HomeMy WebLinkAboutUNIFORM SUB-CONTRACTUNIFORM SUBCONTRACT
SCANNED Fulcrum Construction Group LLC
BY 810 Manci Ave
St. Lucie County Daphne, AL 36526
Telephone: 251-380-8375 Fax: 251-217-2867
Subcontractor: BRANCA'S BEST APPLIANCE SVC Job No.: 19-020
DBA BRANCA'S AIR CONDITIONING, INC.
Subcontractor Address: 1059 HAWTHORNE DRIVE
SEBRING, FL 33870 Cost Code: 15-510.01
Subcontractor Phone: (863) 382-3300
On this 14T"day of JUNE 2019, FULCRUM CONSTRUCTION GROUP LLC, ("Contractor"), and BRANCA'S BEST APPLIANCE
SVC DBA BRANCA'S AIR CONDITIONING, INC. ("Subcontractor"), for the consideration hereinafter named, agree and bind
themselves as follows:
1. SCOPE OF WORK. Contractor has entered into a contract with Owner, dated May 30, 2019 (General Contract), for
construction of the following:
(Project)DOLLAR GENERAL. 7180 S. US HIGHWAY 1. PORT ST. LUCIE, FL 34952
(Owner) HSC PORT ST LUCIE, LLC. PO BOX 130, DAPHNE, AL36526
Subcontractor agrees to furnish, at Subcontractor's expense, all labor, materials, scaffolding, equipment, storage and hoisting facilities,
testing, Federal, City, County and State licenses, fees, permits and taxes, and to fully perform and in every respect complete the following
work (herein called the Work)
SOW: Scope of Work: See Attached Exhibit A
Subcontractor shall perform the Work according to the plans, specifications and schedules prepared by TODD STEWART
ARCHITECTS (herein Architect) and JADE CONSULTING, LLC (herein Engineer), the general conditions and all documents
comprising a part ofthe General contract (herein collectively called Contract Documents), all of which are made apart ofthis subcontract
and are available for inspection at Contractor's office, and to the satisfaction of the Architect, Engineer, Owner and Contractor.
Subcontractor warrants that Subcontractor has thoroughly investigated and familiarized itself with the requirements of the Contract
Documents and this subcontract and with the Project site conditions, and that Subcontractor's acceptance ofthis subcontract is not based
upon any statements or representations of Contractor not in this subcontract.
2. SUBCONTRACT AMOUNT. For the Work Contractor agrees to pay Subcontractor, in accordance with -the -provisions of
Section 6 hereof and subject to any increase or decrease resulting from changes that may be agreed upon, the sumlof-$36,000. (the
"Subcontract Amount").
3. TIME FOR COMPLETION. Subcontractor agrees to stay thoroughly informed as to the progress of the job; to commence
Work the day after notification by Contractor; to prosecute the Work diligently, continuously and uninterruptedly with all possible
speed; and to complete the Work and the several parts thereof at such time or times as directed by Contractor and so as to not interfere
with or delay performance of the General Contract or the Work of any other subcontractor or contractor, time being of the essence.
Weekend work may be required. Subcontractor, shall, within said notice period and until completion of the Work, inspect all prior
phases of construction which affect the Work, and Subcontractor will notify Contractor in writing of any defects in such prior phases of
construction which would delay the Project. Should Subcontractor not complete the Work in the time specified and the delay is caused
by Subcontractor, Subcontractor agrees to pay liquidated damages at $500 per day or at any greater rate actually imposed upon
Contractor in the General Contract.
4. PROGRESS CHART. Within 5 days after receipt of notice to proceed, Subcontractor shall prepare and submit to
Contractor for approval two copies of a practicable progress chart. The chart shall show the principal categories of Work corresponding
with those used in the breakdown on which progress payments are to be based; the order in which Subcontractor proposes to carry on
the Work, the date on which Subcontractor will start each ofthe categories of Work and the contemplated dates for completing the same.
The chart shall be in suitable scale to indicate graphically the total percentage of Work scheduled to be in place at any time. At the end
of each progress payment period, or at such intervals as directed by Contractor, Subcontractor shall (1) adjust the chart to reflect any
changes in the contract Work, completion time, or both, as approved by Contractor, (2) enter on the chart total percentage of Work
actually in place, and (3) submit 2 copies of the adjusted chart to Contractor.
