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MICHAEL HEMEON

54 Hickory Lane - Windham, NH 03087
Phone: 973-224-3168 Email: MIKEHEMEON@GMAILCOM

Bee ERee ee

EXPERIENCE

JULY-2019 — TO PRESENT
WSIMIN AM & FM

194 Main Street

Nashua, NH 03060

CO-HOST ON SOLID GOLD SATURDAYS HEARD EVERY SATURDAY FROM 3-7PM. Music from the 60s, 70s,
and 80s. ALSO HEARD ON WXBJ-FM, ALONG THE NH AND MASSACHUSETTS SEASCOAST AND WMEX-
FM, ROCHESTER, NH

FEB-2016 — PRESENT
WXBJ-FM

2 SOUTHER LANE
SALISBURY, MA 01852

GENERAL MANAGER, ENGINEERING, AND SALES

WXBJ HAS ONLY BEEN ON THE AIR FOR YEARS AND IT WAS BUILT FROM THE GROUND UP BY ME. FCC
APPLICATIONS, FREQUENCY SEARCH, AND LICENSING, TO EQUIPMENT PURCHASING AND
INSTALLATION.

MAY, 2014 TO SEPTEMBER,2016
BROOKDALE COMMUNITY COLLEGE
765 NEWMAN SPRINGS ROAD
LINCROFT, NJ 07735

ADJUNCT PROFESSOR — TV AND VIDEO PRODUCTION

TAUGHT TV PRODUCTION WHICH CONSISTED OF LIGHTING, STUDIO PROCEDURE, VIDEO AND AUDIO
PRODUCTION. SUPERVISED MEN’S AND WOMEN’S BASKETBALL FOR LIVE PROGRAMMING. BROOKDALE
HAD A REGIONAL EDUCATIONAL STATION THAT OFFERED 24/7 PROGRAMMING. WOULD HOLD
ADVANCED WORK SHOPS IN MICROWAVE AND SATELLITE NEWS GATHERING TECHNOLOGY (117,000
SUBSCRIBERS)

Init

§ 4.2 Payments
§ 4.2.4 Unless otherwise agreed, payments for services shall be made monthly in proportion to services performed

§ 4.2.2 Payments are due and payable within 30 days of the Construction Manager's invoice

(Paragraph Deleted)

ARTICLE 5 COMPENSATION FOR CONSTRUCTION PHASE SERVICES
§ 5.1 For the Construction Manager’s performance of the Work as described in Section 2.3, the Owner shall pay the
Construction Manager the Contract Sum in current funds. The Contract Sum is the Cost of the Work as defined in

Section 6.1.1 plus the Construction Manager’s Fee

§ 5.1.4 The Construction Manager’s Fee
(State a lump sum, percentage af Cost of the Work or other proviston for determining the Construction Manager's

Fee.)

The Construction Managers fee shali be 2 9% based on tbe costs of construction as defined in Article 6 The CM fee
shall be fixed as a lump sum at the establishment of the GMP

§ 5.1.2 The method of adjustment of the Construction Manager's Fee for changes in the Work

The Construction Manager shall be entitled to a 2.9% percent fee on alt Owner request changes resulting in an
increase to the GMP amount. No fee adjustment on Owner request changes which result in a deduct to the GMP

amount

§ 5.1.3 Limitations, if any, on a Subcontractor’s overhead and profit for increases in the cost of its portion of the
Work:

Compensation for additional services of the Construction Manager's subcontractors and / or vendors shall be in the
amount invoiced to the Construction Manger plus 10% percent for overhead and 5% percent for fee

§ 5.1.4 Rental rates for Construction Manager-owned equipment shall not exceed five percent (5 %) of the standard
rate paid at the place of the Project.

§ 5.1.5 Unit prices, if any:
(Identify and state the unit price, state the quantity limitations, if any, to which the unit price will be applicable}

Item Units and Limitations Price per Unit ($0.00)
TBD

§ 5.2 Guaranteed Maximum Price

§ 5.2.1 The Constniction Manager guarantees that the Contract Sum shall not exceed the Guaranteed Maximum
Price set forth in the Guaranteed Maximum Price Amendment, as it is amended from time to time To the extent the
Cost of the Work exceeds the Guaranteed Maximum Price, the Constniction Manager shall bear such costs in excess
of the Guaranteed Maximum Price without reimbursement or additional compensation from the Owner.

(insert specific provisions if the Construction Manager is to participate in any savings.)

