?0B:@A.;02@
6;

A52
@.:2
<?
@6:69.?
9<0.96AF
<3
A52
&?<720A

*52
@A.;1.?1
<3
0. ?2
@5.99
;<A
/2
.9A2?21
/F
A52

.==960.A6<;
6;A2?=?2A .A6<;
<?
0<;@A?B0A6<;
<3
A56@
<?
.;F
<A5 2?
=?<C6@6<;
<3
A52@2
)A.;1.?1

<;A?.0A
&?<C6@6<;@
<?
A52
<;A?.0A




%'
 


 #%"%&&
&( &
!
%#"%'& 




 1:1>-88D
 ;
.116A6<;
A<
A52
?2>B6?2:2;A@
@2A
3<?A5
6;
A52
)0<=2
<3
)2?C602@
.;1
A52
?2>B6?2:2;A@

@2A
3<?A5
29@2D52?2
6;
A52
<;A?.0A
A52
?056A20A
;46;22?
@5.99
3B?;6@5
=?<4?2@@
 ?2=<?A@
:<;A59F

/6D2289F
 .;1
 D6A5
 2.05
 =.F:2;A
 ?2>B2@A
 12@0?6/6;4
 .00<:=96@5:2;A@
 1206@6<;@
 .;1
 <C2?.99

=?<4?2@@
:.12
1B?6;4
A52
=2?6<1
 0<C2?21
/F
A52
?2=<?A
.;1
6;09B 16;4
A52
 :<@A
?202;A
&?<720A

)0521B92
.;1
.@
@2A
3<?A5
6;
:<?2
12A.69
6;
A56@
?A6092






 ;:@48D
%1<;>@?
 *52
 ?056A20A
;46;22?
 @5.99
 =?<C612
 D?6AA2;
 ?2=<?A@
 A<
 A52
 6@A?60A
 .A
 .

:6;6:B:
 <;
 .
 :<;A59F
 /.@6@
 <;
 A52
 =?<4?2@@
 <3
 A52
 &?<720A
 6;09B16;4
 /BA
 ;<A
 96:6A21
 A<
 .

/.@296;2
@0521B92
.;1
@0521B92
B=1.A2@ 
 D6A5
;.??.A6C2
12:<;@A?. A6;4
A52
0?6A60.9
=.A5
<3
A52

@2?C602@
6;
&?6:.C2?.
3<?:.A
6;
 A52
9.A2@A
.C.69./92
C2?@6<;
<? 
.@
12@64;.A21
/F
A52
<;A?.0A6;4

%33602?

 *52
:<;A59F
D?6AA2;
?2=<?A@
@5.99
.9@<
6;09B12
.A
.
:6;6:B:
A52
@2?C602@
.00<:=96@521

=?</92:@
2;0<B;A2?21
0<@A
B=1.A2@ 
.;
20<;<:60
6;09B@6<;
?2=<? A
0.@5
39<D
B=1.A2@
>B.96AF

.@@B?.;02
?2=<?A@
.;1
<A52?
@6:69.?
?292C.;A
1.A.
.@
A52
6@A?60A
:.F
?2.@<;./9F
?2>B6?2





 5C1178D
(<0-@1?
*52
?056A20A
;46;22?
@5.99
.9@<
=?<C612
D?6AA2;
B=1.A2
?2=<?A@
A<
A52
 6@A?60A

<;
.
/6D2289F
/.@6@
D5605
@5.99
 ?23920A
.0AB.9
0<;16A6<;@
<3
& ?<720A
=?<4?2@@
.@
<3
A52
1.A2
 <3
A52

B=1.A2

*52
B=1.A2
@5.99
?23920A
 A52
.0AB.9
=?<4?2@@
<3
12@64;@ 
<?
0<;@A?B0A6<;
.@
A52
0.@2
 :.F

/2
612;A63F
12C29<=6;4
129.F@
?24.?192@@
<3
A526?
0.B@2
.;1
 ?23920A
A52
?056A20A
;46;22?@
/2@A

=?<720A6<;
<3
A52
.0AB.9
1.A2
/F
D5605
)B/@A.;A6.9
<:=92A6<;
. ;1

6;.9
 <:=92A6<;
<3
A52
&?<720A

D699
 /2
 .0562C21

 ,6.
 .
 ;.??.A6C2
 @A.A2:2;A
 ;<A
 :2?29F
 .
 0?6A60.9
 =.A5
 :2A5<1
 @0521B92
 A52

?056A20A
;46;22?
@5.99
612;A63F
A52
0.B@2@
<3
.;F
=<A2;A6.9
129.F
.;1
 @A.A2
D5.A
6;
A52
?056A20A

;46;22?M@
7B14:2;A
:B@A
/2
1<;2
A<
.C<61
<?
?21B02
A5.A
129.F


 *52
?056A20A
;46;22?
@5.99

=<6;A
<BA
6;
6A@
;.??.A6C2
05.;42@
A5.A
5.C2
<00B??21
@6;02
A52
9.@A
 B=1.A2
6;09B16;4
A5<@2
?29.A21

A<
 :.7<?
 05.;42@
 6;
 A52
 )0<=2
 <3
 )2?C602@
 .0A6C6A62@
 :<163621
@6;02
 A52
 9.@A
 B=1.A2
 ?2C6@21

=?<720A6<;@
<3
1B?.A6<;@
=?<4?2@@
.;1
0<:=92A6<;
?2C6@6<;@
A<
A52
 @0521B92
9<460
<?
.@@B:=A6<;@

.;1
<A52?
?292C.;A
05.;42@

 ;F
@64;6360.;A
C.?6.;02
3?<:
A52
 = ?2C6<B@
@0521B92
<?
B=1.A2
@5.99

.9@<
/2
612;A63621
6;
.
;.??.A6C2
A<42A52?
D6A5
A52
?2.@<;@
3<?
 A52
C.?6.;02
.;1
6A@
6:=.0A
<;
&?<720A

0<:=92A6<;

 99
@0521B92
B=1.A2@
@5.99
/2
6;
A52
9.A2@A
C2?@6<;
<3
&?6:.C2?.
3<?:.A
.;1
?2.@<;./9F

.002=A./92
 A<
 A52
 6@A?60A

 *52
 6@A?60A
 :.F
 :.82
 ?2.@<;./92
 ?2>B2@A@
 1B?6;4
 A52
 &?<720A
 3<?

05.;42@
A<
A52
3<?:.A
<?
3<?
3B?A52?
2E=9.;.A6<;
<3
 6;3<?:.A6<; 
=?<C6121

 )B/:6@@6<;
<3
B=1.A2@

@5<D6;4
A5.A
)B/@A.;A6.9
<:=92A6<;
<?

6;.9
<:=9 2A6<;
<3
A52
&?<720A
D699
/2
.0562C21
9.A2?
A5.;

A52
.==960./92
@0521B921
0<:=92A6<; 
1.A2
 @5.99
;<A
0<;@A6ABA2
? 2>B2@A@
3<?
2EA2;@6<;
<3
A6:2
.;1

@5.99
;<A
<=2?.A2
A<
05.;42
A52
@0521B921
 0<:=92A6<;
1.A2

*52
 6@A?60AM@
?2026=A
<3
.;1
9.08
<3

</720A6<;
A<
.;F
@0521B92
B=1.A2
@5 <D6;4
 )B/@A.;A6.9
<:=92A6<;
<?

6;.9
<:=92A6<;
9.A2?
A5.;




A52
 1.A2@
 .4?221
 B=<;
 @5.99
 ;<A
 /2
 ?24.?121
 .@
 A52
 6@A?60AM@
 .4?22:2;A
 A5.A
 A52
 ?056A20A

;46;22?
:.F
5.C2
.;
2EA2;@6<;
<3 
A6:2
 <?
.@
.
D.6C2?
<3
.;F
< 3
A52
6@A?60AM@
?645A@
/BA
:2?29F

.@
 A52
 ?056A20A
;46;22?M@
 ?2=?2@2;A.A6<;
 A5.A
 6;
 A52
 ?056A2 0A
;46;22?@
 /2@A
 =?<720A6<;

)B/@A.;A6.9
<:=92A6<;
<?

6;.9
<:=92A6<;
<3
A52
&?<720A
 :.F
; <A
/2
0<:=92A21
/F
A52
.4?221

B=<;
1.A2

5.;42@
A<
A52
@0521B921
0<:=92A6<;
1.A2@
:.F
/2
:.1 2
<;9F
6;
A52
06?0B:@A.;02@

.;1
<;9F
/F
A52
:2A5<1@
@2A
3<?A5
6;
A52
<;A?.0A





 ;:05@5;:
#>1/101:@
@;
#-D91:@
 99
 =.F:2;A@
 A<
 ?056A20A
;46;22?
 .?2
 0<;A6;42;A
 B=<;

@.A6@3.0A<?F
=2?3<?:.;02
<3
A52
A 2?:@
.;1
0<;16A6<;@
@2A
3<?A5
 6;
A52
<;A?.0A
.@
12A2?:6;21
/F

A52
<;A?.0A6;4
%33602?

 (2>B6@6 A6<;@
3<?
=.F:2;A
@5.99
/2
.00< :=.;621
/F
.
&?<720A
&?<4?2@@

(2=<?A
D5605
@5.99
6;09B12
A52
6;3<?:.A6<;
@2A
3<?A5
6;
A56@
? A6092

.;1
.
@A.A2:2;A
6;160.A6;4

A52
=2?02;A.42
<3
0<:=92A6<;
<3
.99
?2>B6?21
@2?C602@
3<?
A52
&?<720A




%'
 


 %&#"!&


',
"
'
%
''!
!% 




 $A-85@D
 *52
 ?056A20A
;46;22?
 @5.99
 /2
 ?2 @=<;@6/92
 3<?
 A52
 =?<32@@6<;. 9
 >B.96AF
 A205;60.9

.00B?.0F
.;1
A52
0<<?16;.A6<;
<3
.99
12@64;@
1?.D6;4
@=206360.A6<;@
.;1
<A52?
@2?C602@
3B?;6@521


*52
 ?056A20A
;46;22?
 @5.99
 D6A5<BA
 .116A6<;.9
 0<:=2;@.A6<;
 0<??20A
 <?
 ?2C6@2
 .;F
 2??<?@
 <?

1236062;062@
6;
6A@
12@64;@
1?.D6;4@
@=206360.A6<;
.;1
<A52?
@2?C602@





 &/;<1
;2
&1>B5/1?
 *52
?056A20A
;46;22?
@5.99
.00< :=96@5
A52
12@64;
@2?C602@
?2> B6?21
=B?@B.;A

A<
A52
)0<=2
<3
)2?C602@
<?
B;12?
2.05
A.@8
<?12?

*52
@2?C602@ 
.@
@2A
3<?A5
6;
A52
<;A?.0A
@5.99

6;09B12
 /BA
 .?2
 ;<A
 96:6A21
 A<
 A52
 @2?C602@
 ?2>B6?21
 A<
 2;./92
 A52
 6@A?60A
 A<
 .D.?1
 A52
 ?29.A21

0<;@A?B0A6<;
0<;A?.0A
=B?@B.;A
A <
 @A.;1.?1
6@A?60A
=?<021B?2@ 
3<?
A52
0<;@A?B0A6<;
<3
A52
3.0696A62@

12@64;21
.A
.
=?602
A5.A
1<2@
;<A 
 2E0221
A52
2@A6:.A21
0<;@A?B0 A6<;
0<;A?.0A
=?602
@2A
3<?A5
6;
A52

<;A?.0A






 3
/61@
<?
=?<=<@.9@
.?2
;<A
@<9606A21
D6A56;



1.F@
3<99<D6; 4
A52
6@A?60AM@
.002=A.;02
<3
 A52

@2?C602@
A<
/2
=?<C6121
B;12?
A52
)0<=2
<3
)2?C602@
<?
A.@8
<?1 2?
A52
?056A20A
;46;22?
@5.99

=?2=.?2
.;
2@A6:.A2
 <3
0<;@A?B0A6;4
A52
12@64;
@B/:6AA21
.;1
@B 05
2@A6:.A2
D699
/2
B@21
6;
962B

<3
/61@
<?
 =?<=<@.9@
A<
12A2?:6;2
0<:=96.;02
D6A5
A52
3B;16;4
96:6A.A6<;






 3
A52
/61@
<?
=?<=<@.9@
3<?
A52
 0<;@A?B0A6<;
0<;A?.0A
?2026C21
2E0221
@B05
2@A6:.A21
=?602
 A52

?056A20A
;46;22?
@5.99
=2?3<?:
@ B05
?212@64;
.;1
<A52?
@2?C60 2@
.@
.?2
;202@@.?F
A<
 =2?:6A

0<;A?.0A
.D.?1
D6A56;
@B05
3B;16 ;4
96:6A.A6<;

)B05
?212@64;
@2 ?C602@
@5.99
/2
 =2?3<?:21
.A
;<

6;0?2.@2
6;
A52
=?602
<3
A52
<;A?.0A

 <D2C2?
A52
?056A20A
;46;22?
 @5.99
;<A
/2
?2>B6?21
A<

=2?3<?:
@B05
.116A6<;.9
@2?C602@
.A 
;<
0<@A
A<
A52
6@A?60A
63
 A52
 B;3.C<?./92
/61@
<?
=?<=<@.9@

.?2
A52
?2@B9A@
<3
B;3<?2@22./92
0.B@2@
/2F<;1
A52
0<;A?<9
 .;1
D6A5<BA
A52
3.B9A
.;1
;249642;02

<3
A52
?056A20A
;46;22?





 1?53:5:3
@;
A031@
 *52
?056A20A
;46;22?
@5.99
=?<: =A9F
.1C6@2
A52
<;A?.0A6;4
%3 3602?
63
 A52

?056A20A
;46;22?
36;1@
A5.A
A52
&?<720A
12@64;
D699
2E0221
<?
6@
96829F
A<
2E0221
A52
3B;16;4
96:6A.A6<;@

.;1
A52
?056A20A
;46;22?
6@
B;./92
A<
12@64;
.
B@./92
3.0696AF
D6A56;
A52@2
 96:6A.A6<;@

 +=<;
?2026=A

<3
@B05
6;3<?:.A6<;
A52
<;A?.0A6;4
%33602?
D699
?2C62D
A52
? 056A20A 

;46;22?M@
?2C6@21
2@A6:.A2
<3

0<;@A?B0A6<;
0<@A

 *52
<;A?.0A 6;4
%33602?
:.F
63
52
12A2?:6;2 @
 A5.A
A52
2@A6:.A21
0<;@A?B0A6<;

0<;A?.0A
=?602
@2A
3<?A5
6;
A52
)0<=2
<3
)2?C602@
<?
A.@8
<?12? 
6@
@<
 9<D
A5.A
.D.?1
<3
.
0<;@A?B0A6<;

0<;A?.0A
;<A
6;
2E02@@
<3
@B05
2@A6:.A2
6@
6:=?</./92
.BA5<?6G2
 .
05.;42
6;
A52
@0<=2
>B.96AF
<?
AF=2

<3
:.A2?6.9@
<?
/<A5
.@
?2>B6?21
A<
?21B02
A52
2@A6:.A21
0<;@ A?B0A6<;
0<@A
A<
.;
 .:<B;A
D6A56;
A52

2@A6:.A21
 0<;@A?B0A6<;
 0<;A?.0A
 =?602
 @2A
 3<?A5
 29@2D52?2
 6;
 A52
 <;A?.0A
 <?
 52
 :.F
 .17B@A
 @B05

2@A6:.A21
0<;@A?B0A6<;
0<;A?.0A
=?602








 #>;61/@
 -:-3191:@
- :0

:?<1/@5;:
:@5@D
 ; 
A 5 2 
2 C 2 ; A 
A 5 2 
 < ; A ? . 0 A 
? 2 > B 6 ? 2 @ 
A 5 2 
 ? 0 5 6 A 2 0 A 


;46;22?
A<
=?<C612
0<;@A?B0A6<;
 =2?6<1
@2?C602@
A52
?056A20A
;46;22?
@5.99
.9@<
.A
6;A2?C.9@
<3
 ;<

92@@
A5.;
<;02
=2?
D228
<?
.@
@2 A
3<?A5
6;
A52
)0<=2
<3
)2?C602@
/2
?2@=<;@6/92
3<?





 $%$
% 
%
 

$#' % 
 
 $%#&% 
 ;
 ?056A20A
;46;22?
 ?2=?2@2;A.A6C2
 D5<
 6@

8;<D92142./92
<3
A52
&?<720A
 .;1
0<:=2A2;A
6;
2.05
16@06=96;2
A 5.A
5.@
A?.12
.0A6C6A62@
 .;1

@A.42@
<3
0<;@A?B0A6<;
/26;4
=2?3<?:21
@5.99
C6@6A
A52
@6A2
.A
A52
.4?221 A<
6;A2?C.9@
A<
</@2?C2
.@

.;
 2E=2?62;021
.;1
>B.963621
12@64;
=?<32@@6<;.9
A52
=?<4?2@@
.;1
>B.96AF
<3
A52
C.?6<B@
 .@=20A@

<3
 A52
 0<;A?.0A<?M@
 D<?8

 .@21
 <;
 6;3<?:.A6<;
 </A.6;21
 1B?6;4
 @B05
 C6@6A@
 .;1
 <;
 @B05

</@2?C.A6<;@
 A52
 ?056A20A
;46 ;22?
 @5.99
 2;12.C<?
 A<
 12A2?:6; 2
 D52A52?
 @B05
 D<?8
 6@

=?<02216;4
6;
.00<?1.;02
D6A5
A52
<;A?.0A
<0B:2;A@
.;1
@5.99
 822=
A52
6@A?60A
 6;3<?:21
<3

A52
42;2?.9
=?<4?2@@
<3
A52
D<?8
6;
?29.A6<;
A<
A52
<C2?.99
@0521B92

*52
 ?056A20A
;46;22?
@5.99

1<0B:2;A
A52
@6A2
C6@6A
6;
D?6A6;4
.;1
@5.99
@B/:6A
56@
36;16;4 @
6;
 .00<?1.;02
D6A5
A52
?2=<?A

?2>B6?2:2;A@
@2A
3<?A5
6;
?A6092

52?26;






 $!% $
 
 #

 

# #$$
(
%
#%%  #
 B?6;4
56@
=2?6<160
C6@6A@
A<
A52
 @6A2

A<
</@2?C2
A52
D<?8
6;
=?<4?2@@ 
A52
?056A20A
;46;22?
@5.99
 .@
.
:6;6:B:
@=<A
 05208
A52

D<?8
6;@A.9921
.;1
6;
=?<4?2@@
A< 
12A2?:6;2
0<:=96.;02
D6A5
A52 
 ?2>B6?2:2;A@
<3
A52
<;A?.0A

<0B:2;A@
.;1
A52
0<12@
.;1
6;@A.99.A6<;
D<?8:.;@56=
 @A.;1.?1@
96@A21
A52?26;

 2320A6C2
.;1

;<;0<:=96.;A
D<?8
</@2?C21
1B?6;4
@B05
C6@6A@
@5.99
/2
;<A21
6;
A52
?056A20A
;46;22?M@
?2=<?A@

.;1
=<6;A21
<BA
A<
A52
<;A?.0A 6;4
%33602?
.;1
&?<4?.:
#.;.42?


*52
 ?056A20A
;46;22?
@5.99

612;A63F
3<?
A52
&?<720A
#.;.42?
 .;F
@=206360
05208@
<?
6;@=20A 6<;@
 A<
/2
:.12

*52
?2@B9A@
<3

A52@2
6;@=20A6<;@
@5.99
/2
:.12
.
=.?A
<3
A52
&?<720AM@
1.69F
9 <4
 .;1
?2=<?A@

*52
?056A20A

;46;22?
@5.99
1<0B:2;A
A52
6;@=20A6<;
6;
D?6A6;4






 &!!

 %

 $!% $
 
$%$

<?
D<?8
;<A
6;
0<:=96.;02
D6A5
A52
<;A?.0A
 <0B:2;A@

A52
?056A20A
;46;22?
@5.99
 D6A 5
A52
6@A?60AM@
 .==?<C.9
?2> B6?2
.116A6<;.9
<?
 @B==92:2;A.9

6;@=20A6<;
 <?
 A2@A6;4

 *52
 ?056A20A
;46;22?
 @5.99
 ?2026C2
 .;1 
 ?2C62D
 .99
 02?A6360.A2@
 <3

6;@=20A6<;@
A2@A@
.;1
.==?<C.9@
?2>B6?21
/F
9.D@
?B92@
?24B9.A6<;@
 <?16;.;02@
0<12@
<?12?@

<?
A52
<;A?.0A
<0B:2;A@
.;1
@5.99
12A2?:6;2
D52A52?
6;
6A@
<=6;6<;
.@
.;
?056A20A
;46;22?

A526?
 0<;A2;A
 0<:=962@
 D6A5
 A52
 ?2>B6?2:2;A@
 <3
 2.05

 *52
 ?056A20A
;46;22?
 @5.99
 .9@<

12A2?:6;2
D52A52?
A52
?2@B9A@
02?A 63621
6;160.A2
0<:=96.;02
D6A5
A52
<;A?.0A
<0B:2;A@

 *52

?056A20A
;46;22?
@5.99
1<0B:2;A
A52
6;@=20A6<;
6;
D?6A6;4






 %'
 #

B?6;4
6A@
@6A2
C6@6A@
.;1
/.@21
<;
6A@
</@2?C.A6<;
1B?6;4
@B05
C6@6A@
A52
 ?056A20A

;46;22?
 :.F
 16@.==?<C2
 A52
 0<;A?.0A<?M@
 D<?8
 <?
 .;F
 =<?A6<;
 A52?2<3
 D5692
 A52
 D<?8
 6@
 6;

=?<4?2@@
 63
 ?056A20A
;46;22?
 /2962C2@
 A5.A
 @B05
 D<?8
 1<2@
 ;<A 
 0<;3<?:
 A<
 A52
 <;A?.0A

<0B:2;A@
<?
A52
.==?<C21
@5<=
1?.D6;4@
<?
<A52?
@B/:6AA.9@

*52
 ?056A20A
;46;22?
:.F
.9@<

?20<::2;1
A5.A
A52
6@A?60A
?2720A
.;F
D<?8
A5.A
A52
?056A20A
;46;22?
/2962C2@
 D699
;<A
?2@B9A
6;

.
0<:=92A21
&?<720A
A5.A
0<;3<? :@
42;2?.99F
A<
A52
<;A?.0A
<0 B:2;A@
<?
 A5.A
6A
/2962C2@
D699

=?27B1602
 A52
 6;A24?6AF
 <3
 A52
12@64;
 .@
 ?23920A21
 6;
 A52
 <;A?.0A
 <0B:2;A@

 *52
 ?056A20A

;46;22?
@5.99
1<0B:2;A
A52
12320A6C2
D<?8
6;
D?6A6;4





 ;01
-:0
%13A8-@;>D
;9<85-:/1
*52
?056A20A
;46;22?
6@
?2@=<; @6/92
3<?
12@64;6;4
A52
 =?<720A 

.;1
 .1:6;6@A2?6;4
 A52
 0<;@A?B0A6<;
 =5.@2
 <3
 A52
 &?<720A
 6;
 .00<?1.;02
 D6A5
 .==960./92
 6@A?60A
 <3

<9B:/6.
<12@
.;1
<A52?
?24B9.A<?F
?2>B6?2:2;A@
.==960./92
A<
A52
&?<720A

$<A56;4
 0<;A.6;21
52?26;

@5.99
/2
0<;@A?B21
.@
?2962C6;4
A52
?056A20A
;46;22?
.;F
<A52?
=?<32@@6<;.9
12@64;
 0<;@B9A.;A
<?
.;F

0<;A?.0A<?
@B==962?
<?
<A52?
 =.?A606=.;A
3?<:
.;F
=?<32@@6<;.9 
<?
924.9
 ?2@=<;@6/696AF
3<?
=2?3<?:.;02


(2C62D@
0<::2;A@
.;1
.==?<C.9@
/F
A52
2=.?A:2;A
<3

2;2?.9
 )2 ?C602@
.;1
6A@
16C6@6<;@
<?
.;F

2:=9<F22
<?
<33606.9
<3
A52
6@A?60A
6;
;<
D.F
./@<9C2
.;F
<A52?
 =2?@<;
36?:
<?
0<?=<?.A6<;
6;C<9C21
6;




A52
&?<720A
3?<:
A526?
3B99
?2@=<;@6/696A62@
B;12?
A52
 .==960./ 92
9.D@
0<12@
.;1
=?<3 2@@6<;.9
=?.0A602

.@
?2>B6?21
6;
=?<720A@
3<?
A52
6@A?60A
<3
 <9B:/6.

".08
<3
0<::2;A
/F
.
6@A?60A
<3
<9B:/6.
?2C62D2?

1<2@
 ;<A
 ?2962C2
 A52
 ?056A20A
;46;22?
 3?<:
 12@64;6;4
 A<
 :22A
A52
 .==960./92
 0<12
 <?
 ?056A20A

;46;22?
 #.;B.9
 ?2>B6?2:2;A@
 <?
 .== 960./92
 ?24B9.A6<;@
 ?29.A21
A<
 D.A2?
 @2D2?
 36?2
 12=.?A:2;A

@2?C602
.;1
<A52?
 BA696A62@






 % 

 $%$
 3
A52
0<??20A6<;
<3
.
0<12
<?
?24B9.A<?F
C6<9.A6<;
?2@B9A@
6;
 .
5.;42
 %?12?

1B?6;4
0<;@A?B0A6<;
.;F
.116A6<;. 9
0<@A@
6;0B??21
@5.99
/2
/<? ;2
/F
A52
=.?AF
 ?2@=<;@6/92
3<?

A52
C6<9.A6<;

*52
6@A?60A
@5.99
/2.?
<;9F
A52
0<@A@
.AA?6/BA. /92
A<
A52
.0AB.9
 0<12
<?
?24B9.A6<;
?2>B6?21
2;5.;02:2;A
<3
A52
&?<720A






  
 %#!#%% 
 3
A52
?056A20A
;46;22?
/2962C2@
A5.A
.
0<12
<?
.
?24B9.A6<;
6@
 B;092.?
.@

A<
 :2.;6;4
 A52
 ?056A20A
;46;22? 
 @5.99
 ?2>B2@A
 .
 D?6AA2;
 <=6; 6<;
 .@
 A<
 A52
 .==960./92

6;A2?=?2A.A6<;
 3?<:
 A52
 .==960./92
 ?24B9.A<?F
 .42;0F
 .@
 .==?<=?6.A2

*52
 ?056A20A
;46;22?

@5.99
/2
2;A6A921
A<
?29F
<;
A 52
D?6AA2;
<=6;6<;
63
.;F
?2026C21
3?<:
@B05
.42;0F





 ?A58@
>-C5:3?
 A
0<:=92A6<;
<3
A52
&?<720A
A52
?056A20A
;46;22?
@5.99
=?2=.?2
.
3B99
@2A
 <3

?20<?1
1?.D6;4@
@5<D6;4
A52
.@ /B69A
0<;16A6<;
<3
A52
&?<720A 
.;1
6;09B16;4
A52
9<0.A6<;@
<3
.99

BA696A62@
/.@21
<;
56@
<D;
?20<?1@
.;1
B=<;
6;3<?:.A6<;
@B==962 1
/F
A52
<;@A?B0A6<;
#.;.42?

<;A?.0A<?
 <?
 2@64; B6912?
 .@
 .==960./92
 <;
 D5605
 A52
 ?056A20A
;46;22?
 :.F
 ?29F

 *52@2

1?.D6;4@
D699
0<;@6@A
<3
A52
 <?6 46;.9
D<?86;4
1?.D 6;4@
.;1
A52
 <?646;.9
<3
@B==9 2:2;A.9
1?.D6;4@

.;1
12A.69@
:<163621
A<
@5<D
A52
.@
/B69A
0<;16A6<;@
/<A5
6;
=.=2?
A?.06;4@
.;1
2920A?<;60
:216.


@ /B69A
 1?.D6;4@
 @5.99
 /2
 AB?;21
 <C2?
 A<
 A52
 6@A?60A
 .@
 .
 0<;16A6<;
 =?20212;A
 A<
 )B/@A.;A6.9

<:=92A6<;
36;.9
 =.F:2;A
<3
A52
?056A20A
;46;22?@
322@
@5.9 9
;<A
/2
1B2
B;A69
A52
/B6916;4
6@

.002=A21
/F
A52
 6@A?60A
A52
36;.9
==960.A6<;
3<?
&.F:2;A
6@
 :.12
6;
.002=A./92
3<?:
A<
.;1

.002=A21
/F
A52
6@A?60A
.;1
?20<?1
1?.D6;4@
.;1
.@ /B69A
1?.D6;4@
6;
A52
3<?:
<3
=.=2?
A?.06;4@

.;1
 2920A?<;60
 :216.
 6;
 A52
 3<?:
 <3
 <:=.0A
 6@0@
 6;
 9.A2@A
 C2?@6<;
 <3
 BA<

 *52
 6@A?60A

?2@2?C2@
A52
?645A
A<
<00B=F
A52
/B6916;4
<?
=<?A6<;@
A52?2<3
=?6<?
A<
36;.9
.002=A.;02





 !;
*-5B1>

$26A52?
A52
6@A?60AM@
?2C62D
.==?<C.9
<?
.002=A.;02
<3
;<?
= .F:2;A
3<?
.;F
<3
A52

@2?C602@
?2>B6?21
B;12?
A52
<;A?.0A
@5.99
/2
0<;@A?B21
A<
<=2?.A2
.@
.
D.6C2?
<?
.;F
?645A@
 B;12?

A52
<;A?.0A
<?
<3
.;F
0.B@2
<3
. 0A6<;
.?6@6;4
<BA
<3
A52
=2?3< ?:.;02
<3
A52
<;A?.0A
 .;1
A52

?056A20A
;46;22?
@5.99
/2
.;1
?2: .6;
96./92
A<
A52
6@A?60A
6;
.00<?1.;02
D6A5
 .==960./92
9.D
3<?

.99
1.:.42@
A<
A52
6@A?60A
0.B@21 
/F
A52
?056A20A
;46;22?M@
;249642;A
<?
 6;A2;A6<;.99F
D?<;43B9

.0A
<:6@@6<;
<?
123.B9A
D5692
=2?3<?:6;4
.;F
<3
A52
@2?C602@
B;12?
A52
<;A?.0A





 %191051?

:/8A?5B1
*52
?645A@
.;1
?2:2162@
<3
A52
6@A?60A
.;1
A52
?056A20A
;46;22?
=?<C6121

3<?
B;12?
A52
<;A?.0A
.?2
 6;
.116A6<;
A<
.;F
<A52?
?645A@
.;1
 ?2:2162@
=?<C6121
/F
9.D




%'
 

 #, !'& 





:B;5/1?
 *52
 ?056A20A
;46;22?
 @5.99
 @B/:6A
 .;
 6;C<602
 A<
 A52
 6@A?60A
 .9<;4
 D6A5
 6@A?60A 

?2>B6?21
1<0B:2;A.A6 <;

*52
6;C<602
@5.99
42;2?.99F
6A2:6G2
A52 
C.?6<B@
=5.@2@
<?
=.?A@
<3
A52

*<A.9
 <;A?.0A
 :<B;A
 A52
 C.9B2
 <3
 A52
 C.?6<B@
 =5.@2@
 <?
 =.?A@
 A52
 =?2C6<B@9F
 6;C<6021
 .;1

.==?<C21
 .:<B;A@
 3<?
 =.F:2;A
 .;1
A52
 .:<B;A
 <3
 A52
 0B??2;A
 6;C<602

 *52
 6;C<602
 @5.99
 .9@<

6;09B12
 .
 02?A6360.A6<;
 @A.A2:2;A
 @64;21
 /F
 A52
 ?056A20A
;46;22?
 @A.A6;4
 A5.A
 A52
 ?056A20A 


;46;22?
5.@
=.61
6A@
0<;@B9A.;A@
@B/0<;A?.0A<?@
.;1
@B==962?@
A526?
6;16C61B.9
=?<=<?A6<;.9
 @5.?2

<3
.99
=?2C6<B@
=.F:2;A@
6;09B16;4
6;A2?2@A
63
.==960./92
?20 26C21
3?<:
A52
6@A?60A
6;
.00<?1.;02

D6A5
A52
A2?:@
<3
A52
?056A20A
;46;22?M@
@B/0<;A?.0A
D6A5
@B05
=2?@<;@
<?
0<:=.;62@
.;1
A52@2

)A.;1.?1
<;A?.0A
&?<C6@6<;@

 ;C<602@
3<?
 ?26:/B?@./92@
@5.99
6;09B12
1<0B:2;A.A6<;
<3
0<@A@
3<?

D5605
?26:/B?@2:2;A
6@
@<B45A

 ;C<602@
 3<?
?056A20A
;46;22?
 )2?C602@
/26;4
=2?3<?:21
<;
.;




5<B?9F
?.A2
/.@6@
@5.99
@5<D
A52
A205;60.9
 09.@@6360.A6<;@
;.: 2@
<3
A52
=2?@<;@
=2?3<?:6;4
A52

?056A20A
;46;22?
@2?C602@
: .;
5<B?@
 2E=2;121
:.?821
B=
5<B? 9F
?.A2@
3<?
A52
09.@@6360.A6<;

.;1
A52
2EA2;121
0<@A
.:<B;A






:B;5/1
5?<A@1?
+;92@@
A52?2
6@
.
16@=BA2
./<BA
A52
0<:=2;@.A6<;
1B2
A52
?056A 20A
;46;22?

6;09B16;4
/BA
;<A
96:6A21
A<
09.6:@
/F
A52
6@A?60A
.4.6;@A
A52
?056A20A
;46;22?
A52;
D6A56;
A56?AF



1.F@
.3A2?
?2026=A
/F
A52
6@A?60A
<3
A52
?056A20A
;46;2 2?@
.002=A./92
6;C<602
D5605
 @5.99

/2
0<;@612?21
A52
6;C<602
?2026=A
1.A2
A52
6@A?60A
@5.99
=.F
A<
A52
?056A20A
;46;22?
A52
 .:<B;A

.==?<C21
92@@
.;F
?2A.6;.42
.;1
92@@
.;F
=?6<?
=.F:2;A@
<?
.1C.;02@
:.12
A<
?056A20A
;46;22?


*52
1.A2
<;
D5605
=.F:2;A
6@
1B2
@5.99
/2
?232??21
A<
.@
A52
K=.F:2;A
1.A2
L




 >1=A1:/D
 ;C<602@
=?2=.?21
A52
?056A20A
;46;22?
?29.A6;4
A<
A52
.:<B;A 
.;1
C.9B2
<3
D<?8

.;1
@2?C602@
=2?3<?:21
/F
A52
?056A20A
;46;22?
B;12?
A52
<;A ?.0A
@5.99
/2
:.12
=2?6<160.99F

;<A
 :<?2
 <3A2;
 A5.;
 :<;A59F
 .;1
 @2;A
 A<
 A52
 6@A?60A
 3<?
 =.F:2;A
 .00<:=.;621
 /F
 @B05

1<0B:2;A.A6<;
.;1
@B==<?A6;4
1.A.
.@
:.F
/2
?2>B6?21
/F
A52
<;A?.0A6;4
%33602?





 %1@-5:-31
+=<;
.==?<C.9
<3
@B05
6;C<602
.:<B;A@
/F
A52
<;A?.0A6;4
%33602?
.;1
=?2@2;A.A6<;
 <3

=?<=2?
1<0B:2;A.A6<;
/F
A52
?056A 20A
;46;22?
=.F:2;A
<3
A52
 6;C<602
.:<B;A
.@
 12A2?:6;21

./<C2
92@@
.4?221
B=<;
?2A.6;.42
.;1
.99
=?2C6<B@
=.F:2;A@
@5.9 9
/2
:.12
6;
.00<?1.;02
D6A5

A52
'B608
&.F:2;A
0A



%33606.9
<12
H 


%
$"

+;92@@
<A52?D6@2
=?<C6121
3<?
6;
A52

<;A?.0A
A52
?2A.6;21
=.F:2;A
=2?02;A.42
 @5.99
/2

=?<C6121
5<D2C2?
A5.A
63
A52
<;A?.0A6;4

%33602?
 12A2?:6;2@
 A5.A
 A52
 D<?8
 6@
 )B/@A.;A6.99F
 <:=92A2
 .;1
 A5.A
 A52
 .:<B;A
 <3
 ?2A.6;21

=2?02;A.42@
6@
6;
2E02@@
<3
A52
.:<B;A
 0<;@612?21
/F
56:
A<
/2
 .12>B.A2
3<?
A52
=?<A20A6<;
<3

A52
6@A?60A
52
:.F
6;
56@
16@0?2A6<;
 ?292.@2
A<
A52
?056A20A
;46;22?
@B05
2E02@@
.:<B;A





 5:-8
#-D91:@
+=<;
A52
@.A6@3.0A<?F
0<:=92A6<;
 <3
A52
?056A20A
;46;22?M@
@2?C602@
.;1
3<?:.9

;<A6360.A6<;
<3
6A@
36;.9
 .002=A.;02
/F
A52
<;A?.0A6;4
%33602? 
A52
?056A20A
;46;22?
@5.99
/2
=.61

A52
B;=.61
/.9.;02
 <3
.;F
:<;2F
 1B2
52?2B;12?
6;09B16;4
?2A.6; 21
=2?02;A.42@

 &?6<?
A<
@B05

36;.9
=.F:2;A
B;12?
 A52
<;A?.0A
<?
=?6<?
A<
@2AA92:2;A
B=<;
A2 ?:6;.A6<;
<3
A52
<;A?.0A
.;1
.@
.

0<;16A6<;
=?20212;A
 A52?2A<
A52
? 056A20A
;46;22?
@5.99
2E20BA2
.;1
1296C2?
A<
A52
<;A?.0A6;4

%33602?
.
?292.@2
<3
 .99
09.6:@
.4.6;@A
A52
6@A?60A
.?6@6;4
B; 12?
<?
/F
C6?AB2
<3
A52
<;A?.0A
<A52?

A5.;
 @B05
 09.6:@
 63
 .;F
 .@
 :.F
 /2
 @=206360.99F
 2E02=A21
 /F
 A52
 ?056A20A
;46;22?
 3?<:
 A52

<=2?.A6<;
<3
A52
?292.@2
 6;
@A.A21
.:<B;A@
A<
/2
@2A
3<?A5
A52?26;





 ;/A91:@
"C:1>?45<
 99
 1?.D6;4@
 12@64;@
 @=206360.A 6<;@
 .;1
 <A52?
 ?056A20A
;46; 22?

1296C2?./92@
 36?@A
 =?<1B021
 @<929F
 3<?
 A52
 6@A?60A
 6;
 A52
 =2?3<?:.;02
 <3
 A52
 <;A?.0A
 <?
 6;

0<;A2:=9.A6<;
A52?2<3
.;1
.99
.@ /B69A
1?.D6;4@
=?<1B021
.3A2? 
0<:=92A6<;
<3
A52
 D<?8
@5.99
/2

.;1
?2:.6;
A52
@<92
=?<=2?AF
<3
A52
6@A?60A
.;1
:.F
/2
B@21
<;
.;F
<A52?
D<?8
 D6A5<BA
.116A6<;.9

0<@A
A<
A52
6@A?60A

 -6A5
?2@=20A
A52?2A<
A52
?056A20A
;46;22?
.4?22@
;<A
A<
 .@@2?A
.;F
?645A@
<?