5. SHOP DRAWINGS. Shop drawings shall be submitted by Subcontractor, at Subcontractor's expense, to Contractor, the
Architect and Engineer within five days after Contractor gives Subcontractor notice to proceed. In the event any deviations from this
subcontract and the Contract Documents are incorporated in any shop drawings of or by the Subcontractor, such deviations and the
reasons therefore shall be fully explained in writing to the Contractor, Architect, Engineer and Owner at the time the shop drawings are
submitted; and failure to so specify and explain any such deviation will automatically void any inadvertent approval of thesame.
6. CONDITIONS OF PAYMENT.
(a) On or before the 251 day of each month or other date designated by Contractor, Subcontractor agrees, as a condition
precedent to Subcontractor's entitlement to payment, to submit to Contractor, in accordance with the attached Payment Procedure: (1)
a payment request for Work performed through the end of the month to which it relates, (2) a schedule of all Subcontractor's vendors
and sub -subcontractors on the Project, with the balance owed to each as of the date application is submitted, and (3) an executed release
and partial lien waiver from Subcontractor and each of Subcontractor's vendors and sub -subcontractors. Payment of the subcontract
amount, and any additional sums for extras, as provided herein, shall be made as follows: Contractor shall pay to Subcontractor an
amount equal to the value of the Work (less 10% Retainage) performed by Subcontractor as determined by Architect and/or Engineer
and/or Owner and as approved by Contractor during any calendar month within fifteen (15) days after payment therefor has been
received by Contractor from Owner. Retainage shall be equal to the percentage of retainage on payments due from Owner to Contractor
as specified in the General Contract. Final payment shall be payable fifteen (15) days after the Project is completed, accepted by Owner
and Architect and/or Engineer, if any, and the full contract price received by Contractor from Owner. Contractor shall be under no
obligation to make any payment to subcontractor except to the extent that Contractor has received funds from Owner for the Work
invoiced by Subcontractor, payment from Owner being a condition precedent to any obligation of Contractor to pay Subcontractor.
(b) Acceptance of final payment by Subcontractor constitutes a general release of Contractor and Contractor's surety
from all claims and liability of whatever nature. No payment, including final payment, shall be construed as acceptance of defective or
incomplete Work, and Subcontractor shall remain responsible and liable for performance in strict compliance with this subcontract.
(c) Contractor reserves the right to directly pay all debts of Subcontractor on the Project, or otherwise, which payments
shall be applied as payments to Subcontractor.
7. WARRANTY.
(a) Subcontractor guarantees and warrants to Contractor and Owner, their heirs, successors and assigns, the Work and all
extra work performed by or through Subcontractor to be of good material and workmanship, free from defects, fit, safe, sufficient for
the purposes intended and to comply strictly with the requirements of this subcontract and the Contract Documents. This warranty shall
extend for the same period as the Contractor's warranty under the Contract Documents or for one year after final payment to
Subcontractor, whichever is longer. The warranties and guaranties set forth herein are in addition to any other warranties or guaranties
provided by law or by separate agreement.
(b) Subcontractor shall be responsible for completing in a timely manner the items noted in the Punchlist, Commissioning
Report and I I Month Punchlist.
S. COMPLIANCE WITH LAWS. All Work performed under this subcontract shall be in strict conformity with applicable
laws, codes, ordinances, rules, regulations, executive orders and requirements of Federal, State, County and Municipal authorities,
including but not limited to environmental laws, OSHA, and the National Board of Fire Underwriters, and any local fire Underwriters
and any local fire insurance exchange now or hereinafter in effect. In the event of any discrepancy between the requirements of such
laws or authorities and the provisions of this subcontract or the contract Documents, the former shall govern, and Subcontractor shall
perform all Work as required by such laws at no extra cost. If Subcontractor fails to give any required notice, obtain any necessary
permit, or performs any Work contrary to such laws, codes, ordinances, rules, regulations or requirements, Subcontractor shall bear all
costs arising or resulting there from. The responsibility for any fines, penalties, costs or losses levied against or incurred by Contractor
or Owner as a result of actions or omissions by Subcontractor or Subcontractor's assigns in contravention of such applicable laws, codes,
ordinances, rules and regulations shall be home by Subcontractor. Contractor may take whatever steps considered necessary, in
Contractor's opinion, to assure Subcontractor's compliance with applicable laws. Such action shall in no way relieve Subcontractor of
Subcontractor's responsibility to comply with such laws.
9. INSURANCE AND BONDS.
(a) Subcontractor will maintain liability, workmen's compensation, automobile liability, umbrella and other insurance
coverages, as specified in the attached insurance rider and any additional or greater coverages or limits which may be required by the
Contract Documents or by law.