100 percent of any project savings shall be returned to the owner at the completion of the project

AIA Document A133™ - 2009 (formerly A121 ™CMc - 2003), Copynghl @ 1991 2003 and 2009 by The Amencan Institule of Archilecls Ali nghis reserved
The ‘Amencan Insbtute of Archilects.” “AIA,” Ihe AIA Logg. and “AIA Contracl Oocuments’ are regislered trademarks and may not be used w thoul perm sion
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§ 5.2.2 The Guaranteed Maximum Price is subject to additions and deducticas by Change Order as provided in the
Contract Documents and the Date of Substantial Completion shall be subject to adjustment as provided in the
Contract Documents.

§ 5.3 Changes in the Work

§ 5.3.1 The Owner may, without invalidating the Contract, order changes in the Work within the general scope of the
Contract consisting of additions, deletions or other revisions. The Owner shall issue such changes in writing. The
Architect may make minor changes in the Work as provided in Section 7 4 of AIA Document A201 2007, General
Conditions of the Contract for Construction. The Construction Manager shall be entitled to an equitable adjustment
in the Contract Time as a result of changes in the Work

§ 5.3.2 Adjustments to the Guaranteed Maximum Price on account of changes in the Work subsequent to the
execution of the Guaranteed Maximum Price Amendment may be determined by any of the methods listed in
Section 7.3.3 of AIA Document A20!1-2007, General Conditions of the Contract for Construction.

§ 5.3.3 In calculating adjustments to subcontracts (except those awarded with the Owner's prior consent on the basis
of cost plus a fee), the terms “cost” and “fee” as used in Section 7.3.3.3 of ALA Document A201 2007 and the term
“costs” as used in Section 7.3.7 of AIA Document A201 -2007 shall have the meanings assigned to them in AIA
Document A201 :2007 and shall not be modified by Sections 5.1 and 5.2, Sections 6.1 through 6.7, and Section 6.8
of this Agreement. Adjustments to subcontracts awarded with the Owner’s prior consent on the basis of cost plus a
fee shall be calculated in accordance with the terms of those subcontracts

§ 5.3.4 In calculating adjustments to the Guaranteed Maximum Price, the terms “cost” and “costs” as used in the
above-referenced provisions of AIA Document A20!-2007 shall mean the Cost of the Work as defined in Sections
6.1 to 6.7 of this Agreement and the term “fee" shall mean the Construction Manager's Fee as defined in Sectton 5.1
of this Agreement.

§ 5.3.5 If no specific provision is made in Section 5.1.2 for adjustment of the Construction Manager’s Fee in the case
of changes in the Work, or if the extent of such changes is such, in the aggregate, that application of the adjustment
provisions of Section 5.[.2 will cause substantial inequity to the Owner or Construction Manager, the Construction
Manager’s Fee shall be equitably adjusted on the same basis that was used to establish the Fee for the original Work,
and the Guaranteed Maximum Price shall be adjusted accordingly.

ARTICLE6 COST OF THE WORK FOR CONSTRUCTION PHASE

§ 6.1 Costs to Be Reimbursed

§ 6.1.1 The term Cost of the Work shall mean costs necessarily incurred by the Construction Manager in the proper
performance of the Work. Such costs shall be at rates not higher than the standard paid at the place of the Project
except with prior consent of the Owner. The Cost of the Work shall include only the items set forth ta Sections 6.1
through 6.7.

§ 6.1.2 Where any cost is subject to the Owner's prior approval, the Construction Manager shall obtain this approval
prior to incurring the cost. The parties shall endeavor to identify any such costs prior to executing Guaranteed
Maximum Price Amendment.

§ 6.2 Labor Costs
§ 6.2.1 Wages of construction workers directly employed by the Construction Manager to perform the construction
of the Work at the site or, with the Owner's prior approval, at off-site workshops

§ 6.2.2 Wages or salaries of the Construction Manager's supervisory and administrative personnel when stationed at
the site with the Owner's prior approval

(if it ts intended that the wages or salaries of certain personnel stationed at the Construction Manager's principal
or other offices shall be included in the Cost of the Work, identify in Section 11.5, the personnel to be included,
whether for all or only part of their time, and the rates at which their time will be charged to the Work)

§ 6.2.3 Wages and salaries of the Construction Manager's supervisory or administrative personnel engaged at
factories, workshops or on the read, in expediting the production or transportation of materiais or equipment
required for the Work, but only for that portion of their time required for the Work

AIA Document A133” = 2009 (formerly A124'™ Cc — 2003), Copyright © 1991, 2003 and 2009 by The American Institute of Architecls. All rights reserved
The “Amencan Institute of Archdects,” “AIA * the AIA Logo, ard ‘AJA Conirac! Documents" are registered Iradermarks and may not be used withoul permission
This document! was produced by AIA software al 11 15:33 ET on 05/04/202 t under Order No.4797552925 which expires on 09/23/2021. is nol for resale, is
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§ 6.2.4 Costs paid or incurred by the Construction Manager for taxes, insurance, contributions, assessments and
benefits required by law or collective bargaining agreements and, for personnel not covered by such agreements
customary benefits such as sick leave, medical and heaith benefils, holidays, vacations and pensions, provided such
costs are based on wages and salaries included in the Cost of the Work under Sections 6.2.1 through 6.2.3

§ 6.2.5 Bonuses, profit sharing, incentive compensation and any other discretionary payments paid to anyone hired
by the Construction Manager or paid to any Subcontractor or vendor, with the Owner's prior approval

§ 6.3 Subcontract Costs
Payments made by the Construction Manager to Subcontractors in accordance with the requirements of the

subcontracts.