A<
2@A./96@5
.;F
09.6:
B;12?
A52
12@64;
=.A2;A
<?
0<=F?645A
9.D @
.;1
;<A
A<
 =B/96@5
<?
?2=?<1B02

@B05
:.AA2?
6;
D5<92
<?
6;
=.?A
<?
6;
.;F
:.;;2?
<?
3<?:
<?
.BA 5<?6G2
<A52?@
 @<
A<
1<
D6A5<BA
A52

D?6AA2;
0<;@2;A
<3
A52
6@A?60A
B;A69
@B05
A6:2
.@
A52
6@A?60A
:.F
5.C2
 ?292.@21
@B05
:.AA2?
A<
A52

=B/960


B?A52?
D6A5
?2@=20A
A<
.;F
.?056A20AB?.9
12@64;
D5605 
A52
 6@A?60A
12@6?2@
A<
=?<A20A
/F

.==9F6;4
 3<?
 .;1
 =?<@20BA6;4
 .
 12@64;
 =.A2;A
 .==960.A6<;
 <?
 <A52?D6@2
 A52
 ?056A20A
;46;22?

.4?22@
 A<
 3B?;6@5
 A52
 <;A?.0A6;4
%33602?
 @B05
 1B9F
 2E20BA21
 6; @A?B:2;A@
 .;1
 <A52?
 =.=2?@

=?2=.?21
/F
A52
6@A?60A
.@
. ?2
122:21
;202@@.?F
A<
C2@A
6;
A 52
 6@A?60A
A52
?645A@
4?.;A21
6A

B;12?
A56@
09.B@2

 *52
?056A20A
;46;22?
.4?22@
A<
3B?;6@5
.;1 
 =?<C612
.002@@
A<
A52
<?646;.9@

<?
0<=62@
<3
.99
@B05
:.A2?6.9@ 
<;
A52
?2>B2@A
<3
A52
<;A?.0A6 ;4
 %33602?
3<?
.
=2?6<1
<3
A5?22


F2.?@
.3A2?
0<:=92A6<;
3<?
A52
=?<720A










 ;>>1/@5;:?
;2
*;>7
#;?@#-D91:@

$<AD6A5@A.;16;4
A52
.002=A.;02
.;1
.==?<C.9
/F
A52
6@A?60A

<3
.;F
@2?C602@
=2?3<?:21
<?
=?<C 6121
/F
A52
?056A20A
;46;22? 
A52
?056A20A
;46;22?
@5.99
/2

?2@=<;@6/92
3<?
A52
=?<32@@6<;.9
>B.96AF
A205;60.9
.00B?.0F
.; 1
A52
0<<?16;.A6<;
<3
.99
@2?C602@

3B?;6@521
 /F
 A52
 ?056A20A
;46;22?
 B;12?
 A52
 <;A?.0A

 *52
 ?056A20A
;46;22?
 @5.99
 D6A5<BA

.116A6<;.9
0<:=2;@.A6<;
0<??20A
<?
?2C6@2
.;F
2??<?@
<?
1236062;062@
<?
<:6@@6<;@
 6;
A52
?056A20A

;46;22?M@
@2?C602@





 #-D91:@
!;@
*-5B1>
*52
6@A?60AM@
?2C62D
.==?<C.9
<?
.002=A.;02
<3
<?
=.F:2;A
3<?
.;F
<3
 A52

#.A2?6.9@
 .;1
 )2?C602@
 ?2>B6?21
 B;12?
 A52
 <;A?.0A
 @5.99
 ;<A
 0<;@A6ABA2
 .;F
 ?2=?2@2;A.A6<;

D.??.;AF
<?
4B.?.;AF
/F
A52
6@A?60A
.@
A<
A52
@B/@A.;02
<?
>B.96AF
<3
A52
:.AA2?
?2C62D21
.==?<C21

<?
.002=A21
.;1
@5.99
;<A
/2
0<;@A?B21
A<
<=2?.A2
.@
.
D.6C2?
< ?
2@A<==29
<3
.;F
<3
A52
 6@A?60A@

?645A@
<?
=?6C69242@
B;12?
A52
<;A ?.0A
<?
<3
.;F
0.B@2
<3
.0A6<;
.?6@6;4
<BA
<3
A52
 =2?3<?:.;02
<3

A52
<;A?.0A

$<
=2?@<;
<?
36?:
@5.99
?29F
6;
.;F
D.F
<;
@B05
? 2C62D
.==?<C.9
<?
 .002=A.;02
/F

A52
6@A?60A

*52
?056A20A
;46;22?
@5.99
/2
.;1
?2:.6;
96./92 
6;
.00<?1.;02
D6A5
 ==960./92
".D

3<?
.99
1.:.42@
A<
A52
6@A?60A
0.B@21
/F
A52
?056A20A
;46;22?

(2C62D
 .==?<C.9
<?
.002=A.;02

/F
A52
6@A?60A
<?
A52
<;A?.0A6;4
%33602?
B;12?
A52
<;A?.0A
@5.99
;<A
 0<;@A6ABA2
.==?<C.9
<A52?D6@2

?2>B6?21
/F
.;F
<3
A52
6@A?60A
12=.?A:2;A@
/<.?1@
0<::6@@6<;@
 <?
<A52?
?24B9.A<?F
.42;062@
6;

A52
2E2?06@2
<3
A526?
6;12=2;12;A
?24B9.A<?F
.BA5<?6AF






 >>;>?
-:0
"95??5;:?
 -6A5<BA
96:6A6;4
A52
?056A20A
;46;22?M@
?2@=<;@6/696AF
@2A
3< ?A5
./<C2

@B05
?2@=<;@6/696AF
/F
D.F
<3
699B@A?.A6<;
@5.99
6;09B12
A52
3<99<D6;4
 3
.;F
2??<?
<?
<:6@@6<;
6;
 A52

<;@A?B0A6<;
<0B:2;A@
@B/:6AA21
 /F
A52
?056A20A
;46;22?
?2>B 6?2@
.
05.;42
6;
A52
 )0<=2
<3

)2?C602@
<?
.;F
=<?A6<;
A52?2<3
A52
?056A20A
;46;22?
@5.99
=?<:=A9F
0<:=92A2
@B05
05.;42
.A
;<

.116A6<;.9
0<@A
A<
A52
6@A?60A






 ;9<1:?-@5;:
5?<A@1?
6@=BA2@
?24.?16;4
A52
0<:=2;@.A6<;
1B2
A52
?056A20A
;46;22?
 :.F

6;09B12
/BA
.?2
;<A
96:6A21
A<
A52
.:<B;A
1B2
A52
C.9B2
<?
=2?02;A.42
<3
A52
?056A20A 

;46;22?

)2?C602@
 0<:=92A21
 12320A@
 <?
 1236062;062@
 6;
 A52
 ?056A20A
;46;22?
 )2?C602@
 >B.96AF
 <3
 A52

?056A20A
;46;22?
 )2?C602@
 0<:=96.;02
 D6A5
 A52
 <;A?.0A
 <0B:2;A@
 0<:=92A6<;
 6A@293
 <?

;249642;A
=2?3<?:.;02
<3
=?<32@@6<;.9
@2?C602@
<;
A52
=.?A
<3
A52
?056A20A
;46;22?

 ;
A52
 2C2;A

<3
16@=BA2@
=.F:2;A
@5.99
/2
:. 6921
<;
<?
/23<?2
A52
&.F:2;A
 .A2
3<?
.:<B;A@
.;1
 ?056A20A

;46;22?
)2?C602@
;<A
6;
16@=BA2
@B/720A
A<
.;F
@2A<33@
09.6:21
/F
A52
6@A?60A






 06A?@91:@?
99
=?6<?
=.F:2;A@
D52A52?
/.@21
 <;
2@A6:.A2@
<?
<A52?D6@2
:. F
/2
0<??20A21

.;1
.17B@A21
6;
.;F
=.F:2;A
.;1
@5.99
/2
0<??20A21
.;1
.17B@A21
6;
A52
36;.9
=.F:2;A

 ;
A52
2C2;A

A5.A
.;F
6;C<602
/F
A52
?056A 20A
;46;22?
0<;A.6;@
.
12320A
<? 
6:=?<=?62AF
D5605
D<B91
 =?2C2;A

=.F:2;A
/F
A52
&.F:2;A
.A2
A52 
6@A?60A
@5.99
;<A63F
A52
?05 6A20A
;46;22?
6;
D?6A6;4
 <3
@B05

12320A
<?
6:=?<=?62AF
D6A56;
A2;



1.F@
.3A2?
A52
6;C<602
?2 026=A
1.A2

;F
16@=BA21
 .:<B;A@

12A2?:6;21
/F
A52
6@A?60A
A<
/2
=.F./92
A<
A52
?056A20A
;46;22?
@5.99
/2
1B2
A56?AF


1.F@
3?<:

A52
1.A2
A52
16@=BA2
6@
?2@<9C21


 ;A2?2@A
@5.99
/2
=.61
/F
A52
6@A?60A
6;
.00<?1.;02
D6A5
A52
'B608

&.F:2;A
0A



%33606.9
<12
H 


 %
$"





 #-D91:@?
@;
&A./;:@>-/@;>?

 *52
 ?056A20A
;46;22?
 @5.99
 :.82
 .
 =.F:2;A
 A<
 2.05
 <3
 6A@

<;@B9A.;A@
.;1
)B/0<;A ?.0A<?@
;<A
9.A2?
A5.;
@2C2;

0.92;1 .?
1.F@
.3A2?
?2026=A
<3
.:<B;A@

=.61
A<
A52
?056A20A
;46;22?
/F
A52
6@A?60A
6;
.;
.:<B;A
2>B.9
A<
A52
=?<=<?A6<;.A2
 @5.?2
<3
A52

A<A.9
 =.F:2;A
 6;09B16;4
 .;F
 6;A2?2@A
 ?2026C21
 3?<:
 A52
 6@A?60A
 .AA?6/BA./92
 A<
 A52
 ?056A20A

;46;22?
)2?C602@
=2?3<?:21
/F
<;@B9A.;A@
.;1
)B/0<;A?.0A<?@
92@@
.
?2A.6;.42
<3
;<A
:<?2
A5.;

36C2
 =2?02;A
 
 63
 =?<C6121
 3<?
 6;
 A52
 .==960./92
 @B/0<;A?.0A
 @.61
 ?2A.6;.42
 /26;4
 A52
 @.:2

:<;2F
;<A
.116A6<;.9
:<;2F
?2A.6;21
/F
A52
6@A?60A
3?<:
A52
=.F:2;A
A<
A52
?056A20A
;46;22?







%'
 

 !& 




 1:1>-88D
*52
<;A?.0A6;4
%33602?
:.F
.A
.;F
A6:2
/F
D?6AA2;
<?12?
:.82
0 5.;42@
D6A56;
A52

42;2?.9
@0<=2
<3
A52
<;A?.0A
A<
A5 2
)0<=2
 <3
)2?C602@
A<
/2
=2 ?3<?:21
B;12?
2.05
A.@8
<?12?

 3

@B05
05.;42@
0.B@2
.;
6;0?2.@2
<?
 120?2.@2
6;
A52
?056A20A
;46;22?M@
0<@A
<3
<?
A6:2
?2>B6?21
3<?

=2?3<?:.;02
<3
.;F
@2?C602
 B;12? 
A52
<;A?.0A
<?
/<A5
B=<;
.= =?<C.9
<3
A52
<;A?.0A6;4
%33602?

.;
 2>B6A./92
 .17B@A:2;A
 @5.99
 /2
 :.12
 .;1
 A52
 <;A?.0A
 @5.99
 /2 
 :<163621
 6;
 D?6A6;4
 /F
 A52

<;A?.0A6;4
%33602?
.00<?16;49F

 ;F
 09.6:
<3
A52
?056A20A
;46;22?
3<?
.17B@A:2;A
B;12?
A56@
09.B@2

:B@A
/2
:.12
6;
D?6A6;4
A<
A52
 <;A?.0A6;4
%33602?
D6A56;
A2;



1.F@
3?<:
A52
1.A2
<3
?2026=A
/F

A52
?056A20A
;46;22?
<3
A52
;<A6360.A6<;
<3
05.;42
B;92@@
A52 
<;A?.0A6;4
%33602?
4?.;A@
.
3B?A52?

=2?6<1
<3
A6:2
/23<?2
A52
 1.A2
<3
36;.9
=.F:2;A
B;12?
A56@
<;A?.0A

 3
A52
?056A20A
;46;22?
?2>B2@A@

05.;42@
A<
A52
 )0<=2
<3
)2?C602@
A 52
?056A20A
;46;22?
:B@A
1 2:<;@A?.A2
A<
A52
@.A6@3.0A6<;
<3

A52
6@A?60A
 A5.A
A52
05.;42@
.?2
;202@@.?F
.;1
;<A
1B2
A<
A52
 .0A@
<?
<:6@@6<;@
<3
A52
?056A20A

;46;22?


2;2?.99F
A52
A6:2
<3
=2?3<?:.;02
<3
A52
<;A?.0A
.;1
<?
.;F
A.@8
<?12?
:.F
/2
2EA2;121

3<?
 A52
.1:6;6@A?.A6C2
0<;C2;62;0 2
<3
A52
6@A?60A
<?
3<?
<A52? 
=B?=<@2@
D52;2C2?
A52
<;A?.0A6;4

%33602?
12A2?:6;2@
@B05
.0A6<;
D699
;<A
/2
.
0.B@2
3<?
.116A6<;.9
322
<?
<A52?
?29.A21
0<@A





 005@5;:-8
;9<1:?-@5;:
<:=2;@.A6<;
A<
A52
?056A20A
;46;22?
/2F<;1
A52
:<;2A.?F
 96:6A@
@2A

3<?A5
6;
A52
<;A?.0A
@5.99
<;9F
/2
:.12
63
.;1
D52;
.
5.;42
%?12?
A<
A52
<;A?.0A
6@
1B9F
2E20BA21

/F
 A52
 &.?A62@

 $<A56;4
 52?26;
 @5.99
 96:6A
 A52
 6@A?60AM@
 ./696AF
 A<
 :.82
 05.;42@
 A<
 A52
 <;A?.0A

B;69.A2?.99F





 1?53:-@10
4-:31
">01>?

*52
<;A?.0A6;4
%33602?
:.F
.A
 .;F
A6:2
/F
D?6AA2;
<?12?
12@64;.A21

<?
6;160.A21
A<
/2
.
05.;42
<?12?
:.82
.;F
05.;42@
6;
A52
 D<?8 
D6A56;
A52
42;2?.9
@0<=2
<3
A52

<;A?.0A
6;09B16;4
/BA
;<A
96:6A21
A<
05.;42@





 ;
A52
<;A?.0A
1?.D6;4@
.;1
@=206360.A6<;@





 ;
A52
:2A5<1
<?
:.;;2?
<3
=2?3<?:.;02
<3
A52
@2?C602@





 ;
A52
6@A?60A
3B?;6@521
3.0696A62@
2>B6=:2;A
:.A2?6.9@
<?
@2?C602@
<?





 6?20A6;4
.00292?.A6<;
6;
A52
=2?3<?:.;02
<3
A52
@2?C602@




$<A56;4
 =?<C6121
 6;
 A56@
 ?A6092
 @5.99
 2E0B@2
 A52
 ?056A20A
;4 6;22?
 3?<:
 =?<02216;4
 D6A5
 A52

=?<@20BA6<;
<3
A52
@2?C602@
@<
05.;421





 "@41>
4-:31
">01>?
 ;F
 <A52?
 D?6AA2;
 <?12?
 <?
 .;
 <?.9
 <?12?
 D5605
 A2?:
 .@
 B@21
 6; 
A 5 6 @ 

)20A6<;
 @5.99
 6;09B12
 16?20A6<;
 6;@A?B0A6<;
 6;A2?=?2A.A6<;
 <?
 12A2?:6;.A6<;
 3?<:
 A52
 <;A?.0A6;4

%33602?
 D5605
 0.B@2@
 .;F
 @B05
 05.;42
 @5.99
 /2
 A?2.A21
 .@
 .
 5.;42
 %?12?
 B;12?
 A56@
 ?A6092

=?<C6121
 A5.A
 A52
 ?056A20A
;46;22?
 46C2@
 A52
 <;A?.0A6;4
 %33602?
 D?6AA2;
 ;<A602
 @A.A6;4
 A52
 1.A2

06?0B:@A.;02@
 .;1
 @<B?02@
 <3
 A52
 <?12?
 .;1
 A5.A
 A52
 ?056A20A
;46;22?
 ?24.?1@
 A52
 <?12?
 .@
 .

5.;42
%?12?





 1:1>-8
 %1=A5>191:@?

E02=A
 .@
 52?26;
 =?<C6121
 ;<
 <?12?
 @A.A2:2;A
 <?
 0<;1B0A
 <3
 A5 2

<;A?.0A6;4
 %33602?
 @5.99
 /2
 A? 2.A21
 .@
 .
 05.;42
 B;12?
 A56@
 ?A 6092
 <?
 2;A6A92
 A52
 ?056A20A 


;46;22?
 A<
 .;
 2>B6A./92
 .17B@A: 2;A
 52?2B;12?

 3
 .;F
 05.;42
 B; 12?
 A56@
 ?A6092
 0.B@2@
 .;

6;0?2.@2
 <?
 120?2.@2
 6;
 A52
 ?056A20A
;46;22?M@
 0<@A
 <3
 <?
 A52
 A6:2
?2>B6?21
 3<?
A52
 =2?3<?:.;02

<3
.;F
=.?A
<3
A52
@2?C602@
B;12?
A52
<;A?.0A
D52A52?
<?
;<A
0 5.;421
/F
.;F
<?12?
.;
 2>B6A./92

.17B@A:2;A
@5.99
/2
:.12
.;1
A52
<;A?.0A
:<163621
6;
D?6A6;4
. 00<?16;49F
=?<C6121
 5<D2C2?
A5.A

2E02=A
3<?
09.6:@
/.@21
<;
12320 A6C2
@=206360.A6<;@
;<
09.6:
3 <?
.;F
05.;42
B;12?

 ./<C2
 @5.99





/2
 .99<D21
 3<?
 .;F
 0<@A
 6;0B??21
 :<?2
 A5.;
 A56?AF


 1.F@
 /23 <?2
 A52
 ?056A20A
;46;22?
46C2@

D?6AA2;
;<A602
.@
A52?26;
?2>B6?21
B;92@@
A56@
A56?AF


1.F
 =2?6<1
6@
2EA2;121
/F
A52
 <;A?.0A6;4

%33602?
 .;1
 =?<C6121
 3B?A52?
 A5.A
 6;
 0.@2
 <3
 12320A6C2
 1?.D6;4@
 .;1
 @=206360.A6<;@
 A52
 2>B6A./92

.17B@A:2;A
 @5.99
 6;09B12
 .;F
 6;0?2.@21
 0<@A
 ?2.@<;./9F
 6;0B??21 
 /F
 A52
 ?056A20A 

;46;22?
 6;

.AA2:=A6;4
A<
0<:=9F
D6A5
@B05
12320A6C2
1?.D6;4@
.;1
@=206360.A6<;@






 3
 A52
 ?056A20A
;46;22?
 6;A2;1@
 A<
 .@@2?A
 .
 09.6:
 3<?
 .;
 2>B6 A./92
 .17B@A:2;A
 B;12?
 A56@

?A6092
A52
?056A20A
;46;22?
:B@A
D6A56;
A56?AF


1.F@
. 3A2?
?2026=A
<3
.
D?6AA2;
5.;42

%?12?
 B;12?
 
 ./<C2
 <?
A52
3B?;6@56;4
<3
.
D?6AA2;
;<A602
B;1 2?

./<C2
@B/:6A
A<
A52

<;A?.0A6;4
%33602?
.
D?6AA2;
 @A.A2:2;A
 @2AA6;4
 3<?A5
 A52
 42;2?.9
 ;.AB?2
 .;1
 :<;2A.?F
 2EA2;A

<3
 @B05
 09.6:
 B;92@@
 A56@
 =2?6<1
 6@
 2EA2;121
 /F
 A52
 <;A?.0A6;4
 %33602?

 *52
 @A.A2:2;A
 <3

09.6:
 52?2B;12?
 :.F
 /2
 6;09B121
6;
A52
;<A602
B;12?

./<C2







-6A5
?2@=20A
A<
A52
;<A6360.A6<;
</964.A6<;@
<3
 A52
 ?056A20A
;46;22?
52?2B;12?
 A6:2
 6@
 <3

A52
2@@2;02


3.69B?2
A<
=?<C612
A6:29F
;<A602
0<;@A6ABA2@
D.6 C2?
<3
A52
09.6:

$<
09.6:
/F

A52
?056A20A
;46;22?
3<?
.;
 2>B6A./92
.17B@A:2;A
52?2B;12?
@5 .99
/2
.99<D21
63
.@@2?A21

.3A2?
36;.9
=.F:2;A
B;12?
A52
<;A?.0A





 4-:31
">01>
>1-70;C:

 <;A?.0A
 =?602@
 @5.99
 /2
 B@21
 3<?
 5.;42
 %?12?
 D<?8
 D52?2
 A52

@2?C602@
.@
05.;421
.?2
<3
@6:69.?
;.AB?2
;<
<A52?
0<@A@
<C2?52.1
<?
=?<36A
D699
/2
.99<D21






 -52?2
 <;A?.0A
 =?602@
 .?2
 ;<A
 .==?<=?6.A2
 .;1
 A52
 ;.AB?2
 <3
 A52 
 05.;42
 6@
 8;<D;
 6;

.1C.;02
<3
0<;@A?B0A6<;
A52
=.?A62@
@5.99
.AA2:=A
A<
.4?22
<;
 .
3B99F
7B@A636./92
.17B@A:2;A
<3
A52

?056A20A
;46;22?M@
0<:=2;@.A6<;
.;1
A6:2
3<?
=2?3<?:.;02






 -52;
<;A?.0A
=?602@
.?2
;<A
.==? <=?6.A2
<?
A52
=.?A62@
3.69
A <
.4?22
<;
2>B6A./92
 .17B@A:2;A

<?
 6;
 =?<02@@6;4
 09.6:@
 2>B6A./92
 .17B@A:2;A
 3<?
 5.;42
 %?12?
D<?8
@5.99
/2
 =2?
 A56@
 ?A6092

.;1
 ?A6092
 
 .;1
 @5.99
 /2
 /.@21
 B=<;
 A52
 /?2.81<D;
 @5<D;
 6;
 3<99<D6;4
 @B/@20A6<;@
 .

A5?<B45
 4

 *52
 ?056A20A
;46;22?
 @5.99
 .@@2:/92
 .
 0<:=92A2
 0<@A
 /?2.81<D;
A5.A
96@A@
.;1

@B/@A.;A6.A2@
2.05
6A2:
<3
D<?8
.;1
2.05
6A2:
<3
0<@A




.

 #)&.F:2;A
 D699
 /2
 :.12
 3<?
 16?20A
 9./<?
 0<@A
 =9B@
 6;16?20A
 9./<?
 0<@A
 @B05
 .@

6;@B?.;02
 A.E2@
 3?6;42
 /2;236A@
 .;1
 D293.?2
 =?<C6121
 @B05
 0<@ A@
 .?2
 0<;@612?21

?2.@<;./92
 /F
 A52
 6@A?60A

 ;16?20A
 0<@A@
 @5.99
 /2
 6A2:6G21
 .; 1
 C2?63621
 /F
 ?2026=A21

6;C<602@

 3
 C2?6360.A6<;
 6@
 ;<A
 =<@@6/92
 B=
 A<


 =2?02;A
 <3
1 6 ? 2 0 A 
9 . / < ? 
0 < @ A @ 
: . F 
/ 2 

.99<D21

 ;
.116A6<;
B=
A<


=2 ?02;A
<3
16?20A
=9B@
6;16?20A
 9./<?
0<@A@
:.F
/2
.99<D21
 3<?

<C2?52.1
.;1
=?<36A




/
  %
"&!
 %)&. F :2 ; A 
3 < ? 
? 2 > B 6 ? 2 1 
2 > B 6 = : 2 ; A 
? 2 ; A 2 1 
3 ? < :
.
A 5 6 ? 1 
= . ? A F 
 0 < := . ;F

A5.A
6@
;26A52?
.;
.33696.A2
<3
;<?
.
@B/@616.?F
<3
A52
?056 A20A
;46;22?
D699
 /2
 /.@21
 <;

?2026=A21
 6;C<602@
 D5605
 @5.99
 ;<A
 2E0221
 ?.A2@
 46C2;
 6;
 A52
 0 B??2;A
 216A6<;
 <3
 A52

(2;A.9
 (.A2
 9B2
 <<8
 3<?
 <;@A?B0A6<;

>B6=:2;A
 =B/96@521
 /F
 .A.
 'B2@A

 3
.0AB.9

?2;A.9
?.A2@
2E0221
:.;B.9
?.A2@
 D?6AA2;
7B@A6360.A6<;
@5.99
/ 2
 3B?;6@521
A<
A52
<;A?.0A6;4

%33602?
 3<?
 0<;@612?.A6<;

 $<
.116A6<;.9
 .99<D.;02
 D699
 /2
 :.12
3 < ? 
< C 2 ? 5 2 . 1 
. ; 1 
= ? < 3 6 A


*52
?056A20A
;46;22?
@5.99
@B/:6A
D?6AA2;
02?A6360.A6<;
 A<
A5 2
<;A?.0A6;4
%33602?
A5.A
.;F

?2>B6?21
?2;A21
2>B6=:2;A
6@
;26A 52?
<D;21
/F
;<?
 ?2;A21
 3?<:
 A52
 ?056A20A
;46;22?
 <?

.;
 .33696.A2
 <3
 <?
 @B/@616.?F
 <3
 A52
 ?056A20A 

;46;22?




0
 #%%  #*$
"&!
 %)&.F:2;A
3<?
?2>B6?21
2>B6=:2;A
<D;21
/F
A52
 ?056A20A

;46;22?
 <?
 .;
 .33696.A2
 <3
 A52
?056A20A
;46;22?
 D699
 /2
 /.@21
 @<929F
 <;
 .;
5<B?9F
 ?.A2





12?6C21
/F
16C616;4
A52
0B??2;A 
.==?<=?6.A2
:<;A59F
?.A2
/F

 
5<B?@

$<
=.F:2;A
D699
/2

:.12
 B;12?
 .;F
 06?0B:@A.;02@
 3<?
 ?2=.6?
 0<@A@
 3?2645A
 .;1
 A?.;@=<?A.A6<;
05.?42@
3B29

9B/?60.;A@
6;@B?.;02
.;F
<A52?
0<@A@
.;1
2E=2;@2@
<?
 <C2?52. 1
.;1
=?<36A

&.F:2;A
3<?

@B05
2>B6=:2;A
:.12
6192
/F
129.F @
.AA?6/BA./92
A<
 A52
6@A?60A 
D699
/2
/.@21
<;
<;2 5.93

A52
12?6C21
5<B?9F
?.A2
B;12?
A56@
@B/@20A6<;




1

$

  &$)$<
 .116A6<;.9
 .99<D.;02
 D699
 /2
 :.12
 3<?
 42;2?.9
 @B=2?6;A2;12;02
 B@2

<3
@:.99
A<<9@
.;1
<A52?
0<@A@
3<?
D5605
;<
@=206360
.99<D.;02
 6@
52?26;
=?<C6121




2
 & %#%
 #
)&.F:2;A
3<?
.116A6<;.9
;202@@.?F
@ B/0<;A?.0A
D<?8
D699
/2
/.@21 
 <;

.==960./92
 =?<021B?2@
 6;
 .
 A5?<B45
 3
 A<
 D5605
 A<A.9
 .116A6<;.9
 @B/0<;A?.0A
 D<?8
 B=
A<

.;
.116A6<;.9



=2?02;A
:.F
/2
.99<D21
3<?
A52
?056A20A
;46 ;22?M@
<C2?52.1
 .;1
=?<36A





 &53:525/-:@
4-:31?
5:
4->-/@1>
;2
&1>B5/1?





 *52
<;A?.0A6;4
%33602?
?2@2?C2@
A52
?645A
A<
:.82
6;
D?6A6;4 
.A
.;F
A6:2
1B?6;4
A52
=2?3<?:.;02

<3
@2?C602@
 @B05
05.;42@
6;
>B.;A6A62@
.;1
@B05
.9A2?.A6<;@
6; 
A52
@2?C602@
.@
.?2
;202@@.?F
A<

@.A6@3.0A<?69F
 0<:=92A2
A52
&?<720A

 )B05
05.;42@
6;
>B.;A6A62@
.;1
.9A2?.A6<;@
@5.99
;<A
6;C.961.A2

A52
 <;A?.0A
.;1
A52
?056A20A
;46;22?
.4?22@
A<
=2?3<?:
A52
@2?C602@
.@
 .9A2?21






 3
A52
.9A2?.A6<;@
<?
05.;42@
6 ;
>B.;A6A62@
@64;6360.;A9F
05.;4 2
A52
05.?.0A2?
<3
A52
@2?C602@
B;12?

A52
<;A?.0A
D52A52?
<?
;<A
05.;421
/F
.;F
@B05
16332?2;A
>B.;A6A62@
<?
.9A2?.A6<;@
.;
.17B@A:2;A

2E09B16;4
9<@@
<3
.;A606=.A21
=?< 36A@
D699
/2
:.12
A<
A52
<;A ?.0A

 *52
/.@6@
3<?
 A52
.17B@A:2;A

@5.99
/2
.4?221
B=<;
=?6<?
A<
A52
 =2?3<?:.;02
<3
A52
@2?C602@

 3
.
/.@6@
0.;;<A
 /2
.4?221
B=<;

A52;
.;
.17B@A:2;A
D699
/2
:.12
26A52?
3<?
<?
.4.6;@A
A52
?056A20A
;46;22?
 6;
@B05
.:<B;A
.@
A52

<;A?.0A6;4
%33602?
:.F
12A2?:6;2
A<
/2
3.6?
.;1
?2.@<;./92






 3
A52
.9A2?.A6<;@
<?
05.;42@
6 ;
>B.;A6A62@
@64;6360.;A9F
05.;4 2
A52
05.?.0A2?
<3
A52
@2?C602@
A<
/2

=2?3<?:21
B;12?
A52
<;A?.0A
A52
.9A2?21
@2?C602@
D699
/2
=.61 
3<?
.@
=?<C6121
29@2D52?2
6;
A52

<;A?.0A






 *52
A2?:
K@64;6360.;A
05.;42L
@5.99
/2
0<;@A?B21
A<
.==9F
<;9F
A<
A52
3<99<D6;4
06?0B:@A.;02@



-
 -52;
A52
05.?.0A2?
<3
A52
@2?C6 02@
.@
.9A2?21
16332?@
:.A2?6.99 F
6;
86;1
<?
;.AB?2
3?<:
A5.A

6;C<9C21
<?
6;09B121
6;
A52
<?646;.9
=?<=<@21
0<;@A?B0A6<;
<?



.
 -52;
.;
6A2:
<3
D<?8
6@
6;0?2.@21
6;
2E02@@
<3


=2?02;A
<?
120?2.@21
/29<D

=2?02;A

<3
A52
<?646;.9
<;A?.0A
>B.;A6AF


;F
.99<D.;02
3<?
.;
6;0?2.@2
6;
>B.;A6AF
@5.99
.==9F
<;9F

A<
A5.A
=<?A6<;
6;
2E02@@
<3


=2?02;A
<3
<?646;.9
<;A?.0A
6A2:
 >B.;A6AF
<?
6;
A52
0.@2
<3

.
120?2.@2
/29<D

=2?02;A
A<
A52
.0AB.9
.:<B;A
<3
@2?C602@
= 2?3<?:21





 3
A52
=.?A62@
3.99
A<
.4?22
B=<;
A52
.17B@A:2;A
A<
/2
:.12
A52
16@=BA2
@5.99
/2
=?<02@@21
.@
=?<C6121

6;
?A6092



52?2<3
2;A6A921
K6@=BA2@L

$<A56;4
=?<C6121
6;
A 56@
@20A6<;
@5.99
2E0B@2
 A52
?056A20A

;46;22?
3?<:
=?<02216;4
D6A5
A52
=?<@20BA6<;
<3
@2?C602@
@<
05.;421






%'
 

 $(
' 

(&' !'
"
"!'%'
'% & 



*52
?056A20A
;46;22?
6@
2;A6A921
A<
.;
2>B6A./92
.17B@A:2;A
< 3
A52
0<;A?.0A
A2?:@
D52;2C2?
A52
3<99<D6;4

@6AB.A6<;@
12C29<=




 5221>5:3
&5@1
;:05@5;:?





 B?6;4
A52
=?<4?2@@
<3
A52
D<?8
63
@B/@B?3.02
<?
9.A2;A
=5F@60 .9
0<;16A6<;@
.?2
2;0<B;A2?21

.A
 A52
 @6A2
 16332?6;4
 :.A2?6.99F
 3?<:
 A5<@2
 6;160.A21
 6;
 A52
 <;A?.0A
 <?
 63
 B;8;<D;
 =5F@60.9





0<;16A6<;@
 <3
 .;
 B;B@B.9
 ;.AB?2
 16332?6;4
 :.A2?6.99F
 3?<:
 A5<@2
 <?16;.?69F
 2;0<B;A2?21
 .;1

42;2?.99F
?20<4;6G21
.@
6;52?2;A
6;
A52
D<?8
=?<C6121
3<?
6;
A5 2
<;A?.0A
.?2
2;0<B;A2?21
.A

A52
@6A2
A52
?056A20A
;46 ;22?
B=<;
16@0<C2?6;4
@B05
0<;16A6 <;@
@5.99
=?<:=A9F
;<A63F
A52

<;A?.0A6;4
%33602?
6;
D?6A6;4
<3
A52
@=206360
16332?6;4
0<;16A 6<;@
/23<?2
A52F
.?2
16@AB?/21
.;1

/23<?2
A52
.3320A21
D<?8
6@
=2?3<?:21






 +=<;
D?6AA2;
;<A6360.A 6<;
A52
<;A?.0A6;4
%33602?
D699
6;C2@A6 4.A2
A52
0<;16A6<;@
.;1
63
52
@52

12A2?:6;2@
A5.A
A52
0<;16A6<;@
:.A 2?6.99F
16332?
.;1
0.B@2
.;
6 ;0?2.@2
<?
120?2.@2
6;
A52
0<@A

<?
A6:2
?2>B6?21
3<?
A52
=2?3<?: .;02
<3
.;F
D<?8
B;12?
A52
0<;A ?.0A
<?
/<A5
.;
.17B@A:2;A

2E09B16;4
 9<@@
 <3
 .;A606=.A21
 =?<36A@
 D699
 /2
 :.12
 .;1
 A52
 <; A?.0A
 :<163621
 6;
 D?6A6;4

.00<?16;49F

 *52
 <;A?.0A6;4
%33602?
D699
;<A63F
A52
?056A20A
;46;22?
<3
56@
52?
12A2?:6;.A6<;

D52A52?
<?
;<A
.;
.1 7B@A:2;A
<3
A52
<;A?.0A
6@
D.??.;A21






 $<
 0<;A?.0A
.17B@A:2;A
D5605
?2@B9A@
 6;
 .
 /2;236A
 A<
 A52
?056A20A
;46;22?
 D699
 /2
 .99<D21

B;92@@
A52
?056A20A
;46;22?
5.@ 
=?<C6121
A52
?2>B6?21
D?6AA2; 
;<A602
.
3.69B?2
A<
;<A63F
A52

<;A?.0A6;4
%33602?
<3
A52
05.;421
0<;16A6<;@
=?6<?
A<
D<?8
/26;4
16@AB?/21
/F
@.61
0<;16A6<;@

@5.99
 0<;@A6ABA2
 .
 =2?:.;2;A
 D.6C2?
 <3
 .99
 ?645A
 A<
 0<:=2;@.A6<;
 ?29.A21
 A<
 A52
 05.;421

0<;16A6<;@
/F
A52
?056A20A
;46;22?






 $<
0<;A?.0A
.17B@A:2;A
D699
/2
. 99<D21
B;12?
A56@
09.B@2
3<?
.; F
23320A@
0.B@21
<;

B;05.;421
D<?8





 &A?<1:?5;:
;2
*;>7
">01>10
.D
;:@>-/@5:3
"225/1>





 3
A52
=2?3<?:.;02
<3
.99
<?
.;F
=<?A6<;
<3
A52
D<?8
6@
@B@=2;121
<?
129.F21
/F
A52
<;A?.0A6;4

%33602?
6;
D?6A6;4
3<?
.;
B;?2.@ <;./92
=2?6<1
<3
A6:2
;<A
<?64 6;.99F
.;A606=.A21
0B@A<:.?F
<?

6;52?2;A
 A<
 A52
 ;.AB?2
 <3
 A52
 @2?C602@
 .;1
 A52
 ?056A20A
;46;22?
 /2962C2@
 A5.A
 .116A6<;.9

0<:=2;@.A6<;
<?
0<;A?.0A
A6:2
<?
/<A5
6@
1B2
.@
.
?2@B9A
<3
@ B05
@B@=2;@6<;
<?
129.F
 A52

?056A20A
;46;22?
@5.99
@B/:6A
A <
A52
<;A?.0A6;4
%33602?
6;
D ?6A6;4
.
?2>B2@A
3<?
2>B6A./92

.17B@A:2;A
D6A56;
A2;



1.F@
<3
?2026=A
<3
A52
;<A602
A<
?2@B:2
D<?8

 *52
?2>B2@A
@5.99
@2A

3<?A5
A52
?2.@<;@
.;1
@B==<?A
3<?
@B05
.17B@A:2;A






 +=<;
?2026=A
A52
<;A?.0A6;4
%33602?
D699
2C.9B.A2
A52
?056A2 0A
;46;22?M@
?2>B2@A

 3
A52

<;A?.0A6;4
%33602?
.4?22@
A5.A
A52
0<@A
<?
A6:2
?2>B6?21
3<?
A52
=2?3<?:.;02
<3
A52
 <;A?.0A

<?
/<A5
5.@
6;0?2.@21
.@
.
?2@B9A
<3
@B05
@B@=2;@6<;
.;1
A52
@ B@=2;@6<;
D.@
0.B@21
/F

0<;16A6<;@
/2F<;1
A52
0<;A?<9
<?
.;1
;<A
A52
3.B9A
<3
A52
?056A20A
;46;22?
<?
 6A@
0<;@B9A.;A@

<?
 @B/0<;A?.0A<?@
.A
.;F
.==?<C 21
A62?
.;1
;<A
0.B@21
/F
D2.A5 2?
A52
<;A?.0A6;4
%33602?