(b) If specified in writing by Contractor, Subcontractor shall furnish a performance bond and a labor and material payment
bond in form and with surety satisfactory to Contractor.
(c) Before going on to the job site, but not later than seven (7) days after the date of this subcontract, Subcontractor will
submit to Contractor two (2) copies of certificates evidencing such insurance and obligating the insurance company to provide thirty
(30) days written notice to Owner and Contractor prior to cancellation or material change in coverage.
(d) The cost of all insurance and bonds required by this Section 9 is included in the Subcontract Amount
10. EXTRAS AND DELETIONS.
(a) In the event that Contractor gives Subcontractor written notice that extra work (including labor, materials, equipment
and contracted work) of the general type covered by this subcontract shall be required on the job, Subcontractor agrees to perform such
work. If a lump sum price or unit price for the extra work cannot be agreed upon, Subcontractor agrees to do the extra work on the basis
of Subcontractor's actual direct cost plus a ten percent (10%) fee for overhead and profit. The Subcontract Amount shall be adjusted
accordingly. Contractor shall not be liable for payment for any extra work performed by Subcontractor unless such work is expressly
authorized by Contractor in writing before such extra work is performed.
(b) If Subcontractor performed any such authorized extra work on an actual direct cost plus basis, Subcontractor shall
furnish each day to Contractor, duplicate payroll sheets, material tickets, and a statement, or slips for all other charges, retaining a copy
of each thereof, and securing on each thereof the signature of the representative of Contractor; such signed copies of payroll sheets,
material tickets, statements and slips shall accompany all bills and vouchers presented with application for payment.
(c) Should Contractor, during the execution of this Contract, require the Subcontractor to delete any aspect of the Work,
Subcontractor agrees to delete such Work, and Contractor will deduct from any monies due Subcontractor or from the Subcontract
Amount the actual amount agreed upon for said deleted Work, or, in absence of such agreement, the direct costs of labor and materials
required for such Work plus ten percent (10%) for overhead and profit.
(d) Subcontractor agrees to make all claims for extras, extension of time, delays or otherwise to Contractor in the manner
provided in the Contract Documents for like claims by Contractor upon Owner, except that the time for making such claims shall be
seven (7) days after the occurrence of the cause of such claim unless otherwise provided for in the Contract Documents. Failure of
Subcontractor to make claim in this seven (7) day period constitutes a waiver of the right to claim.
(e) No extra or additional compensation hereunder will be allowed for acts of theft or vandalism. Contractor shall have
no responsibility for material received, unloaded or stored for or by Subcontractor or for any damage or loss to Subcontractor's tools or
equipment. Subcontractor's claims for extra or additional compensation for latent or other physical conditions shall be allowed only to
the extent Owner pays Contractor for Subcontractor's claims.
(f) Without notice to Subcontractor's surety, Contractor shall have the right to require such extra work or to delete Work
embraced by this subcontract.
(g) The Contractor shall have the right to require the presence of the Subcontractor, or a representative of the
Subcontractor authorized to act in its behalf, at any or all progress meetings, whether called by the owner, the Contractor, or others.
11. CLEAN-UP. Subcontractor, on a daily basis, will be responsible for keeping Subcontractor's part of the job clean and in an
orderly fashion subject to the approval of Contractor. Should Contractor incur any expenses performing cleanup work for Subcontractor,
such expenses will be deducted from any amounts due Subcontractor.
12. LIQUIDATED DAMAGES. Liquidated damages will be charged for work behind schedule. Contractor and Subcontractor
agree that it is difficult or impossible to determine the amount and extent of damage which could be caused by the failure to complete
the work in a timely and proper manner, but the parties acknowledge that damages would likely occur. The parties to this agreement
further stipulate that the below listed amount is not to be considered as a penalty, but rather as a good faith estimate of the damages
which would likely accrue if Subcontractor fails to complete the work in a timely fashion. The parties agree that the sum of Five
Hundred Dollars ($500.00) for every 1 day (24 hour) period which expires from the time when performance of the Subcontract work
was to have been completed until the date of the Contractor's acceptance of the work. To the extent Subcontractor would be due
additional payment(s) from the Contractor, Contractor has the right, but not the obligation, to deduct any such sums for liquidated
damages from the payments otherwise due under the Subcontract.