§ 6.4 Costs of Materials and Equipment Incorporated in the Completed Construction
§ 6.4.1 Costs, including transportation and storage, of materials and equipment incorporated or to be incorporated in

the completed construction.

§ 6.4.2 Costs of materials described in the preceding Section 6.4.1 in excess of those actually installed to allow for
reasonable waste and spoilage. Unused excess materials, if any, shall become the Owner's property at the
completion of the Work or, at the Owner's option, shall be sold by the Construction Manager Any amounts realized
from such sales shall be credited to the Owner as a deduction from the Cost of the Work

§ 6.5 Costs of Other Materials and Equipment, Temporary Facilities and Related Items

§ 6.5.1 Costs of transportation, storage, installation, maintenance, dismantling and removal of materials, supplies,
temporary facilities, machinery, equipment and hand tools not customarily owned by construction workers that are
provided by the Construction Manager at the site and fully consumed in the performance of the Work Costs of
materials, supplies, temporary facilities, machinery, equipment and tools that are not fully consumed shall be based
on the cost or value of the item at the time it is first used on the Project site less the value of the item when It 1s n°
longer used at the Project site. Costs for items not fully consumed by the Construction Manager shall mean fair

market value,

§ 6.5.2 Rental charges for temporary facilities, machinery, equipment and hand tools not customarily owned by
constniction workers that are provided by the Construction Manager at the site and costs of transportation,
instaltation, minor repairs, dismantling and removal. The total rental cost of any Construction Manager-owned iter
may not exceed the purchase price of any comparable item. Rates of Construction Manager-owned equipment and
quantities of equipment shall be subject to the Owner's prior approval.

§ 6.5.3 Costs of removal of debris from the site of the Work and ils proper and legal disposal.

§ 6.5.4 Costs of document reproductions, facsimile transmissions and long-distance telephone calls, postage and
parcel delivery charges, telephone service at the site and reasonable petty cash expenses of the site office.

§ 6.5.5 That portion of the reasonable expenses of the Construction Manager's supervisory or administralive
personnel inctirred while traveling in discharge of duties connected with the Work.

§ 6.5.6 Costs of materials and equipment suitably stored off the site at a mutually acceptable location, subject to the
Owner's prior approval.

§ 6.4 Miscellaneous Costs
§ 6.6.1 Premiums for that portion of insurance and bonds required by the Contract Documents that can be directly

attributed to this Contract. Self-insurance for either full or partial amounts of the coverages required by the Contract
Documents, with the Owner's prior approval.

§ 6.6.2 Sales, use or similar taxes imposed by a governmental! authority that are related to the Work and for which
the Construction Manager is liable.

AFA Document A133” - 2009 [formerly A121" CMe ~ 2003). Copynght © 1991, 2003 and 2009 by The Amenan inslilute of Architectt AH nghis reserved
The *Amencan Inslitule of Architects” “AIA.” the AIA Logo and “AIA Contract Documents” are reg slerad lrademarks and may nol b¢ used wiihout permission
This document was produced by AIA saltware at 11°15 33 ET on G5/04/2021 under Order No 4797552925 which expwes on 09/23/2021, is nol for resale 15
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§ 6.6.3 Fees and assessments for the building permit and for other permits, licenses and inspections for which the
Construction Manager is required by the Contract Documents to pay

§ 6.6.4 Fees of laboratories for tests required by the Contract Documents, except those related to defective or
nonconforming Work for which reimbursement is excluded by Section 13.5.3 of ALA Document A201 2007 or by
other provisions of the Contract Documents, and which do not fall within the scope of Section 6.7.3.

§ 6.6.5 Royalties and license fees paid for the use of a particular design, process or product required by the Contract
Documents; the cost of defending suits or claims for infringement of patent rights arising from such requirement of
the Contract Documents, and payments made in accordance with legal yudgments against the Construction Manager
resulting fom such suits or claims and payments of settlements made with the Owner’s consent. However, such
costs of legal defenses, judgments and settlements shall not be included in the calculation of the Construction
Manager’s Fee or subject to the Guaranteed Maximum Price. If such royalties, fees and costs are excluded by the
last sentence of Section 3.17 of AIA Document A201 2007 or other provisions of the Contract Documents, then
they shall not be included in the Cost of the Work.