D699
 :.82
.;
.17B@A:2;A
2E09B16;4
=?<36A
.;1
:<163F
A52
0<;A?.0A
6;
D?6A6;4
.00<?16;49F

 *52

<;A?.0A6;4
%33602?
D699
;<A63F
A 52
?056A20A
;46;22?
<3
56@
5 2?
12A2?:6;.A6<;
D52A52?
<?
;<A

.;
.17B@A:2;A
<3
A52
<;A?.0A
6@
D.??.;A21






 $<
 0<;A?.0A
 .17B@A:2;A
 D699
 /2
 .99<D21
 B;92@@
 A52
 ?056A20A
;46;22?
 5.@
 @B/:6AA21
 A52

?2>B2@A
3<?
.17B@A:2;A
D6A56;
A52
A6:2
=?2@0?6/21
.
3.69B?2
A< 
@B/:6A
.
?2>B2@A
3<?
.17B@A:2;A

6;
 A52
 A6:2
 =?2@0?6/21
 @5.99
 0<;@A6ABA2
 D.6C2?
 <3
 .99
 ?645A
 A<
0<:=2;@.A6<;
 ?29.A21
 A<
 A52

@B@=2;@6<;
<3
D<?8
/F
A52
?056A20A
;46;22?




%'
 

 '%
!'
"! 




 '1>95:-@5;:
2;>
12-A8@
 *2?:6;.A6<;
D52A52?
3<?
123.B9A
 <?
0<;C2;62;02
6@
;<A
.

<C2?; :2;A

09.6:

 *52
 <;A?.0A6;4
 %33602?
 :.F
 A2?:6;.A2
 A52
 <;A?.0A
<?
.;F
A.@8
<?12?
6@@B21
A52?2B;12?

/F
A52
<;A?.0A6;4
%33602?
3<?
123.B9A
6;
D5<92
<?
6;
=.?A
6 3
A52
A2?:6;.A6<;
6@
6;
A52
/2@A
6;A2?2@A@

<3
A52

<C2?;:2;A
.;1
A52
?056A20A
;46;22?
1<2@
.;F
<3
 A52
3 <99<D6;4






.69@
A<
0<:=92A2
A52
)2?C602@
D6A56;
A52
A6:2
@=2063621
6;
A52 
 <;A?.0A
<?
.;F
:<16360.A6<;

6;09B16;4
A.@8
<?12?@






.69@
A<
:.82
@B336062;A
=?<4?2@@
<;
0<;A?.0A
=2?3<?:.;02
@<
.@ 
A<
2;1.;42?
=2?3<?:.;02





<3
A52
<;A?.0A
6;09B16;4
.;F
A.@8
<?12?
D6A56;
A52
A6:2
@=20 63621
<?
6;
A52
:.;;2?
@=2063621

6;
A52
<;A?.0A






.69@
 <?
 ?23B@2@
 A<
 4<
 3<?D.?1
 D6A5
 A52
 @2?C602@
 6;
 .00<?1.;02
D6A5
 A52
 16?20A6<;
 <3
 A52

<;A?.0A6;4
%33602?






E=?2@@2@
A5?<B45
D<?1
<?
0<;1B0A
.;
6;A2;A6<;
;<A
A<
0<:=92A2
 A52
@2?C602@
6;
.00<?1.;02

D6A5
A52
16?20A6<;@
<3
A52
<;A?.0A6;4
%33602?





.69@
A<
=2?3<?:
.;F
<3
A52
<A52?
=?<C6@6<;@
<3
A52
<;A?.0A
<?
.;F
A.@8
<?12?




 #.A2?6.99F
 12C6.A2@
 3?<:
 A52
 ? 2=?2@2;A.A6<;@
 .;1
 0.=./696A62@
 @ 2A
 3<?A5
 6;
 A52
 ?056A20A 


;46;22?M@
?2@=<;@2
A<
A52
@<9606A.A6<;





 5:-8
1/5?5;:
;2
;:@>-/@5:3
"225/1>
 
 A2?:6;.A6<;
 3<?
 123.B9A
 6@
 .
 36;.9
 1206@6<;
 <3
 A52

<;A?.0A6;4
 %33602?

 ;
 <?12?
 A<
0<;A2@A
 .
 A2?:6;.A6<;
 3<?
 123.B9A
 A52
 ?056A20A
;46;22?
 :B@A

@B/:6A
.
 02?A63621
?2>B2@A
A<
0<;C 2?A
A52
A2?:6;.A6<;
3<?
123.B 9A
A<
.
A2?:6;.A6<;
3<?
0<;C2;62;02

D6A5
.99
 1<0B:2;A@
@B==<?A6;4
@B05
0<;C2?@6<;
.;1
0<:=9F
D6A5
.99
<;A?.0A
=?<C6@6<;@
.;1
9.D@

?29.A6;4
 A<
A2?:6;.A6<;@
3<?
0<;C2;62;02
6;09B16;4
A52
@B/:6@@ 6<;
<3
.
02?A63621
A2?:6;.A6<;
3<?

0<;C2;62;02
 @2AA92:2;A
 =?<=<@.9

 *52
 @B/:6@@6<;
 <3
 A52
 02?A63621
 ?2>B2@A
 3<?
 0<;C2?@6<;
 A<
 .

A2?:6;.A6<;
 3<?
 0<;C2;62;02
 .;1
 02?A63621
 A2?:6;.A6<;
 @2AA92:2;A
 =?<=<@.9
 A<
 A52
 <;A?.0A6;4

%33602?
:B@A
<00B?
=?6<?
A<
;6;2AF


1.F@
3?<:
A52
1.A2
<3
A52
<;A?.0A6;4
%33602?M@
36;.9
1206@6<;





 18-D?

 3
A52
?056A20A
;46;22?
?23B@2@
<?
3.69@
A<
=?<@20BA2
A52
@2?C602@
<?
.;F
@2=.?./92
=.?A

A52?2<3
 D6A5
 @B05
 169642;02
 .@
 D699
 =?<C612
 3<?
 6A@
 0<:=92A6<;
 D6A56;
 A52
 A6:2
 @=2063621
 6;
 A52

<;A?.0A
 <?
.;F
2EA2;@6<;
A52?2<3
<?
3.69@
A<
0<:=92A2
@.61
@2?C602@
D6A56;
A52
@=2063621
A6:2
A52

6@A?60A
:.F
/F
 D?6AA2;
;<A602
 A<
A52
?056A20A
;46;22?
A2?: 6;.A2
6A@
?645A
A<
=?<0221
D6A5
A52

@2?C602@
<?
@B05
=.?A
 <3
A52
@2?C602@
6;C<9C6;4
A52
129.F

 ;
@B05
2C2;A
A52
6@A?60A
:.F
A.82
<C2?

A52
 @2?C602@
 .;1
 =?<@20BA2
 A52
 @.:2
 A<
 0<:=92A6<;
 /F
 0<;A?.0A
<?
 <A52?D6@2
 .;1
 :.F
 A.82

=<@@2@@6<;
<3
.;1
BA696G2
6;
 0<:=92A6;4
A52
@2?C602@
@B05
:.A2?6.9@
.@
:.F
5.C2
/22;
=.61
3<?
/F

A52
 6@A?60A

 -52A52?
 <?
 ;<A
 A52
?056A20A 

;46;22?M@
 ?645A
 A<
 =?<0221
 D6A5
 A52
 @2?C602@
 .?2

A2?:6;.A21
A52
?056A20A
;46;22?
@5.99
/2
96./92
3<?
.;F
 96./ 696AF
A<
A52
6@A?60A
?2@B9A6;4
3?<:
A52

?056A20A
;46;22?M@
?23B@.9
<?
3.69B?2
A<
0<:=92A2
A52
@2?C602@
D6A56;
A52
@=2063621
 A6:2






 3
36E21
.;1
.4?221
96>B61.A21
1.:.42@
.?2
=?<C6121
6;
A52
<;A ?.0A
.;1
63
A52
6@A?60A
1<2@

;<A
@<
A2?:6;.A2
A52
?056A20A
;46;22?M@
?645A
A<
=?<0221
A52 
?2@B9A6;4
1.:.42
D699
0<;@6@A

<3
@B05
96>B61.A21
1.:.42@
B;A69
A52
@2?C602@
.?2
0<:=92A21
.;1 
.002=A21






 *52
?056A20A
;46;22?M@
?645A
A <
=?<0221
@5.99
;<A
/2
@<
A2?:6 ;.A21
;<?
A52
?056A20A 


;46;22?
05.?421
D6A5
?2@B9A6;4
1.:.42
63



.
 *52
 129.F
 6;
 A52
 0<:=92A6<;
 A5 2
 @2?C602@
 .?6@2@
 3?<:
 B;3<?2@22./92
 0.B@2@
 /2F<;1
 A52

0<;A?<9
 .;1
 D6A5<BA
 A52
 3.B9A
 <?
 ;249642;02
 <3
 A52
 ?056A20A
;46;22?
 6;09B16;4
 /BA
 ;<A

?2@A?60A21
A<
.0A@
<3

<1
.0A@
<3
A52
=B/960
2;2:F
.0A@
<3
A52
6@A?60A
6;
26A52?
6A@
 @<C2?264;

<?
0<;A?.0AB.9
0.=.06AF
.0A@
<3
.;<A52?
0<;A?.0A<?
6;
A52
=2?3 <?:.;02
<3
.
 0<;A?.0A
D6A5
A52

6@A?60A
36?2@
39<<1@
2=612:60@
>B.?.;A6;2
?2@A?60A6<;@
@A?682@
 3?2645A
2:/.?4<2@
096:.A60

0<;16A6<;@
/2F<;1
A52
;<?:.9
D5605
0<B91
/2
.;A606=.A21
 <?
129 .F@
<3
@B/0<;A?.0A<?@
<?

@B==962?@
.?6@6;4
3?<:
B;3<?2@22 ./92
0.B@2@
/2F<;1
 A52
0<;A?<9
 .;1
D6A5<BA
A52
3.B9A
<?

;249642;02
<3
/<A5
A52
?056A20A
;46;22?
.;1
@B05
0<;@B9A.;A@
 <?
 @B/0<;A?.0A<?@

.A
.;F

A62?
.;1



/
 *52
?056A20A
;46;22?
D6A56;

5<B?@
3?<:
A52
/246;;6;4
< 3
.;F
@B05
129.F
B;92@@
 A52





<;A?.0A6;4
%33602?
4?.;A@
.
3B ?A52?
=2?6<1
<3
A6:2
/23<?2
A52
 1.A2
<3
36;.9
=.F:2;A
 B;12?

A52
<;A?.0A
;<A6362@
A52
<;A?.0A6;4
%33602?
6;
D?6A6;4
<3
A52
0.B@2@
<3
129.F






 *52
<;A?.0A6;4
%33602?
@5.99
.@02?A.6;
A52
3.0A@
.;1
A52
2EA2;A
<3
A52
129.F
.;1
2EA2;1
A52
 A6:2

3<?
 0<:=92A6;4
 A52
 @2?C602@
 D52;
 6;
 56@
52?
 7B14:2;A
 A52
 36;16;4@
 <3
 3.0A
 7B@A63F
 @B05
 .;

2EA2;@6<;
.;1
56@
52?
36;16;4@
<3
3.0A
@5.99
/2
36;.9
.;1
0<;09B@6C2
<;
A52
=.?A62@
@B/720A
<;9F
 A<

.==2.9
.@
=?<C6121
6;
?A6092

52?26;






 3
.3A2?
;<A602
<3
A2?:6;.A6<;
<3 
A52
?056A20A
;46;22?M@
?64 5A
A<
=?<0221
B;12?
A52
 =?<C6@6<;@
<3

A56@
?A6092
6A
6@
12A2?:6;21
3<?
.;F
?2.@<;
A5.A
A52
?056A20 A
;46;22?
D.@
;<A
 6;
123.B9A
B;12?

A52
=?<C6@6<;@
<3
A56@
?A6092
<?
A5.A
A52
129.F
D.@
2E0B@./92 
B;12?
A52
 =?<C6@6<;@
<3
A56@
?A6092

A52
?645A@
.;1
</964.A6<;@
<3
A52
=.?A62@
@5.99
/2
6;
.00<?1.;0 2
D6A5
 ?A6092

52?26;


.69B?2
A<

.4?22
A<
.;F
@B05
.17B@A:2;A
@5.99
/2
.
16@=BA2
0<;02?;6;4
.
 >B2@A6<;
<3
3.0A
D6A56;
A52
:2.;6;4

<3
?A6092

52?26;





 *52
?645A@
.;1
?2:2162@
<3
A52
6@A?60A
=?<C6121
6;
A56@
?A6092
.?2
6;
.116A6<;
A<
.;F
<A52?
 ?645A@

.;1
?2:2162@
=?<C6121
/F
9.D
<?
B;12?
A52
<;A?.0A





 *52
6@A?60A
:.F
/F
D?6AA2;
;<A602
A2?:6;.A2
A52
<;A?.0A
<?
 .
=<?A6<;
A52?2<3
.@
.
?2@B9A
<3
 .;


E20BA6C2
%?12?
<3
A52
&?2@612;A
<3
A52
+;6A21
)A.A2@
D6A5
?2@=20A
A<
A52
=?<@20BA6<;
<3
 D.?
<?
6;

A52
 6;A2?2@A
 <3
 ;.A6<;.9
 1232;@2

 -52;
 A52
 <;A?.0A
 6@
 @<
 A2?:6;.A21
 ;<
 09.6:
 3<?
 9<@@
 <3

.;A606=.A21
=?<36A@
D699
/2
=2?:6AA21





 "<<;>@A:5@D
@;
A>1

$<AD6A5@A.;16;4
A52
3<?24<6;4
@ 20A6<;@

.;1

A52
<;A?.0A
 D699
;<A
A2?:6;.A2

.@
.
?2@B9A
<3
A52
3.69B?2
A<
=2?3<?:
63
A52
?056A20A
;46;22? 
/246;@
6::216.A29F
B=<;
?2026=A
<3
@B05

;<A602
A<
0<??20A
6A@
3.69B?2
A<
=2?3<?:
.;1
=?<0221@
169642;A 9F
A<
0B?2
@B05
3.69B?2
D6A5
;<
:<?2
A5.;
A2;




1.F@
<3
?2026=A
A52?2<3

*52
<;A?.0A6;4
%33602?
6;
6A@
@< 92
16@0?2A6<;
/BA
6@
 ;<A
</964.A21
A<
:.F

2EA2;1
A52
=2?6<1
A<
0B?2
63
A52
2=.?A:2;A
36;1@
.
9246A6:.A2
?2.@<;
3<?
A52
2EA2;@6<;





 '1>95:-@5;:
2;>
;:B1:51:/1
;2
@41
5?@>5/@
;B1>:91:@





 *52
=2?3<?:.;02
<3
@2?C602@
B;12?
A52
<;A?.0A
<?
.;F
A.@8
<?12?
6@@B21
A52?2B;12?
/F
A52

<;A?.0A6;4
%33602?
:.F
/2
A2?:6;.A21
/F
A52
6@A?60A
6;
.00<?1.;02
D6A5
A56@
?A6092
6;
D5<92

<?
6;
=.?A
D52;2C2?
A52
<;A?.0A 6;4
%33602?
@5.99
 12A2?:6;2
A5 .A
@B05
A2?:6;.A6<;
6@
6;
A52

/2@A
6;A2?2@A
<3
A52
6@A?60A

;F
@B05
A2?:6;.A6<;
@5.99
/2
23320A21
/F
1296C2?F
A<
A52
?056A20A

;46;22?
<3
.
$<A602
<3
*2?:6;.A 6<;
@=2063F6;4
 A52
2EA2;A
A<
D5 605
=2?3<?:.;02
<3
@2?C602@

B;12?
A52
<;A?.0A
<?
A.@8
<?12?
6@
A2?:6;.A21
.;1
A52
1.A2
 B=<;
D5605
@B05
A2?:6;.A6<;

/20<:2@
23320A6C2






 3A2?
 ?2026=A
 <3
 .
 $<A602
 <3
 *2?:6;.A6<;
 .;1
 2E02=A
 .@
 <A52?D6@2
 16?20A21
 /F
 A52

<;A?.0A6;4
%33602?
A52
?056A20A
;46;22?
@5.99



.
 )A<=
D<?8
B;12?
A52
<;A?.0A
 <?
A.@8
<?12?
<;
A52
1.A2
.;1
A<
A52
2EA2;A
@=2063621
6;
A52

$<A602
<3
*2?:6;.A6<;




/
 &9.02
;<
3B?A52?
<?12?@
<?
@B/0<;A?.0A@
3<?
:.A2?6.9@
@2?C6 02@
<?
3.0696A62@
2E02=A
.@
 :.F

/2
;202@@.?F
3<?
0<:=92A6<;
<3
@ B05
=<?A6<;
<3
A52
@2?C602@
B;1 2?
A52
<;A?.0A
<?
A.@8

<?12?
.@
6@
;<A
A2?:6;.A21




0
 *2?:6;.A2
.99
<?12?@
.;1
@B/0 <;A?.0A@
A<
A52
2EA2;A
A5.A
A52 F
?29.A2
A<
A52
=2?3<?:.;02
 <3

A52
@2?C602@
A2?:6;.A21
/F
A52
$<A602
<3
*2?:6;.A6<;








1
 @@64;
 A<
 A52
 6@A?60A
 6;
 A52
 :.;;2?
 .A
 A52
 A6:2@
 .;1
 A<
 A52
 2EA2;A
 16?20A21
 /F
 A52

<;A?.0A6;4
%33602?
.99
<3
A52
?645A
A6A92
.;1
6;A2?2@A
<3
A5 2
?056A20A
;46;22?
B;12?
 A52

<?12?@
.;1
@B/0<;A?.0A@
@<
A2?:6;.A21
6;
D5605
0.@2
A52
6@A?60A
@5.99
5.C2
A52
 ?645A
6;
6A@

16@0?2A6<;
A<
@2AA92
<?
=.F
.;F
<?
.99
09.6:@
.?6@6;4
<BA
<3
A52
A2?:6;.A6<;
<3
@B05
<?12?@
.;1

@B/0<;A?.0A@




2
 )2AA92
.99
<BA@A.;16;4
96./ 696A62@
.;1
.99
09.6:@
.?6@6;4
<BA 
<3
@B05
A2?:6;.A6<;
<3
<?12? @
 <?

@B/0<;A?.0A@
D6A5
A52
.==?<C.9
<?
?.A6360.A6<;
<3
A52
<;A?.0A6;4
%33602?
A<
A52
2EA2;A
52
@52

:.F
?2>B6?2
D5605
.==?<C.9
<?
?.A6360.A6<;
@5.99
/2
36;.9
3<?
 .99
=B?=<@2@
<3
A56@
 ?A6092




3
 *?.;@32?
A6A92
A<
A52
6@A?60 A
.;1
1296C2?
6;
A52
:.;;2?
.A
A52
A6:2@
.;1
A<
A52
2EA2;A
63
 .;F

16?20A21
 /F
 A52
 <;A?.0A6;4
 %33602?
 0<:=92A21
 <?
 =.?A6.99F
 0<:=92A21
 =9.;@
 1?.D6;4@

6;3<?:.A6<;
.;1
<A52?
=?<=2?AF
 D5605
63
A52
<;A?.0A
<?
A.@8
 <?12?
5.1
/22;
0<:=92A21

D<B91
5.C2
/22;
?2>B6?21
A<
/2
3B?;6@521
 A<
A52
6@A?60A




4
 <:=92A2
=2?3<?:.;02
<3
@B05
=.?A
<3
A52
@2?C602@
.@
@5.99
; <A
5.C2
/22;
A2?:6;.A21
/F

A52
$<A602
<3
*2?:6;.A6<;




5
 *.82
@B05
.0A6<;
.@
:.F
/2
;202@@.?F
<?
.@
A52
<;A?.0A6;4
 %33602?
:.F
16?20A
3<?
 A52

=?<A20A6<;
.;1
=?2@2?C.A6<;
<3
A52
=?<=2?AF
?29.A21
A<
A52
<;A?.0A
A5.A
6@
6;
A52
=<@@2@@6<;

<3
A52
?056A20A
;46;22?
.;1
6;
D5605
A52
6@A?60A
5.@
<?
:.F
.0>B6?2
.;
 6;A2?2@A




6
 *52
 ?056A20A
;46;22?
 @5.99
 =?<0221
 6::216.A29F
 D6A5
 A52
 =2?3<?:.;02
 <3
 A52
 ./<C2

</964.A6<;@
;<AD6A5@A.;16;4
.;F
129.F
6;
12A2?:6;6;4
<?
.17B@A6 ;4
A52
0<@A
<?
.;F
 6A2:
 <3

?26:/B?@./92
0<@A
B;12?
A56@
?A6092






 3 A 2? 
? 2026 =A 
<3 
.
$<A 6 02
<3 
* 2 ? :6 ; . A 6 < ;  
A 52
 ? 0 5 6 A 2 0 A
; 4 6 ; 2 2?
@5.99
@B/:6A
A<
A52
 <;A?.0A6;4

%33602?
6A@
A2?:6;.A6<;
09.6:
6;
A52
3<?:
D6A5
A52
02?A6360.A6<;
=?2@0?6/21
/F
A52
<;A?.0A6;4
%33602?


)B05
 09.6:
 @5.99
 /2
 @B/:6AA21
 =?<:=A9F
 /BA
 6;
 ;<
 2C2;A
 9.A2?
 A5.;
 ;6;2AF


 1.F@
 3?<:
 A52

23320A6C2
 1.A2
 <3
 A2?:6;.A6<;
 B;92@@
 <;2
 <?
 :<?2
 2EA2;@6<;@
 6; 
 D?6A6;4
 .?2
 4?.;A21
 /F
 A52

<;A?.0A6;4
 %33602?
 B=<;
 ?2>B2@A
<3
 A52
 ?056A20A
;46;22?
 :.12
 6;
D?6A6;4
 D6A56;
 @B05
 ;6;2AF


 1.F
 =2?6<1
 <?
 .BA5<?6G21
 2EA 2;@6<;
 A52?2<3

 ;
 A52
 2C2;A
 A 52
 ?056A20A 

;46;22?
 D.@

A2?:6;.A21
 3<?
 123.B9A
 .;1
 6A
 .@@2?A@
 A5.A
 6A
 6@
 2;A6A921
 A<
 .
 A2?:6;.A6<;
 3<?
 0<;C2;62;02
 6A@

02?A63621
 ?2>B2@A
 3<?
 A52
 0<;C2?@6<;
 <3
 A52
 123.B9A
 A2?:6;.A6<;
 A<
 <;2
 3<?
 0<;C2;62;02
 .;1
 6A@

02?A63621
 A2?:6;.A6<;
 @2AA92:2;A
 =?<=<@.9
 :B@A
 /2
 @B/:6AA21
 A<
 A52
 <;A?.0A6;4
%33602?
=?6<?
A<

A52
 2E=6?.A6<;
 <3
 ;6;2AF
 

 1.F@
 3?<:
 A52
 1.A2
 <3
 A52
 123.B9A
 A2?:6;.A6<;

 -6A5
 ?2@=20A
 A<
 .

A2?:6;.A6<;
3<?
0<;C2;62;02
63
A52
<;A?.0A6;4
%33602?
12A2?:6;2@
A5.A
A52
3.0A@
7B@A63F
@B05
.0A6<;

52
@52
 :.F
 ?2026C2
 .;1
 .0A
 B=<;
 .;F
 @B05
 A2?:6;.A6<;
 09.6:
 .A
 .;F
 A6:2
 .3A2?
 @B05
 ;6;2AF


 1.F
 =2?6<1
 <?
 2EA2;@6<;
 A52?2<3

 $<A56;4
 52?26;
 @5.99
 /2
0<;@A?B21
 A<
 2EA2;1
A52
A6:2
3<?

A52
@B/:6@@6<;
<3
.
09.6:
52?2B;12? 
3<?
.
123.B9A21
?056A20A
;46;22?
 /2F<;1
;6;2AF


1.F@

3?<:
 A52
 1.A2
 <3
 A52
 123.B9A
 A2?:6;.A6<;

+=<;
 3.69B?2
 <3
 A52
 ?056A20A 

;46;22?
 A<
 @B/:6A
 56@

A2?:6;.A6<;
 09.6:
 D6A56;
 A52
 A6:2
 .99<D21
 A52
 <;A?.0A6;4
 %33602?
 :.F
 @B/720A
A<
 .;F
 ?2C62D

?2>B6?21
 /F
 A52
 6@A?60AM@
 =?<021B?2@
 6;
 23320A
 .@
 <3
 A52
 1.A2
<3
 2E20BA6<;
 <3
 A52
 <;A?.0A

12A2?:6;2
 <;
 A52
 /.@6@
 <3
 6;3<? :.A6<;
 .C.69./92
 A<
 56:
52?
 A5 2
 .:<B;A
63
.;F
1B2
A<
A52

?056A20A
;46;22?
/F
?2.@<;
<3
A52
A2?:6;.A6<;
.;1
@5.99
A52?2 B=<;
=.F
A<
A52
?056A20A
;46;22?

A52
.:<B;A
@<
12A2?:6;21






 )B/720A
 A<
 A52
 =?<C6@6<;@
 <3
 )20 A6<;
 
 ./<C2
 .;1
 @B/720A
 A<
 .; F
 ?2C62D
 ?2>B6?21
 /F
 A52

6@A?60AM@
 =?<021B?2@
 6;
 23320A
 .@
 <3
 A52
 1.A2
 <3
 2E20BA6<;
 <3
 A52
 <;A?.0A
 A52
 ?056A20A 


;46;22?
 .;1
 <;A?.0A6;4
 %33602?
 :.F
 .4?22
 B=<;
 A52
 D5<92
 <?
 .;F
 =.?A
 <3
 A52
 .:<B;A
 <?

.:<B;A@
 A<
 /2
 =.61
 A<
 A52
 ?056A20A
;46;22?
 /F
 ?2.@<;
 <3
 A52
 A<A.9
 <?
 =.?A6.9
 A2?:6;.A6<;
 <3

@2?C602@
=B?@B.;A
A<
A56@
?A60 92
D5605
.:<B;A
<?
.:<B;A@
:.F
 6;09B12
.
?2.@<;./92
 .99<D.;02

3<?
=?<36A
<;
@2?C602@
0<:=92A21
=?<C6121
A5.A
@B05
.4?221
.: <B;A
<?
.:<B;A@
2E09B@6C2
 <3

@2AA92:2;A
 0<@A@
 @5.99
 ;<A
 2E0221
 A52
 A<A.9
 <;A?.0A
 =?602
 .@
 ?21B021
 /F
 A52
 .:<B;A
 <3





=.F:2;A@
 <A52?D6@2
 :.12
 .;1
 .@
 3B?A52?
 ?21B021
 /F
 A52
 <;A?.0A
=?602
 <3
 .;F
 @2?C602@
 ;<A

A 2 ? : 6 ; . A 2 1

* 5 2 
 < ; A ? . 0 A 
@ 5 . 9 9 
/ 2 
. : 2 ; 1 2 1 
. 0 0 < ? 1 6 ; 4 9 F  
. ; 1 
A 5 2 
?056A20A
;46;22?
 @5.99
 /2

=.61
A52
.4?221
.:<B;A

$<A56;4
 6;
)20A6<;

/29<D
=?2@0?6/6;4
 A52
.:<B;A
A<
/2
=.61
A<
 A52

?056A20A
;46;22?
6;
A52
2C2;A
< 3
3.69B?2
<3
A52
?056A20A
;4 6;22?
.;1
A52
<;A?.0A6;4
 %33602?

A<
 .4?22
 B=<;
 A52
 D5<92
 .:<B;A
 A<
 /2
 =.61
 A<
 A52
 ?056A20A
;46 ;22?
 /F
 ?2.@<;
 <3
 A52

A2?:6;.A6<;
 <3
 @2?C602@
 =B?@B.;A
 A<
 A56@
 ?A6092
 @5.99
 /2
 122:21
 A<
 96:6A
 ?2@A?60A
 <?
 <A52?D6@2

12A2?:6;2
 <?
 23320A
 A52
 .:<B;A
 <?
 .:<B;A@
 D5605
 :.F
 /2
 .4?221
 B=<;
 A<
 /2
 =.61
 A<
 A52

?056A20A
;46;22?
=B?@B.;A
A<
A56@
=.?.4?.=5





 ;
 A52
 2C2;A
 <3
 A52
 3.69B?2
 <3
 A52
 ?056A20A
;46;22?
 .;1
 A52
 <;A?.0A6;4
 %33602?
 A<
 .4?22
 .@

=?<C6121
 6;
 )20A6<;
 
 ./<C2
 B=<;
 A52
 D5<92
 .:<B;A
 A<
 /2
 =.61
 A<
 A52
 ?056A20A
;46;22?
 /F

?2.@<;
 <3
 A52
 A2?:6;.A6<;
 <3
 @2?C602@
=B?@B.;A
 A<
 A56@
 ?A6092 
 A52
 <;A?.0A6;4
 %33602?
 @5.99

@B/720A
 A<
 .;F
 ?2C62D
 ?2>B6?21
 /F
 A52
 6@A?60AM@
 =?<021B?2@
 6;
 23320A
 .@
 <3
 A52
 1.A2
 <3

2E20BA6<;
 <3
 A52
 <;A?.0A
 12A2?:6;2
 <;
 A52
 /.@6@
 <3
 6;3<?:.A6<;
 .C.69./92
 A<
 56:
52?
 A52

.:<B;A
 63
 .;F
 1B2
 A52
 ?056A20A
;46;22?
 /F
 ?2.@<;
 <3
 A52
 A2?:6;.A6<;
 .;1
 @5.99
 =.F
 A<
 A52

?056A20A
;46;22?
A52
.:<B;A@
12A2 ?:6;21
/F
A52
<;A?.0A6;4
%3 3602?
.@
3<99<D@
/BA
 D6A5<BA

1B=960.A6<;
<3
.;F
.:<B;A@
.4?221
B=<;
6;
.00<?1.;02
D6A5
)20A6<;

./<C2



.
 -6A5
?2@=20A
A<
.99
<;A?.0A
D <?8
=2?3<?:21
=?6<?
A<
A52
233 20A6C2
1.A2
<3
A52
$<A602
<3

*2?:6;.A6<;
A52
A<A.9
D6A5<BA
1B=960.A6<;
<3
.;F
6A2:@
<3



6
 *52
0<@A
<3
@B05
@2?C602@



66
 *52
 0<@A
 <3
 @2AA96;4
 .;1
 =.F6;4
 09.6:@
 .?6@6;4
 <BA
 <3
 A52
 A 2?:6;.A6<;
 <3
@2?C602@

B;12?
@B/0<;A?.0A@
 <?
<?12?@
 .@
 =?<C6121
 6;
)20A6<;
 2
 ./<C2
 2E09B@6C2
 <3
A52

.:<B;A@
=.61
<?
=.F./92
<;
.00<B;A
<3
@B==962@
<?
:.A2?6.9@
129 6C2?21
<?
 @2?C602@

3B?;6@521
 /F
 A52
 @B/0<;A?.0A<?
 =?6 <?
 A<
 A52
 23320A6C2
 1.A2
 <3
 A 52
 $<A602
 <3

*2?:6;.A6<;
 <3
 D<?8
 B;12?
 A52
 <;A?.0A
 D5605
 .:<B;A@
 @5.99
 /2
6;09B121
 6;
 A52

0<@A
<;
.00<B;A
<3
D5605
=.F:2;A
6 @
:.12
B;12?
<;
)20A6<;
. 6
./<C2
 .;1



666
 
@B:
.@
=?<36A
<;
)20A6<;
 .6
./<C2
12A2?:6;21
/F
A52
<;A?.0A6;4
%33602?
 A<

/2
 3.6?
 .;1
 ?2.@<;./92
 =?<C6121
 5<D2C2?
 A5.A
 63
 6A
 .==2.?@
 A5.A
 A52
 ?056A20A 


;46;22?
D<B91
5.C2
@B@A.6;21
.
9<@@
<;
A52
2;A6?2
<;A?.0A
5.1
6A
/22;
 0<:=92A21

;<
=?<36A
@5.99
/2
6;09B121
<?
.99<D21
B;12?
A56@
@B/=.?.4?.=5
 .;1
 .;
.==?<=?6.A2

.17B@A:2;A
 @5.99
 /2
 :.12
 ?21B06;4
 A52
 .:<B;A
 <3
 A52
 @2AA92:2;A
A<
 ?23920A
 A52

6;160.A21
 ?.A2
 <3
 9<@@
 .;1
 =?<C6121
 3B?A52?
 A5.A
 =?<36A
 @5.99
 /2
 .99<D21
<;9F
<;

=?2=.?.A6<;@
 :.12
 .;1
 @2?C602@
 =2?3<?:21
 /F
 A52
 ?056A20A
;46; 22?
 3<?
 A52

A2?:6;.A21
=<?A6<;
<3
A52
<;A?. 0A
<?
A.@8
<?12?
/BA
:.F
;<A
 /2
.99<D21
<;
A52

?056A20A
;46;22?M@
 @2AA92:2;A
 2E=2;@2@

 ;A606=.A<?F
 =?<36A@
 .;1
 0<;@2>B2;A6.9

1.:.42@
@5.99
;<A
/2
.99<D21

;F 
?2.@<;./92
:2A5<1
:.F
/2
B@21 
A<
.??6C2
.A
 .

3.6?
=?<36A
@2=.?.A29F
<?
.@
=.?A
<3
A52
D5<92
@2AA92:2;A




/
 *52
?2.@<;./92
0<@A
<3
A52
=?2@ 2?C.A6<;
.;1
=?<A20A6<;
<3
=? <=2?AF
6;0B??21
=B?@B.;A
 A<

)20A6<;
6
.;1
.;F
<A52?
?2.@<;./92
0<@A
6;0612;A.9
A<
A2?:6 ;.A6<;
<3
@2?C602@
B;12?

A52
 <;A?.0A
 6;09B16;4
 2E=2;@2
 6;0612;A.9
 A<
 A52
 12A2?:6;.A6<;
 <3
 .:<B;A
 1B2
 A<
 A52

?056A20A
;46;22?
.@
A52
?2@B9A
<3
A52
A2?:6;.A6<;
<3
D<?8
B;12?
A52
<;A?.0A





 *52
A<A.9
@B:
A<
/2
=.61
A<
A52
?056A20A
;46;22?
B;12?
)20A6< ;
.
./<C2
@5.99
;<A
2E0221

A52
 A<A.9
 <;A?.0A
 =?602
 .@
 ?21B021
 /F
 A52
 .:<B;A
 <3
 =.F:2;A@
 <A52?D6@2
 :.12
 .;1
 .@

3B?A52?
 ?21B021
/F
A52
<;A?.0A
=?602
<3
@2?C602@
;<A
A2?:6;.A2 1


E02=A
3<?
;<?:.9
@=<69.42

.;1
2E02=A
A<
 A52
2EA2;A
A5.A
A52
6@A?60A
@5.99
5.C2
<A52?D6@2 
2E=?2@@9F
.@@B:21
A52
?6@8
<3

9<@@
 A52?2
 @5.99
 /2
 2E09B121
 3?<:
 A52
 .:<B;A@
 =.F./92
 A<
 A52
 ?056A20A
;46;22?
 B;12?

)20A6<;
.
./<C2
A52
3.6?
C.9B2
.@
12A2?:6;21
/F
A52
<;A?. 0A6;4
%33602?
<3
=?<=2?AF
D5605

6@
12@A?<F21
9<@A
@A<92;
<?
 1.:.421
@<
.@
A<
/20<:2
B;1296C2? ./92
A<
A52
6@A?60A




 *52
 ?056A20A
;46;22?
 @5.99
 5.C2
 A52
 ?645A
 <3
 .==2.9
 B;12?
 ? A6092
 
 52?26;
 3?<:
 .;F

12A2?:6;.A6<;
:.12
/F
A52
<;A?. 0A6;4
%33602?
B;12?
)20A6<;@

 <?

./<C2
2E02=A
A5.A
63





A52
 ?056A20A
;46;22?
 5.@
 3.6921
 A<
 @B/:6A
 6A@
 09.6:
 D6A56;
 A52
 A6:2
 =?<C6121
 6;
 )20A6<;
 

./<C2
.;1
 5.@
 3.6921
 A<
 ?2>B2@A
 2EA2;@6<;
 <3
 @B05
 A6:2
 A52
 ?056A20A
;46;22?
 @5.99
 5.C2

;<
@B05
?645A
<3
.==2.9

 ;
.;F
0 .@2
D52?2
A52
<;A?.0A6;4
%336 02?
5.@
:.12
.
12A2?:6;.A6<;

<3
A52
.:<B;A
1B2
B;12?
)20A6<;@

<?

./<C2
A52
6@A?60A
@5.99
=.F
A<
A52
?056A20A
;46;22?

A52
3<99<D6;4



.
 3
 A52?2
 6@
 ;<
 ?645A
 <3
 .==2.9
 52?2B;12?
 <?
 63
 ;<
 A6:29F
 .== 2.9
 5.@
 /22;
 A.82;
 A52

.:<B;A
@<
12A2?:6;21
/F
A52
<;A?.0A6;4
%33602?
<?



/
 3
.;
.==2.9
5.1
/22;
A.82;
A52
. :<B;A
36;.99F
12A2?:6;21
<;
@B05
.==2.9





 ;
.??6C6;4
.A
A52
.:<B;A
1B2
A52
?056A20A
;46;22?
B;12?
A56@
?A6092
A52?2
@5.99
/2
121B0A21



.
 .99
B;96>B61.A21
.1C.;02
<?
< A52?
=.F:2;A@
<;
.00<B;A
A52?2A<3<?2
:.12
A<
A52
?056A20A

;46;22?
.==960./92
A<
A52
A2?:6;.A21
=<?A6<;
<3
A52
<;A?.0A
 <?
A.@8
<?12?




/
 .;F
 09.6:
 D5605
 A52
 6@A?60A
 :.F
 5.C2
 .4.6;@A
 A52
 ?056A20A
;46;22?
 6;
 0<;;20A6<;

D6A5
A52
<;A?.0A
.;1



0
 A52
.4?221
=?602
3<?
<?
A52
=?<0221@
<3
@.92
<3
.;F
:.A2?6 .9@
@B==962@
<?
<A52?
A56;4@

82=A
/F
A52
?056A20A
;46;22?
<?
@<91
=B?@B.;A
A<
A52
=?<C6@6<;@
<3
A56@
?A6092
.;1
;<A

<A52?D6@2
?20<C2?21
/F
<?
0? 216A21
A<
A52
6@A?60A






 3
 A52
 A2?:6;.A6<;
 52?2B;12?
 /2
 =.?A6.9
 =?6<?
 A<
 A52
 @2AA92:2;A
 <3
 A52
 A2?:6;.A21
 =<?A6<;
 <3

A52
 <;A?.0A
<?
A.@8
<?12?
 A52
 ?056A20A
;46;22?
 :.F
 3692
 D6A5
 A52
 <;A?.0A6;4
 %33602?
 .