13. DEFAULT.
(a) In the event Subcontractor shall, in the judgment of Contractor: (1) become insolvent, or file or have filed against
Subcontractor any petition in bankruptcy, (2) fail to pay, when due, for materials, labor, services or other items purchased or used in
connection with the Work, (3) fail to pursue the Work in accordance with this subcontract, the Contract Documents and the schedules
established by Contractor, (4) fail to supply a sufficiency of properly skilled supervisors, workmen, or of material, tools, equipment, or
supplies of the proper quality (including failure occasioned by a strike, picketing, boycott, or other cessation of Work by Subcontractor's
employees), (5) interfere with or disrupt, or threaten to interfere with or disrupt the operations by reason of any labor dispute, picketing,
boycotting, or by any other reason, or (6) commit any other breach of this subcontract, then, upon two (2) days' notice, or if the event
the default will, in the reasonable judgmL.,, ; ,Contractor, endanger the job if permitted to w„tame, Contractor may immediately declare
a default by Subcontractor, all such acts hereby being deemed to be breaches of this subcontract. In the event of such a default,
Contractor may terminate this subcontract, take possession of all materials, supplies, equipment and tools of Subcontractor on the job,
and make independent arrangements for completion of the Work. The amount of completion cost, as well as any other costs, damages,
or expenses, including reasonable attorneys' fees and expenses, incurred by Contractor as a result of such default shall be charged against
any unpaid balance due to Subcontractor; and, if such total costs, damages, fees or expenses shall exceed the balance due, Subcontractor
agrees to pay the amount of such excess upon demand of Contractor. The materials, supplies, equipment and tools taken by Contractor
may be used in completing the Work and may be incorporated into the improvements being constructed. With respect to any of such
items incorporated into the Project or the Work, or consumed in the Work, the reasonable value of the same as of the date of taking shall
be credited against the aforesaid total completion costs, damages, and expenses if Subcontractor has not previously received payment
for the same. With respect to any items which are not so incorporated or consumed, or which have a salvage value, Contractor may, at
Contractor's option: (1) assume title to such time, as of the date of default and credit the reasonable value thereof as of the date of taking
against the total complete cost, damages, and expenses, or (2) make the same available to Subcontractor and credit the reasonable value
of the use thereof by Contractor against the such total completion cost, damages, fee, and expenses.
(b) Additionally, Contractor may, upon two (2) days' notice to Subcontractor, provide or arrange for the provision of such
workmen and materials necessary, in the sole opinion of Contractor, to continue and complete the Work for the account of Subcontractor
and at Subcontractor's cost and expense, and apply any and all funds which may be or become due to Subcontractor thereto, all without
terminating, rescinding, or voiding this subcontract or releasing Subcontractor from any liability hereunder.
(c) In the event Contractor does not terminate this subcontract, but assents to delayed completion of the Work by
Subcontractor, such assent shall not be construed as a waiver of Subcontractor's obligation to reimburse Contractor for any costs,
damages (liquidated or otherwise), losses, or loss of bonus, or expenses of such and every type, including attorney's fees, incurred as a
result of such delay; and all such costs, damages, and expenses shall be paid or reimbursed to Contractor upon demand.
14. CLAIMS.
(a) Subcontractor agrees to make any claims for extensions of time or for damages for delays, or otherwise, to Contractor
in the same manner as prescribed in the Contract Documents for like claims with the Contractor upon Owner, and in such time as will
enable Contractor to present such claims to Owner for payment or recognition, and Contractor shall not be liable to Subcontractor on
any claim not timely or properly presented, or until allowed by Owner.
(b) Subcontractor shall only be entitled to an extension of time for performing and completing the Work upon the same
terms and conditions an extension of time is allowable and only to the extent actually allowed to Contractor by Owner.
(c) Contractor shall not be liable to Subcontractor for delays to or interference with Subcontractor's Work by the act,
neglect or default of Owner, Contractor, Architect, Engineer, another subcontractor, supplier or contractor or by reason of fire or other
casualty, or on account of riots, or of strikes, or other combined action of the workmen or others, or on account of any acts of God, or
any other causes beyond Contractor's control, or on account of any circumstances caused or contributed to by Subcontractor; provided,
however, notwithstanding anything else contained herein, Contractor will be liable to Subcontractor for damages Subcontractor incurs
as a result of any acts, or failures to act, by Owner which delays or suspends Subcontractor's Work but only to the extent the Owner is
liable for such damages and actually pays Contractor for such damages, which payment shall be a condition precedent to Contractor's
liability; it being expressly understood that the only obligation Contractor has to Subcontractor under this provision is to pass on to
Owner any claim Subcontractor has for damages for delays caused by Owner and to pay to Subcontractor any proportionate amounts
which Owner pays to Contractor as a result of such claim for Owner caused delays.