§ 6.6.6 Costs for electronic equipment and software, directly related to the Work with the Owner’s prior approval

§ 6.6.7 Deposits tost for causes other than the Construction Manager's negligence or failure to fulfill a specific
responsibility in the Contract Documents

§

§ 6.6.9 Subject to the Owner's pnor approval, expenses incurred in accordance with the Construction Manager's
standard written personnel policy for relocation and temporary living allowances of the Construction Manager’s
personnel required for the Work.

§ 6.7 Other Costs and Emergencies
§ 6.7.1 Other costs incurred in the performance of the Work if, and to the extent, approved in advance in writing by
the Owner.

§ 6.7.2 Costs incurred in taking action to prevent threatened damage, injury or loss in case of an emergency affecting
the safety of persons and property, as provided in Section 10.4 of AIA Document A201-2007.

§ 6.7.3 Costs of repatring or correcting damaged or nonconforming Work executed by the Construction Manager,
Subcontractors or suppliers, provided that such damaged or nonconforming Work was not caused by neghgence or
failure to fulfill a specific responsibility of the Construction Manager and only to the extent that the cost of repair or
correction is not recovered by the Construction Manager from insurance, sureties, Subcontractors, suppliers, or
others

§ 6.7.4 The costs descnbed in Sections 6.1 through 6.7 shall be inctuded in the Cost of the Work, notwithstanding
any provision of AIA Document A20] 2007 or other Conditions of the Contract which may require the
Construction Manager to pay such costs, unless such costs are excluded by the provisions of Section 6.8

§ 6.8 Costs Not To Be Relmbursed

§ 6.8.1 The Cost of the Work shall not inctude the items listed below:

.1 Salaries and other compensation of the Construction Manager's personnel stationed at the Construction
Manager's principal office or offices other than the site office, except as specifically provided in
Section 6.2, or as may be provided in Article 11;

Expenses of the Construction Manager's principal office and offices other than the site office,

Overhead and general expenses, except as may be expressly included in Sections 6.1 to 6 7;

The Construction Manager's capitat expenses, including interest on the Constniction Manager's capital

employed for the Work,

6 Except as provided in Section 6.7.3 of this Agreement, costs due to the negligence or faiture of the
Construction Manager, Subcontractors and suppliers or anyone directly or indirectly employed by any
of them or for whose acts any of them may be liable to fulfill a specific responsibility of the Contract;

6 Any cost not specifically and expressly described in Sections 6.1 to 6.7,

mw io

AlA Document A133” - 2009 (formerly A1Z21™CiMtc = 2003). Copyright © 1991, 2003 and 2009 by The American Inslilute af Architects All rights reserved

Init The “American Inslitule ol Architecis.” “AIA.” Ihe AIA Logo. and “AIA Contract Documents” are registered rademasks and may not be used wilhoul permission 12
This document was produced by AIA software at 19:15.33 ET on 05/04/2021 under Order No.4 797552925 which expwes on 09/23/2021, is not for resale, is
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1 Costs, other than costs included in Change Orders approved by the Owner, that would cause the
Guaranteed Maximum Pnice to be exceeded; and
8 Costs for services incurred during the Preconstruction Phase

§ 6.9 Discounts, Rebates and Refunds

§ 6.9.1 Cash discounts obtained on payments made by the Construction Manager shall accrue to the Owner if (1)
before making the payment, the Construction Manager included them in an Application for Payment and received
payment from the Owner, or (2) the Owner has deposited funds with the Construction Manager with which to make
payments, otherwise, cash discounts shall accrue to the Construction Manager. Trade discounts, rebates, refunds and
amounts reccived from sales of surplus materials and equipment shall accrue to the Owner, and the Construction
Manager shall make provisions so that they can be obtained.

§ 6.9.2 Amounts that accrue to the Owner in accordance with the provisions of Section 6.9. | shall be credited to the
Owner as a deduction from the Cost of the Work.

§ 6.10 Related Party Transactions

§ 6.10.1 For purposes of Section 6 (0, the term “related party” shall mean a parent, subsidiary, affiliate or other
entity having common ownership or management with the Construction Manager; any entity in which any
stockholder in, or management employee of, the Construction Manager owns any interest in excess of ten percent in
the aggregate; or any person or entity which has the right to control the business or affairs of the Construction
Manager The term “related party” includes any member of the immediate family of any person identified above.