?2>B2@A
6;
D?6A6;4
3<?
.;
 2>B6A./92
.17B@A:2;A
<3
A52
=?602
<?
 =?602@
@=2063621
6;
A52
<;A?.0A

?29.A6;4
A<
A52
0<;A6;B21
 =<?A6<;
 <3
 A52
 <;A?.0A
 A52
 =<?A6<;
;<A
 A2?:6;.A21
 /F
 A52
 $<A602

<3
 *2?:6;.A6<;
 .;1
 @B05
 2>B6A./92
.17B@A:2;A
.@
:.F
/2
.4?221 
B=<;
@5.99
/2
:.12
.A

@B05
 =?602
 <?
 =?602@
 5<D2C2?
 ;<A56;4
 0<;A.6;21
 52?26;
 @5.99
 96:6A
 A52
 ?645A
 <3
 A52
 6@A?60A

.;1
 A52
 ?056A20A
;46;22?
 A<
 .4?22
 B=<;
 A52
 .:<B;A
 <?
 .:<B;A@
 A<
 /2
 =.61
 A<
 A52

?056A20A
;46;22?
 3<?
 A52
 0<:=92A6<;
 <3
 A52
 0<;A6;B21
 =<?A6<;
 <3
 A52
 <;A?.0A
 D52;
 @.61

<;A?.0A
1<2@
;<A
0<;A.6;
.;
2@A./96@521
<;A?.0A
 =?602
3<?
@B0 5
0<;A6;B21
=<?A6<;






 *52
 6@A?60A
 :.F
 3?<:
 A6:2
 A<
 A6:2
 B;12?
 @B05
 A2?:@
 .;1
 0<;16A6 < ; @ 
. @ 
6 A 
: . F 
= ? 2 @ 0 ? 6 / 2  

:.82
 =.?A6.9
 =.F:2;A@
 .4.6;@A
 0<@A@
 6;0B??21
 /F
 A52
 ?056A20A
;46;22?
 6;
 0<;;20A6<;
 D6A5

A52
 A2?:6;.A21
 =<?A6<;
 <3
 A52
 <;A?.0A
 <?
 A.@8
 <?12?
 D52;2C2? 
 6;
 A52
 <=6;6<;
 <3
 A52

<;A?.0A6;4
%33602?
A52
 .44?24.A2
<3
@B05
=.F:2;A@
@5.99
/2
D6A 56;
A52
.:<B;A
A<
D5605
A52

?056A20A
;46;22?
D699
/2
 2;A6A 921
 52?2B;12?

 3
 A52
 A<A.9
 <3
@B05
 =.F:2;A@
 6@
 6;
 2E02@@
 <3

A52
 .:<B;A
 36;.99F
 .4?221
 <?
 12A2?:6;21
A<
/2
1B2
B;12?
A56@
? A6092
@B05
2E02@@
@5.99
/2

=.F./92
 /F
 A52
 ?056A20A
;46;22?
 A<
 A52
 6@A?60A
 B=<;
 12:.;1
 A<42A52?
 D6A5
 6;A2?2@A
 6;

.00<?1.;02
D6A5
A52
'B608
&.F:2; A
0A



%33606.9
<12
H 


%
$"






 +;92@@
 <A52?D6@2
 =?<C6121
 6;
 A52
 <;A?.0A
 <?
 /F
 .==960./92
 @A.ABA2
 A52
 ?056A20A
;46;22?

3?<:
 A52
 23320A6C2
 1.A2
 <3
 A2?:6 ;.A6<;
 .;1
 3<?
 .
 =2?6<1
 <3
 A5?2 2
 
 F2.?@
 .3A2?
 36;.9

@2AA92:2;A
 B;12?
 A52
 <;A?.0A
 @5.9 9
 =?2@2?C2
 .;1
 :.82
 .C.69./9 2
 A<
 A52
 6@A?60A
 .A
 .99

?2.@<;./92
 A6:2@
 .A
 A52
 <33602
 <3
 A52
 ?056A20A
;46;22?
 /BA
 D6A5<BA
 16?20A
 05.?42
 A<
 A52

6@A?60A
.99
6A@
/<<8@
?20<?1@
1<0B:2;A@
 .;1
 <A52?
 2C612;02
 /2.?6;4
 <;
 A52
 0<@A@
 .;1

2E=2;@2@
 <3
 A52
 ?056A20A
;46;22?
 B;12?
 A52
 <;A?.0A
 .;1
 ?29.A 6;4
 A<
 A52
 @2?C602@

A2?:6;.A21
52?2B;12?
<?
A<
A52
2EA2;A
.==?<C21
/F
 A52
<;A?.0 A6;4
%33602?
=5<A<4?.=5@
.;1

<A52?
.BA52;A60
?2=?<1B0A6<;@
A52?2<3






 F
C6?AB2
<3
.
*2?:6;.A6<;
3<?
<;C2;62;02
A52
?056A20A
;46; 22?
@5.99
;<A
/20<:2
2;A6A921

A<
 =.F:2;A
 3<?
 12320A6C2
@2?C602@
 1236062;A
@2?C602@
 ?2720A21
 @2?C602@ 
 <?
 @2?C602@
 ;<A
 6;

.00<?1.;02
 D6A5
 A52
 =9.;@
<?
@=206360.A6<;@
@2A
3<?A5
6;
A52
<;A?.0A




%'
 

 
&#('& 








 1:1>-88D
99
16@=BA2@
.?6@6;4
B;12?
<?
?2 9.A6;4
A<
A52
<;A?.0A
@5.99
/2 
?2@<9C21
.@
=?<C6121

52?26;





 8-59?
.D
@41
>/45@1/@:35:11>
-3-5:?@
@41
5?@>5/@





 9.6:
.@
B@21
6;
A56@
)20A6<;

<3
?A6092

:2.;@
.
D?6AA2;
.@@2?A6<;
/F
A52
?056A20A 

;46;22?

@2286;4
 .@
 .
 :.AA2?
 <3
 ?645A
 A52
 =.F:2;A
 <3
 :<;2F
 6;
 .
 @B:
 02?A.6;
 A52
 .17B@A:2;A
 <?

6;A2?=?2A.A6<;
<3
0<;A?.0A
A2?:@
<?
<A52?
?29623
.?6@6;4
B;12? 
<?
?29.A6;4
A<
A52
<;A?.0A


09.6:

.?6@6;4
B;12?
.
0<;A?.0A
B;9682
.
09.6:
?29.A6;4
A<
A5.A
0<;A?.0A
6@
.
09.6:
 A5.A
0.;
/2
?2@<9C21

B;12?
.
0<;A?.0A
09.B@2
A5.A
=?<C612@
3<?
A52
?29623
@<B45A
/F
A52
 09.6:.;A




.
 99
09.6:@
/F
A52
?056A20A
;46;22?
.4.6;@A
A52
6@A?60A
.?6@6;4
B;12?
<?
?29.A6;4
A<
A52

<;A?.0A
@5.99
/2
6;
D?6A6;4
.;1
@5.99
/2
@B/:6AA21
A<
A52
<;A ?.0A6;4
%33602?
3<?
.

1206@6<;




/
 -6A56;



1.F@
.3A2?
?2026=A
<3
.
09.6:
A52
<;A?.0A6;4
%3 3602?
@5.99
6@@B2
.
1206@6<;

D52;2C2?
=<@@6/92
A.86;4
6;A<
. 00<B;A
3.0A<?@
@B05
.@
A52
@6G2
 .;1
0<:=92E6AF
<3
A52

09.6:
 .;1
 A52
 .12>B.0F
 <3
 A52
 6;3<?:.A6<;
 6;
 @B==<?A
 <3
 A52
 09.6 : 
= ? < C 6 1 2 1 
/ F 
A 5 2 

?056A20A
;46;22?




0
 ;F
3.69B?2
/F
A52
<;A?.0A6; 4
%33602?
A<
6@@B2
.
1206@6<;
<;
.
<;A?.0A
09.6:
D6A56;
A52

?2>B6?21
A6:2
=2?6<1
@5.99
/2
122:21
A<
/2
.
12;6.9
<3
A52
09.6:
.;1
@5.99
.BA5<?6G2
 A52

0<::2;02:2;A
<3
.;
.==2.9
<;
A52
09.6:
.@
<A52?D6@2
=?<C6121




6
 3
 A52
 ?056A20A
;46;22?
 6 @
 B;./92
 A<
 @B==<?A
 .;F
 =.?A
 <3
 6A@
 09.6:
 .;1
 6A
 6@

12A2?:6;21
A5.A
A52
6;./696AF
6@
. AA?6/BA./92
A<
.
:.A2?6.9
:6@ ?2=?2@2;A.A6<;
<3
3.0A

<?
 3?.B1
 <;
 A52
 =.?A
 <3
 A52
 ?056A20A
;46;22?
 A52
 ?056A20A
;46;22?
 @5.99
 /2

96./92
A<
A52
6@A?60A
3<?
.;
.: <B;A
2>B.9
A<
A52
B;@B==<?A21
= .?A
<3
A52
09.6:
6;

.116A6<;
A<
.99
0<@A@
A<
A52
6@A?60A
.AA?6/BA./92
A<
A52
0<@A
 <3
?2C62D6;4
A5.A
=.?A
<3

A52
?056A20A
;46;22?M@
09.6:




66
 "6./696AF
 B;12?
 A56@
 @20A6<;
 @5.99
 /2
 12A2?:6;21
 D6A56;
 @6E 
   
F 2 . ? @ 
< 3 
A 5 2 

0<::6@@6<;
 <3
A52
:6@?2=?2@2;A.A6<;
<3
3.0A
<?
3?.B1




1
 99
0<@A
1.A.
=?606;4
1.A. 
.;1
A.@8
1.A.
<3
09.6:@
52?2B;1 2?
:B@A
/2
02?A63621
.@

.00B?.A2
0<:=92A2
?2>B6?21
.;1
;202@@.?F
A<
A52
/2@A
<3
A52
 ?056A20A
;46;22?M@

8;<D92142
.;1
/29623


B?A52?
.99
A.@8
<?
D<?8
1.A.
6;
A52
09. 6:
:B@A
/2
12@0?6/21

A52?26;
A<
A52
@:.992@A
B;6A
<3
D<?8
<?
A.@8

 *52
<;A?.0A6;4
% 33602?
:.F
?2>B6?2
.;F

.116A6<;.9
02?A6360.A6<;@
12@0?6=A6<;@
<?
2E=9.;.A6<;@
<3
A52
09.6:




2
 *52
=.?A62@
.4?22
A5.A
A6:2
6@ 
<3
A52
2@@2;02
.;1
.99
09.6:@ 
52?2B;12?
:B@A
/2
 =?2@2;A21

A<
A52
<;A?.0A6;4
%33602?
3<?
.
36;.9
1206@6<;
D6A56;
A56?AF


1.F@
<3
A52
 <00B??2;02
<3
A52

06?0B:@A.;02@
46C6;4
?6@2
A<
@B05
09.6:
<?
D6A56;
A56?AF


1 .F@
<3
 D52;
A52
?056A20A

;46;22?
 8;2D
 <?
 @5<B91
 5.C2
 8;<D;
 <3
 A52
 06?0B:@A.;02@
 46C6;4
 ?6@2
 A<
 @B05
 09.6:

<A52?D6@2
0<:=2;@.A6<;
3<?
A5.A
09.6:
6@
D.6C21




3
 *52
=.?A62@
.4?22 
A5.A
A52?2
@5.99
/2
;<
09.6:@
3<?
B;./@<?/21
5<:2
<33602
<C2?52.1






 *52
?056A20A
;46;22?M@
09.6:
@5.99
0<;A.6;
.A
92.@A
A52
3<99<D6;4



.
 
12@0?6=A6<;
< 3
A52
09.6:
.;1
A52
.:<B;A
6;
16@=BA2







/
 ;F
1.A.
<?
<A 52?
6;3<?:.A6<;
6;
@B==<?A
<3
A52
09.6:



0
 
/?623
12@0?6=A6<;
<3
A52
? 056A20A
;46;22?M@
233<?A@
A<
?2@<9C2
A52
16@=BA2
=?6<?
A<
3696;4

A52
09.6:
.;1



1
 *52
?056A20A
;46;22?M@
?2>B2@ A
3<?
?29623
<?
<A52?
.0A6<;
/F
A52
<;A?.0A6;4
%33602?




2
 *52
 02?A6360.A6<;
 <3
 A52
 .00B ?.0F
 0<:=92A2;2@@
 ?2>B6?2:2;A
 .;1
 ;202@@6AF
 <3
 .99

.@=20A@
<3
A52
09.6:






 *52
 1206@6<;
 <3
 A52
 <;A?.0A6;4
 %33602?
 @5.99
 /2
 36;.9
 .;1
 ;<A
@B/720A
 A<
 ?2C62D
 B;92@@
 .;

.1:6;6@A?.A6C2
 .==2.9
 <?
 .0A6<;
 3<?
 7B1606.9
 ?2C62D
 6@
 A6:29F
 0<::2;021
 /F
 A52
 ?056A20A 


;46;22?






 &2;16;4
 36;.9
 1206@6<;
 <3
 .;
 .==2.9
 .0A6<;
 <?
 36;.9
 @2AA92:2;A
 A52
 ?056A20A
;46;22?
 @5.99

=?<0221
 169642;A9F
 D6A5
 =2?3<?:.;02
 <3
 A52
 0<;A?.0A
 6;
 .00<?1.;02
 D6A5
 A52
 1206@6<;
 <3
 A52

<;A?.0A6;4
%33602?





 8-59?
.D
@41
5?@>5/@
3-5:?@
@41
>/45@1/@:35:11>





 9.6:
.@
B@21
6;
A56@
)20A6<;

<3
?A6092

:2.;@
.
D?6AA2;
1 2:.;1
<?
D?6AA2;
.@@2?A6<;
/F
 A52

6@A?60A
6;09B16;4
A52
<;A?.0A6;4
%33602?
@2286;4
.@
.
:.AA 2?
<3
?645A
A52
=.F:2;A
<3
 :<;2F
6;

.
@B:
02?A.6;
A52
.17B@A:2;A
<3
 0<;A?.0A
A2?:@
<?
<A52?
?2962 3
.?6@6;4
B;12?
<?
 ?29.A6;4
A<
A52

<;A?.0A


09.6:
.?6@6;4
B;12?
.
0<;A?.0A
B;9682
.
09.6:
?29. A6;4
A<
A5.A
 0<;A?.0A
6@
.
09.6:
A5.A

0.;
 /2
 ?2@<9C21
 B;12?
 .
 0<;A?.0A
 09.B@2
 A5.A
 =?<C612@
 3<?
 A52
 ?29623
 @<B45A
 /F
 A52
 09.6:.;A


$<A56;4
52?26;
@5.99
/2
0<;@A?B21 
A<
?2>B6?2
A52
6@A?60A
A<
;< A63F
A52
 ?056A20A
;46;22?
=?6<?
A<

A52
6@@B.;02
<3
A52
<;A?.0A6;4
%33602?M@
36;.9
1206@6<;









.
 99
 09.6:@
 /F
 A52
 6@A?60A
 .4 .6;@A
 A52
 ?056A20A
;46;22?
 .?6@6;4
 B;12?
 <?
 ?29.A6;4
 A<
 .

0<;A?.0A
@5.99
/2
1206121
/F
A52
<;A?.0A6;4
%33602?
D5<
@5.99 
6@@B2
.
1206@6<;
6;
 D?6A6;4

.;1
3B?;6@5
.
0<=F
<3
A52
1206@6<;
A<
A52
?056A20A
;46;22?




/
 *52
1206@6<;
@5.99
/2
@B==<?A 21
/F
?2.@<;@
.;1
@5.99
6;3<?:
 A52
?056A20A
;46;22?
<3
6A@

?645A@

 )=206360
36;16;4@
<3
3.0A
@5.99
;<A
/2
?2>B6?21






 *56@
09.B@2
@5.99
;<A
.BA5<?6G2
A5 2
<;A?.0A6;4
%33602?
A<
@2AA 92
0<:=?<:6@2
=.F
<?

<A52?D6@2
.17B@A
.;F
09.6:
6;C<9C6;4
3?.B1






 *52
1206@6<;
<3
A52
<;A?.0A6;4
%33602?
@5.99
/2
36;.9
.;1
;<A
 @B/720A
A<
?2C62D
B;92@@
.;

.1:6;6@A?.A6C2
.==2.9
<?
.0A6<;
3<?
7B1606.9
?2C62D
6@
A6:29F
0 <::2;021
/F
A52
?056A20A 


;46;22?





 &2;16;4
36;.9
1206@6<;
<3
.;
.==2.9
.0A6<;
<?
36;.9
@2AA92:2; A
A52
?056A20A
;46;22?
@5.99

=?<0221
169642;A9F
D6A5
=2?3<?:.;0 2
<3
A52
0<;A?.0A
6;
.00<?1.; 02
D6A5
A52
1206@6<;
<3
A52

<;A?.0A6;4
%33602?





 *52
<;A?.0A6;4
%33602?
:.F
2;A2?
6;A<
.
C<9B;A.?F
2E09B@6<;
.4 ?22:2;A
D6A5
A52
?056A20A 


;46;22?
6;
<?12?
A<
@2AA92
.;F
09. 6:
<?
16@=BA2
/2AD22;
A52
=.?A62@




%'
 


 %'!'
"!
!
+
!'
"!
"
%"%&







+;92@@
 <A52?D6@2
 =?<C6121
 6;
 A52
<;A?.0A
 <?
 /F
 .==960./92
 @A.ABA2
 A52
 ?056A20A
;46;22?
 3?<:
 A52

23320A6C2
1.A2
<3
<;A?.0A
0<:=9 2A6<;
.;1
3<?
.
=2?6<1
<3
A5?22 

F2.?@
.3A2?
36;.9
@2AA92:2;A
B;12?
A52

<;A?.0A
@5.99
=?2@2?C2
 .;1
:.82
.C.69./92
A<
A52
6@A?60A
.A
 .99
?2.@<;./92
A6:2@
.A
A52
<33602
<3
A52

?056A20A
;46;22?
/BA
D6A5<BA
1 6?20A
05.?42
A<
A52
6@A?60A
. 99
6A@
/<<8@
?20<?1@
1<0B:2;A@
.;1
<A52?

2C612;02
/2.?6;4
<;
A52
0<@A@
.;1
2E=2;@2@
<3
A52
?056A20A
;46;22?
B;12?
A52
<;A?.0A




%'
 



 ")!!'

!&'
"!'
!!'
&



*52
?056A20A
;46;22?
D.??.;A @
A5.A
;<
=2?@<;
<?
@2996;4
.42;0 F
5.@
/22;
2:=9<F21
<?
?2A.6;21
A<
@<9606A

<?
@20B?2
A52
<;A?.0A
B=<;
.;
 .4?22:2;A
<?
B;1 2?@A.;16;4
3<?
. 
0<::6@@6<;
=2?02;A.42
/?<82?.42
<?

0<;A6;42;A
 322
 2E02=A6;4
/<;.
 3612
 2:=9<F22@
 <?
 /<;.
 3612
 2@A./96@521
 0<::2?06.9
 <?
@2996;4
 .42;062@

:.6;A.6;21
/F
A52
?056A20A
;46 ;22?
3<?
A52
=B?=<@2
<3
@20B?6; 4
/B@6;2@@


<?
/?2.05
<?
C6<9.A6<;
<3
A56@

D.??.;AF
 A52
 6@A?60A
 @5.99
 5.C2
 A52
?645A
 A<
 A2?:6;.A2
 A52
 <;A?.0A
 D6A5<BA
 96./696AF
 <?
 6;
 6A@
 16@0?2A6<;
 A<

121B0A
 3?<:
 A52
 <;A?.0A
 =?602
 <?
 0<;@612?.A6<;
 <?
 <A52?D6@2
 ? 20<C2?
 A52
 3B99
 .:<B;A
 <3
 @B05

0<::6@@6<;
=2?02;A.42
/?<82?.42
<?
0<;A6;42;A
322




%'
 



 "

 &
!"'
'"
!
'




 5?@>5/@
9<8;D11?
!;@
';
1:125@
 +;92@@
 .
 12A2?:6;.A6<;
 6@
 :.12
 .@
 =?<C6121
 52?26;
 ;<

<33602?
<?
2:=9<F22
<3
A52
6@A ?60A
D699
/2
.1:6AA21
A<
.;F
@5. ?2
<?
=.?A
<3
A52
<;A?.0A
<?
A<
.;F

/2;236A
A5.A
:.F
.?6@2
A52?23?<:
.;1
.;F
0<;A?.0A
:.12
/F
A52
 <;A?.0A6;4
%33602?
<?
.;F
6@A?60A

2:=9<F22
 .BA5<?6G21
 A<
 2E20BA2
0<;A?.0A@
 6;
 D5605
 A52F
 <?
 .;
 2:=9<F22
 <3
 A52
 6@A?60A
 D699
 /2

=2?@<;.99F
6;A2?2@A21
@5.99
/2
C<61
.;1
;<
=.F:2;A
@5.99
/2
:. 12
A52?2<;
/F
A52
6@A?60A
<?
.;F

<33602?
A52?2<3
/BA
A56@
=?<C6@ 6<;
@5.99
;<A
/2
0<;@A?B21
A<
2 EA2;1
A<
A52
<;A?.0A
63
:.12
 D6A5
.

0<?=<?.A6<;
3<?
6A@
42;2?.9
/2;23 6A


6@A?60A
2:=9<F22
@5.99
 ;<A
/2
.
=.?AF
A<
.
0<;A?.0A
 D6A5
A52

6@A?60A
.;1
D699
;<A
8;<D6;49F
 0.B@2
<?
.99<D
.
/B@6;2@@
0<;02 ?;
<?
<A52?
<?4.;6G.A6<;
 <D;21
<?

@B/@A.;A6.99F
<D;21
<?
0<;A?<9921
/F
A52
2:=9<F22
A<
/2
.
=.?AF
A<
@B05
.
0<;A?.0A
B;92@@
.
D?6AA2;

12A2?:6;.A6<;
5.@
/22;
:.12
/F
A52
52.1
<3
A52
=?<0B?6;4
.42;0F 
A5.A
A52?2
6@
 .
0<:=2996;4

?2.@<;
3<?
0<;A?.0A6;4
D6A5
A52
 2:=9<F22
@B05
.@
D52;
A52
6@A ?60AM@
;221@
0.;;<A
 ?2.@<;./9F

<A52?D6@2
/2
:2A
6;
.00<?1.;02
D6A5

&?<0B?2:2;A
&?.0A602@
0A
<3
9



 ".D
 




%33606.9
<12
@20A6<;
 


.;1
5.=A2?


<3
A52

&2?@< ;;29
 (24B9.A6<;@

*52
?056A20A

;46;22?
?2=?2@2;A@
.;1
0<C2;.;A@
A5.A
6A
=?2@2;A9F
5.@
;<
6;A2 ?2@A
 .;1
@5.99
;<A
.0>B6?2
.;F

6;A2?2@A
16?20A
<?
6;16?20A
D5605
D<B91
0<;3960A
6;
.;F
:.;;2 ?
<?
124?22
D6A5
A52
=2?3<?:.;02
<3

6A@
@2?C602@
52?2B;12?

*52
?056A20A
;46;22?
3B?A52?
0<C2;.;A@
 ;<A
A<
2:=9<F
.;F
=2?@<;
5.C6;4

@B05
8;<D;
6;A2?2@A@
6;
A52
=2?3<?:.;02
<3
A52
<;A?.0A





 :@5;9<1@5@5B1
#>-/@5/1?
-:0
:@5
5/7.-/7
#>;B5?5;:?





 *52
?056A20A
;46;22?
?20<4;6G2@
A52
;221
3<?
:.?82A@
A<
<=2?. A2
0<:=2A6A6C29F
.;1
@5.99

</@2?C2
 .;1
 @5.99
0<:=9F
D6A5
 .99
 .==960./92
 9.D
 ?B92@
 .;1
 ?24B9.A6<;@
 =?<56/6A6;4
 .;A6 

0<:=2A6A6C2
 =?.0A602@

 *52
 ?056A20A
;46;22?
 @5.99
 ;<A
 2;4.42
 16?20A9F
 <?
 6;16?20A9F
 6;

0<99B@6<;
 <?
 <A52?
 .;A6 0<:=2A6A6C2
 =?.0A602@
 A5.A
 ?21B02@
 <?
 296:6;.A2@
 0<:=2A6A6<;
 <?

?2@A?.6;@
 A?.12

 *52
 6@A?60A
 @5.9 9
 ?2=<?A
 A<
 A52
 .==?<=?6.A2
 .BA5<?6AF
 .;F
 .0A6C6AF
 A5.A

2C612;02@
.
C6<9.A6<;
<3
A52
.;A6A ?B@A
9.D@
.;1
A.82
@B05
<A52 ?
3B?A52?
.0A6<;
A<
D5605
6A
6@

2;A6A921
<?
</964.A21
B;12?
A52
9.D






 *52
 ?056A20A
;46;22?
 @5.99
 </@2?C2
 .;1
 0<:=9F
 D6A5
 .99
 .==960 ./92
 9.D
 ?B92@
 .;1

?24B9.A6<;@
=?<56/6A6;4
8608/.08@
.;1
D6A5<BA
96:6A6;4
A52
3<? 24<6;4
?056A20A
;46;22?
@5.99

;<A
6
=?<C612
<?
.AA2:=A
A<
=?<C612
<?
<332?
A<
=?<C612
.;F
8 608/.08
66
@<9606A
.002=A
 <?

.AA2:=A
 A<
 .002=A
 .;F
 8608/.08
 <?
 666
 6;09B12
 16?20A9F
 <?
 6;16?20A9F
 A52
 .:<B;A
 <3
 .;F





8608/.08
 6;
 A52
 0<;A?.0A
 =?602
 05.?421
 /F
 ?056A20A
;46;22?
 <?
 .
 )B/0<;A?.0A<?
 <3
 A52

?056A20A
;46;22?
 A<
 A52
 6@A?60A

 *52
 ?056A20A
;46;22?
 @5.9 9
 5.C2
 6;
 =9.02
 .;1
 3<99<D

?2.@<;./92
=?<021B?2@
12@64;21
A<
= ?2C2;A
.;1
12A20A
=<@@6/92
C 6<9.A6<;@
12@0?6/21
6;
A56@

@B/=.?.4?.=5
6;
6A@
<D;
<=2?.A6<;@ 
.;1
16?20A
/B@6;2@@
?29.A6<; @56=@

 *52
6@A?60A
:.F
A.82

.;F
?20<B?@2
.C.69./92
A<
6A
B;12?
A52
9.D
3<?
C6<9.A6<;@
<3
A56@
.;A6 8608/.08
=?<C6@6<;




%'
 



 "!
'
"

!'%&'
!
'
&




 ;>91>
9<8;D11?
1:1>-88D
 &B?@B.;A
A<
&B/960
".D
 

.@
.:2;121
;<
3<?:2?

2:=9<F22
<3
A52
+;6A21
)A.A2@
6@A?60A
<?
A52
6@A?60A
<3
<9B:/6.





 )5.99
 8;<D6;49F
 ?2=?2@2;A
 A52
 ?056A20A
;46;22?
 /23<?2
 .;F
 6@A?60A
 .42;0F
 A5?<B45

=2?@<;.9
.==2.?.;02
<?
0<::B;60.A6<;
6;
0<;;20A6<;
D6A5
.
:.AA2 ?
6;C<9C6;4
@=206360

=.?A62@
A<
A52
<;A?.0A 
D52?2
A52
3<?:2?
6@A?60A
2:=9<F22
=.?A 606=.A21
=2?@<;.99F
.;1

@B/@A.;A6.99F
6;
A56@
:.AA2?
D5692
2:=9<F21
D6A5
A52
6@A?60A






 )5.99
D6A56;
AD<

F2.?@
.3A2?
 A2?:6;.A6;4
6@A?60A
2:=9<F:2; A
8;<D6;49F
?2=?2@2;A
A52

?056A20A
;46;22?
 /23<?2
 .;F
 6@A?60A
 .42;0F
 A5?<B45
 =2?@<;.9
 .==2.?.;02
 <?

0<::B;60.A6<;
6;
0<;;20A6<;
D6A5
.
: .AA2?
6;C<9C6;4
@=206360
=.?A62@
A<
A52
<;A?.0A
D2?2

A52
:.AA2?
D.@
=2;16;4
B;12?
A52
< 33606.9
?2@=<;@6/696AF
<3
A52
3<?:2?
2:=9<F22
D6A56;
<;2



F2.?
=?6<?
A<
A2?:6;.A6<;
<3
6@A?60A
@2?C602





 ;>91>
&1:5;>
9<8;D11?
 &B?@B.;A
A<
&B/960
".D
 

.@
.:2;121
;<
3<?:2?
@2;6<?

92C29
 <33602?
 <?
 3<?:2?
 @2;6<?
 92C29
 2:=9<F22
 <3
 A52
 +;6A21
 )A.A2@
6@A?60A
<?
 A52
 6@A?60A
 <3

<9B:/6.
6@A?60A
;.:21
6;
<?
12@ 64;.A21
/F
A52
<;A?.0A6;4
%33 602?
<3
A52
%33602
<3
6@A?60A


A560@
B;12?
)20A6<;

1
<3
*6A92


+)





 )5.99
D6A56;
AD<

F2.?@
.3A2?
A2?:6;.A6;4
6@A?60A
2:=9<F:2 ;A
8;<D6;49F
?2=?2@2;A
<?
.61

0<B;@29
.1C6@2
0<;@B9A
<?
.@@6@A 
6;
?2=?2@2;A6;4
.;F
<A52?
=2 ?@<;
/F
=2?@<;.9
=?2@2;02
.A

.;F
3<?:.9
<?
6;3<?:.9
.==2.?.;02
/23<?2
.;F
6@A?60A
.42;0F
6; 
0<;;20A6<;
D6A5
.
:.AA2?

6;C<9C6;4
 @=206360
 =.?A62@
 D52? 2
 A52
 3<?:2?
 2:=9<F22
 =.?A606=.A 21
 =2?@<;.99F
 .61

@B/@A.;A6.99F
6;
A5.A
:.AA2?
D5692
2:=9<F21
D6A5
A52
6@A?60A






 )5.99
D6A56;
<;2


F2.?
.3A2?
 A2?:6;.A6;4
6@A?60A
2:=9<F:2;A
8;<D6;49F
.0A
.@
.;
.42;A
<?

.AA<?;2F
3<?
<?
<A52?D6@2
?2=?2@ 2;A
.;F<;2
6;
.;F
3<?:.9
<?
6;3 <?:.9
.==2.?.;02
/23<?2
<?

D6A5
A52
6;A2;A
A<
6;39B2;02
:.82
.;F
D?6AA2;
<?
<?.9
0<::B;60. A6<;
<;
/25.93
<3
.;F<;2
A<

56@
<?
52?
3<?:2?
6@A?60A
<?
.42;0F
<?
.;F
<3
6A@
<33602?@
<?
 2:=9<F22@
<?

6;
 0<;;20A6<;

D6A5
.;F
=.?A60B9.?
6@A?60A
:.AA2?
D52A52?
<?
;<A
6;C<9C6;4
. 
@=206360
=.?AF
D5605
 6@
=2;16;4

/23<?2
@B05
6@A?60A
<?
.42;0F
<?
6;
D5605
6A
5.@
.
16?20A
.;1
@B/@A.;A6.9
6;A2?2@A





 ;:285/@
;2

:@1>1?@
*52
?056A20A
;46;22?
?2=?2@2;A@
.;1
D.??.;A@
A5.A
;26A52?
6A
;<?
.;F
<3
6A@

16?20A<?@
<33602?@
:2:/2?@
=.? A;2?@
<?
2:=9<F22@
5.@
.;F
6; A2?2@A
;<?
@5.99
A52F
.0>B6?2
.;F

6;A2?2@A
 16?20A9F
 <?
 6;16?20A9F
 D5605
 D<B91
 <?
 :.F
 0<;3960A
 6;
 .;F
 :.;;2?
 <?
 124?22
 D6A5
 A52

=2?3<?:.;02
<?
?2;12?6;4
<3
A52
@2?C602@
52?26;
=?<C6121

*52
?056A20A
;46;22?
?2=?2@2;A@
.;1

D.??.;A@
A5.A
6;
A52
=2?3<?:.;02
<3
A52
<;A?.0A
;<
=2?@<;
5. C6;4
@B05
6;A2?2@A
<?
=<@@6/92

6;A2?2@A
@5.99
/2
2:=9<F21
/F
6A

$<
2920A21
<33606.9
<?
<A52?
<33602?
<?
2:=9<F22
<3
A52
6@A?60A
;<?

.;F
=2?@<;
D5<@2
@.9.?F
6@
=.F./92
6;
D5<92
<?
6;
=.?A
3?<:
A52
6@A?60A
*?2.@B?F
@5.99
=.?A606=.A2

6;
.;F
1206@6<;
?29.A6;4
A<
A52
 <;A?.0A
D5605
.3320A@
56@
52?
 =2?@<;.9
6;A2?2@A
<?
A52
 6;A2?2@A
<3

.;F
0<?=<?.A6<;
=.?A;2?@56=
<?
.@@<06.A6<;
6;
D5605
52
@52
6@
16?20A9F
<?
6;16?20A9F
 6;A2?2@A21
;<?

@5.99
.;F
@B05
=2?@<;
5.C2
.;F
6;A2?2@A
16?20A
<?
6;16?20A
6; 
A52
<;A?.0A
<?
6;
 A52
=?<0221@




A52?2<3





 !;

5/7-/7?
 *52
?056A20A
;46;22?
@5.99
;<A
< 332?
<?
?2026C2
.;F
8608/.08@ 
<?
6;1B02:2;A@

3?<:
.;F
<A52?
<332?<?
@B==962? 
:.;B3.0AB?2?
<?
@B/0<;A?.0A<? 
6;
0<;;20A6<;
D6A5
A52
<;A?.0A


*52
?056A20A
;46;22?
@5.99
;<A
0<;32?
<;
.;F
=B/960
2:=9<F22
 5.C6;4
<33606.9
?2@=<;@6/696AF
3<?

A52
<;A?.0A
.;F
=.F:2;A
9<.;
@B/@0?6=A6<;
.1C.;02
12=<@6A
<3
:<;2F
@2?C602@
<?
.;FA56;4
<3

:<?2
A5.;
;<:6;.9
C.9B2





 !;
;:@>-/@;>
9<8;D91:@
 $<
<33606.9
<?
2:=9<F22
<3
A52
 6@A?60A
<3
<9B:/6.
D5<@2
1BA62 @

.@
 @B05
 <33606.9
 <?
 2:=9<F22
 6;09B12
 :.AA2?@
 ?29.A6;4
 A<
 <?
 .3320A6;4
 A52
 @B/720A
 :.AA2?
 <3
 A52

<;A?.0A
@5.99
1B?6;4
A52
=2;12; 0F
.;1
A2?:
<3
A52
<;A?.0A
.; 1
D5692
@2?C6;4
.@
.;
<33606.9
<?

2:=9<F22
<3
A52
6@A?60A
<3
<9B:/6.
/20<:2
<?
/2
.;
2:=9<F22
 <3
A52
?056A20A
;46;22?
<?

.;F
2;A6AF
A5.A
6@
.
@B/0<;A?.0A<?
<;
A52
<;A?.0A




%'
 



 
&
&& &
!
%#  !'
"

,
#%&"!! 




 5?95??-8?
.D
@41
5?@>5/@
 )5<B91
A52
0<;A6;B21
2: =9<F:2;A
<3
.;F
=2?@<;
<?
=2?@<;@
6;
A52 

?056A20A
;46;22?M@
<?4.;6G.A6<;
B;12?
A52
<;A?.0A
/2
122:21
 /F
A52
<;A?.0A6;4
%33602?
A<
/2

=?27B1606.9
A<
A52
6;A2?2@A@
<3
A 52
6@A?60A
@B05
=2?@<;
<?
=2 ?@<;.
@5.99
/2
6::216.A29F
?2:<C21

3?<:
A52
D<?8
52?2B;12?

 *52
?056A 20A
;46;22?
@5.99
:.82
2C2? F
233<?A
6;
A52
@2920A6<;
<3
 6A@

2:=9<F22@
.;1
6;
A52
=?<@20BA6<;
<3
A52
D<?8
B;12?
A52
<;A?.0A 
A<
@.324B.?1
.99
1?.D6;4@
.;1

@=206360.A6<;@
.;1
A<
=?2C2;A
A52
A523A
0<;C2?@6<;
<?
B;.BA5<?6G21
B@2
<3
A52
@.:2





 %1<8-/191:@
;2

1D
#1>?;::18
 $<
@B/@A6ABA6<;@
3<?
!2F
&2?@<;;29
@5.99
/2
=2?:6AA21
B;92@@

.==?<C21
/F
A52
<;A?.0A6;4
%33602?

;F
=?<=<@21
?2=9.02:2;A
3 <?
!2F
&2?@<;;29
:B@A
=<@@2@@

>B.96360.A6<;@
@B/@A.;A6.99F
@6:69.?
A<
A5<@2
<3
A52
!2F
&2?@<;;29
/26;4
?2=9.021
.;1
.?2
@B/720A
 A<

A52
=?6<?
D?6AA2;
.==?<C.9
<3
A52
<;A?.0A6;4
%33602?

 ;
.116A6<;
.A
A52
<;A?.0A6;4
%33602?@
?2>B2@A

.A
 .;F
 A6:2
 A52
 ?056A20A
;46;22?
 @5.99
 ?2:<C2
 .;F
 !2F
 &2?@<;;29
 <?
 <A52?
 =2?@<;;29
 .;1

@B/@A6ABA2
 .;<A52?
 2:=9<F22
 <3
 A52
 ?056A20A
;46;22?
 <?
 6A@
 @B /0<;A?.0A<?@
 ?2.@<;./9F

@.A6@3.0A<?F
A<
A52
<;A?.0A6;4
 %33602?

*52
<;A?.0A6;4
%33602 ?
:.F
?2>B2@A
@B05
 @B/@A6ABA6<;
.A

.;F
A6:2
6;
56@
52?
@<92
16@0?2A6<;





 5=A50-@10
-9-31?
 ;
<?12?
A<
:.6;A.6;
=?<720A
0<;A6;B6AF
A52
6@A?60A
2E=20A@
A5.A
A52
?056A20A

;46;22?
 D699
 .@@64;
 A52
 @.:2
 =?<720A
 :.;.42?@
 A<
 .99
 =5.@2@
 <3
 A52
 &?<720A
 .;1
 A5.A
 @B05

=2?@<;;29
 D699
 /2
 .C.69./92
 A<
 <C2?@22
 .;1
 0<<?16;.A2
 A52
 @2?C6 02@
 A5?<B45<BA
 A52
 &?<720A


00<?16;49F
 A52
 ?056A20A
;46;22?M@
 12@64;.A21
 !2F
 &2?@<;;29
@5.99
 /2
 @B/720A
 A<
 96>B61.A21

1.:.42@
3<?
A526?
?2:<C.9
<?
?2.@@64;:2;A
/F
A52
?056A20A
;46;22?

 ;
2.05
6;@A.;02
D52?2
 A52

?056A20A
;46;22?
?2:<C2@
<?
?2.@@64;@
<;2
<3
6A@
!2F
&2?@<;;29
/BA
2E09B16;4
6;@A.;02@
 D52?2

@B05
=2?@<;;29
/20<:2
B;.C.69./9 2
1B2
A<
12.A5
16@./696AF
<?
 @2=.?.A6<;
3?<:
A52
 2:=9<F:2;A

<3
A52
?056A20A
;46;22?
<?
.;F
.33696.A2
<3
A52
?056A20A
;46;22?
D6A5<BA
A52
=?6<?
 D?6AA2;
0<;@2;A

<3
A52
<;A?.0A6;4
%33602?
A52
 ?056A20A
;46;22?
@5.99
=.F
A< 
A52
6@A?60A
.;
 .:<B;A
@2A
3<?A5
6;

A52
<;A?.0A
.@
96>B61.A21
1.:.42@
.;1
;<A
.
=2;.9AF
A<
?26:/B?@2
A52
6@A?60A
3<?
6A@
.1:6;6@A?.A6C2

0<@A@
.?6@6;4
3?<:
A52
?056A20 A
;46;22?M@
3.69B?2
A<
=?<C612
 A52
!2F
 &2?@<;;29

*52
3<?24<6;4

96>B61.A21
1.:.42
.:<B;A
@5.99
;<A
/.?
?20<C2?F
<3
.;F
<A52?
 1.:.42@
0<@A@
<?
2E=2;@2@
<A52?

A5.;
A52
6@A?60AM@
6;A2?;.9
.1:6; 6@A?.A6C2
0<@A@

 ;
.116A6<;
 A52
6@A?60A
@5.99
5.C2
A52
?645A
A<
/2

2E2?06@21
6;
 6A@
@<92
 16@0?2A6<;
A<
 ?2:<C2
?2=9.02
<?
A<
 ?21B 02
A52
)0<=2
<3
)2?C602@
<3
A52

?056A20A
;46;22?
6;
A52
2C2;A
A5.A
.
:2:/2?
<3
A52
!2F
 &2?@<;;29
5.@
/22;
?2:<C21
<?
?2=9.021

/F
A52
?056A20A
;46;22?
D6A5<BA
A52
0<;@2;A
<3
A52
 6@A?60A

 ;
A52
2C2;A
A52
6@A?60A
2E2?06@2@

A52
?645A
A<
?2:<C2
?2=9.02
<?
A<
?21B02
A52
)0<=2
<3
 )2?C602@ 
<3
A52
?056A20A
;46;22?
A52

6@A?60A
 @5.99
 5.C2
 A52
 ?645A
 A<
2;3<?02
 A52
 A2?:@
 <3
 A52
 <;A?.0A
 .;1
 A<
 822= 6; =9.02
 A5<@2

:2:/2?@
<3
A52
?056A20A
;46;22?M@
A2.:
;<A
?2:<C21
<?
 ?2=9.02 1
.;1
A52
?2:.6;6;4
:2:/2?@




@5.99
0<:=92A2
A52
@2?C602@
?2>B6?21
B;12?
A52
<;A?.0A
6;
 0<;7 B;0A6<;
D6A5
A52
;2D
:2:/2?@
<3

A52
?056A20A
;46;22?M@
A2.:
.==?<C21
/F
A52
6@A?60A




%'
 


 " #
!
*
'
% 
!

&'%
'
"
" ( 

  *&
!

%( '
"!&




 1:1>-88D
*52
 ?056A20A
;46;22?
 @5.99
 .A
 .99
 A6:2@
 2E2?06@2
 A52
 =?<32@@6<;.9
 @8699
 .;1
 0.?2

?2>B6?21
/F
)20A6<;



<3
A52@2
)A.;1.?1
<;A?.0A
&?<C6@6<;@
6;
</@2?C6;4
.;1
0<:=9F6;4
D6A5
.99

9.D@
0<12@
 ?24B9.A6<;@
<?12?@
.;1
120?22
@2A
3<?A5
/F
.;F
12=.?A:2;A
.42;0F
<?
/?.;05
<3
A52

+;6A21
 )A.A2@
6@A?60A
.;1
A52
6@A?60A
<3
<9B:/6.
.==960./92
A<
A52
@2?C602@





 =A-8
"<<;>@A:5@D
!;:5?/>595:-@5;:
5:
9<8;D91:@
 B?6;4
A52
=2?3<?:.;02
<3
 A 5 2 

<;A?.0A
A52
?056A20A
;46;22?
@5.99
0<:=9F
D6A5
A52
=?<C6@6<; @
<3
#.F<?M@
%?12?
 
.@

6:=92:2;A21
 /F
 *6A92
 
 5.=A2?



 I

>B.9

:=9<F:2;A
 %==<?AB;6AF
 (2>B6?2:2;A@
 6;

<;A?.0A@

(

B4B@A









 AD
91>5/-:
/@





 #
 %J ;
.00<?1.;02
D6A5
A52
BF
:2?60.;
0A


+)
9
. 9
1
.;1

E20BA6C2

%?12?




 202:/2?




 
 
(

 
 <:=

 =

 

.@
 .:2;121
 /F


E20BA6C2
 %?12?




 )2=A2:/2?
 

 
 
(
 9
J
 <:=
 
 =

 
 A52

?056A20A
;46;22?
 .4?22@
 A5.A
 <;9F
 1<:2@A60
 0<;@A?B0A6<;
 :.A2?6.9
 D699
 /2
 B@21
 /F
 A52

?056A20A
;46;22?
@B/0<;A?.0A<?@
:.A2?6.9
:2;
.;1
@B==962?@
 6;
A52
=2?3<?:.;02
<3
A52

<;A?.0A
2E02=A
3<?
;<; 1<:2@A6 0
:.A2?6.9
96@A21
6;
A52
<;A?.0A






 
$%
 $%#&% 

%#
JL<;@A?B0A6<;
 :.A2?6.9L
 :2.;@
 .;F
 .?A6092
 :.A2?6.9
 <?

@B==9F
 /?<B45A
 A<
 A52
 0<;@A?B0A6<; 
 @6A2
 3<?
 6;0<?=<?.A6<;
 6;
 A5 2
 /B6916;4
 <?
 D<?8

 ;

B;:.;B3.0AB?21
0<;@A?B0A6<;
:.A2?6 .9
6@
.
K1<:2@A60
0<;@A?B0A6< ;
:.A2?6.9L
63
6A
5.@
/22;

:6;21
<?
=?<1B021
6;
A52
+;6A21
)A.A2@


:.;B3.0AB?21
0<;@A?B0A6<;
:.A2?6.9
6@
.
K1<:2@A60

0<;@A?B0A6<;
:.A2?6.9L
63
6A
5.@
/22;
:.;B3.0AB?21
6;
A52
+;6A21
)A.A2@
.;1
63
A52
 0<@A
<3
6A@

0<:=<;2;A@
 D5605
 5.C2
 /22;
 :6;21
 =?<1B021
 <?
 :.;B3.0AB?21
 6;
A52
 +;6A21
 )A.A2@

2E0221@
 

 =2?02;A
<3
 A52
 0<@A
 <3
 .99
 6A@
 0<:=<;2;A@

 K<:=<;2;AL
 :2.;@
 .;F
 .?A6092

:.A2?6.9
<?
@B==9F
16?20A9F
6;0<?=<?.A21
6;
.
0<;@A?B0A6<;
:.A2?6.9






 
$%

!  %J
0<:=<;2;A
@5.99
/2
0<;@612?21
A<
5.C2
/22;
K:6;21
=?<1B021
< ? 

:.;B3.0AB?21
6;
A52
+;6A21
)A.A2@L
?24.?192@@
<3
6A@
@<B?02
6; 
3.0A
63
A52
.?A6092
:.A2?6.9
 <?

@B==9F
6;
D5605
6A
6@
6;0<?=<?.A21
D.@
:.;B3.0AB?21
6;
A52
+;6A21
)A.A2@
.;1
A52
 0<:=<;2;A

6@
<3
.
09.@@
<?
86;1
12A2?:6;21
/F
A52
6@A?60A
A<
/2
;<A
:6;21
=?<1B021
<?
 :.;B3.0AB?21
6;

A52
 +;6A21
 )A.A2@
 6;
 @B336062;A
 .;1
 ?2.@<;./9F
 .C.69./92
 0<::2?06.9
 >B.;A6A62@
 .;1
 <3
 .

@.A6@3.0A<?F
>B.96AF






  # 

%#

I
-52;
@A229
:.A2?6.9@
.?2
B@21
6;
.
=?<720A
.
:6;6:.9
B@2
<3
3 <?264;
@A229

6@
=2?:6AA21

 *52
0<@A
<3
@B05
:.A2?6.9@
0.;;<A
2E0221
<; A2;A5 
<3
<;2
=2?02;A
<3
A52
A<A.9

=?<720A
0<@A
<?





D56052C2?
6@
4?2.A2?





 &1>B5/1
;:@>-/@
/@

 *52
 ?056A20A
;46;22?
 .4?22@
 A5.A
 A52
 D<?8
 =2?3<?:21
 B;12?
 A 56@

<;A?.0A
@5.99
/2
@B/720A
A<
A52
)2?C602
<;A?.0A
0A


+
)




 %
$"

 *52
D.42
?.A2@

.==960./92
A<
A56@
&?<720A
@5.99
/2
.AA.0521
.@
.;
2E56/6A
A<
A 52
<;A?.0A

 *52
?056A20A
;46;22?

3B?A52?
.4?22@
A5.A
6A
.;1
.99
<3
6A@
@B/0<;A?.0A<?@
@5.99
0<:= 9F
D6A5
A52
?24B9.A6<;@
6:=92:2;A6;4

A52
)2?C602
<;A?.0A
0A
.;1
@B05
?24B9.A6<;@
.?2
52?2/F
6;0<?=<?.A21
/F
?232?2;02








 -8?1
8-59?
/@
 *52
 ?056A20A
;46;22?
 @5.99
 /2
 4<C2?;21
 /F
 .99
 9.D@
 .;1
 ?24B9.A6<;@

=?<56/6A6;4
3.9@2
<?
3?.B1B92;A
@A. A2:2;A@
.;1
09.6:@
:.12
A<
A 52
4<C2?;:2;A
6;09B16;4
A52

=?2@0?6=A6<;@
@2A
3<?A5
6;
6@A?60A
<3
<9B:/6.
<12
H 

.;1
HH 


2A
@2>




%'
 


 ##"
!' !'
"
''"%!,



*52
?056A20A
;46;22?
1<2@
52? 2/F
6??2C<0./9F
12@64;.A2
.;1
.= =<6;A
A52
92?8
<3
A52
)B=2?6<?
<B?A
<3

A52
6@A?60A
.;1
56@
@B002@@<?@
6;
<33602
.@
A52
A?B2
.;1
9.D3B 9
.AA<?;2F
<3
A52
?056A 20A
;46;22?
3<?
A52

=B?=<@2
<3
?2026C6;4
@2?C602
<3
.99
;<A602@
.;1
=?<02@@2@
6@@B2 1
/F
.;F
0<B?A
6;
A52
6@A?60A
.@
D299
.@

@2?C602
<3
.99
=92.16;4@
.;1
<A52?
=.=2?@
6;
?29.A6<;
 A<
.;F
. 0A6<;
<?
924.9
=?<02216;4
.?6@6;4
<BA
<3
<?

=2?A.6;6;4
A<
A52
<;A?.0A
<?
A52
D<?8
?2>B6?21
<?
=2?3<?:21
52?2B;12?




*52
?056A20A
;46;22?
2E=?2@@9F
.4?22@
 A5.A
A52
C.9616AF
<3
.; F
@2?C602
B=<;
A52
@.61
92?8
.@
 52?26;

.BA5<?6G21
@5.99
;<A
/2
.3320A21
 26A52?
/F
A52
3.0A
A5.A
A52
? 056A20A
;46;22?
D.@
=2?@<;.99F
D6A56;
A52

6@A?60A
<3
<9B:/6.
.;1
<A52?D6 @2
@B/720A
A<
=2?@<;.9
@2?C602
 .A
A52
A6:2
<3
@B05
@2?C602
B=<;
A52
@.61

92?8
<?
/F
A52
3.0A
A5.A
A52
 ?056A20A
;46;22?
3.6921
A<
?202 6C2
.
0<=F
<3
@B05
=?<02@@
;<A602
=92.16;4

<?
<A52?
=.=2?
@<
@2?C21
B=<;
A52
@.61
92?8
=?<C6121
A5.A
@.6 1
92?8
@5.99
5.C2
12=<@6A21
6;
A52
+;6A21

)A.A2@
 :.69
 02?A63621
 .;1
 =<@A.42
 =?2=.61
 .
 0<=F
 <3
 @B05
 =?<02@@
 ;<A602
 =92.16;4
 <?
 <A52?
 =.=2?@

.11?2@@21
A<
A52
?056A20A
;46;22?
.A
A52
.11?2@@
@A.A21
6;
A5 2
<;A?.0A




%'
 



! !

'
"!




 )5;8-@5;:
;2
 -C?
%13A8-@5 ;:?
&<1/525/-@5;:?
-:0
>1-/4
; 2
;:@>-/@
 3
 A52
 ?056A20A 


;46;22?
C6<9.A2@
.;F
9.D@
?24B9 .A6<;@
0<12@
<?
6;1B@A?F
@A.; 1.?1@
?29.A6;4
A<
A52
&?<720A
A52

?056A20A
;46;22?
@5.99
A.82
=?< :=A
.0A6<;
A<
0<??20A
<?
./.A2 
@B05
C6<9.A6<;
.;1
@5.99
6;12:;63F

.;1
5<91
A52
6@A?60A
<3
<9B:/6.
.;1
6A@
<33606.9@
<33602?@
.42;A@
.;1
2:=9<F22@
A52
2=.?A:2;A

.;1
6A@
0<;@B9A.;A@
?2=?2@2;A.A6C2@
.42;A@
@2?C.;A@
.;1
2:=9 <F22@
 5.?:92@@
.4.6;@A
.;F
.;1

.99
09.6:@
<?
96./696AF
1.:.42@
36;2@
=2;.9A62@
A56?1
=.?AF
09.6:@
@B6A@
.D.?1@
.0A6<;@
0.B@2@
 <3

.0A6<;
 <?
 7B14:2;A@
 6;09B16;4
/BA
 ;<A
 96:6A21
 A<
 ?2.@<;./92
 .AA<?;2F@
 322@
 .;1
 0<@A@
 6;0B??21

A52?2B;12?
 .?6@6;4
 3?<:
 <?
 /.@21
<;
 A52
 C6<9.A6<;
 <3
 .;F
 @B05
9.D
 0<12
 ?24B9.A6<;
 0<12@
 <?

6;1B@A?F
 @A.;1.?1@
 <?12?
 <?
 120?22
 6;
 =2?3<?:.;02
 <3
 A52
 <;A?.0A
 @2?C602@
 D52A52?
 /F
 A52

?056A20A
;46;22?
 .;
 2:=9<F22
 < ?
 .42;A
 <3
 A52
 ?056A20A
;46; 22?
 .;F
 =2?@<;
 36?:
 <?

0<?=<?.A6<;
 2:=9<F22
 2;4.421
 /F
 A52
?056A20A
;46;22?
 <?
 0<;A?.0AB.99F
 .@@<06.A21
 D6A5
 A52

?056A20A
;46;22?
 6;
 A52
 =2?3<?:.;02
 <3
 <?
 6;
 0<;;20A6<;
 D6A5
A52
 )2?C602@
 0<;A2:=9.A21
 <?

=2?3<?:21
 B;12?
 A52
 <;A?.0A


 3
 A52
 ?056A20A
;46;22?
 /?2.052@
 A52
 A2?:@
 <3
 A56@
 <;A?.0A

6;09B16;4
A52
@<9606A.A6<;
92AA2 ?
0<;A?.0A
@A.;1.?1
0<;A?.0A
 =?<C6@6<;@
 16?20A6C2@
@=206360.A6<;@

:.;B3.0AB?2?M@
@=206360.A6<;@
.;1
A52
(
&
A52
?056A20A
;46; 22?
 @5.99
6;12:;63F
.;1
5<91
A52

2=.?A:2;A
 .;1
 6A@
 0<;@B9A.;A@
 ?2=?2@2;A.A6C2@
 .42;A@
 @2?C.; A@
 .;1
 2:=9<F22@
 5.?:92@@

.4.6;@A
 .;F
 1.:.42@
 36;2@
 =2;.9A62@
 09.6:@
 @B6A@
 
 .D.?1@
 .0A6<;@
 0.B@2@
 <3
 .0A6<;
 <?

7B14:2;A@
6;09B16;4
/BA
;<A
96:6A21
A<
?2.@<;./92
.AA<?;2F@
 3 22@
.;1
0<@A@
6;0B??21
A52?2B;12?

A5.A
?2@B9A
3?<:
@B05
/?2.05





 #>;21??5;:-8
&1>B5/1?
*<
A52
3B992@A
2EA2;A
=2?:6AA21
/F
9.D
A52
?056A20A
;46;22?
@5.99
 1232;1

6;12:;63F
.;1
5<91
5.?:92@@
A52
 2=.?A:2;A
.;1
A52
2=.?A:2;AM@ 
0<;@B9A.;A@
.;1
 .42;A@
.;1

2:=9<F22@
3?<:
.;1
.4.6;@A
09.6:@
1.:.42@
9<@@2@
.;1
2E=2;@2@ 
6;09B16;4
/BA
 ;<A
96:6A21
A<

?2.@<;./92
.AA<?;2F@M
322@
.?6@6;4
<BA
<3
<?
?2@B9A6;4
3?<:
=2 ?3<?:.;02
<3
A52
@2?C602@
=?<C6121

A5.A
@B05
09.6:
1.:.42
9<@@
<?
2E=2;@2
6@
.AA?6/BA./92
A<
/<169F
6;7B?F
@608;2@@
16@2.@2
<?
12.A5

<?
A<
6;7B?F
A<
<?
12@A?B0A6<;
<3
A.;46/92
=?<=2?AF
<A52?
A5.; 
A52
-<?8
6A@293
/BA
<;9F
A<
A52
2EA2;A

0.B@21
/F
A52
;249642;A
.0A@
<?
<:6@@6<;@
<3
A52
?056A20A
;46;22?
 .
0<;@B9A.;A
<?
@B/0<;A?.0A<?

.;F<;2
 16?20A9F
 <?
 6;16?20A9F
 2:=9<F21
 /F
 A52:
 <?
 .;F<;2
 3<?
 D5<@2
 .0A@
 A52F
 :.F
 /2
 96./92

?24.?192@@
<3
D52A52?
<?
;<A
@B0 5
09.6:
1.:.42
9<@@
<?
2E=2;@ 2
6@
0.B@21
6;
 =.?A
/F
.
=.?AF




6;12:;63621
52?2B;12?





 !;:#>;21??5;:-8
&1>B5/1?
 ;
 .116A6<;
 <A52?
 A5.;
 09.6:@
 .?6@6;4
 <BA
 <3
 A52
 =2?3<?:.;02
 <3

=?<32@@6<;.9
 @2?C602@
 A52
 ?056A20A
;46;22?
 @5.99
 1232;1
 6;1 2:;63F
 .;1
 5<91
 5.?:92@@
 A52

2=.?A:2;A
 6A@
?2=?2@2;A.A6C2@ 
0<;@B9A.;A@
<33602?@
.42;A@
@2?C.;A@
.;1
2:=9<F22@
3?<:
.;1

.4.6;@A
 09.6:@
 96./696A62@
 12:.;1@
 9<@@2@
 1.:.42@
 7B14:2;A@
0<@A@
 <?
 2E=2;@2@
 6;09B16;4

?2.@<;./92
 .AA<?;2F@M
 322@
 .;1
 2E=2;@2@
 ?20<C2?./92
B;12?
 .==960./92
9.D
A<
A52
2EA2;A
@B05

09.6:@
.?2
0.B@21
/F
.0A@
<?
<:6 @@6<;@
<3
A52
?056A20A
;46;22 ?
.
0<;@B9A.;A
<?
@B/0<;A?.0A<?

.;F<;2
 16?20A9F
 <?
 6;16?20A9F
 2:=9<F21
 /F
 A52:
 <?
 .;F<;2
 3<?
 D5<@2
 .0A@
 A52F
 :.F
 /2
 96./92

?24.?192@@
 <3
D52A52?
<?
;<A
@B05
09.6:
1.:.42
9<@@
<?
2E=2;@ 2
6@
0.B@21
6;
=.?A
/F
.
=.?AF

6;12:;63621
 52?2B;12?
<?
.?6@6;4
<BA
<3
A52
<;A?.0A
@2?C602@
=?<C6121
A5.A
@B05
09.6:@
.?6@2
<BA

<3
 ;<; =?<32@@6<;.9
@2?C602@
?2>B6?21
B;12?
A52
<;A?.0A





 '45>0
#->@D
5?<A@1?
 6@=BA2@
 /2AD22;
 A52
 ?056A20A
;46;22?
 .;1
 .;F
 @B/0<;A?.0A<?@ 

:.A2?6.9
 @B==962?@
 <?
 .;F
 <A52?
 A56?1
 =.?A62@
 <C2?
 =.F:2;A@
 .9924219F
 <D21
 /F
 A52
 ?056A20A 


;46;22?
A<
.
A56?1
=.?AF
@5.99
/2
?2@<9C21
2E09B@6C29F
/2AD22; 
A52
?056A20A
;46;22?
.;1
A52

A56?1
=.?AF
A52
?056A20A
;46;22?
@5.99
=2?:6A
;<
=.@@ A5?<B4 5
@B6A@
A<
/2
/?<B45A
.4.6;@A
A52

6@A?60A
 /F
 .
 A56?1
 =.?AF
 6;
 A52
?056A20A
;46;22?M@
 ;.:2

 <D 2C2?
 ;<A56;4
 52?26;
 @5.99
 /2

0<;@A?B21
A<
=?2C2;A
A52
?056A20A
;46;22?
3?<:
=.F6;4
.
@B/0< ;A?.0A<?M@
09.6:
.;1
@2286;4
.

A6:29F
2>B6A./92
.17B@A:2;A
52?2B;12?




%'
 


 &("!'%'"%&
!"%
"('&

&&"
'&
!
"!&( '!'&




 #>5;>
;:?1:@
%1=A5>10

E02=A
.@
<A52?D6@2
=?<C6121
6;
A56@
)20A6<;



A52
?056A20A
;46;22?

@5.99
 ;<A
 12924.A2
 <?
 2;A2?
 6;A<
 .;F
 )B/0<;A?.0A@
 3<?
 A52
 =2?3<?:.;02
 <3
 6A@
 </964.A6<;@
 B;12?
 A52

<;A?.0A
 6;
 D5<92
 <?
 6;
 =.?A
 D6A5<BA
 <;
 2.05
 <00.@6<;
 </A.6;6;4
 A52
 =?6<?
 D?6AA2;
 0<;@2;A
 <3
 A52

<;A?.0A6;4
 %33602?

 ;F
 @B/0<;A ?.0A<?@
 .;1
<?
 <BA@612
 .@@<06.A2@
 <?
 0<;@B9A.;A@
 ?2>B6?21
 /F
 A52

?056A20A
;46;22?
6;
 0<;;20A6<;
D6 A5
A52
)2?C602@
0<C2?21
/F
A 52
<;A?.0A
@5.99
/2
96:6A21
A<
@B05

6;16C61B.9@
 <?
 36?:@
 .@
 D2?2
 @=206360.99F
 612;A63621
 6;
 A52
 ?056A20A
;46;22?M@
 D?6AA2;
 =?<=<@.9
 .;1

.==?<C21
 /F
 A52
 6@A?60A
 1B?6;4
 ;24<A6.A6<;@

 ;F
 =?<=<@21
 05.; 42@
 6;
 @B05
 @B/0<;A?.0A<?@

.@@<06.A2@
<?
 0<;@B9A.;A@
@5.99
/2
@B/720A
A<
A52
=?6<?
D?6AA2;
.==?<C.9
<3
A52
<;A?.0A6;4
%33602?





 %1=A1?@?
 *52
 ?056A20A
;46;22?
 @5.99
 @B/:6A
 A<
 A52
 <;A?.0A6;4
 %33602?
0<=62@
 <3
 .99
 =?<=<@21

@B/0<;A?.0A@
A<
/2
2;A2?21
6;A<
/F
A52
?056A20A
;46;22?
.9<;4
D6A5
A52
?056A20A
;46;22?M@
 D?6AA2;

?2>B2@A
3<?
A52
6@A?60AM@
0<;@2;A

99
@B05
@B/0<;A?.0A@
:B@A
@=2063F
A5.A





 D<?8
=2?3<?:21
/F
A52
@B/0<;A?.0A<?
@5.99
/2
6;
.00<?1.;02
D6A5
A52
A2?:@
<3
A52
<;A?.0A





 ;<A56;4
0<;A.6;21
6;
@B05
@B/0<;A?.0A
@5.99
/2
0<;@A?B21
A<
6:=.6?
A52
?645A@
<3
A52
6@A?60A
 B;12?

A52
<;A?.0A





 A52
 6@A?60AM@
 0<;@2;A
 A<
 <?
.==?<C.9
 <3
 .;F
 @B/0<;A?.0A
 @5.99
;<A
 0?2.A2
 .;F
 </964.A6<;
 <3
 A52

6@A?60A
A<
.;F
@B/0<;A?.0A<?





 ;<A56;4
0<;A.6;21
6;
@B05
@B/0<;A ?.0A
<?
B;12?
A52
<;A?.0A
@ 5.99
0?2.A2
.;F
</964.A6<;
<3
 A52

6@A?60A
A<
.;F
@B/0<;A?.0A<?




 A52
6@A?60A
@5.99
/2
2E=?2@@9F
12@64;.A21
.
A56?1
=.?AF
/2;23606.?F
<3
A52
@B/0<;A?.0A




 B=<;
?2>B2@A
/F
A52
6@A?60A
.A
A52
6@A?60AM@
@<92
<=A6<;
.; 1
B=<;
?2026=A
<3
D?6AA2;
;<A602
 3?<:

A52
6@A?60A
@A.A6;4
A5.A
A52
 <;A?.0A
/2AD22;
A52
6@A?60A
.;1 
A52
?056A20A
;46;22?
 5.@
/22;




A2?:6;.A21
 A52
 @B/0<;A?.0A<?
 .4?22@
 A5.A
 6A
 D699
 0<;A6;B2
 A<
 =2?3<?:
 6A@
 </964.A6<;@
 B;12?
 A52

@B/0<;A?.0A
3<?
A52
/2;236A
<3
A 52
 6@A?60A
 6;
.00<?1.;02
D6A5
 A52
A2?:@
.;1
 0<;16A6<;@
 <3
A52

<;A?.0A
=?<C6121
A 52
6@A?60A
=.F@
A52
 @B/0<;A?.0A<?
3<?
A52
 @2?C602@
 ?2;12?21
.;1
:.A2?6.9@

=?<C6121
/F
A52
@B/0<;A?.0A<?
3?<:
.;1
.3A2?
A52
1.A2
<3
A52
A2?:6;.A6<;
 <3
A52
<;A?.0A
/2AD22;

A52
6@A?60A
.;1
A52
?056A20A
;46;22?
.A
A52
@.:2
?.A2
<?
6;
A52
 @.:2
.:<B;A
.@
@2A
3<?A5
6;
A52

@B/0<;A?.0A
3<?
@2?C602@
.;1
:.A2?6.9@
.3A2?
@B05
1.A2
<3
 A2?:6 ;.A6<;




 A52
@B/0<;A?.0A<?
@5.99
/2
/<B;1
/F
A52
@.:2
?2>B6?2:2;A@
.@
A52
?056A20A
;46;22?
 6;09B16;4

0<;3612;A6.96AF
 :.6;A2;.;02
 .;1
 =? 2@2?C.A6<;
 <3
 ?20<?1@
 .;1
 . B16A
 /F
 4<C2?;:2;A

?2=?2@2;A.A6C2@
B;12?
A52
<;A?.0A
.;1




 A52
@B/0<;A?.0A<?
.4?22@
6
A<
.@@64;
.;1
A?.;@32?
A<
A52
6@A?60A
.99
<3
6A@
?645A@
A<
@.92@
.;1
 B@2

A.E
 D5605
 :.F
 /2
 ?23B;121
 .@
 .
 ?2@B9A
 <3
 .
 09.6:
 3<?
 ?23B;1
 3<?
 .;F
 :.A2?6.9@
 =B?05.@21
 6;

0<;;20A6<;
D6A5
A52
@B/0<;A?.0A
< ?
A52
<;A?.0A
66
A5.A
<A5 2?
A5.;
.@
16?20A21
/F
A52
 6@A?60A
6A

D699
;<A
3692
.
09.6:
3<?
?23B;1
3<?
.;F
@.92@
<?
B@2
A.E
D5605
6@
A52
@B/720A
<3
A56@
 .@@64;:2;A
.;1

666
A5.A
A52
6@A?60A
6;
6A@
<D;
;.:2
<?
6;
A52
;.:2
<3
@B/0<;A?.0A<?
:.F
 3692
.
09.6:
3<?
.
?23B;1

<3
.;F
@.92@
<?
B@2
A.E
0<C2?21
/F
A52
.@@64;:2;A





 !;
%18512
;2
".853-@5;:?
 $<
 =2?:6AA21
 @B/0<;A?.0A
 @5.99
 ?2962C2
 A52
 ?056A20A
;46;22?
 <3
 .;F

</964.A6<;
B;12?
A52
<;A?.0A

*52
?056A20A
;46;22?
@5.99
/2
 .@
3B99F
?2@=<;@6/92
3<?
A52
.0A@
 .;1

<:6@@6<;@
<3
6A@
@B/0<;A?.0A<?@
<?
=2?@<;@
26A52?
16?20A9F
<?
6;16?20A9F
2:=9<F21
/F
A52:
.@
6A
6@
3<?
A52

.0A@
 .;1
 <:6@@6<;@
 <3
 A52
 ?056A20A
;46;22?
 <?
 =2?@<;@
 16?20A9F
 <?
 6;16?20A9F
 2:=9<F21
 /F
 A52

?056A20A
;46;22?





 !;
221/@
 ;F
=B?=<?A21
@B/0<;A?.0A
6;
C6<9 .A6<;
<3
A56@
)20A6<;
<?
<3
.; F
<A52?
@20A6<;
6;
A52

<;A?.0A
@5.99
/2
<3
;<
3<?02
.;1
23320A





 %534@
@;
%161/@

*52
6@A?60A
:.F
6;
6A@
@<92
16@0?2A6<;
?2720A
.;F
<?
.99
/61@
.;1
=?<=<@.9@
 ?2026C21

/F
A52
?056A20A
;46;22?
3?<:
.;F
@B/0<;A?.0A<?
3<?
.;F
=<?A6<;
<3
A52
@2?C602@
.;1
:.F
?2>B6?2
A52

?056A20A
;46;22?
A<
</A.6;
;2D
<?
?2C6@21
/61@
<?
=?<=<@.9@
<?
@B/0<;A?.0A<?@






:/;><;>-@5;:
 .D
 %121>1:/1
 
;F
 .4?22:2;A
 A52
 ?056A20A
;46;22?
 :.82@
 D6A5
 .

@B/0<;A?.0A<?
 <BA@612
 .@@<06.A2
 <?
 0<;@B9A.;A
 @5.99
 6;0<?=<?.A2
 @=206360.99F
 <?
 /F
 ?232?2;02

A52?2A<
 2.05
 .;1
 2C2?F
 =?<C6@6<;
 <3
 A52
 <;A?.0A
 A52@2
 )A.;1.?1
 <;A?.0A
 &?<C6@6<;@
 A52

AA.05:2;A@
 .;1
 ==2;1602@
 52?2A<
 .;1
 63
 .==960./92
 A52
 6@A?60AM@
 )A.;1.?1
 <;A?.0A

&?<C6@6<;@
3<?
<;@A?B0A6<;
<;A?.0A@




%'
 


 *
)%



$<
D.6C2?
/F
A52
6@A?60A
<?
A52
 ?056A20A
;46;22?
<3
.;F
/?2. 05
<3
.;F
=?<C6@6<;
<3
A52
<;A?.0A

@5.99
<=2?.A2
.@
.
D.6C2?
<3
@B05
=?<C6@6<;
<?
<3
A52
<;A?.0A
<?
.@
.
D.6C2?
<3
@B/@2>B2;A
<?
<A52?

/?2.052@
<3
A52
@.:2
 <?
.;F
<A52?
=?<C6@6<;
<3
A52
<;A?.0A
;<?
@5.99
.;F
.0A6<;
<?
;<; .0A6<;
/F

A52
<;A?.0A6;4
 %33602?
<?
/F
A5 2
6@A?60A

<?
A52
?056A20A
; 46;22?
/2
0<;@A?B21
.@
.
D.6C2?
<3

.;F
 =?<C6@6<;
 <3
 A52
 <;A?.0A
 <?
<3
 .;F
 /?2.05
 A52?2<3
 B;92@@
 A52
 @.:2
 5.@
 /22;
 2E=?2@@9F

1209.?21
<?
?20<4;6G21
.@
.
D.6C2?
/F
A52
 <;A?.0A6;4
%33602?
< ?
 A52
6@A?60A
 <?
A52
?056A20A

;46;22?
.@
.==960./92
6;
D?6A6;4




%'
 


 #'!'
!
#%"#%
'%,

' &




 #>5;>
<<>;B-8
%1=A5>10
 *52
?056A20A
;46;22?
@5.99
;<A
D6A5<BA
A52
=?6<?
D?6AA2;
.==?<C.9
<3

A52
<;A?.0A6;4
%33602?
@=2063F
3<?
A52
&?<720A
<?
;202@@.?69F
6:=9F
A52
?2>B6?21
B@2
<3
.;F
 .?A6092

=?<1B0A
:.A2?6.9
36EAB?2
<?
3<?:
<3
0<;@A?B0A6<;
A52
B@2
<3
D5605
6@
0<C2?21
/F
.
=.A2;A
 <?
D5605




6@
<A52?D6@2
2E09B@6C29F
0<;A?<9921
/F
.
=.?A60B9.?
36?:
<?
4?<B=
<3
36?:@






:019:5@D

*52
?056A20A
;46;22?
@5.99
/2
96./92
A<
.;1
52?2/F
.4?22@
A<
1232;1
6;12:;63F
.;1

5<91
5.?:92@@
A52
6@A?60A
.4.6;@A
.;F
09.6:
.0A6<;
0<@A
<?
7B14:2;A
.4.6;@A
A52
6@A?60A
3<?
 =.A2;A

6;3?6;42:2;A
A?.12:.?8
C6<9.A6<;
0<=F?645A
C6<9.A6<;
<?
6;3?6;42:2;A
<3
?645A@
6;
A205;60.9
 1.A.
6;

.;F
 @F@A2:@
 4?.=5@
 05.?A@
 12@64;@
 1?.D6;4@
 <?
 @=206360.A6<;@
 3B?;6@521
 /F
 A52
 ?056A20A

;46;22?
6;
A52
=2?3<?:.;02
<3
A52
<;A?.0A




%'
 



 '%!&%
"%
&&
! !'
"
"!'%'




 #>5;>
;:?1:@
%1=A5>10
+;92@@
<A52?D6@2
=?<C6121
/F
9.D
;26A52?
A52
<;A?.0A
;<?
.;F
6;A2?2@A

A52?26;
:.F
/2
A?.;@32??21
<?
.@@64;21
/F
A52
?056A20A
;46;22 ?
A<
.;F
<A52?
=.?AF
 D6A5<BA
A52

D?6AA2;
 0<;@2;A
 <3
 A52
 <;A?.0A 6;4
 %33602?
 .;1
 .;F
 .AA2:=A21
 A ?.;@32?
 <?
 .@@64;:2;A
 ;<A

.BA5<?6G21
/F
A56@
?A6 092
@5.99
0<;@A6ABA2
.
/?2.05
<3
A52
<; A?.0A
.;1
A52
6@A?60A
:.F
3<?
 @B05

0.B@2
 A2?:6;.A2
 A52
 <;A?.0A
 3<?
 123.B9A
 .;1
 A2?:6;.A2
 A52
 ?645A
 <3
 A52
 ?056A20A
;46;22?
 A<

=?<0221
6;
A52
@.:2
:.;;2?
.@
=?<C6121
6;
?A6092



52?26;
.;1
A52
?056A20A
;46;22?
@5.99
/2

96./92
A<
A52
6@A?60A
3<?
.;F
2E02@@
0<@A
<00.@6<;21
A52
6@A? 60A
A52?2/F





 ;:51?
 *52
?056A20A
;46;22?
@5.99
;<A 
.@@64;
.;F
?645A
A<
.;F
:<;62@ 
A<
/2
=.61
B;12?
A52

<;A?.0A
D6A5<BA
<;
2.05
<00.@6 <;
</A.6;6;4
A52
=?6<?
D?6AA2;
 0<;@2;A
<3
A52
<;A?.0A6;4
%33602?


;
;<
0.@2
@5.99
.==?<C.9
/F
A52
 6@A?60A
<3
A52
.@@64;:2;A
<3
 .;F
:<;62@
A<
/2
=.61
B;12?
A52

<;A?.0A
?2962C2
A52
?056A20A
;46;22?
3?<:
6A@
</964.A6<;@
52 ?2B;12?
<?
05.;42
A52
?2:.6;6;4

A2?:@
<3
A52
<;A?.0A

;F
=B?=<?A21
.@@64;:2;A
6;
C6<9.A6<;
<3
A56@
?A6092
@5.99
/2
<3
;<
23320A





 <<85/-.585@D
5:
-?1
;2
-:7>A<@/D
;>

:?;8B1:/D

?2026C2?
<?
A?B@A22
6;
.;F
3212?.9
<?
 @A.A2

/.;8?B=A0F
6;@<9C2;0F
<?
<A52?
=?<02216;4@
@5.99
0<:=9F
D6A5
A 52
?2>B6?2:2;A@
@2A
3<?A5
6;
 A52

)A.;1.?1
<;A?.0A
&?<C6@6<;@





 ".853-@5;:
;2
>/45@1/@:35:11>
 *52
?056A20A
;46;22?
.08;<D92142@
A5.A
A52
)2?C602@
.?2

A52
 </964.A6<;
 <3
 A52
 ?056A20A
;46;22?
 .;1
 A52
 6@A?60A
 @5.99
 5.C2
 ;<
 </964.A6<;
 A<
 .002=A

=2?3<?:.;02
/F
.
A56?1
=.?AF
D6A5<BA
A52
<;A?.0A6;4
%33602?M@
=?6<?
.;1
2E=?2@@
D?6AA2;
0<;@2;A





 -58A>1
@;
".@-5:
;:?1:@

.69B?2
A<
</A.6;
A52
=?2C6<B@
D ?6AA2;
0<;@2;A
<3
A52
<;A?.0A6 ;4

%33602?
A<
@B05
.;
.@@64;:2;A
A?.;@32?
<?
0<;C2F.;02
@5.99
7B@A63F
.A
A52
<=A6<;
<3
A52
<;A?.0A6;4

%33602?
A52
?2C<0.A6<;
.;1
.;;B9 :2;A
<3
A52
<;A?.0A

*52
6@A ?60A
@5.99
A52?2B=<;
 /2
?2962C21

.;1
16@05.?421
3?<:
.;F
3B?A52?
96./696AF
.;1
</964.A6<;
A<
A52 
?056A20A
;46;22?
56@
 .@@64;22@

<?
 A?.;@32?@
 .;1
 A52
 ?056A20A
;46;22?
 .;1
 56@
 .@@64;22@
 @5.99
 3<?326A
 .;1
 9<@2
 .99
 :<;62@

A52?2A<3<?2
2.?;21
B;12?
A52
<;A?.0A
2E02=A
@<
:B05
.@
:.F
/2 
?2>B6?21
A<
=.F
A52
 ?056A20A

;46;22?M@
2:=9<F22@





 ??53:91:@
.D
@41
5?@>5/@
 *56@
<;A?.0A
:.F
/2
.@@64;21
/F
A52
6@A?60A
A<
.;F
0<?=<?.A6< ;

.42;0F
<?
6;@A?B:2;A.96AF
<3
A52
6@A?60A
5.C6;4
.BA5<?6AF
A<
.002=A
@B05
.@@64;:2;A




%'
 



 $(

'
"!&




 &53:-@;>D
A@4;>5@D
-:0
$A-8525/-@5;:?
 *52
 ?056A20A
;46;22?
 52?2/F
 D.??.;A@
 A5.A
 A52

@64;.AB?2
<?
@64;.AB?2@ 
52?26;
/23<?2
.336 E21
.?2
1B9F
.BA5<?6G 21
3B?A52?
A52
?056A20A
;46;22?