§ 6.10.2 If any of the costs to be reimbursed arise from a transaction between the Construction Manager and a related
party, the Construction Manager shail notify the Owner of the specific nature of the contemplated transaction,
including the identity of the related party and the anticipated cost to be incurred, before any such transaction 15
consummated or cost incurred. If the Owner, after such notification, authorizes the proposed transaction, then the
cost incurred shall be included as a cost to be reimbursed, and the Construction Manager shal procure the Work,
equipment, goods or service from the related party, as a Subcontractor, according to the terms of Sections 2.3.2.1,
2.3.2 2 and 2 3.2.3. If the Owner fails to authorize the transaction, the Construction Manager shall procure the Work,
equipment, goods or service from some person or entity other than a related party according to the terms of Sections

2.3.2.4, 2.3.2.2 and 2 3.2 3.

§ 6.11 Accounting Records
The Construction Manager shall keep ftll and detailed records and accounts related to the cost of the Work and

exercise such controls as may be necessary for proper financial management under this Contract and to substantiate
all costs incurred. The accounting and control systems shall be satisfactory to the Owner. The Owner and the
Owner's auditors shall, during regular business hours and upon reasonable notice, be afforded access to, and shall be
permitted to audit and copy, the Construction Manager’s records and accounts, including compleie documentation
supporting accounting entries, books, correspondence, instructions, drawings, receipts, subcontracts, Subcontractor’s
proposals, purchase orders, vouchers, memoranda and other data relating to this Contract. The Construction
Manager shall preserve these records for a period of three years after final payment, or for such longer period as may

be required by law

ARTICLE 7 PAYMENTS FOR CONSTRUCTION PHASE SERVICES

§ 7.1 Progress Payments

§ 7.1.1 Based upon Applications for Payment submitted to the Architect by the Construction Manager and
Certificates for Payment issued by the Architect, the Owner shali make progress payments on account of the
Contract Sum to the Construction Manager as provided below and elsewhere in the Contract Documents.

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

§ 7.1.3 Provided that an Application for Payment is received by the Architect not later than the 25th day of a month,
the Owner shall make payment of the certified amount to the Construction Manager not later than the 25th_ day of
the following month [fan Application for Payment is received by the Architect after the application date fixed

AlA Document A1337 — 2009 (formerly A121™CMc ~ 2003}. Copyright © 1991, 2003 and 2009 by The American Institute of Archilects All rights reserved
The ‘Amencan Institute of Architects,’ “AIA,” the AIA Logo, and “AIA Contract Documents” a'e req:slered ‘trademarks and may not be used withaut permission
This document was produced by AIA soltware al 11:15°33 ET on 05/04/2021 under Order No.4797552925 which expires on 09/23/2021, is nol for resale, is
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above, payment shall be made by the Owner not later than thirty (30) days after the Architect receives the

Application for Payment.
(Federal, state or local laws may require payment within a certain period of time.)

§ 7.1.4 With each Application for Payment, tbe Construction Manager shall submit payrolls, petty cash accounts,
receipted invoices or invoices with check vouchers attached, and any other evidence required by the Owner or
Architect to demonstrate that cash disbursements already made by the Construction Manager on account of the Cost
of the Work equal or exceed progress payments already received by the Construction Manager, less that portion of
those payments attributable to the Construction Manager's Fee, plus payrolls for the period covered by the present
Application for Payment.

§ 7.1.5 Each Application for Paymeni shall be based on the most recent schedule of values submitted by the
Construction Manager in accordance with the Contracl Documents. The schedule of values shall allocate the entire
Guaranteed Maximum Price among the various portions of the Work, except that the Construction Manager’s Fee
shall be shown as a single separate item. The schedule of values shall be prepared in such form and supported by
such data to substantiate its accuracy as the Architect may require. This schedule, unless objected to by the
Architect, shall be used as a basis for reviewing the Construction Manager's Applications for Payment.

§ 7.1.6 Applications for Payment shall show the percentage of completion of each portion of the Work as of the end
of the pertod covered by the Application for Payment. The percentage of completion shall be the lesser of (1) the
percentage of that portion of the Work which has actually been completed, or (2) the percentage obtained by
dividing (a} the expense that has actually been incurred by the Construction Manager on account of that portion of
the Work for which the Construction Manager has made or intends to make actual payment prior to the next
Application for Payment by (b) the share of the Guaranteed Maximum Price allocated to that portion of the Work in
the schedule of values

§ 7.1.7 Subject to other provisions of the Contract Documents, the amount of each progress payment shall be

computed as follows:

‘(1 Take that portion of the Guaranteed Maximum Price properly allocable to completed Work as
determined by multiplying the percentage of completion of each portion of the Work by the share of
the Guaranteed Maximum Price allocated to that portion of the Work in the schedule of values.
Pending final determination of cost to the Owner of changes in the Work, amounts not in dispute
shall be included as provided tn Section 7.3.9 of AIA Document A201-2007;