D.??.;A@
.@
.
A?B2
@A.A2:2;A
.;F
.;1
.99
@A.A2:2;A@
<3
>B.96360.A6<;
D6A5
?2@=20A
A<
/BA
;<A
96:6A21

A<
=?<32@@6<;.9
@A.AB@
=?2:6@2@
2:=9<F22@
2E=2?62;02
.;1
36;.; 06.9
@A.;16;4
@B05
.@
 :.F
/2

@2A
 3<?A5
 6;
 1<0B:2;A@
 3B?;6@521
 /F
 A52
 ?056A20A
;46;22?
 <?
 ?2>B6?21
 /F
 A52
 6@A?60A
 3<?
 A52

=B?=<@2
<3
@20B?6;4
A52
6@A?60AM@
0<;@2;A
A<
2;A2?
6;A<
A52
< ;A?.0A

 #6@?2=?2@2;A.A6<;
@5.99
 /2




0.B@2
3<?
A2?:6;.A6<;
3<?
123.B9 A
<3
A52
<;A?.0A
.;1
@B05
<A52 ?
.0A6<;
.@
:.F
/2
.==?<=?6.A2

6;09B16;4
D6A5
96:6A.A6<;
@B@=2;@6<;
.;1
12/.?:2;A
.;1
06C69
<? 
0?6:6;.9
=2;.9A62@





 ;;0
&@-:05:3
 3
A52
?056A20A
;46;22?
6@
.;
2;A 6AF
A52
?056A20A
;46;22?
 6@
26A52?


.
;<A 

3<? =?<36A
0<?=<?.A6<;
<?
<A52?
2;A6AF
12A2?:6;21
A<
/2
A.E
2E2:=A
=B?@B.;A
A<
@20A6<;


0
<3
 A52

;A2?;.9
(2C2;B2
<12
/F
A52
 ;A2?;.9
(2C2;B2
)2?C602
<?

.
/B@6;2@@
0<?=<?.A6<;
 =.?A;2?@56=

<?
<A52?
/B@6;2@@
2;A6AF
1B9F
<?4.;6G21
C.9619F
2E6@A6;4
.;1
6;
4<<1
@A.;16;4
B;12?
 A52
9.D@
<3
A52

@A.A2
 <3
 6A@
 6;0<?=<?.A6<;
 <?
 <?4.;6G.A6<;

 *52
 ?056A20A
;46;22?
 @5.99
 .9@<
 /2
 1B9F
 9602;@21

>B.963621
.;1
6;
4<<1
@A.;16;4
6;
A52
6@A?60A
<3
<9B:/6.

*52 
?056A20A
;46;22?M@
9<@@
<3
4<<1

@A.;16;4
6@
4?<B;1@
 3<?
*2?:6;.A6<;
3<?
23.B9A
D6A5<BA
96./696AF
B=<;
A52
2=.?A:2;A





 A@4;>5@D
@;
/@
 *52
?056A20A
;46;22?
5.@
3B99
924.9
=<D2?
.;1
.BA5<?6AF
A<
2; A2?
.;1
=2?3<?:

A52
<;A?.0A
.;1
=?<C612
A52
)2?C602@
D6A5<BA
?2@B9A6;4
6;
.
12 3.B9A
B;12?
<?
.
 /?2.05
<?
C6<9.A6<;

<3
 

 A52
 ?056A20A
;46;22?M@
 0 2?A6360.A2
 <?
 .?A6092@
 <3
 6;0< ?=<?.A6<;
 <?
 /F9.D@
 <?
 <A52?

<?4.;6G.A6<;.9
 1<0B:2;A@
 63
 .==960./92
 
 .;F
 .==960./92
9.D
 <?
 .;F
 9602;@2
 =2?:6A
 <?
 <A52?

6;@A?B:2;A
<?
</964.A6<;
A<
D56 05
A52
?056A20A
;46;22?
6@
;<D 
.
=.?AF
<?
/F
D5605
A52
 ?056A20A

;46;22?
 :.F
 /2
 /<B;1
 <?
 .3320A21
.;1
 
 A52
 ?056A20A
;46;22?M@
 A.E
 2E2:=A
 @A.AB@
 63

.==960./92





 13-8
".853-@5;:
*52
<;A?.0A
5.@
/22;
1B9F
.BA5<?6G21
2E20BA21
.;1
1296C2?21
/F
A52
 6@A?60A

.;1
A52
 ?056A20A
;46;22?
/F
.;1
A5?<B45
=2?@<;@
.BA5<?6G21
A <
2E20BA2
A52
<;A?.0A
<;
A526?

?2@=20A6C2
/25.93
.;1
0<;@A6ABA2 @
A52
924.9
C.961
.;1
/6;16;4 
</964.A6<;
<3
A52
6@A?60A
.;1
A52

?056A20A
;46;22?
2;3<?02./92
.4.6;@A
A52
6@A?60A
.;1
A52
?056A20A
;46;22?
6;
.00<?1.;02
D6A5

6A@
A2?:@





 !;
 5@53-@5;:
#>1B1:@5:3
#1>2;>9-:/1
 *52?2
6@
;<
96A64.A6<;
09.6:
0<;@2;A
<?12?
@2AA92:2;A

.4?22:2;A
 6;C2@A64.A6<;
 05.992;42
 <?
 <A52?
 =?<02216;4
 =2;16;4 
 <?
 A5?2.A2;21
 .4.6;@A
 A52

?056A20A
;46;22?
6A@
=?<=2?A62@
<?
/B@6;2@@
<?
.;F
6;16C61B.9@
.0A6;4
<;
A52
?056A20A
;46;22?@

/25.93
6;09B16;4
D6A5<BA
96:6A.A6<;
@B/0<;A?.0A<?@
D5605
@228
A<
2;7<6;
<?
=?<56/6A
 A52
?056A20A

;46;22?
3?<:
2;A2?6;4
6;A<
<?
=2?3<?:6;4
6A@
</964.A6<;@
B;12?
A52
<;A?.0A





 %1=A5?5@1
 5/1:?A>1 
-:0
$A-8525/-@5;:?
 *52
 ?056A20A
;46;22?
 .;1
 .99
 <3
 A52
 2;A6A62@
 .;1

6;16C61B.9@
.0A6;4
<;
A52
?056A20A
;46;22?M@
/25.93
6;09B16;4
D6A5<BA
96:6A.A6<;
 0<;@B9A.;A@
.;1

@B/0<;A?.0A<?@
6;
0<;;20A6<;
D6 A5
A52
)2?C602@
B;12?
A52
<;A? .0A
=<@@2@@
.;1
 .A
.99
A6:2@

1B?6;4
A52
A2?:
<3
A52
<;A?.0 A
@5.99
=<@@2@@
.99
9602;@2@
02 ?A6360.A6<;@
 >B.96360.A6<;@
<?
<A52?

0?212;A6.9@
.@
?2>B6?21
6;
.00<?1.;02
D6A5
.99
.==960./92
9.D@ 
?24B9.A6<;@
 .;1
A52
A2?:@
<3
A52

<;A?.0A
A<
=2?3<?:
A52
)2?C602 @

 *52
?056A20A 

;46;22?
@5.9 9
=?<C612
A52
6@A?60A
D6A5
0<=62@

<3
.99
9602;@2@
0?212;A6.9@
.;1
<?
02?A6360.A6<;@
 @=2063621
6 ;
A56@
)20A6<;
D6A56;
36C2

1.F@
<3

?2>B2@A
/F
A52
6@A?60A




%'
 



 %
''!
!%E&
*%%!',

!&'
% !' 



*52
?056A20A
;46;22?
02?A6362@ 
A5.A
6A
6@
;<A
0B??2;A9F
6
1 2/.??21
@B@=2;121
<?
2E09B121
66
.
=.?AF
A<

.
 C<9B;A.?F
2E09B@6<;
.4?22:2;A
<?
666
<A52?D6@2
2;7<6;21
3?<:
@B/:6AA6;4
/61@
<?
=?<=<@.9@
<;
0<;A?.0A@

3<?
 A52
AF=2
<3
@2?C602@
0<C2?21
/F
A52
<;A?.0A
;<?
6@
A52
? 056A20A
;46;22?
.;
.42;A
<3
.;F
 =2?@<;
<?

2;A6AF
A5.A
6@
0B??2;A9F
@<
12/.??21
@B@=2;121
2E09B121
<?
<A52?D6@2
2;7<6;21




%'
 



 %")%,
"
'&
"*
'
")%! !'



*52
?056A20A
;46;22?
52?2/F
 .4?22@
A5.A
A52
2=.?A:2;A
:.F
B@ 2
.99
<?
.;F
=<?A6<;
<3
.;F
=.F:2;A

0<;@612?.A6<;
<?
?23B;1
1B2
A52
 ?056A20A
;46;22?
B;12?
A52
< ;A?.0A
A<
@.A6@3F
6;
D5<92
<?
=.?A
.;F

12/A
1B2
A52
6@A?60A







%'
 


 
!
&'%'
)

$(
'
 &



;
.116A6<;
A<
.;F
<A52?
96>B6 1.A21
1.:.42@
=?<C6121
3<?
6;
A52 
<;A?.0A
A52
?056A20A
;46;22?
52?2/F

.4?22@
A5.A
A52

<C2?;:2;A
:.F
. @@2@@
.1:6;6@A?.A6C2
96>B61.A21 
1.:.42@
3<?
A52
?056A20A
;46;22?M@

3.69B?2
A<
@B/:6A
D52;
1B2
.;F
1296C2?./92
?2>B6?21
/F
A52
<;A ?.0A

 +;92@@
<A52?D6@2
=?2@0?6/21
/F
A52

<;A?.0A6;4
 %33602?
 A52
 ?.A2
 <3
 A52
 .1:6;6@A?.A6C2
 96>B61.A21
1.:.42@
 @5.99
 /2
 

 =2?
 1.F
 B;A69
 A52

?2>B6?21
1296C2?./92
6@
?2026C21
.;1
.002=A21
/F
A52
2=.?A:2;A

 *52
2=.?A:2;AM@
?2:2162@
3<?
3.69B?2

A<
0<:=9F
D6A5
A52
<;A?.0A
A2?:@
.;1
0<;16A6<;@
.?2
0B:B9.A6C2
.;1
;<A
2E09B@6C2

$<A56;4
52?26;
@5.99
 /2

0<;@A?B21
 A<
 96:6A
 A52
 2=.?A:2;AM@
 ./696AF
 A<
 A2?:6;.A2
 A52
 ?056A20A
;46;22?
 3<?
 A52
 3.69B?2
 A<
 @B/:6A

<;A?.0A
1296C2?./92@
D52;
1B2




%'
 


 "%
 
(%



3
 A52
 ?056A20A
;46;22?
 /20.B@2
 <3

<?02
 #.72B?2
 6@
 ?2;12?21
 D5<99F
 <?
 =.?A9F
 B;./92
 A<
 =2?3<?:
 6A@

</964.A6<;@
 D52;
 1B2
 B;12?
 A56@
 <;A?.0A
 A52
 ?056A20A
;46;22 ?
 :.F
 /2
 2E0B@21
 3?<:
 D5.A2C2?

=2?3<?:.;02
6@
.3320A21
/F
A52

<?02
#.72B?2
A<
A52
2EA2;A
@<
. 3320A21

 ;
<?12?
A<
/2
2E0B@21
3?<:
6A@

=2?3<?:.;02
</964.A6<;@
B;12?
A56@
<;A?.0A
/F
?2.@<;
<3

<?02
#.72B?2
D6A56;

5<B?@
<3
A52
 <00B??2;02

<?
2C2;A
A52
?056A20A
;46;22?
:B@A
=?<C612
A52
<;A?.0A6;4
%33602?
D?6AA2;
;<A602
<3
6A@
 6;./696AF
A<
=2?3<?:

.@
D299
.@
.
12@0?6=A6<;
<3
A52

<?02
#.72B?2
.;1
6A@
23320A
<;
<;A?.0A
=2?3<?:.;02

*52
<;A?.0A6;4
%33602?

D699
5.C2
A52
?645A
A<
0.B@2
A52
6;@=20A6<;
<3
A52
D<?8
@6A2
A<
12A2?:6;2
A52
C.9616AF
<3
A52
?056A20A
;46;22?M@

.@@2?A6<;
<3
6A@
6;./696AF
A<
=2?3<?:

 3
A52
<;A?.0A6;4
%33602?
.4?22@
A5.A
A52
 ?056A20A
;46;22?
6@
D5<99F
<?

=.?A9F
B;./92
A<
=2?3<?:
6A@
</ 964.A6<;@
B;12?
A52
<;A?.0A
.
1 206@6<;
D699
/2
6@@B21
6;160.A6;4
A52
2EA2;A
A<

D5605
A52
?056A20A
;46;22?
6@
2E0B@21
3?<:
6A@
=2?3<?:.;02
 </ 964.A6<;@

 ;
;<
2C2;A
D699
A52
<;A?.0A<?

/2
2;A6A921
A<
:<;2F
1.:.42@
3?<:
A52
2=.?A:2;A
1B2
A<

<?02
# .72B?2


Page 119 of 102

Exhibit K
Form of Lien Waiver

GOVERNMENT OF THE DISTRICT OF COLUMBIA
DEPARTMENT OF GENERAL SERVICES
_____________________________________________________________________________________________
2000 14TH STREET, NW, 5TH FLOOR, WASHINGTON, D.C. 20009
FAX: (202) 671-0648
RELEASE OF LIEN
Project Name:
Contract No.:
Task Order No.:
Work Performed:
Contract Date:
Contract Amount:
Date:
Release of Liens:
The undersigned (insert Consultan t/Contractor), has been paid p a r t i a l p a y m e n t s t o t a l i n g t h e s u m o f
(insert net amounts), which is _____% of the current contract value, in accordance with the contract terms
for the above referenced project, and hereby indemnifies, waives , releases and holds the District of
Columbia harmless for the above referenced project, including a ll claims, right to liens, and stop work
notices upon said premises or the improvements thereon under th e statutes of the jurisdiction in which
the project is located.
In consideration of this payment due in the net amount of inser t net amount due, in accordance with
contract terms for the above referenced project. Hereby indemni fies, waives, and releases the District of
Columbia for the above referenced project. All claims, right to liens, stop work notices upon said premises
or the improvements thereon under the statues of the jurisdiction in which the project is located.
The undersigned further represents and warrants, as of this dat e, that he/she is duly authorized to sign
and execute this Release of Liens on behalf of (insert Consulta nt/Contractor); that (insert Consultant/
Contractor) has properly performed all work in accordance with t he Contract Documents and that all
consultants, subcontractors or material men have been paid for all labor, including fringe benefits,
workers compensation, materials, equipment, services, taxes, in surance premiums, and bonds (if
required), and that any materials supplied to or incorporated i n this project were taken from fully paid or
open stock with any exceptions noted below.
This letter must be signed and notarized below by authorized individuals.
Insert Consultants /Contractors name: _______________
By:___________________
Print Name: ___________________
Title: ________________ Date: _______________

DISTRICT OF COLUMBIA ) ss
I, a Notary Public in and for the District of Columbia, hereby certify that, on this ___ day of
, 20 , personally appeared before me , known to me (or satisfactorily
proven) to be the person who executed the foregoing Final Release of Liens and Claims, as
of (insert Consultant/Contactor name) who acknowledged having done so for the purposes therein
contained.
IN WITNESS WHEREOF, I have set my hand and official seal.
______________________________
Notary Public, D.C.
My commission expires: _______________________________
[NOTARIAL SEAL]
GOVERNMENT OF THE DISTRICT OF COLUMBIA
DEPARTMENT OF GENERAL SERVICES
_____________________________________________________________________________________________
2000 14TH STREET, NW, 5TH FLOOR, WASHINGTON, D.C. 20009
FAX: (202) 671-0648
FINAL RELEASE OF LIENS AND CLAIMS
Project Name:
Contract No.:
Task Order No.:
Work Performed:
Contract Date:
Contract Amount:
Date:
Final Release of Liens and Claims:
The undersigned (insert Consultant/Contactor name), in consideration of payments received and upon
receipt of the amount of a final payment of $ __________________ hereby indemnifies, waives, releases,
and holds the District of Columbia harmless for the above referenced project, including all claims, right to
liens, terminations, and stop notices upon said premises or the improvements thereon under the statutes
of the jurisdiction in which the project is located.
The undersigned further represents and warrants, as of this dat e, that he/she is duly authorized to sign
and execute this Release of Fina l Liens and Claims on behalf of (insert Consultant /Contractor; that
(insert Consultant /Contractor) has properly performed all work and furnished all materials of the specified
quality in accordance with all contract documents in an accepta ble workmanlike manner to the
Department of General Services/Construction Division, District of Columbia and that (insert Consultant
/Contractor) has paid for all la bor, including fringe benefits and workers compensation, all materials,
equipment, services, taxes, insurance premiums, and bonds (if r equired) and that any materials supplied
to or incorporated in this project have been paid.
(Insert Consultant/Contactor) is executing this Final Release of Liens and Claims for the express purpose
of inducing the District to make final disbursement and payment to (insert Consultant/Contactor name) of
$__________________.
This letter must be signed and notarized below by authorized individuals.
Insert Consultants /Contractors name: _______________
By:___________________
Print Name: ___________________
Title: ________________ Date: _______________

DISTRICT OF COLUMBIA ) ss

I, a Notary Public in and for th e District of Columbia, hereby certify that, on this ___ day of
, 20 , personally appeared before me , known to me (or satisfactorily
proven) to be the person who executed the foregoing Final Release of Liens and Claims, as
of (insert Consultant/Contactor name) who acknowledged having done so for the purposes therein
contained.

IN WITNESS WHEREOF, I have set my hand and official seal.

______________________________
N o t a r y P u b l i c , D . C .

My commission expires: _______________________________

[NOTARIAL SEAL]

Page 120 of 102

Exhibit L
Form of GMP Amendment

Page 121 of 102

GUARANTEED MAXIMUM PRICE AMENDMENT
DESIGN-BUILD AGREEMENT
HART MIDDLE SCHOOL MODERNIZATION AND INTERNAL SWING
THIS GUARANTEED MAXIMUM PRICE AMENDMENT (“Amendment”) is entered
into by and between the DISTRICT OF COLUMBIA GOVERNMENT , acting by and
through its DEPARTMENT OF GENERAL SERVICES (the “Department”) and MCN
BUILD, INC., (the “Design -Builder”) pursuant to the Agreement, dated ______________,
between the District of Columbia government, by and through the Department and the Design-
Builder, for design -build work at the Hart Middle School Modernization and Internal
Swing and to establish a Guaranteed Maximum Price (“GMP”) and Contract Time for the
Work as set forth below.
ARTICLE 1
GUARANTEED MAXIMUM PRICE
Section 1.1 Guaranteed Maximum Price . Subject to additions and deductions which
may be made only in accordance with the Agreement, the Design-Builder represents, warrants
and guarantees to the Department that the total maximum cost to be paid by the Department
for Design-Builder’s complete performance under the Agreement, including, but not limited
to, Final Completion of all Work, all services of Design-Builder under the Agreement, and all
fees, compensation and reimbursements to Design -Builder, shall not exceed the total amount
of [INSERT AMOUNT] Dollars ($[INSERT AMOUNT]) (" Guaranteed Maximum Price ").
Costs which would cause the GMP (as may be adjusted pursuant to the Contract Project
Documents) to be exceeded shall be paid by the Design-Builder without reimbursement by the
Department.
Section 1.2 GMP Components. The GMP is comprised of the maximum amount payable
by the Department for:
1.2.1 the Cost of the Work for full and complete performance of the Work in strict
accordance with the Contract Project Documents;
1.2.2 a Pre-Construction Fee for the Design -Builder, as defined in the Agreement,
in the amount of [INSERT AMOUNT];
1.2.3 a Design Fee for the Design -Builder, as defined in the Agreement, in the
amount of [INSERT AMOUNT];
1.2.4 a Design-Build Fee for the Design-Builder, as defined in the Agreement, in the
amount of [INSERT AMOUNT];
1.2.5 a Lump Sum General Conditions Cost, as defined in the Agreement, in the
amount of [INSERT AMOUNT];
1.2.6 The GMP is further broken down into line items and categories on Exhibits
____ attached hereto.

Section 1.3 Basis for the GMP. The GMP is for the performance of the Work in
accordance with the Contract Project Documents listed and attached to this Amendment and
marked Exhibits ____ through ____, as follows:
1.3.1 Exhibit ____: List of Drawings, Specifications, addenda and General,
Supplementary and other Conditions of the Agreement on which the GMP is
based.
Page 122 of 102

1.3.2 Exhibit ____: A list of Unit Prices and Allowance items as well as a statement
of their basis.
1.3.3 Exhibit ____: Assumptions and Clarifications made in preparing the
Guaranteed Maximum Price, noting in particular any exclusions. The
Assumptions and Clarifications shall take precedence over the Drawings and
Specifications, but shall be subordinate to the Agreement and the terms of this
Amendment.
1.3.4 Exhibit ____: The proposed Guaranteed Maximum Price, including a
statement of the detailed cost estimate organized by trade categories,
allowances, Contingency, and other items and the fee that comprise the
Guaranteed Maximum Price.
1.3.5 Exhibit ____: An update to the Project’s schedule to which the Design-Builder
will agree to be bound. This update shall be prepared in the same level of detail
and in the same manner as the Baseline Schedule, and without any change, to
the Substantial and Final Complet ion Dates unless approved by the
Department’s Contracting Officer
1.3.6 Exhibit ____: A subcontracting plan setting forth the names and
estimated dollar volume of the work that will be performed by LSBDEs, as
certified by the Department of Small and Local Business Development, upon
which the GMP is based.
1.3.7 Exhibit ______: A summary of Capital Cost vs Operating Cost Eligibility.
1.3.8 Exhibit ______: A list of additive alternates or deductive alternates with
defined executable dates, if any.
1.3.9 Exhibit ______: GMP and any Council Package cost estimate summary shall
be broken down into three categories as applicable: New Construction,
Renovation and Sitework, (if applicable).
1.3.10 Exhibit ______:Each GMP may include an agreed upon sum as the Design -
Builder’s Contingency and the Owner contingency, each of which shall be
identified as a separate line item in the GMP's Schedule of Values.
1.3.11 Exhibit ____: Campaign Finance Reform Act, Contractor Self Certification.
Section 1.4 Incomplete Drawings and Specifications. Design-Builder and the
Department acknowledge that the Drawings and Specifications are not complete and, as of the
date hereof, that such Drawings and Specifications have reached the level of approximately
__% complete design development Project Documents . The Design -Builder, however, has
been actively involved in the design process and hereby represents that it has a sufficient
understanding of the Project to agree to a GMP to Fully Complete the Project. The Design-
Builder hereby acknowledges that the GMP Basis Project Documents provides sufficient detail
and information to provide a firm GMP and that the GMP proposed therein is intended to
represent the Design -Builder’s offer to Fully Complete the Project. The Design-Builder and
the Department agree to work together to complete the Drawings and Specifications as
provided in this Agreement, consistent with the GMP premises and assumptions and Project
Schedule.

Page 123 of 102

Section 1.5 Design Intent; Inferable Work. Design-Builder agrees that the GMP is
based on the current state of the design, which represents approximately [__] percent complete
design development Project Documents. The GMP Basis Project Documents will include
various clarifications and assumpti ons that are intended to further define the scope of Work
that will be required to complete design. The Design -Builder has included within the GMP
sufficient amounts to cover aspects of the Work that are not shown on the GMP Basis Project
Documents. If the Department does not approve any such scope increase, the Design-Builder
shall cause the Design -Builder’s Architect to develop a design that is consistent with the
original design intent and shall complete the Work for an amount that does not exceed the
GMP.
Section 1.6 Cost Overruns. Subject to additions or deductions which may be made in
accordance with the Agreement, the Design -Builder shall be solely liable and responsible for
and shall pay any and all costs, fees and other expenditures in excess of the GMP for and/or
relating to the Work, without entitlement to reimbursement from the Department. Design -
Builder shall not be entitled to any fee, payment, compensation or reimbursement under this
Agreement or relating to the Work or Project other than as expr essly provided in the
Agreement.
Section 1.7 Allowances. The GMP includes specific "Unit Price Allowance Amounts" for
certain items as shown on the Schedule of Values and budgeted in the GMP(" Allowance
Items"). The only Allowance Items shall be those specifically identified as such in the Schedule
of Values and in the Guaranteed Maximum Price. The Allowance Amounts represent all Costs
of the Work of the Allowance Items, including, without limitation, costs of materials, labor,
handling, transportation, loading and unloading and installa tion, as determined by Design -
Builder.
Section 1.8 Capital Eligibility. While a total amount of $ _________ is being certified for
capital-eligible items only, there is an ineligible amount of $ _______, listed in Exhibit [ ] of
the contract. See the non -capital column and associated items. These items are ineligible for
capital expenditure, per the District Capital Guidelines. The goods/services are needed in
FY______. There should be no purchases, commitments, or expenditures for these items until
operating funds are available, via a purchase order for the same amount.
Section 1.9 Shared Savings . In the event there are GMP savings, excluding any Owner
Allowances and Owner Contingency, the GMP savings shall be split 70/30, with 70% allocated
to the Department and 30% allocated to the Design -Builder. The maximum allocation to the
Design-Builder shall be $990,000.00.

ARTICLE 2
INTENT, INTERPRETATION AND CORRELATION
Section 2.1 Intent of the Agreement . The intent of the Agreement is for the Design -
Builder to perform and supply, and the Department hereby engages Design -Builder to and
Design-Builder hereby agrees to perform and supply, the Work, including all necessary design
services, scheduling, pro curement, supervision, construction, and construction management
services and supply all necessary labor, materials, equipment and related work and services
necessary to fully complete the Work and obtain the intend ed results of the Contract Project
Documents, including, but not limited to the requirements of the Project Schedule and the GMP
requirements set forth in Article 1 above. The enumeration of particular items in the
Page 124 of 102

Specifications and/or Drawings shall not be construed to exclude other items. The Contract
Project Documents are complementary, and what is required by any one of the Contract Project
Documents (including either a Drawing or Specification) as being necessa ry to produce the
intended results shall be binding and required as a part of the Work as if required by all Contract
Project Documents.
Section 2.2 Design-Builder’s Compliance with Contract Project Documents . The
Design-Builder agrees, accepts and assumes that the Department's decision will require
implementation of the most stringent requirements among any conflicting provisions of the
Contract Project Documents as being part of the Work. The Design-Builder agrees to be bound
by all decisions by the Department to implement the most stringent of any conflicting
requirements within the Contract Project Documents. Any failure by Design -Builder to seek
such clarifications shall in no way limit the Department's ability to require implementation,
including replacement of installed Work at a later date at Design -Builder's sole expense, to
achieve compliance with the more stringent requirements. Without limiting the generality of
the foregoing, the Design-Builder hereby agrees as follows:
2.2.1 The failure of the Department to insist in any one or more instances upon a
strict compliance with any provision of this Agreement, or to exercise any
option herein conferred, shall not be construed as a waiver or relinquishment
of the Department's right thereafter to require compliance with such provision
of this Agreement, or as being a waiver of the Department's right thereafter to
exercise such option, and such provision or option will remain in full force and
effect.
2.2.2 If there is any inconsistency in the Drawings or any conflict between the
Drawings and Specifications, Design -Builder shall provide the better quality
or greater quantity of Work or materials, as applicable, unless the Department
directs otherwise in writing.
2.2.3 The Design-Builder shall be responsible for dividing the Work among the
appropriate Subcontractor and Vendors. No claim will be entertained by the
Department based upon the organization or arrangement of the Specifications
and/or the Drawings into areas, sections, subsections or trade disciplines.
2.2.4 Detail drawings shall take precedence over scale drawings, and figured
dimensions on the Drawings shall govern the setting out of the Work.
2.2.5 Unless the Specifications expressly state otherwise, references to documents
and standards of professional organizations shall mean the latest editions
published prior to the Effective Date.
2.2.6 Technical words, abbreviations and acronyms in the Contract Project
Documents shall be used and interpreted in accordance with customary usage
in the construction industry.
2.2.7 Whenever consent, permission or approval is required from any party pursuant
to the provisions of the Contract Project Documents, such consent, permission
or approval shall, unless expressly provided otherwise in this Agreement, be
given or obtained, as applicable, in writing.

Page 125 of 102

ARTICLE 3
[INTENTIONALLY OMITTED]

ARTICLE 4
OTHER PROVISIONS
Section 4.1 Design-Builder’s Responsibilities. The Design -Builder also expressly
acknowledges that this Project and the Work will proceed on a "fast -track" method of
construction, i.e., construction will commence without final Drawings and Specifications in
place. More specifically, while Drawings and Specifications are complete for certain portions
of Work, the design process will continue for other portions during construction based on the
GMP premises and assumptions. The Design -Builder has been, and will continue to be, an
active participant in the design process. Given such participation, the Design-Builder represents
that it is familiar with the scope and quality of those aspects of the Project that have not yet
been fully designed, and has taken su ch scope and quality matters into consideration in
preparing each component of the Guaranteed Maximum Price. The Design -Builder agrees to
work with the Department in managing the construction and design work to complete the
design process. The Design-Builder shall manage the Project, including coordinating redesign
or value engineering necessary or advisable for certain aspects of the Project at any stage of
the design process in order to bring the cost of such Work within or below, but not in excess
of, the respective allowances or the budgeted or allocated amounts for other items contained in
the Guaranteed Maximum Price. Once the Drawings and Specifications are complete, it is
recognized by the Design-Builder and the Department that the scope of the GMP may include
Work not expressly indicated on the Contract Project Documents, but which is reasonably
inferable from the Contract Project Documents, and such Work shall be performed without any
increase in the GMP or extension of Contract Time, except if and to the extent otherwise
expressly provided in this Agreement.

ARTICLE 5
MISCELLANEOUS PROVISIONS
Section 5.1 Prior Agreement Unaffected. Except as expressly agreed to herein, all of the
terms, conditions, representations and warranties set forth in the Agreement shall remain
unaffected and in full force and affect.
Section 5.2 Integrated Agreement. This Amendment and any attachment hereto set forth
the entire agreement and understanding of the parties regarding the transactions contemplated
hereby and supersede all prior oral and written agreements, arrangements and understandings
relating to the subject matter hereof. There are no oral or written agreements or understandings,
representations or warranties among the parties other than those set forth herein.
Section 5.3 Counterparts. This Amendment may be executed in one or more counterparts,
each of which shall be deemed to be an original, but all of which shall be considered one and
the same instrument.
Page 126 of 102

Section 5.4 Construction. This Agreement shall be construed fairly as to all parties and
not in favor of or against any party, regardless of which party prepared the Agreement.
IN WITNESS WHEREOF , each of the parties to this Amendment to Agreement (DCAM -
24-CS-RFP-0029) has caused it to be executed by its duly authorized representative on the
dates set forth below.

DISTRICT OF COLUMBIA GOVERNMENT, by and through its DEPARTMENT OF
GENERAL SERVICES
By:
Name:
Title:
Date:
MCN Build, INC.
By:
Name:
Title:
Date:

Page 127 of 102

Exhibit M
Reserved

Page 128 of 102

Exhibit N
FF&E and Close-Out
FF&E
The Design-Builder shall be responsible for FF&E as set forth in this Exhibit: [TBD at
GMP Amendment]

Page 129 of 102

Exhibit O
Subcontractor Performance Evaluation Form
To be determined at GMP Amendment

Page 130 of 102

Exhibit P
Equal Employment Opportunities

M E M O R A N D U M

TO: Safiullah Baran/DGS

FROM: Kenneth Saunders, Director

DATE: March 3, 2025

SUBJECT: Affirmative Action Program, MCN Build, Inc.

CONTRACT: DCAM-24-CS-RFP-0029

We have reviewed the above-referenced contractor’s EEO Employer Information Report and
agreement to comply with the requirements of Mayor's Order 85-85, submitted by DGS on
February 21, 2025. We find the forms are in conformity with the Mayor’s Order.

If your Agency has any questions, contact OHR at 202-727-4559. ALL QUESTIONS FROM
THE CONTRACTOR SHOULD BE DIRECTED TO THE APPROPRIATE AGENCY
REPRESENTATIVE, WHO MAY THEN CONTACT OHR.

OCP/TC/DCAM-24-CS-RFP-0029

Revised 10.18.2024

NOTICE OF COMPLIANCE WITH EQUAL EMPLOYMENT OPPORTUNITY (EEO)
REQUIREMENTS

Mayor’s Order 85-85, “Compliance with Equal Opportunity Requirements in Contracts,” effective
June 10, 1985 (“Mayor’s Order 85-85”); the rules implementing Mayor’s Order 85-85, 4 DCMR
§ 1100 et seq.; and the D.C. Human Rights Act of 1977, as amended, D.C. Code § 2-1401 et seq.
(“D.C. Human Rights Act”) are hereby included as part of this bid/proposal. Therefore, each
bidder/offeror shall indicate below their written commitment to comply with Mayor’s Order 85 -
85, the implementing rules, and the D.C. Human Rights Act. Failure to comply with these
provisions shall result in rejection of the respective bid/proposal.
I, Alejandra Lopez , the authorized representative of MCN Build

(Name of Contractor/Business), hereinafter referred to as “the Contractor” certify that the
Contractor is fully aware of all of all of the provisions of Mayor’s Order 85-85, the implementing
rules, and the D.C. Human Rights Act. I further certify that the Contractor shall fully comply with
Mayor’s Order 85 -85, the implementing rules, and the D.C. Human Rights Act for the trades,
crafts, and skills to be used during the term of the performance of the contract whether or not the
work is subcontracted if the Contractor is awarded the D.C. Government Contract referenced by
the contract number, solicitation number, and/or bid number entered below. Further, I certify that
the Contractor acknowledges and understands that the award of said contract and its continuation
are specifically conditioned upon the Contractor’s compliance with Mayor’s Order 85- 85, the
implementing rules, and the D.C. Human Rights Act.

Alejandra Lopez / HR Coordinator 8/5/2024

Name of Authorized Official and Title Date

MCN Build

Name of Contractor/Business

Contract/Solicitation/Bid Number

Signature of Authorized Official
Revised 10.18.2024

EQUAL EMPLOYMENT OPPORTUNITY (EEO) POLICY COMMITMENT
MCN Build
(Name of Contractor/Business) shall not discriminate against any

employee or applicant for employment because of age, color, credit information, disability, family
responsibilities, gender identity and expression, genetic information, homeless status, marital
status, matriculation, national origin, personal appearance, political affiliation, race, religion, sex,
sexual orientation, or status of a victim or family member of a victim of domestic violence, a sexual
offense, or stalking.
MCN Build (Name of Contractor/Business) agrees to take affirmative action to

ensure that applicants are employed, and that employees are treated during employment, without
regard to their age, color, credit information, disability, family responsibilities, gender identity and
expression, genetic information, homeless status, marital status, matriculation, national origin,
personal appearance, political affiliation, race, religion, sex, sexual orientation, or status of a victim
or family member of a victim of domestic violence, a sexual offense, or stalking. The affirmative
action shall include, but not be limited to, the following: (1) employment, upgrading, or transfer;
(2) recruitment or recruitment advertising; (3) demotion, layoff, or termination; (4) rates of pay, or
other forms of compensation; and (5) selection for training and apprenticeship.
MCN Build (Name of Contractor/Business) agrees to post in conspicuous

places, available to employees and applicants for employment, the above provisions concerning
non-discrimination and equal employment opportunity.
MCN Build (Name of Contractor/Business) shall, in all solicitations or

advertisements for employees placed by or on behalf of the contractor, state that all qualified
applicants will receive consideration for employment pursuant to the above provisions concerning
non-discrimination and equal employment opportunity.
MCN Build (Name of Contractor/Business) agrees to send to each labor union

or representative of workers with which it has a collective bargaining agreement, or other contract
or understanding, a notice that it will comply with the above provisions concerning non-
discrimination and equal employment opportunity and the contractor’s commitments represented
herein, and shall post copies of the notice in conspicuous places available to employees and
applicants for employment.
MCN Build (Name of Contractor/Business) agrees to permit access to all books,
records, and accounts, pertaining to its employment practices, by the Director of the Office of
Human Rights and the Contracting Agency for purposes of investigation to ascertain compliance

Revised 10.18.2024
with the above provisions concerning non-discrimination and equal employment opportunity, and
to require under terms of any subcontractor agreement each subcontractor to permit access of the
subcontractors, books, records, and accounts for such purposes.
Revised 10.18.2024
MCN Build
(Name of Contractor/Business) agrees to comply with all guidelines
concerning non-discrimination and equal employment opportunity applicable in the District of
Columbia.
MCN Build
(Name of Contractor/Business) shall include in every subcontract

the above provisions concerning non-discrimination and equal employment opportunity, so that
these provisions shall be binding upon each subcontractor or vendor.
MCN Build (Name of Contractor/Business) shall take action with respect to any

subcontract as the Contracting Officer may direct as a means of enforcing these provisions,
including sanctions for non-compliance; provided, that in the event the prime contractor becomes
involved in, or is threatened with, litigation with a subcontractor or vendor as a result of such
direction by the contracting agency, the prime contractor may request the District to enter into such
litigation to protect the interest of the District.