2 Add that portion of the Guaranteed Maximum Price properly allocable to materials and equipment
delivered and suitably stored at the site for subsequent incorporation in the Work, or if approved in
advance by the Owner, suitably stored off the site at a location agreed upon in writing,

3 Add the Construction Manager's Fee, less retainage of five percent (5%) The Construction
Manager's Fee shall be computed upon the Cost of the Work at the rate stated in Section 5.1 or, if the
Construction Manager's Fee ts stated as a fixed sum in that Section, shall be an amount that bears the
same ratio to that fixed-sum fee as the Cost of the Work bears to a reasonable estimate of the
probable Cost of the Work tpon its completion,

4 Subtract retainage of five percent (5 %) from that portion of the Work that the Construction Manager

self-performs,

Subtract the aggregate of previous payments made by the Owner;

Subtract the shortfall, if any, indicated by the Construction Manager in the documentation required by
Section 7.1.4 to substantiate prior Applications for Payment, or resulting from errors subsequently
discovered by the Owner's auditors io such documentation, and

1 Subtract amounts, ifany, for which the Architect has withheld or nullified a Certificate for Payment as

provided in Section 9.5 of AIA Document A201 -2007.

ann

§ 7.1.8 The Owaer and Construction Manager shall agree upon {|} a mutually acceptable procedure for review and
approval of payments to Subcontractors and (2) the percentage of retainage held on Subcontracts, and the
Construction Manager shall execute subcontracts in accordance with those agreements.

§ 7.1.9 Except with the Owner's prior approval, the Construction Manager shall not make advance payments to
suppliers for materials or equipment which have not been delivered and stored at the site

AIA Document A133* = 2009 (formerly A121 CMc ~ 2003). Copyright © 1994, 2003 and 2609 by The American Inslitute ol Architects. All rights reserved

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§ 7.1.10 In taking action on the Construction Manager’s Applications for Payment, the Architect shall be entitled to
rely on the accuracy and completeness of the information furnished by the Construction Manager and shall not be
deemed to represent that the Architect has made a detaited examination, audit or arithmetic verification of the
documentation submitted in accordance with Section 7.1.4 or other supporting data, that the Architect has made
exhaustive or continuous on-site inspections; or that the Architect has made examinations to ascertain how or for
what purposes the Construction Manager has used amounts previously paid on account of the Contract. Such
examinations, audits and verifications. if required by the Owner, will be performed by the Owner’s auditors acting
in the sole interest of the Owner

§ 7.2 Finat Payment
§ 7.2.1 Final payment, constituting the entire unpaid balance of the Contract Sum, shall be made by the Owner to the

Construction Manager when
1 the Construction Manager has fully performed the Contract except for the Construction Manager's
responsibility to correct Work as provided in Section 12.2.2 of AJA Document A201 2007, and to
satisfy other requirements, if any, which extend beyond final payment,
.2 the Construction Manager bas submitted a final accounting for the Cost ofthe Work and a final
Application for Payment; and
3. a final Certificate for Payment has been issued by the Architect.

The Owner’s final payment to the Construction Manager shall be made no later than 30 days after the issuance of
the Architect's final Certificate for Payment, or as follows

§ 7.2.2 The Owner's auditors will review and report in writing on the Construction Manager's final accounting
within 30 days after delivery of the final accounting to the Architect by the Construction Manager. Based upon such
Cost of the Work as the Owner's auditors report to be substantiated by the Construction Manager's final accounting,
and provided the other conditions of Section 7.2.1 have been met, the Architect will, within seven days after receipt
of the written report of the Owner's audttors, either issue to the Owner a final Certificate for Payment with a copy to
the Construction Manager, or notify the Construction Manager and Owner in writing of the Architect’s reasons for
withholding a certificate as provided in Section 9.5.1 of the AIA Document A201 2007 The time periods stated in
this Section supersede those slated in Section 9 4.1 of the AIA Document A201 2007. The Architect is not
responsible for venfying the accuracy of the Construction Manager's final accounting

§ 7.2.3 If the Owner's auditors report the Cost of the Work as substantiated by the Constniction Manager’s final
accounting to be less than claimed by the Construction Manager, the Construction Manager shall be entitled to
request mediation ofthe disputed amount without seeking an initial decision pursuant to Section 15 2 of A201-
2007. A request for mediation shall be made by the Construction Manager within 30 days after the Constniction
Manager’s receipt of a copy of the Architect's final Certificate for Payment. Failure to request mediation within this
30-day period shall result in the substantiated amount reported by the Owner's auditors becoming binding on the
Construction Manager Pending a final resoluticn of the disputed amount, the Owner shall pay the Construction
Manager the amount certified in the Architect's final Certificate for Payment