Alejandra Lopez / HR Coordinator 8/5/2024

Name of Authorized Official and Title Date

MCN Build

Name of Contractor/Business

Signature of Authorized Official

☐
☐
☐
☐
EQUAL EMPLOYMENT OPPORTUNITY
EMPLOYER INFORMATION REPORT

GOVERNMENT OF THE DISTRICT OF COLUMBIA
DC Office of Contracting and Procurement
Employer Information Report (EEO)
Reply to:
Office of Contracting and Procurement 441 4th
Street, NW, Suite 700 South
Washington, DC 20001
Instructions:
Two (2) copies of DAS 84-404 or Federal Form EEO-1 shall be submitted to the Office of Contracting and Procurement to
comply with Section D of this report ONLY. One copy shall be retained by the Contractor.
Section A – TYPE OF REPORT
1. Indicate by marking in the appropriate box the type of reporting unit for which this copy of the form is submitted (MARK ONLY ONE BOX)
Single Establishment Employer
(1) ☐ Single-establishment Employer Report
Multi-establishment Employer
(2) Consolidated Report
(3) Headquarters Report
(4) Individual Establishment Report (submit one
for each establishment with 25 or more employees)
(5) Special Report
2. Total number of reports being filed by this Company. 1
Section B – COMPANY IDENTIFICATION OFFICIAL (To be answered by all employers) OFFICIAL USE
ONLY
1. Name of Company which owns or controls the establishment for which this report is filed
MCN Build Inc.
a.
Address (Number and street)
1214 28th Street NW
City or Town
Washington
Country
USA
State
DC
Zip Code
20007
b.
b. Employer
Identification No. 47 -2 3 2

2. Establishment for which this report is filed.
MCN Build HQ and Baltimore
OFFICIAL USE
ONLY
a. Name of establishment MCN Build Inc. c.
Address (Number and street)
1214 28th Street NW
City or Town
Washington
Country
USA
State
DC
Zip Code
20007
d.
b. Employer
Identification No. 47 28 3 2

3. Parent of affiliated Company
N/A
a. Name of parent or affiliated Company
N/A
b. Employer Identification No.
N/A

Address (Number and street)
N/A
City or Town
N/A
Country
N/A
State
N/A
Zip Code
N/A
Section C - ESTABLISHMENT INFORMATION
1. Is the location of the establishment the same as that reported last
year?
☐ Yes ☐ No ☐ Did not report ☐ Report on combined
last year basis
2. Is the major business activity at this establishment the same
as that reported last year?
☐ Yes ☐ No ☐ Did not report ☐ Report on combined
last year basis
OFFICIAL USE
ONLY
3. What is the major activity of this establishment? (Be specific, i.e., manufacturing steel castings, retail grocer, wholesale
plumbing supplies, title insurance, etc. Include the specific type of product or service provided, as well as the principal
business or industrial activity.)
Construction Management
e.
4. MINORITY GROUP MEMBERS: Indicate if you are a minority business enterprise (50% owned or 51% controlled by minority members).
☐ YES ☐ NO
DAS 84-404 (Replaces D.C. Form 2640.9 Sept. 74 which is Obsolete) 84-2P891

SECTION D – EMPLOYMENT DATA
Employment at this establishment – Report all permanent, temporary, or part-time employees including apprentices and on-the-job trainees
unless specifically excluded as set forth in the instructions. Enter the appropriate figures on all lines and in all columns. Blank spaces will be
considered as zero. In columns 1, 2, and 3, include ALL employees in the establishment Including those in minority groups
JOB
CATEGORIES
TOTAL EMPLOYEES IN
ESTABLISHMENT
MINORITY GROUP EMPLOYEES
MALE FEMALE
Total
Employees
Including
Minorities
(1)
Total Male
Including
Minorities
(2)
Total
Female
Including
Minorities
(3)

Black

(4)

Asian

(5)
American
Indian

(6)

Hispanic

(7)

Black

(8)

Asian

(9)
American
Indian

(10)

Hispanic

(11)
Officials and
Managers 76 66 10 17 3 0 5 3 2 0 2
Professionals
38 28 10 7 12 0 1 4 0 0 1
Technicians
1 1 0 0 0 0 1 0 0 0 0
Sales Workers
4 0 4 0 0 0 0 0 0 0 0
Office and
Clerical 6 1 5 0 1 0 0 1 2 0 1
Craftsman
(Skilled) 14 14 0 5 1 0 5 0 0 0 0
Operative (Semi-
Skilled) 0 0 0 0 0 0 0 0 0 0 0
Laborers
(Unskilled) 0 0 0 0 0 0 0 0 0 0 0
Service Workers
0 0 0 0 0 0 0 0 0 0 0
TOTAL
139 119 29 29 14 0 12 8 4 0 4
Total employ
reported
in previous report
134 106 28 29 14 0 12 8 4 0 4
(The trainee below should also be included in the figures for the appropriate occupation categories above)
Formal
On-
The-Job
Trainee
White
collar
(1) (2) (3) (4) (5) (6) (7) (8) (9) (10) (11)
Production
1. How was information as to race or ethnic group in Section D obtained? 2. Dates of payroll period used: 7/6/2024-7-19-2024
a. ☐Visual Survey c. ☐Other Specify 3. Pay period of last report submitted for this
b. ☐Employment Record ADP Employment profile establishment: 6/8/2024-6/21/2024
Section E – REMARKS Use this Item to give any identification data appearing on last report which differs from that given above, explain major changes
in composition or reporting units, and other pertinent information.
Section F - CERTIFICATION
Check one ☐ (1) All reports are accurate and were prepared in accordance with the instructions (check on consolidated only)
☐ (2) This report is accurate and was prepared in accordance with the instructions.

Alejandra Lopez Human Resource Coordinator 8/5/2024
Name of Authorized Official Title Signature Date
Name of person contact regarding this report Address (Number and Street)
Alejandra Lopez 1214 28th St NW
Title City and State Zip Code Telephone Number Extension
Human Resource Coordinator Washington 20007 202.333.3424
INFORMATION CITED HEREIN SHALL BE HELD IN CONFIDENCE
Page 131 of 102

Exhibit Q
Living Wage Act

GOVERNMENT OF THE DISTRICT OF COLUMBIA
Department of Employment Services

MURIEL BOWSER DR. UNIQUE MORRIS-HUGHES
MAYOR DIRECTOR

4058 Minnesota Ave, N.E. • Suite 3600 • Washington, D.C. 20019 • Office: 202.671.1900
LIVING WAGE ACT FACT SHEET

The Living Wage Act of 2006, D.C. Code §§ 2- 220.01 – 2-220.11, provides that District of Columbia government
contractors and recipients of government assistance (grants, loans, tax increment financing) , in the amount of
$100,000 or more, shall pay affiliated employees wages at no less than the current living wage rate.
Effective January 1, 2025 until June 30, 2025, the Living Wage rate is $17.50
per hour.
Effective July 1, 2025, the District’s Minimum Wage and Living Wage rates
will increase to $17.95 per hour.

Subcontractors of D.C. government contractors , who receive $15,000 or more from the contract , and subcontractors
of the recipients of government assistance, who receive $50,000 or more from the assistance, are also required to pay
their affiliated employees no less than the current living wage rate.
“Affiliated employee” means any individual employed by a recipient who receives compensation directly from
government assistance or a contract with the District of Columbia government, including any employee of a
contractor or subcontractor of a recipient who performs services pursuant to government assistance or a contract.
The term “affiliated employee” does not include those individuals who perform only intermittent or incidental
services with respect to the government assistance or contract, or who are otherwise employed by the contractor,
recipient or subcontractor.
Exemptions – The following contracts and agreements are exempt from the Living Wage Act:
1. Contracts or other agreements that are subject to higher wage level determinations required by federal
law (i.e., if a contract is subject to the Service Contract Act and certain wage rates are lower than the
District’s current living wage, the contractor must pay the higher of the two rates);

2. Existing and future collective bargaining agreements, provided that the future collective bargaining
agreement results in the employee being paid no less than the current living wage;

3. Contracts for electricity, telephone, water, sewer or other services provided by a regulated utility;

4. Contracts for services needed immediately to prevent or respond to a disaster or imminent threat to
public health or safety declared by the Mayor;

5. Contracts or other agreements that provide trainees with additional services including, but not limited
to, case management and job readiness services, provided that the trainees do not replace employees
subject to the Living Wage Act;

6. An employee, under 22 years of age, employed during a school vacation period, or enrolled as full-time
student, as defined by the respective institution, who is in high school or at an accredited institution of
higher education and who works less than 25 hours per week; provided that students not replace
employees subject to the Living Wage Act;

7. Tenants or retail establishments that occupy property constructed or improved by receipt of
government assistance from the District of Columbia; provided, that the tenant or retail establishment
did not receive direct government assistance from the District of Columbia;

8. Employees of nonprofit organizations that employ not more than 50 individuals and qualify for taxation
exemption pursuant to Section 501 (c) (3) of the Internal Revenue Code of 1954, approved August 16,
1954 (68 A Stat. 163; 26. U.S.C. §501(c)(3));

9. Medicaid provider agreements for direct care services to Medicaid recipients, provided, that the direct
care service is not provided through a home care agency, a community residence facility, or a group
home for persons with intellectual disabilities as those terms are defined in section 2 of the Health-Care
and Community Residence Facility, Hospice, and Home Care Li censure Act of 1983; D.C. Official
Code § 44-501; and

10. Contracts or other agreements between managed care organizations and the Health Care Safety Net
Administration or the Medicaid Assistance Administration to provide health services.

Enforcement
The Department of Employment Services (DOES) Office of Wage -Hour and the D.C. Office of Contracting and
Procurement share monitoring responsibilities.
Home Care Final Rule: The Department of Labor extended overtime protections to home care workers
and workers who provide companionship services. Employers within this industry are now subject to
recordkeeping provisions.
If you learn that a contractor subject to this law is not paying at least the current living wage, you should report it to
the contracting officer. If you believe that your employer is subject to this law and is not paying at least the current
living wage, you may file a complaint with the DOES Office of Wage - Hour, located at 4058 Minnesota Avenue,
N.E. Suite 3600, Washington, D.C. 20019, call (202) 671-1880, or file your claim on-line: www.does.dc.gov. Go to
“File a Claim” tab.
For questions and additional information, contact the Office of Contracting and Procurement at (202) 727-0252 or the
Department of Employment Services on (202) 671-1880.
Please note: This fact sheet is for informational purposes only as required by Section 106 of the Living Wage Act. It should not
be relied on as a definitive statement of the Living Wage Act or any regulations adopted pursuant to the law.
THE LIVING WAGE ACT OF 2006
D.C. Code §§ 2-220.01 – 2-220.11
Recipients of new contracts or government assistance shall pay affiliated employees and subcontractors who
perform services under the contracts no less than the current living wage.
Effective January 1, 2025 until June 30, 2025, the Living Wage rate is $17.50 per hour.
Effective July 1, 2025, the District’s Minimum Wage and Living Wage rates will increase to
$17.95 per hour.
The requirement to pay a living wage applies to:
 All recipients of contracts in the amount of $100,000 or more, and all subcontractors that receive
$15,000 or more from the funds received by the recipient from the District of Columbia, and
 All recipients of government assistance in the amount of $100,000 or more, and all subcontractors of
these recipients that receive $50,000 or more from the government assistance received by the
recipient from the District of Columbia.
“Contract” means a written agreement between a recipient and the District government.
“Government assistance” means a grant, loan, or tax increment financing that result in a financial benefit
from an agency, commission, instrumentality, or other entity of the District government.
“Affiliated employee” means any individual employed by a recipient who received compensation directly
from government assistance or a contract with the District of Columbia government, including employees of
the District of Columbia, any employee of a contractor or subcontractor of a recipient who performs
services pursuant to government assistance or contract. The term “affiliated employee” does not include
those individuals who perform only intermittent or incidental services with respect to the contract or
government assistance or who are otherwise employed by the contractor, recipient, or subcontractor.

Certain exemptions apply: 1) Contracts or agreements subject to wage determinations required by federal law
which are higher than the wage required by this Act; 2) Existing and future collecting bargaining agreements,
provided that the future agreement results in employees being paid no less than the current living wage; 3)
contracts for electricity, telephone, water , sewer performed by regulated utilities; 4) contracts for services needed
immediately to prevent or respond to a disaster or imminent threat declared by the Mayor; 5) contracts awarded to
recipients that provide trainees with services, including but not limited to case management and job readiness
services, provided the trainee does not replace employees; 6) employees under 22 years of age employed during a
school vacation period, or enrolled as a full-time student who works less than 25 hours per week; 7) tenants or
retail establishments that occupy property constructed or improved by government assistance, provided there is no
receipt of direct District government assistance; 8) employees of nonprofit organizations that employ not more
than 50 individuals and qualify for 501(c)(3) status; 9) Medicaid provider agreements for direct care services to
Medicaid recipients, provided, that the direct care service is not provided through a home care agency, a
community residence facility, or a group home for persons with intellectual disabilities as those terms are defined
in section 2 of the Health-Care and Community Residence Facility, Hospice, and Home Care Licensure Act of
1983; D.C. Code § 44-501; and 10) contracts or agreements between managed care organizations and the Health
Care Safety Net Administration or the Medicaid Assistance Administration to provide health services.

Home Care Final Rule: The Department of Labor extended overtime protections to home care workers and
workers who provide companionship services. Employers within this industry are now subject to recordkeeping
provisions.

Each recipient and subcontractor of a recipient shall provide this notice to each affiliated employee covered by this notice, and
shall also post this notice in a conspicuous site in its place of business. All recipients and subcontractors shall retain payroll
records created and maintained in the regular course of business under District of Columbia law for a period of at least 3 years.

To file a claim, visit: Department of Employment Services, Office of Wage-Hour, 4058 Minnesota Avenue, NE, Suite 3600,
Washington, D.C. 20019; call: (202) 671-1880; or file your claim on-line: does.dc.gov. Go to “File a Claim” tab.
Page 132 of 102

Exhibit R
Award Fee Pool

Pag Page 43 of 88
a) The Design-Builder shall be eligible to earn up to thirty-three percent (33%) of the
Award Fee Pool based on the overall level of quality of the Project as delivered (such
amount, the “Quality Incentive Amount”). Entitlement to this portion of the Award Fee
Pool shall be determined by an award fee committee (the “Award Fee Evalua tion
Committee”), which will be appointed by the Design-Builder and the Department within
sixty (60) days after award. The Award Fee Evaluation Committee shall consist of the
following people:
i. DGS Capital Construction Division (“CCD”) Deputy Director, or their
designee;
ii. DCPS Chief of Facilities, or their designee;
iii. DGS CCD representative; and
iv. DCPS Facilities representative.
Panelist shall not be an individual who has day -to-day interactions or involvement on the
Project. Panelist shall not be an individual who is presently involved in an active project
with the Design-Builder. Upon Substantial Completion, the Award Fee Evaluation
Committee shall inspect the Project and assess , for each of the areas of the Project listed
below, the overall appearance, functionality and level of quality found in the Work. In
making this determination, the Award Fee Evaluation Committee shall ave rage their
individual scores into a single score based upon the following scale:
i. 0 points – the Design-Builder failed to meet the minimum requirements of
the project and/or quality.
ii. 1 point – the Design-Builder marginally met the minimum requirements of
the Project and/or quality with major deficiencies
iii. 2 points – The Design-Builder marginally met the minimum requirements
of the Project and/or quality with minor deficiencies
iv. 3 points – The Design-Builder met the requirements of the project and/or
quality with minimal deficiencies
v. 4 points – The Design-Builder met some requirements and/or quality and
exceeded others. There were no deficiencies.
vi. 5 points – The Design-Builder exceeded most, if not all, the requirements
of the Project and/or quality with no deficiencies.
If the Award Fee Evaluation Committee’s average score is 4 points or greater, then the
Design-Builder shall be entitled to the full award fee. If the average score is less than 4,
then the average score shall be divided by four (4) and then multiplied by the award fee.
That shall be the amount of the award fee that shall be given to the Design-Builder.
Example 1: The average score is 3.5 , and the award fee is $200,000. The Design-Builder
shall be entitled to $175,000. Example 2: The average score is 4.1 , and the award fee is
$200,000. The Design-Builder shall be entitled to $200,000. At a minimum, the Award Fee
Evaluation Committee shall evaluate the following for their scoring:
i. Main entrance to the building, both exterior and interior;
ii. Playground, if included;
iii. Playing fields, if included;
Award Fee Determination. The Design-Builder shall be entitled to the At-Risk Portion
as follows:
Pag Page 44 of 88
iv. Gymnasium;
v. Façade, not including windows;
vi. Windows (exterior), including any framing;
vii. Public space that was part of the Design-Builder’s scope;
viii. Cafeteria;
ix. Auditorium, if included;
x. Discovery Commons area(s);
xi. Library;
xii. Level of completeness of punchlist;
xiii. Historic elements, if included;
xiv. Plantings and landscaping;
xv. Interior finishes in hallways;
xvi. Interior finishes in classrooms; and
xvii. Interior finishes in offices.
Prior to being eligible for the Quality Incentive Walk , all quality control and quality
assurance-related deficiencies documented by the District shall be resolved and accepted
as resolved by the District.
b) If the Design -Builder achieves Substantial Completion of the Project as stated in
Section 1.5 on time the Design -Builder shall be entitled to receive thirty-three percent
(33%) of the At Risk Portion (i.e. 10% of the Design-Build Fee). Entitlement to this portion
of the Award Fee Pool shall be based on the final outcome of the Project and the Project
has been successfully turned over to the District. For the avoidance of doubt , the Design-
Builder shall not be entitled to earn such portion of the Award Fee Pool even if the failure
to deliver on -time was caused by DCPS, the Department, delays resulti ng from the
permitting or zoning process, or an event of Force Majeure.
c) If the Design-Builder achieves Final Completion of the Project as stated in Section 1.5,
the Design-Build Fee and the final amount due to the Design -Builder (inclusive of the
Preconstruction Fee, the Design Budget, the earned portions of the Award Fee, the Base
Design-Build Fee and the Lump Sum General Conditions Cost) is less than one hundred
three percent (103%) or the Project Budget as stated in Section 1.3 unless changed by the
direction of DGS, the Design-Builder shall earn thirty-four percent (34%) of the At-Risk
Portion (i.e. 10% of the Design -Build Fee). Entitlement to this portion of the Award Fee
Pool shall be based on the final outcome of the Project. For the avoidance of doubt, the
Design-Builder shall not be entitled to earn such portion of the Award Fee Pool even if the
failure to deliver within the (103%) cost goal was caused by DCPS, the Department, delays
resulting from the permitting or zoning process, or an event of Force Majeure.
Page 133 of 102

Exhibit S
BIM Requirements

Link to BIM

https://app.box.com/s/4eifgaq59tancyiiau7f70rkxs0cj66v
Page 134 of 102

Exhibit T
DGS Close-Out Manual

Link to DGS Close-Out Manual
https://app.box.com/s/d9tbk42pwp8vwdic1ruzw0i4djt6zj4c
Page 135 of 102

Exhibit U
Quality Control Master Program

Link to Quality Control Master Program
https://app.box.com/s/nkmij7rggar3idbttbq3zqme5adam5su
Page 136 of 102

Exhibit V
First Source Employment Agreement and Revised Employment Plan

GOVERNMENT OF THE DISTRICT OF COLUMBIA
Departmentof Employment Services
kok
—
bel
MURIEL BOWSER Dr. UNIQUE MorRIS-HUGHES
Mayor Director
February5,2025
SafiullahBaran
ContractSpecialist‘Contractsand ProcurementDi
DepartmentofGeneralServices

EnclosedisyourcopyofthesignedFirstSourceEmploymentAgreementbetweentheD.C.DepartmentofEmploymentServices(DOES)andMCN Build,IncC)Developer,GeneralContractor62or
Subcontractor(J.UnderthetermsoftheAgreement,youarerequiredtouseDOESasthefirstsourceto
fillallnewjobscreatedasaresultofProject:Hart MiddleSchoolModerizationandInternalSwing.

YoumustregisterandpostyourjobvacanciestotheDepartmentofEmploymentServices’VirtualOne-‘Stop(VOS) atwww.denetworks.org.

Inaddition,youarerequiredtohavethefollowingpercentageofhoursworkedbyDistrictresidents:20%ofjourneyworkerhours;60%ofapprenticehours;51%ofskilledlaborerhours;and70%ofcommonlaborerhours.Further,DistrictresidentsregisteredinprogramsapprovedbytheDistrictofColumbiaApprenticeshipCouncilshallwork35%ofallapprenticeshiphoursworkedinconnectionwiththeProject,or60%whereapplicable.

Reminder:AllGeneralContractorsmustinvitetheirsubcontractorsthataresubjecttotheFirstSourceEmploymentAgreementrequirements,tojointheprojectusingtheFirstSourceOnlineRegistration&ReportingSystem(FORRS),websitehttp:/firstsource.dc.gov.Additionally,contractorsarerequiredtoreporthoursworkedpercentagesthroughoutthedurationofyourcontract.ContactthemonitorlistedbelowregardingLCP Trackersubmission,

Ifyouhaveanyquestionsorneedadditionalinformation,pleasecontactDecarloWashington,(202)698-5772,decarlo.washington@de.gov
Sincerely,
DanielKing,AssociateDirectorOfficeofFirstSourceCompliance
Enclosure
4058MinnesotaAve,N.E.*Suite5000+Washington,D.C.20019»Office:202.671.1900
f)FIRSTSOURCE AGREEMENT AND EMPLOYMENT PLAN
DDocusignEnvelope106080A701-A2A2-4048.8ABS.7578275B75AC
ke xea —GOVERNMENTOFTHEDISTRICTOFCOLUMBIA— FIRSTSOURCEEMPLOYMENTAGREEMENTFOR —‘CONSTRUCTIONPROJECTSONLY
GOVERNMENT-ASSISTEDPROJECT/CONTRACTINFORMATIONCONTRACTISOLICITATIONNUMBER:Scaio4-csnronasDISTRICTCONTRACTINGAGENCY:DGS.CONTRACTINGOFFICER:PetreeTELEPHONENUMBER:Deterhenry,yonda@de.govTOTALCONTRACTAMOUNT:122.000000
THISSECTIONTOBECOMPLETEDBYTHEBENEFICIARYONLY:TOTALGOVERNMENTASSISTEDFUNDEDAMOUNT:5122009000 DATE10424(CONTRACTCOGRANTCILOANOTAXABATEMENTOR EXEMPTION[ILANDTRANSFER(GLANDDISPOSITIONANDDEVELOPMENTAGREEMENTQTAXINCREMENTFINANCINGCLANYADDITIONALLEGISLATION,IFYES,

D.C.CODEWGENERALCONTRACTORWILLMEETTHEHIRINGORHOURSWORKEDPERCENTAGESREQUIREMENTS FOR ENTIREPROJECT(@]OR PER EACH SUBCONTRACTOR|}
PROJECTNAME:1DOE SOHO.MODERWZATONARORTERULSWING)

PROJECTADDRESS:1MosesCITY:Wastngon STATE:© ‘CODE:smePROJECTSTARTDATE:Foy 2 PROJECTENDDATE:2 162025EMPLOYERSTARTDATE:fe2an102005 EMPLOYERENDDATE:216.50
EMPLOYERINFORMATIONEMPLOYERNAME:MON8st,EMPLOYERADDRESS:CITY:vesingon ZIPCODE:2007

‘TELEPHONENUMBER: FEDERALIDENTIFICATIONNO.«720000,CONTACT PERSON:stonySebaTITLE;DenlorVirector,Contracts& mn
E-MAIL:Pinnsorav@mertandcom TELEPHONE— NUMBER: 0390904
CERTIFIEDBUSINESSENTERPRISESCERTIFICATIONNUMBER:Wt174s04205
D.C.APPRENTICESHIPCOUNCILREGISTRATIONNUMBEI
AREYOUA SUBCONTRACTORL]YES[@] NO IFYES,NAME OFPRIMECONTRACTOR:
MCN Build,inc.

‘ThisFirstSourceEmploymentAgreement(Agreement),inaccordancewithWorkforceIntermediaryEstablishmentandReformoftheFirstSourceAmendmentActof2011(D.C.OfficialCode§§2-219.01~2.219.05),andrelevantprovisionsoftheApprenticeshipRequirementsAmendmentActof2004(D.C.OfficialCode§2-219.03and§32-1431)isarequiredagreementbetweentheDistrictofColumbiaDepartmentofEmploymentServices(DOES)andEMPLOYER.
EMPLOYER, includestheBeneficiaryandallcontractorsandsubcontractors,isworkcontractorprojectthathasreceived:
D._DCC.Governmentassistancevaluedbetween$300,000and$5milliondollars,requiredtomake@oodfaithefforttoensurethat51%ofallnewhiresareDistrictresidents.(D.C.OfficialCode§2=219%K1(A))
71 D.C.Governmentassistancevaluedat$5millionormore,requiredtohavethefollowingpercentageofhoursworkedineachclassificationbyDCresidents;20%ofjourneyworkerhours;60%ofapprenticehours;51%ofskilledlaborerhours;70%ofcommonlaborerhoursforalljobscreatedbytheProject.(DC.OfficialCode§2-219.03(AXA)
Page1of11 inSoueEmploymentAgreement,RevdFray 18.2018
‘DocutignEnvelopeID:€604701-A2A2-4048-9AB-7578275875AC
DOESjsthefirstsourceforrecruitment,referral,andplacementofnewhiresoremployeesforalljobscreatedbytheGovernmentAssistedProjectorContract(Project).
‘ThePartiesagreetothetermsandconditionsoftheAgreementasfollows:
DEFINITIONS
‘ThefollowingdefinitionsshallgovernthetermsusedinthisAgreement.A
B.p
Apprenticemeansaworkerwhoisemployedtolearnanapprenticeableoccupationunderthetermsandconditionsofapprovedapprenticeshipstandards.
Beneficiarymeans:1.ThesignatorytoacontractexecutedbytheMayorwhichinvolvesanyDistrictofColumbiagovernmentfunds,orfundswhich,inaccordancewithafederalgrantor,theDistrictgovernmentadministersandwhichdetailsthenumberandn ofalljobscreatedbya governmentassistedProjectforwhichthebeneficiaryisrequiredtousetheFirstSourceRegister;
2.A recipientofa Districtgovernmenteconomicdevelopmentactionincludingcontracts,grants,loans,taxabatements,landtransfersforredevelopment,o taxincrementfinancingthatresultsinafinancialbenefitof$300,000ormorefromanagency,commission,instrumentality,orotherentityoftheDistrictgovernment,includingafinancialorbankinginstitutionwhichservesastherepositoryfor$1millionormoreofDistrictofColumbiafunds.

ContractingAgencymeansanyDistrictofColumbiaagencythatawardedagovernmentassistedProjecttotaling$300,000ormore.

Directlaborcostsmeansallcosts,includingwagesandbenefits,associatedwiththehiringandemploymentofpersonnelassignedtoaprocessinwhichpayrollexpensesaretracedtotheunitsofoutputandareincludedinthecostofgoodssold.
EMPLOYERmeansanyentityawardedagovernmentassistedProjecttotaling$300,000ormore,includingallindividualcontractorandsubcontractorentitiesatanytierwhoworkoontheProject.
FirstSourceEmployerPortalisawebsiteconsistingofa connectedgroupofstaticanddynamicwebpageswiththeabilityforEmployerstoenterdatausingtheinternet.ThewebsiteisaccessiblebyaUniformResourceLocator(URL)andismaintainedbyDOES.‘ThewebsiteprovidesreportinginformationtoFirstSourceEMPLOYERS.

FirstSourceRegistermeanstheDOESAutomatedApplicantFiles,whichconsistsofthenamesofDCresidentsregisteredwithDOES.
GoodfaitheffortmeansanEMPLOYERhasexhaustedallreasonablemeanstocomplywithanyaffirmativeaction,hiring,orcontractualgoal(s)pursuanttotheFirstSourcelawand‘Agreement.

Government-assistedprojectorcontract(Project)meansanyconstructionornon-constructionProjectthatreceivesfundsorresources,valuedat$300,000ormore,fromtheDistrictofColumbia,orfundsorresourceswhich,in accordancewithafederalgrantorotherwise,the DistrictofColumbiagovernmentadministers,includingcontracts,grants,loans,taxabatementsorexemptions,landtransfers,landdispositionanddevelopmentagreements,taxincrementfinancing,oranycombinationoftheaforementioned.
Page2of11 PirtSoweeBp eneReeFb 2018

‘DocusignEnvelopeID;6080701-A2A2-4048.9ABB.7576275675AC
4 HardtoemploymeansaDistrictofColumbiaresidentwhoisconfirmedbyDOESas:
Anex-offenderwhohasbeenreleasedfromprisonwithinthelast10yea‘AparticipantoftheTemporaryAssistanceforNeedyFamiliesprogram;AparticipantoftheSupplementalNutritionAssistanceProgram;LivingwithapermanentdisabilityverifiedbytheSocialSecurityAdministrationorDistrictvocationalrehabilitationprogramy;‘Unemployedfor6monthsormoreinthelast12-monthperiod;Homeless;A participantorgraduateoftheTransitionalEmploymentProgramestablishedby§32-1331;oF
8.AnindividualwhoqualifiedforinclusionintheWorkOpportunityTaxCreditProgramascertifiedbytheDepartmentofEmploymentServices.

Indirectlaborcostsmeansallcosts,includingwagesandbenefits,thatarepartofoperatingexpensesandareassociatedwiththehiringandemploymentofpersonnelassignedtotasksotherthanproducingproducts.

Jobsmeansanyunionandnon-unionmanagerial,non-managerial,professional,nonprofessional,technicalornontechnicalpositionincluding:clericalandsalesoccupations,serviceoccupations,processingoccupations,machinetradeoccupations,benchworkis,structuralworkoccupations,agricultural,fishery,forestry,andrelated‘occupations,andanyotheroccupationsastheDepartmentofEmploymentServicesmayidentifyintheDictionaryofOccupationalTitles,UnitedStatesDeparimentofLabor.

:Individual(s)newlyhiredbytheEMPLOYERtoperformworkonagovernmentassistedProject.

TransferProject.ExistingEMPLOYERemployeewhohasbeenmovedfromoneProjecttoanother

Journeymanmeansaworkerwhohasattainedalevelofskill,abilitiesandcompetenciesrecognizedwithinanindustryashavingmasteredtheskillsandcompetenciesrequiredforthe‘occupation.
RevisedEmploymentPlanmeansadocumentpreparedandsubmittedbytheEMPLOYERthatincludesthefollowing:

1A projectionofthetotalnumberofhourstobeworkedontheProjectbytrade;
2A projectionofthetotalnumberofjourneyworkerhours,bytrade,tobeworkedontheProjectandthe(otalnumberofjourneyworkerhours,bytrade,tobeworkedbyDCresidents;
3.A projectionofthetotalnumberofapprenticehours,bytrade,tobeworkedontheProjectandthetotalnumberofapprenticehours,bytrade,tobeworkedbyDCresidents;
4.A projectionofthetotalnumberofskilledlaborerhours,bytrade,tobeworkedontheProjectandthetotalnumberofskilledlaborerhours,bytrade,tobeworkedbyDCresidents,
5.A projectionofthetotalnumberofcommonlaborerhourstobeworkedonthePage3of11 FesScarceEmplymentderenReiFeta15,2018
DDoeusignEnvelopeID:6060A7O1-A2A2-4048-9ABE-7578275875AC
ProjectandthetotalnumberofcommonlaborerhourstobeworkedbyDCresidents;
6 A timetableoutliningthetotalhoursworkedbytradeoverthelifeoftheProjectandanassociatedhiringschedul

7.Descriptionsoftheskillrequirementsbyjobtitleorposition,includingindustry-recognizedcertificationsrequiredforthedifferentpositions;
8 AstrategytofillthehoursrequiredtobeworkedbyDCresidentspursuanttothisparagraph,includinga componenton communicatingtheserequirementstocontractorsandsubcontractorsandacomponentonpotentialcommunityoutreachpartnershipswiththeUniversityoftheDistrictofColumbia,theUniversityoftheDistrictofColumbiaCommunityCollege,theDepartmentofEmploymentServices,JointlyFundedApprenticeshipPrograms,theDistrictofColumbiaWorkforceIntermediary,orothergovernment-approved,community-basedjobtrainingproviders;

9.A remediationstrategytoameliorateanyproblemsassociatedwithmeetingthesehiringrequirements,includinganyproblemsencounteredwithcontractorsandsubcontractors;
10,ThedesignationofaseniorofficialfromtheEMPLOYER(S)orgeneralcontractor‘whowillberesponsibleforimplementingthehiringandreportingrequirements;

IL.DescriptionsofthehealthandretirementbenefitsthatwillbeprovidedtoDCresidentsworkingontheProject;

12.A strategytoensurethatDistrictresidentswhoworkontheProjectreceiveongoingemploymentand trainingopportunitiesaftertheycompleteworkonthejobforwhichtheywereinitiallyhiredandareviewofpastpracticesincontinuingtoemployDCresidents(romoneProjecttothenext;

13.A strategytohiregraduatesofDistrictofColumbiaPublicSchools,DistrictofColumbiapubliccharterschools,andcommunity-basedjobtrainingproviders,andhard-to-employresidents;and
4.A disclosureofpastcompliancewiththeWorkforceActandtheDavis-BaconAct,whereapplicable,andthebidderorofferor'sgeneralDCresidenthiringpracticesonprojectsorcontractscompletedwithinthelast2years.
Q.TierSubcontractormeansanysubcontractorselectedbytheprimarycontractortoperformportion(s)orallworkrelatedtothetradeoroccupationarea(s)onaProjectsubjecttothisFirstSourceAgreement.

R.WashingtonMetropolitanStatisticalAreameanstheDistrictofColumbia;VirginiaCitiesofAlexandria,Fairfax,FallsChurch,Fredericksburg,Manassas,andManassasPark;theiiaCountiesofArlington,Clarke,Fairfax,Fauquier,Loudon,PrinceWilliam,Spotsylvania,Stafford,andWarren;theMarylandCountiesofCalvert,Charles,Frederick,MontgomeryandPrinceGeorges;andtheWestVirginiaCountyofJefferson.

S.WorkforceIntermediaryPilotProgrammeanstheintermediarybetweenemployersandtrainingproviderstoprovideemployerswithqualifiedDC residentjobapplicants.SeeDCOfficialCode§ 2-219.04b.
Page4.ofLL ArSinrceBmpipmentApementRensFebru3.2018
DDocusignEnvelopeID:6060A701-A2A2-4048.9AB8-7578275B75AC
Agreement

GENERAL TERMS
. Subjecttothetermsandconditionssetforthherein,DOESwillreceivetheAgreementfrom

theContractingAgencynolessthan7calendardaysinadvanceoftheProjectstartdate.NoworkassociatedwiththerelevantProjectcanbeginuntiltheAgreementhasbeenacceptedbyDOES.
‘TheBeneficiaryand/orEMPLOYERshallrequireallProjectcontractorsandsubcontractors,underaProjectreceivinggovernmentassistanceorbenefitsvaluedat$300,000ormore,toenterintoanAgreementwithDOES.

Itakeaffectoncebeneficiary/EmployerawardedcontractandstartworkonthegovernmentassistedProjectandnowork canbeginpriortoexecutionoftheAgreementandwillbefullyeffectivethroughtheduration,anyextensionormodificationsoftheProject,anduntilsuchtimeasconstructioniscompleteanda certificateofoccupancyisissued.

1.IfanEMPLOYERbeganworkpriortotheexecutionofa FirstSourceEmploymentAgreement,theEMPLOYERshallceaseworkontheProjectandsigna FirstSourceEmploymentAgreementtobeboundbytheapplicableFirstSourceEmploymentAgreementrequirements,retroactively,fromthestartofworkthroughoutthedurationofthecontract.

DOESwillproviderecruitment,referral,andplacementservicestotheEMPLOYER,subjecttothe limitationsinthisAgreement,

DOESandtheEMPLOYERagreethat,forpurposesofthisAgreement,newhiresandjobscreatedfortheProject(bothunionandnonunion)includeallofEMPLOYER'SjobopeningsandvacanciesintheWashingtonMetropolitanStatisticalAreacreatedfortheProjectasaresultofinternalpromotions,terminations,andexpansionsoftheEMPLOYER'SworkforcasaresultofthisProject.

j.ThisAgreementincludesapprenticesasdefinedinD.C.OfficialCode§§32-1401-1431
DOESwillmakeeveryeffort10workwithinthetermsofallcollectivebargainingagreementstowhichtheEMPLOYERisaparty.TheEMPLOYERwillprovideDOESwrittendocumentationthattheEMPLOYERhasprovidedtherepresentativeofanycollectivebargainingunitinvolvedwiththisProject«copyofthisAgreementandhasrequestedcommentsorobjections.Iftherepresentativehasanycommentsorobjections,theEMPLOYERwillpromptlyprovidethemtoDOES.

‘TheEMPLOYERwhocontractswiththeDistrictofColumbiagovernmenttoperformconstruction,renovationwork,orinformationtechnologyworkwithasinglecontract,orcumulativecontracts,ofatleast$500,000,withina 12-monthperiodwillberequiredtoregisteranapprenticeshipprogramwiththeDistrictofColumbiaApprenticeshipCouncilasrequiredbyDCCode32-1431

If,duringthetermofthisAgreement,theEMPLOYERshouldtransferpossessionofalloraPortionofitsbusinessconcernsaffectedbythisAgreementtoanyotherpartybylease,sale,assignment,merger,orotherwisethisFirstSourceAgreementshallremaininfullforceandeffectandtransfereeshallremainsubjecttoallprovisionsherein.Inaddition,theEMPLOYERasaconditionoftransfershall:

1 NotifythepartytakingpossessionoftheexistenceofthisEMPLOYER'SFirstSourceEmploymentAgreement.
2.NotifyDOESwithin7businessdaysofthetransfer.Thisnoticewillincludethe
PageSofLI AraSuseEmploymentAprementRevsFeb 1.2018
DDocusignEnvelopeI:6080A701-AZA2-4048-9AB8-7578275B75AC
WV.
v,
nameofthepartytakingpossessionandthenameandtelephoneofthatparty'srepresentative.
1.TheEMPLOYERandDOES may mutuallyagreetomodifythisAgreement.Any‘modificationshallbeinwriting,signedbytheEMPLOYERandDOESandattachedtotheoriginalAgreement.
J.TotheextentthatthisAgreementisinconflictwithanyfederallaborlawsorgovernmentalregulations,thefederallawsorregulationsshallprevail
TRAINING
‘A.DOESandtheEMPLOYERmayagreetodevelopskillstrainingandon-the-jobprogramsasapprovedbyDOES;thetrainingspecificationsandcostforsuchtraining,mutuallyagreeduponbytheEMPLOYERandDOESandwillbesetforthinaseparate‘TrainingAgreement.

RECRUITMENT
‘A.TheEMPLOYERshallcompletetheattachedRevisedEmploymentPlanthatwillincludetheinformationoutlinedinSection1.P.
B. TheEMPLOYERshallregisterandpostalljobvacancieswiththeJobBankServicesofDOESat www.denetworks.orgaminimumof10days.Shouldyouneedassistanceposting
jobvacancies,pleasecontactJobBankServicesat(202)698-6001.
C.TheEMPLOYERshallnotifyDOESofallnewjobscreatedfortheProjectwithinatleast7businessdays(Monday-Friday)oftheEMPLOYERS"identification/creationofthenewjobs.TheNoticeofNewJobCreationshallincludethenumberofemployeesneededbyjobtitle,qualificationsandspecificskillsrequiredtoperformthejob,hiringdate,rateofpay,hoursofwork,durationofemployment,andadescriptionoftheworktobeperformed,This.mustbedonebeforeusinganyotherreferralsource.

D.JobopeningstobefilledbyinternalpromotionfromtheEMPLOYER'ScurrentworkforceshallbereportedtoDOES forplacementandreferral,ifthejobisnewlycreated,PLOYERshallprovideDOESaNoticeofNewJobCreationthatdetailssuchpromotionsinaccordancewithSection1V.C.
E.TheEMPLOYERwillsubmittoDOES,priortocommencingworkontheProject,alistofCurrentEmployeesthatincludesthename,socialsecuritynumber,andresidencystatusofallcurrentemployees,includingapprentices,trainees,andlaid-offworkerswhowillbeemployed‘ontheProject.AllEMPLOYERinformationreviewedorgathered,includingsocialsecuritnumbers,a aresultofDOES”monitoringandenforcementactivitieswillbeheldconfidentialinaccordancewithallDistrictandfederalconfidentialityandprivacylawsandusedonlyforthepurposesthatitwasreviewedorgathered.

REFERRAL
‘A.DOESwillscreenapplicantsthroughcarefullyplannedrecruitmentandtrainingeventsandprovidetheEMPLOYERwithalistofqualifiedapplicantsaccordingtothenumberof‘employeesneededbyjobtitle,qualificationsandspecificskillsrequiredtoperformthejob,hiringdate,rateofpay,hoursofwork,durationofemployment,andadescriptionofthework10beperformedassuppliedbytheEMPLOYERinitsNoticeofNewJobCreationsetforthaboveinSectionIV.C.

Page6of11 FrotSoureeEmploymentramen,RevieFeb 15,201
DDoousignEnvelope10:
vi.
60608701-A2A2-4048-9AB8-757827887SAC
B.DOESwillnotifytheEMPLOYERofthenumberofapplicantsDOESwillrefer,priortotheanticipatedhiringdates.
PLACEMENT

‘A.EMPLOYERshallingoodfaith,usereasonableeffortstoselectitsnewhiresoremployees.fromamongthequalifiedapplicantsreferredbyDOES.AllhiringdecisionsaremadebytheEMPLOYER.

B.IntheeventthatDOESisunabletoreferqualifiedapplicantsmeetingtheEMPLOYER'Sestablishedqualifications,within7businessdays(Monday-Friday)fromthedateofationfromtheEMPLOYER,theEMPLOYERwillbefreetodirectlyfillremainingtionsforwhichnoqualifiedapplicantshavebeenreferred.However,theEMPLOYERshallstillberequiredtomeettheFirstSourcehiringrequirementsorhoursworkedpercentagesforalljobscreatedbytheProject.

C.AftertheEMPLOYERhasselecteditsemployees,DOESisnotresponsiblefortheemployees’actionsandtheEMPLOYERherebyreleasesDOES,andtheGovernmentoftheDistrictofipalCorporation,andtheofficersandemployeesof

REPORTINGREQUIREMENTS
‘A.EMPLOYERwithasinglecontractvaluedat$300,000ormoreon_aProjectthatreceived‘governmentassistancetotalingbetween$300,000and$5,000,000,aprovisionthatatleast$1%of‘thenewemployeeshiredtoworkontheProjectshallbeDistrictresidents.

registerintheFirstSourceOnlineRegistrationandReportingSystemforsubmissionofallmonthlyContractCompliancedata,weeklycertifiedpayrollsandanyotherdocumentsrequiredbyDOESforreportingandmonitoring.
C.EMPLOYERshallsubmittotheDepartmentofEmploymentServiceseachmonthfollowingtheStartoftheProjectahiringcompliancereportfortheProjectthatincludesthe:Numberofnewjobopeningscreated/avaitable;"NumberofnewjobopeningslistedwithDOES,oranyotherDistrictAgency;‘NumberofDC residentshiredfornewjobs;
NumberofemployeestransferredtotheProject;NumberofDC residentstransferredtotheProject;Director indirectlaborcostassociatedwiththeproject;Eachemployee'sname,jobtile,socialsecuritynumber,hiredate,residence,andreferralsource;and

8

D.EMPLOYERwithasinglecontractvaluedat$300,000ormoreona Projectthatreceivedgovemmentassistancetotaling$5millionormoreshallmectthefollowinghoursworkedpercentagesforalljobscreatedbytheProject:Atleast20%ofjourneyworkerhoursbytradeshallbeperformedbyDCresidents;2.Atleast60%ofapprenticehoursbytradeshallbeperformedbyDCresidents;3.Atleast51%oftheskilledlaborerhoursbytradeshallbeperformedbyDCresidents;and4,Atfeast70%ofcommonlaborerhoursshallbeperformedbyDCresidents.

Page7of1] PrtSmetpn Aroma 13.2018
‘DocusignEnvelopeID:6960A701-AZA2-4048.9ABB.7578275675AC.
E,EMPLOYERSshallprovidethefollowingcumulativestatistics,thatwillbeusedtocreatethemonthlyreport,byuploadingcertifiedpayrollsorpayrolldataintotheLCPtrackerreportingsystem:1,NumberofjourneyworkerhoursworkedbyDCresidentsbytrade;[Numberofhoursworkedbyalljourneyworkersbytrade;NumberofapprenticehoursworkedbyDCresidentsbytrade;"Numberofhoursworkedbyallapprenticesbytrade;NumberofskilledlaborerworkerhoursworkedbyDCresiNumberofhoursworkedbyllskilledlaborersbytrade;NumberofcommonlaborerhoursworkedbyDCresidentsbytrade;andNumberofhoursworkedbyallcommonlaborersbytrade.

intsbytrade;
F,EMPLOYERmay“doublecount”hoursforthe“hardtoemploy”upto15%oftotalhoursworkedbyDCResidents;however,acollectivebargainingagreementshallnotbeabasisforwaiverofthisrequirement.
G.ForconstructionProjectsthatarenotsubjecttoDavis-Baconlawinwhichcertifiedpayrollrecordsdonotexist,EMPLOYERshallsubmitmonthlydocumentsofworkersemployedontheProjecttoDOES,includingDC residentsandallemploymentclassificationsofhoursworked.

H,EMPLOYERmayalsoberequiredtoprovideverificationofhoursworkedorhiringpercentagesofDCresidents,suchasinternalpayrollrecordsforconstructionProjectsthatare‘notsubjecttoDavis-Bacon,
1.Monthly,EMPLOYERshallsubmitweeklycertifiedpayrollsfromallsubcontractorsatanytier‘workingontheProjecttotheContractingAgency.EMPLOYERis alsorequiredtomakepayrollrecordsavailabletoDOESasapartofcompliancemonitoring,uponrequestatjobsites.

VII. FINALREPORTANDGOOD FAITHEFFORTS
‘A.WiththesubmissionofthefinalrequestforpaymentfromtheContractingAgency,ttheBeneficiaryand/orEMPLOYERshall:
1.ReporttoDOESitscompliancewiththehiringorhoursworkedpercentagerequirementsforalljobscreatedbytheProject,andreportthehoursthatDCresidentsworkedforeachtradeclassificationsineacharcaoftheProject;oF
2.SubmittoDOESarequestforawaiverofthehiringorhoursworkedpercentagerequirementsforalljobscreatedbytheProjectthatwillincludethefollowingdocumentation:. DocumentationsupportingEMPLOYER'Sgoodfaithefforttocomply;b._ReferralsprovidedbyDOESandotherreferralsources;and©.AdvertisementofjobopeningslistedwithDOESandotherreferralsources.
B.DOESmaywaiveorpartiallywaivethehiringorhoursworkedpercentagerequirementsforjobscreatedbytheProject,and/ortherequiredhoursofDC residentsforeachtradeclassifications,ifDOESfindsthattheBeneficiaryorEMPLOYER,includingitscontractorsor subcontractors:
1.DOEScertifiedthatBeneficiaryorEmployerdemonstrateda goodfaithefforttocomply,assetforthinSectionVIII.C.;or

Page8of11 FtSierceEpoymentgremenRedFebery1.208
DDocusignEnvelopeID:6080A701-A2A2-4048.9AB5.757B27S875AC
2

IslocatedoutsidetheWashingtonMetropolitanStcontractworkisperformedinsidetheWashingtonMetropolitanStatisticalArea;
‘Thebeneficiarypublishedeachjobopeningorpart-timeworkneededfor7calendardaysinaDistrictnewspaperofcity-widecirculation;and

‘TheDOEScertifiedthatthereareinsufficienteligibleapplicantsfromtheFirstSourceRegisterthatpossessthe skillsrequiredbythepositions,ortheeligibleapplicantsarenotavailableforpart-timeworkordonothaveameanstotraveltotheonsitejobs;or

Beneficiary/Employerenteredintoa specialworkforcedevelopmenttrainingor
placementarrangementwithDOESorwiththeDistrictofColumbiaWorkforceIntermediary.
C. DOESshallconsiderdocumentationofthefollowingwhenmakingadeterminationofa‘good-faithefforttocomply:
1.DOEShascertifiedthatthereareinsufficientnumberof DistrictresidentsinthelabormarketpossessingtheskillsrequiredbytheEMPLOYERforthepositionscreatedasaresultoftheProject.
2.WhethertheEMPLOYERpostedthejobsontheDOESjobwebsiteforaminimumof10calendardays;
3.Whetherthe EMPLOYERadvertisedeachjobopeninginacity-widecirculationforaminimumof7calendardays; trictnewspaperwith
4.WhethertheEMPLOYERadvertisedeachjobopeninginspecialinterestpublicationsandonspecialinterestmediafora minimumof7calendarda

5.WhethertheEMPLOYERhostedinformational/recruitingorhiringfairs;
6 WhethertheEMPLOYERcontactedchurches,unions,and/oradditionalWorkforceDevelopmentOrganizations;
7.WhethertheEMPLOYERinterviewedemployablecandidates;

8.WhethertheEMPLOYERcreatedorpartiprogramapprovedbyDOES; ipatedina workforcedevelopment
9.WhethertheEMPLOYERcreatedorparticipatedina workforcedevelopmentprogramapprovedbytheDistrictofColumbiaWorkforceIntermediary;

10.WhethertheEMPLOYERsubstantiallycompliedwiththerelevantmonthlyreportingrequirementssetforthinthissection;
1,WhethertheEMPLOYERhassubmittedandsubstantiallycompliedwithitsmostrecentemploymentplanthathasbeenapprovedbyDOES;and
12.Anyadditionaldocumentedefforts.
Page9of1] FstSorcenploymentArementReedebay5.2011
‘DocusignEnvelope1,6060A701-A2A2-4048.9AB8.757B8275B7SAC
Ix,
x.
A
A.
MONITORING
DOESis theDistrictagencyauthorizedtomonitorandenforcetherequirementsoftheWorkforceIntermediaryEstablishmentandReformoftheFirstSourceAmendmentActof2011(DC.OfficialCode§§2219.01—2.219.05),andrelevantprovisionsoftheApprenticeshipRequirementsAmendmentActof2004(D.C.OfficialCode§2-219.03and§32-1431).Asapartofmonitoringandenforcement,DOESmayrequireandEMPLOYERshallgrantaccesstoProjectsites,employees,anddocuments.

EMPLOYER'SnoncompliancewiththeprovisionsofthisAgreementmayresultintheimpositionofpenalties.
AllEMPLOYERinformationreviewedorgathered,includingsocialsecuritynumbers,asaresultofDOES’monitoringandenforcementactivitieswillbeheldconfidentialinaccordancewithallDistrictandfederalconfidentialityandprivacytawsandusedonlyforthepurposesthatitwasreviewedorgathered.

DOESshallmonitorallProjectsasauthorizedbylaw.DOESwill:
1.ReviewallcontractcontrolstodetermineiftheBeneficiaryorEMPLOYER,eludinganyContractorsorSubcontractors,aresubjecttotheWorkforceIntermediaryEstablishmentandReformoftheFirstSourceAmendmentActof2011.
2.NotifystakchollersandcompanyofficialsandestablishmeetingstoprovidetechnicalassistanceinvolvingtheFirstSourceProcess.
3.MakeregularconstructionsitevisitstodetermineifthePrimeorSubcontractors’workforceisinconcurrencewiththesubmittedAgreementandMonthlyComplianceReports.
44
pectandcopycertifiedpayroll,personnelrecordsandanyotherrecordsorformationnecessarytoensuretherequiredworkforceulilizationis incompliancewiththeFirstSourceLaw.
5.ConductdeskreviewsofMonthlyComplianceReports.
6.EducateEMPLOYERSaboutadditionalservicesofferedbyDOES,suchasOn-the-JobtrainingprogramsandtaxincentivesforEMPLOYERSwhohirefromcertain‘categories.
7.Monitorandcompletestatisticalreportsthatidentifytheoverallproject,contractor,andsubcontractors’hiringorhoursworkedpercentages.
8.Provideformalnotificationofnon-compliancewiththerequiredhiringorhours‘workedpercentages,oranyallegedbreachoftheFirstSourceLawtoallcontractingagencies,andstakeholders.(Pleasenote:EMPLOYERSaregranted30daystocorrectanyallegeddeficienciesstatedinthenotification.)
PENALTIES
WillfulBreachoftheAgreementbytheEMPLOYER,failuretosubmitthecontractcompliancereports,deliberatesubmissionoffalsifieddatamayresultinDOESimposingafineof5%ofthetotalamountofthedirectandindirectlaborcostsoftheProject,inadditiontootherpenaltiesprovidedbylaw.Failuretomeettherequiredhiringrequirementsor failuretoreceivegoodfaithwaivermayresultintheDepartmentofEmploymentServices
Page10of11 PtSiEmpymentromeRv Fy 18.2018

‘DocusignEnvelopeID:80604701-A2A2-4048-9A8S-7578275B75AC
imposingapenaltyequalto1/8of1%ofthetotalamountofthedirectandindirectlabor‘costsoftheProjectforeachpercentagebywhichthebeneficiaryfailstomeetthehiringrequirements.
B.EMPLOYERSwhohavebeenfoundinbedebarredand/ordeemedinel

lation2 timesormoreovera10yearperiodmayleforconsiderationforProjectsforaperiodofSyears,

C.Within90daysofa Determinationofa Penalty,theBeneficiaryorEmployermayappealtheionsorfinesbyfilingacomplaintwiththeContractAppealsBoardinaccordancewithD.C.Code§2-360.08and§2-360.04,

herebycertifythatIhavetheauthoritytobindtheEMPLOYERtothisAgreementfromthestartofwork‘ontheProject,throughoutthedurationoftheProject,andagreetoalltermsandconditionsherein.

By:
JohnnySeikaly 10/17/24|10:22amPOT
EMPLOYER ial(Print) Date
WlansnsySrikalyimrLuressemorUfficial
MeNBuild

NameofCompany
121428thst.Nw
washington,0¢20007
‘Address,
(202)333=3424
‘Telephone
Johnny.Seikaly@mcnbui1d.com
Email
Mf 2e: 2L07/2025SignatureDepartmesofEmploymentServices Date
Page11of11 PiSowceBnplomenApremen,ReiseFehr 18,2018
DDocusignEnvelopeID:6060A701-A2A2-4048.9A88.7576275875AC
xe a— —— GOVERNMENTOFTHEDISTRICTOFCOLUMBIA —REVISED EMPLOYMENT PLAN:
1. REVISEDFIRSTSOURCE EMPLOYMENT PLAN:
GOVERNMENT-ASSISTEDPROJECT/CONTRACTINFORMATIONDISTRICTCONTRACTINGAGENCY:038CONTRACTINGOFFICER:PeterLyonga‘TELEPHONENUMBER:setemenoros@0eoorTOTALCONTRACTAMOUNT:$122000.000
EMPLOYERCONTRACTAMOUNT:PROJECTNAME:HARTMOOLEScH001MODERMATIONANDINTERNALSWAG
PROJECTADDRESS:£01Mssss9pAvonese.CITY:weston STATE:_ZIPCODE:20082
PROJECTDESCRIPTIONOFWORK: SomfuisSences

PROJECTSTARTDATE:feean10,2008EMPLOYERSTARTDATE‘fetus10,2005

EMPLOYER INFORMATIONEMPLOYERNAME:€o%OviCOMPANYNAME:Sove000.ne
EMPLOYERADDRESS: 121420516CITY:Wastngon ‘STATE:‘TELEPHONENUMBER:209563004FEDERALIDEN
CONTACT PERSON: -bhroySeikaty
‘TITLE:SenerDress.Conracis&ComptaresE-MAIL: jotenyseikaty@menduildcom TELEPHONE NUMBER: (202)339.3424
EMPLOYERDESCRIPTIONOFWORK:DssonGuiSanicos

ZIPCODE:20072 7208429

AREYOUASUBCONTRACTOR YES[[]_NO
IFYES,NAMEOF PRIMECONTRACTOR:_ =
PRIMECONTRACTORWILLMEET HOURS WORKED PERCENTAGESREQUIREMENTS.FORENTIREPROJECT() OR PEREACHSUBCONTRACTOR[_]
\. EMPLOYMENT HOURS TO BEWORKED PROJECTIONS
FirstSourcelawrequiresEMPLOYERS(winningbidders)tosubmitarevisedEmploymentPlan.
A.Forconstructionprojectsreceiving$5 millionor more in governmentassistance,Employerstoprovideprojectionofthetotalnumberofhoursto beworkedontheprojectbytrade.
JOURNEY WORKER
Provideaprojectionofthetotalnumberofjourneyworkerhours,bytrade,tobeworkedontheprojectorcontractandthetotalnumberofjourneyworkerhours,bytrade,tobeworkedby

Districtresidents.
Js‘ThispagetobecompletedbyEmployer —______EmployerInitials

‘DoeusignEnvelope1D:060A701-AZA2-4048-8ABE-7578275875AC

ee ee
ee GOVERNMENTOFTHEDISTRICTOFCOLUMBIA eeREVISEDEMPLOYMENT PLAN
ProjectionofTotalNumberof Trade ProjectionofTotalNumberofJourneyJourneyWorkerHours WorkerHoursbyDCResidents(FirstSourceLawrequires20%)
[meapeterbepoy rarAan A

APPRENTICE
residents.
Providea projectionofthetotalnumberofapprenticehours,bytrade,tobeworkedontheprojectorcontractandthetotalnumberofapprenticehours,bytrade,tobeworkedbyDistrict

ProjectionofTotalNumberof TradeApprenticeHours ProjectionofTotalNumberofApprenticeHoursbyDCResidents(FirstSourceLawrequires60%)
ens otewowecono fteasedaere

SKILLEDWORKER
Districtresidents.
Provideaprojectionofthetotalnumberofskilledlaborerhours,bytrade,tobeworkedontheprojectorcontractandthetotalnumberofskilledlaborerhours,bytrade,tobeworkedby

ProjectionofTotalNumberof TradeSkilledLaborHours ProjectionofTotalNumberofSkilledLaborHoursbyDCResidents.(FirstSourceLawrequires51%)

COMMON LABORERProvidea projectionofthetotalnumberofcommonlaborerhourstobeworkedontheprojectorcontractandthetotalnumberofcommonlaborerhourstobeworkedbyDistrictresidents.

ProjectionofTotalNumberof Trade‘CommonLaborerHours ProjectionofTotalNumberofCommonLaborerHoursbyDC Residents
(FirstSource Law requires 70%)

ThispagetobecompletedbyEmployer

s
EmployerInitials
DDocusignEnvelopeI:6060A701-A2A24048-GABS.7578275B7SAC.
kk ke*
= GOVERNMENTOFTHE DISTRICTOFCOLUMBIA ee— —REVISED EMPLOYMENT PLAN
ALLEMPLOYERS:
PleaseindicateALI.new position(s)youwillcreateasaresultoftheproject.IfyouWILLNOT.becreatinganynewemploymentopportunities,pleasecompletetheattachedjustificationsheetwith an explanation.Attach additionalsheetsas needed.

‘#OFJOBS]SALARY [UNIONMEMBERSHIP PROJECTEF/T _P/T|RANGE _|REQUIREDNAMELOCAL# DHIRE
Tobedeterminedattrtradecontractoraward|

Ss
EmployerInitials
ThispagetobecompletedbyEmployer

DDocusignEnvelopeID:6060A701-A2A2.4048-GAB8-7578275B75AC
* *
+— GOVERNMENTOFTHEDISTRICTOFCOLUMBIA +—j
REVISED EMPLOYMENT PLAN
C.JUSTIFICATIONSHEET:PleaseprovideadetailedexplanationofwhytheEmployerwillnothaveanynewhiresontheproject.
EmployerisaGeneralContractor.Projectmanagementstaffwillbetransferredfromother
projects.Allnewhireswillbemadebyoursubcontractors.

ThispagetobecompletedbyEmployer

EmployerInitials
‘DocusignEnvelopeIO:6060A701-A2A2-4040-9AB8-757827S875AC.
aes eae
—e GOVERNMENTOFTHEDISTRICTOFCOLUMBIA —— =
REVISED EMPLOYMENT PLAN,
D.EMPLOYMENTPROJECTIONS.
1. Provideatimetableoutliningthetotalhoursworkedbytradeoverthelifeoftheprojector‘contractandanassociatedhiringschedule.
Tobedeterminedaltertradecontractoraward

I, Providedescriptionsoftheskillrequirementsbyjobtitleorposition,includingindustry-recognizedcertificationsrequiredforthedifferentpositions.
Tobedeterminedaftertradecontractoraward
Ul, ProvideastrategytofillthehoursrequiredtobeworkedbyDistrictresidents,includinga‘componentoncommunicatingtheserequirementstocontractorsandsubcontractorsandacomponentonpotentialcommunityoutreachpartnershipswiththeUniversityoftheDistrictofColumbia,theUniversityoftheDistrictofColumbiaCommunityCollege,theDepartmentofEmploymentServices,JointlyFundedApprenticeshipPrograms,theDistrictofColumbiWorkforceIntermediary,orothergovernment-approved,community-basedjobtraining
providers.
MCNBu tractorstoidentityal283N Bul0 ace acterssunm3ue 00%santndGasielahdeoraintionsfor
‘gorulingfasin a on be cea ae ‘unions,Ul nersea an ae contacterwilnrorviowpotontalwork identmere ‘andcomplywihmonlyreparingtoqaromonis
Ss
EmployerInitials

ThispagetobecompletedbyEmployer

DDocusignEnvelopeID:6060A701-A2A24048-9AB8-757827SB75AC.
ek
ee GOVERNMENTOFTHEDISTRICTOFCOLUMBIA

Ww.
ve
vu.
*
*
*
REVISED EMPLOYMENT PLAN
EMPLOYMENT PROJECTIONS (Continued)
A remediationstrategytoameliorateanyproblemsassociatedwithmeetingtheseworkedhourspercentagerequirements,includinganyproblemsencounteredwithcontractorsandsubcontractors.
MCNreviewsinformationintheLCPtrackeronaweeklybasis.WewillalsomeetwithDOES.monthfoKdntlyproblemareasanddevelopsirategittomeettherequiredworkhour
‘Thedesignationofaseniorofficialfromthegeneralcontractorwhowillberesponsibleforimplementingthehoursworkedpercentagesandreportingrequirements.pennySsiky,Dretor,Cntacts& Compliance,isresponsibleformeeting
ProvidedescriptionsofthehealthandretirementbenefitsthatwillbeprovidedtoDistrict,residentsworkingontheprojectorcontract.
NNprovideshealthandretitementbenefitsto allemployeesin accordaniI'personnolpokesandBonohispackages™™POveesInaecordance
ProvideastrategytoensurethatDistrictresidentswhoworkontheprojectorcontractreceiveongoingemploymentandtrainingopportunitiesaftertheycompleteworkonthejobforwhichtheywereinitiallyhiredandareviewofpastpracticesincontinuingtoemployDistrictresidentsfromoneprojectorcontracttothenext.
Whenever possible,MCNwillransteremployeestothenextproject,Weaskour. ratorslo.dathesame.Furthermore,wewildevelop@databaseofa C ‘nalweofoneofoursubcontractorshasworkedwithandTakean efforttoplacetheronanewprojectorcontactthemwhenanew‘Opportunitybecorhesavalable.
SS‘ThispagetobecompletedbyEmployer
_ EmployerInitials
DDocusignEnvelopeI:60S0A701-A2A2-4048-9AB8-7578275875AC

kk ke
ee GOVERNMENTOFTHEDISTRICTOFCOLUMBIA ee— —REVISED EMPLOYMENT PLAN
D. A
Vill.ProvideastrategytohiregraduatesofDistrictofColumbiaPublicSchools,DistrictofColumbiaPublicCharterSchools,community-basedjobtrainingproviders,andhard-to-eae residents.
supe ‘laptsogohisoteisTE Ea adefineopportunitesandrectal
PleasedisclosepastcompliancewiththeFirstSourceEmploymentAgreementActof1984oFtheWorkforceIntermediaryEstablishmentandReformofFirstSourceAmendmentActof2011andtheDavis-BaconAct,whereapplicable,andthebidderorofferor'sgeneralDistrictresidenthiring,— ‘onprojectsorcontractscompletedwithinthelasttwo(2)years.
na theFirstSourceEmASL lncarmesilSenesEncteaetSource Be ran

PleasenotethatEMPLOYERSonconstructionprojectsmustsubmitweeklycertifiedpayrollsfromallsubcontractorsatanytierworkingontheprojectorcontract,aswellasmakesuchpayrollandpersonnelrecordsavailableuponrequestatjobsitestothecontractingDistrictof,Columbiaagency.
Noted

JS‘ThispagetobecompletedbyEmployer EmployerInitials
‘DoeusignEnvelopeID:6060A701-A2A2-4048-8AB0-7578275875AC
ane arate= Corners Generareel =REVISEDEMPLOYMENT PLAN
Onceapproved,thisrevisedemploymentplanshallnotbeamendedexceptwiththeapprovalofDepartmentofEmploymentServices.
By:sSaanyseikaly 20/17/24|10:2210poryee i
lananaySeitay
EMPLOYERSeniorOlticial(Signature)

(Print) Date
MeNauld
‘NameofCompany
121428thst.1
washington,p¢20007
Address
(202)333-3424
Telephone
Johnny.seikaly@ncnbui1d.com

mail
Y Of2025SignatureDeparimento®EfploymentServices Dat
Page 137 of 102

Exhibit W
Assumptions and Clarifications

HART MIDDLE SCHOOL MODERNIZATION AND INTERNAL SWING
601 MISSISSIPPI AVENUE SE, WASHINGTON, DC 20032
SEPTEMBER 08, 2025
SEPTEMBER 08, 2025 ASSUMPTIONS AND CLARIFICATIONS – PAGE 1 of 2 MCN BUILD, INC.
SECTION 5 - ASSUMPTIONS AND CLARIFICATIONS
The Assumptions and Clarifications noted in this Section are intended to supplement the Section 2 – ESA
#1 Summary Sheet and clarify our understanding of the Work.

GENERAL REQUIREMENTS
1. No clarifications.

02 - DEMOLITION
2. The complete scope of work for demolition and abatement exceeds the currently available
funding and therefore may not be fully implemented under this ESA #1. The additional funds
required to complete the full intended scope will be identified in the Schematic Design (SD)
budget.
03 – CONCRETE
3. No clarifications.

04 – MASONRY
4. No clarifications.

05 – METALS
5. No clarifications.

06 – WOODS AND PLASTICS
6. No clarifications.

07 – THERMAL AND MOISTURE PROTECTION
7. No clarifications.

08 – DOORS AND GLAZING
8. No clarifications.

09 – FINISHES
9. No clarifications.

10 - SPECIALTIES
10. No clarifications.

11 – EQUIPMENT
11. No clarifications.

12 - FURNISHINGS
12. No clarifications.

13 – SPECIAL CONSTRUCTION
13. No clarifications.

14 – CONVEYING EQUIPMENT
14. No clarifications.

HART MIDDLE SCHOOL MODERNIZATION AND INTERNAL SWING
601 MISSISSIPPI AVENUE SE, WASHINGTON, DC 20032
SEPTEMBER 08, 2025
SEPTEMBER 08, 2025 ASSUMPTIONS AND CLARIFICATIONS – PAGE 2 of 2 MCN BUILD, INC.
21 – FIRE SUPPRESSION
15. No clarifications.

22 – PLUMBING
16. No clarifications.

23 – HEATING, VENTILATION, AND AIR CONDITIONING
17. The scope of work related to geothermal wells is currently provisional and subject to revision
based on the outcome of ongoing or forthcoming investigations and the completion of final design
documents. Upon issuance of the applicable investigation report(s) and the completion of design
for this scope, the appropriate adjustments, if any, to the scope and/or price shall be identified in
the Schematic Design (SD) budget.

26 – ELECTRICAL
18. No clarifications.

27 – LOW VOLTAGE
19. No clarifications.

32 – SITEWORK
20. No clarifications.

33 – SITE UTILITIES
21. The scope of work related to site utilities is currently provisional and subject to revision based on
the outcome Concept selection and the completion of design documents. Upon issuance of the
design for this scope, the appropriate adjustments, if any, to the scope and/or price shall be
identified in the Schematic Design (SD) budget.

* END OF ASSUMPTIONS AND CLARIFICATIONS*
Page 138 of 102

Exhibit X
Schedule of Value

Department of General Services
Hart Middle School Modernization and Swing
601 Mississippi Ave SE DC 20032
Date: 10/28/2025 Area (s.f.): 133,392 Architect:
Rev.: 5 Estimator(s): KO Engineer:
C.S.I. Description
01000 GENERAL REQUIREMENTS $0 $485,775 $0 $485,775
02000 EXISTING CONDITIONS - DEMOLITION $0 $2,238,971 $0 $2,238,971
03000 CONCRETE $0 $0 $0 $0
04000 MASONRY $0 $26,700 $0 $26,700
05000 STRUCTURAL STEEL $0 $0 $0 $0
05500 MISCELLANEOUS METALS $0 $0 $0 $0
06000 ROUGH CARPENTRY $0 $35,700 $0 $35,700
06400 ARCHITECTURAL MILLWORK $0 $0 $0 $0
07500 ROOFING & WATERPROOFING $0 $0 $0 $0
07900 JOINT SEALANTS $0 $0 $0 $0
08100 DOORS/FRAMES/HARDWARE $0 $0 $0 $0
08800 ALUMINUM & GLASS $0 $0 $0 $0
09200 GYPSUM WALLBOARD SYSTEMS $0 $0 $0 $0
09300 CERAMIC TILE $0 $0 $0 $0
09500 ACOUSTICAL CEILINGS $0 $0 $0 $0
09600 FLOORING $0 $0 $0 $0
09900 PAINTING $0 $0 $0 $0
10000 SPECIALTIES $0 $0 $0 $0
11000 EQUIPMENT $0 $0 $0 $0
12000 FURNISHINGS $0 $0 $0 $0
13000 SPECIAL CONSTRUCTION $0 $0 $0 $0
14000 ELEVATORS $0 $0 $0 $0
21000 FIRE PROTECTION $0 $15,300 $0 $15,300
22000 PLUMBING $0 $15,300 $0 $15,300
23000 H.V.A.C. $0 $3,411,900 $0 $3,411,900
26000 ELECTRICAL $0 $15,300 $0 $15,300
28000 LOW VOLTAGE $0 $0 $0 $0
31000 EARTHWORK $0 $0 $0 $0
32000 SITE IMPROVEMENTS $0 $91,800 $0 $91,800
33000 SITE UTILITIES $0 $0 $0 $0
Total Trades Cost $0 $6,336,746 $0 $6,336,746
GENERAL CONDITIONS - PERSONNEL $89,860 $510,140 $0 $600,000
GENERAL CONDITIONS - NON PERSONNEL $0 $180,000 $0 $180,000
DESIGN FEES $650,000 $4,747,500 $0 $5,397,500
BUILDING PERMIT - ALLOWANCE $0 $441,000 $459,000 $900,000
PUBLIC ART ALLOWANCE $0 $0 $0 $0
UTILITY CONSUMPTION - ALLOWANCE $0 $0 $0 $0
EXPOLORATORY/EXISTING BUILDING AND SITE INVESTIGATION - ALLOWANCE$200,000 $0 $0 $200,000
OWNER DIRECTED ALLOWANCE $0 $250,000 $0 $250,000
INSURANCE BURDEN 2.00% $18,797 $249,308 $9,180 $277,285
BUILDERS RISK INSURANCE - EXCLUDED 0.00% $0 $0 $0 $0
DESIGN CONTINGENCY 2.50% $0 $317,867 $11,705 $329,572
CONSTRUCTION CONTINGENCY 2.50% $0 $317,867 $11,705 $329,572
ESCALATION - EXCLUDED 0.00% $0 $0 $0 $0
PERFORMANCE & PAYMENT BOND 1.30% $12,463 $173,556 $6,391 $192,410
Construction Cost $971,120 $13,523,984 $497,981 $14,993,085
CONSTRUCTION MANAGEMENT FEE $23,880 $324,232 $11,888 $360,000
Total Cost $995,000 $13,848,216 $509,869 $15,353,085
ESA #1:
Modernization
MCN Build, Inc. • 1214 28th Street NW, Washington, DC, 20007 - 202.333.3424 - Fax 202.333.3425
ESA #1
Letter Contract Total CostESA #1: Swing
Space
Page 1 of 32
Page 139 of 102

Exhibit Y
Campaign Finance Reform Act

kokkk WEARE
ana — DOSUSTAIN Py

CONTRACTOR SELF-CERTIFICATION

BusinessName* :MCN Build,Inc. ‘TaxID*: 47-2883429
BusinessMailingAddress*121428thStNW
SelectState/Region:WashingtonDC PostalCode:20007
Listthenameandtitleoftheindividualcompletingtheformonbehalfofthebusiness.
BusinessTitle*;Sr.DirectorofContractsandCompliance
Name*: JohnnySeikaly
Email*;— Johnny.Seikaly@MCNBuild.com

D.C.Law22-250,CampaignFinanceReformAmendmentActof2018.|D.C.LawLibrary(decouncilgov)
SinceNovember9,2022,hasthebusinessentityoranyofitsPrincipalsmadeapoliticalcontributiontoanyofthefollowing:(i)theMayor,(ii)anycandidateforMayor,(iii)anypoliticalcommiticeaffiliatedwiththeMayororacandidateforMayor,or(iv)anyconstituent-serviceprogramaffiliatedwiththeMayor?[yes/6@])

Ifyes,pleaseprovidethefollowinginformation(foreachcontribution):
Dateofcontribution:
Amountofcontribution:
Recipientofcontribution:
DidthebusinessentityholdanyDistrictcontractsatthetimethecontributionwasmadeorwithinone(1)yearPriortothedatethecontributionwasmade?Ifyes,pleaseprovideawarddateanddurationofthecontraci(s).
SinceNovember9,2022,hasthebusinessentityoranyofitsPrincipalsmadeapoliticalcontributiontoanyofthefollowing:(i)theAttorneyGeneral,(ii)anycandidateforAttorneyGeneral,or(iii)anypoliticalcommitteeaffiliatedwiththeAttorneyGeneralora candidateforAttomeyGeneral?begeor)

Ifyes,providethefollowinginformation(foreachcontribution):
Dateofcontribution:
Amountofcontribution:
Reet

ientofcontribution:
thebusinessentityholdanyDistrictcontractsatthetimethecontributionwasmadeorwithinone(1)yearpriortothedatethecontributionwasmade?Ifyes,pleaseprovideawarddateanddurationofthecontract(s)

voo4/09.12.2024

te
gaa Kk * =
SUSTAIN memes DC
SinceNovember9,2022,hasthebusinessentityoranyofitsPrincipalsmadeapoliticalcontributiontoanyofthefollowing:(i)anyCouncilmember,(ii)anycandidateforCouncilmember,(iii)anypoliticalcommitteeaffiliatedwithaCouncilmemberoracandidateforCouncilmember,or(iv)anyconstituent-serviceprogramaffiliatedwithaCouncilmember?[yeGo]>

Ifyes,providethefollowinginformation(foreachcontribution):
Dateofcontribution:
Amountofcontribution:
Recipientofcontribution:
DidthebusinessentityholdanyDistrictcontractsatthetimethecontributionwasmadeorwithinone(1)yearpriortothedatethecontributionwasmade?Ifyes,pleaseprovideawarddateanddurationofthecontract(s).
PriortothedateofthisCertification,hasthebusinessentitybeendeterminedtobeinviolationofD.C.OfficialCode§ 1-1163.34a?i Cn)
Ifyes,pleaseexplainincludinganyresolution,
JsthebusinessentitycurentlyinviolationofD.C.OfficialCode§1-1163.34a?[yes]
Ifyes,pleaseexplainincludinganyresolution.
DoesthebusinessentitycertifythatitwillnotbeinviolationofD.C.OfficialCode§1-1163.s4{ bed)
“Principal”~anyseniorofficerofabusinessentity,includinganownerorco-owner,president,chiefexecutiveofficer,chiefoperatingofficer,chieffinancialofficer,treasurer,member,partner,orsimilarpositionwhicheithersetsorisauthorizedtosetorotherwiseinfluencestheoverallstrategyofthebusinessentity,A deanofaneducationalinstitutionisnota“principal”withinthemeaningofthisdefinition,Apersonwhoseonlypositionatthebusinessentityisasaboardmemberisnota“principal”withinthemeaningofthisdefinition.
Providethenamesandtitlesofallthecompanyprincipals(useadditionalsheetsifrequired)
1.RudySeikaly,CEO 3.JospehKhoury,EVPPreconstruction
2.BassemBoustany,EVPOperations 4,DonHamois,CFO
Who elsewillmodifythiscertificationforthebusiness?
Modifier1;JohnnySeikaly,Sr.DirectorofContractsandCompliance

v004/09.12.2024

Wet
i Beane
: malSUSTAIN ES
| Modifier2:
Checktocertifythattheinformationisaccurateandcomplete.* Ww
Checktoacknowledgethatthebusinessmustalwayskeeptheserecordsupdated*
QChecktocertifythatthebusinessentitycurrentlyisnotandwillnotbeinviolationofthe
‘CampaignFinanceReformAmendmentActof2018* uw
On behalfoftheContracts

AZ (4/2025.Nane& SigrgtureJohnnySeikaly Date
Swomtothisbeforemethis/Ydayof_ Nv: was

3/zile4%Notarypublic MyCommissionExpires

oe sie oe neweredthequestionsontheSetf-CertilcationForm,andparticularlythefrstquestion,eee: ationpassedbyheCounconDecomber6,2022,whichprovdosthatgonatonstganconees 3formedin2082aropartedunrtheCampaignPhanceRefomAmante:ACct90°65

Vvoo4/o9.12.2024
Page 140 of 102

Exhibit Z
Non-Capital Eligible Scrub

Hart MS - Modernization
ESA 1 - Capital Eligibility Scrub
October 21, 2025
Description Manufacturer Count Unit Price Extended Total Capital Expenditures
Non-Capital
Expenditures
Capital
Expenditures (Y/N)
32000 - Site Improvements
Site Concrete (Ramps, Stairs, Covered Walkways) 1 $90,000.00 $90,000.00 -$ 90,000.00$ N
Freight/Install/Management/Bond 1 $1,800.00 $1,800.00 -$ 1,800.00$ N
$91,800.00 $0.00 $91,800.00
Grand Total $91,800.00 $0.00 $91,800.00
Site Improvements Total
**Note: The above is based on the current GMP and subcontractor identified in the bid summary. As subcontract agreements are negotiated and executed, the above is subject to change.
Page 141 of 102

Exhibit AA
List of Allowances

Department of General Services
Hart Middle School Modernization and Internal Swing
601 Mississippi Avenue SE, Washington, DC 20032
ESA #1 dated August 29, 2025
MCN Build, Inc. • 1214 28th Street NW, Washington, DC, 20007 - 202.333.3424
Section 10 - List of Allowances
Building Permit Allowance $900,000
Owner Directed Allowance $250,000
Total Allowances $1,150,000
Page 1 of 1