§ 7.2.4 If, subsequent to final payment and at the Owner's request, the Construction Manager incurs costs described
in Section 6.1 1 and not excluded by Section 6.8 to conect defective or nonconforming Work, the Owner shall
reimburse the Construction Manager sich costs and the Construction Manager’s Fee applicable thereto on the same
basis as if such costs had been incurred prior to final payment, but not in excess of the Guaranteed Maximum Price.
{f the Construction Manager has participated in savings as provided in Section 5.2.1, the amount of such savings
shall be recalculated and appropriate credit given to the Owner in determining the net amount to be paid by the
Owner to the Construction Manager

ARTICLE 8 INSURANCE AND BONDS
For all phases of the Project, the Construction Manager shall purchase and maintain insurance, and the Construction

Manager shall provide bonds as set forth in Article 11 of AA Document A201-2007
(State bending requtrem nts, ffany, and lintts of hability for insurance required in Article 11 af ATA
DoctumentA 201-200: )

AIA Document! A133™ — 2009 {formerly A121'™CMc - 2003) Copynghl @ 1991 2003 and 2009 by The Ame tcan Inslilute of Archdecis All nghis reserved
The “Amencan Inst lwie ol Archilecis,” “AIA,” the AIA Logo, and “AIA Contac] Documenis” are regisiered trademarks and may noi be used wilhout permissiae
Th's document was produ: ed by Ata software at 11 19:33 ET on 05/04/2021 under Orde. No 4797552925 which expires on OW2U2N21, 1s not for resale, is
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Type of Insurance or Bond Limit of Liability or Bond Amount ($0.00)

Performance & Payment Bonds 100% of construction GMP

Automobile Liability $ 1,000,000 00 each accident

Commercial General Liability $ 1,000,000.00 each occurrence, $ 2,000,000.00 Aggregate
General Liability Umbrella $ 10,000,000.00

Property Insurance shall be by owner $ 1,000.00 deductible per occurrence

ARTICLES DISPUTE RESOLUTION

§ 9.1 Any Claim between the Owner and Construction Manager shall be resolved in accordance with the provisions
set forth in this Article 9 and Article 15 of A201 2007. However, for Ciaims arising from or relating to the
Construction Manager's Preconstruction Phase services, no decision by the Initial Decision Maker shall be required
as a condition precedent to mediation or binding dispute resolution, and Section 9.3 of this Agreement shall not

apply

§ 9.2 For any Claim subject to, but not resolved by mediation pursuant to Section 15.3 of AIA Document AZ0I
2007, the method of binding dispute resolution shall be as follows

(Check the appropriate box. If the Owner and Construction Manager do not select a method of binding dispute
resolution below, or do not subsequently agree in writing to a binding dispute resolution method other than
litigation, Claims will be resolved by litigation in a court of competent jurisdtction.)

{X] Litigation in New Hampshire Superior Court Hillsborough South

( } Other: (Specify)

§ 9.3 Initial Decision Maker

The Architect will serve as the Initial Decision Maker pursuant to Section 15.2 of AIA Document A201-2007 for
Claims arising from or relating to the Construction Manager's Construction Phase services, unless the part:es
appoint below another individual, not a party to the Agreement, to serve as the Initial Decision Maker

(if the parties mutually agree, insert the name, address and other contact information of the Initial Decision Maker,
if other than the Architect)

ARTICLE 10 TERMINATION OR SUSPENSION

§ 10.4 Termination Prior to Establishment of the Guaranteed Maximum Price

§ 10.1.1 Prior to the execution of the Guaranteed Maximum Price Amendment, the Owner may terminate this
Agreement upon not less than seven days’ written notice to the Construction Manager for the Owner's convenience
and without cause, and the Construction Manager may terminate this Agreement, upon nol less than seven days’
wnitten notice to the Owner, for the reasons set forth in Scction 14.1.1 of A201 2007.

§ 10.1.2 In the event of termination of this Agreement pursuant to Section 10.1.1, the Canstruction Manager shall be
equitably compensated for Preconstruction Phase services performed prior to receipt of a notice of termination, In no
event shall the Construction Manager's compensation under this Section exceed the compensation set forth in
Section 4.1

§ 10.1.3 If the Qwner terminates the Contract pursuant to Section 10.1 1 after the commencement of the Construction
Phase but prior to the execution of the Guaranteed Maximum Price Amendment, the Owner shall pay to the
Construclion Manager an amount calculated as follows, which amount shall be in addition to any compensation paid
to the Construction Manager under Section 10.1.2

A Take the Cost of the Work incurred by the Construction Manager to the date of termination,

AIA Document A133™ = 2009 (formerly A121™CMc - 2003). Copyright © 1994, 2003 and 2009 by The American Inslilule of Architects. All mghls reserved
The “Ame: can Instiute of Architects,” “AIA, the ALA Logo. and “AIA Contract Oocuments” are registered lrademarks and may not be used withaut pecmiss on
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2 Add the Construction Manager's Fee computed upon the Cost of the Work to the date of termination at
the rate stated in Section 5.1 or, if the Construction Manager's Fee is stated as a fixed sum ip that
Section, an amount that bears the same ratio to that fixed-sum Fee as the Cost of the Work at the time
of termsnation bears to a reasonable estimate of the probable Cost of the Work upon tts completion,

and
+ Subtract the aggregate of previous payments made by the Owner for Construction Phase services

The Owner shall also pay the Construction Manager fair compensation, either by purchase or rental at the election of
the Owner, for any equipment owned by the Construction Manager which the Owner elects to retain and which is
not otherwise tncluded in the Cost of the Work under Section 10.1.3.1. To the extent that the Owner elects to take
legal assignment of subcontracts and purchase orders (including rental agreements), the Construction Manager shall,
as a condition of receiving the payments refered to in this Article 10, execute and deliver all such papers and take
all such steps, including the legal assignment of such subcontracts and other contractual rights of the Construction
Manager, as the Owner may require for the purpose of fully vesting in the Owner the rights and benefits of the
Construction Manager under such subcontracts or purchase orders All Subcontracts, purchase orders and rental
agreements entered into by the Construction Manager will contain provisions allowing for assignment to the Owner

as described above.

If the Owner accepts assignment of subcontracts, purchase orders or rental agreements as described above, the
Owner wall reimburse or indemnify the Construction Manager for all costs arising under the subcontract, purchase
order or rental agreement, if those costs would have been reimbursable as Cost of the Work if the contract had not
been terminated. If the Owner chooses not to accept assignment of any subcontract, purchase order or rental
agreement that would have constituted a Cost of the Work had this agreement not been terminated, the Construction
Manager will terminate the subcontract, purchase order or rental agreement and the Owner will pay the Construction
Manager the costs necessarily incurred by the Construction Manager because of such termination.

§ 10.2 Termination Subsequent to Establishing Guaranteed Maximum Price
Following execution of the Guaranteed Maximum Price Amendment and subject to the provisions of Section 10.2.1
and 10 2 2 below, the Contract may be terminated as provided in Article 14 of AIA Document A20! 2007

§ 10.2.1 If the Owner terminates the Contract after execution of the Guaranteed Maximum Price Amendment, the
amount payable to the Construction Manager pursuant to Sections 14 2 and 14.4 of A201 2007 shall not exceed the
amount the Construction Manager would otherwise have received pursuaal to Sections 10.1.2 and 10.1.3 of this

Agreement.

§ 10.2.2 If the Construction Manager terminates the Contract after execution of the Guaranteed Maximum Price
Amendment, the amount payable to the Construction Manager under Section 14.1.3 of A201-2007 shall nat exceed
the amount the Construction Manager would otherwise have received under Sections 10.1.2 and 10.1.3 above,
except that the Construction Manager's Fee shall be calculated as if the Work had been fully completed by the
Construction Manager, utilizing as necessary a reasonable estimate of the Cost of the Work for Work not actually

completed.

§ 10.3 Suspension

The Work may be suspended by the Owner as provided in Article 14 of AIA Document A201 2007. In such case,
the Guaranteed Maximum Price and Contract Time shall be increased as provided in Section 14.3.2 of AIA
Document A201-2007, except that the term “profit” shall be understood to mean the Construction Manager’s Fee as
described in Sections 5.1 and 5.3.5 of this Agreement

ARTICLE 11 MISCELLANEOUS PROVISIONS
§ 11.1 Terms inthis Agreement shall have the same meaning as those in A201~2007

§ 11.2 Ownership and Use of Documents
Section 1.5 of A20t-2007 shall apply to both the Preconstruction and Construction Phases.

§ 11.3 Governing Law
Section 13.1 of A20!-2007 shall apply to both the Preconstruction and Construction Phases.

. AIA Document A133” - 2009 (formerly A121'™ CMe - 2003), Copyright © 1991, 2003 and 2009 by The American instilute of Architects. All rights reserved
Init. The “Amencan Inshitule of Archiects,* “AFA,* the AIA Logo, and ‘AIA Contract Documents” are registered trademarks and may not be used w ihoul pe: mission 17
This document was produced by AIA soltwase at 11 15.33 ET 0: 06/04/2021 under Order No 4797552925 which sapires on 09/23/2021, is not for resale. is
licensed fos one-lime use only, and may anly be used in accordance wih the A‘A Contract Documents? Terms ol Service. To report copyrighi violations. e-mail

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