(d) Should Subcontractor be delayed in the Work by Contractor, then Contractor shall owe Subcontractor therefor only
an extension of time for completion equal to the delay caused and then only if a written claim for such delay is made to Contractor
within forty-eight (48) hours from the time of the beginning of the delay; and under no circumstances shall Contractor be liable to pay
Subcontractor any compensation for such Contractor caused delays. Should no written claim be so made by Subcontractor,
Subcontractor's right to an extension of time will be deemed to have been waived by Subcontractor.
15. ATTORNEYS FEES. Reasonable attorney fees incurred by Contractor will be paid by Subcontractor should legal proceedings
become necessary to enforce this Subcontract.
16. INDEMNITY.
REQUIREMENTS. TO THE FULLEST EXTENT PERMITTED BY LAW, THE SUBCONTRACTOR/VENDOR
SHALL DEFEND, INDEMNIFY AND HOLD HARMLESS THE CONTRACTOR, OWNER, ARCHITECT/ENGINEER,
AND AGENTS AND EMPLOYEES OF ANY OF THEM (COLLECTIVELY REFERRED TO AS "INDEMNITEES") FROM
AND AGAINST CLAIMS, DAMAGES, JUDGMENTS, LOSSES AND EXPENSES, INCLUDING BUT NOT LIMITED TO
ATTORNEY'S FEES, ARISING OUT OF OR RESULTING FROM PERFORMANCE OF THE
SUBCONTRACTOR'SNENDOR'S ' ' tK, ACTIONS, INACTIONS, OR OPER...ONS UNDER THIS SUBCONTRACT
PROVIDED THAT ANY SUCH CLAIM, DAMAGE, LOSS OR EXPENSE IS ATTRIBUTABLE TO PERSONAL INJURY,
DEATH (INCLUDING PERSONAL INJURY OR DEATH TO THE SUBCONTRACTOR'SNENDOR'S OWN
EMPLOYEE(S), WHETHER OR NOT SAID PERSONAL INJURY OR DEATH IS COMPENSABLE UNDER ANY
APPLICABLE WORKER'S COMPENSATION LAW, THE IMMUNITY PROTECTION OF WHICH
SUBCONTRACTORNENDOR HEREBY WAIVES AS TO THIS INDEMNITY AGREEMENT), ADMINISTRATIVE OR
JUDICIAL FINES, AND/OR PROPERTY DAMAGE OF ANY SORT OR KIND. HOWEVER, IF IT IS JUDICIALLY
DETERMINED THAT THE INDEMNITEES, THEIR AGENT OR EMPLOYEE, OR A THIRD -PARTY OVER WHICH THE
SUBCONTRACTORNENDOR HAS NO CONTROL IS LIABLE FOR ITS OR THEIR NEGLIGENCE OR INTENTIONAL
ACTS OR OMISSIONS, THEN THE INDEMNITEES SHALL NOT BE ENTITLED TO DEFENSE OR INDEMNITY.
SUBCONTRACTOR COVENANTS AND AGREES TO DEFEND, INDEMNIFY, EXONERATE, AND HOLD HARMLESS
THE CONTRACTOR, AND CONTRACTOR'S SURETY WITH RESPECT TO (1) EVERY CLAIM OR ACTION FOR
BREACH OF CONTRACT OR OTHERWISE FILED OR PRESENTED BY THE OWNER ARISING OUT OF, OR
RELATED TO ANY WORK OR OPERATION PERFORMED BY, FOR, OR ON BEHALF OF, THE SUBCONTRACTOR,
(2) EVERY LIEN NOTICE, LIEN AFFIDAVIT AND LIEN SUIT FILED OR PRESENTED BY ANY MATERIALMAN,
LABORER OR SUBCONTRACTOR OF SUBCONTRACTOR, IN CONNECTION WITH THE SUBCONTRACTOR'S
WORK, (3) EVERY OTHER CLAIM OR ACTION OF ANY KIND WHATSOEVER, FILED OR PRESENTED BY ANY
MATERIALMAN, LABORER OR SUBCONTRACTOR OF SUBCONTRACTOR, IN CONNECTION WITH THE
SUBCONTRACTOR'S WORK, AND (4) EVERY GARNISHMENT, ATTACHMENT OR OTHER LEVY MADE BY A
CREDITOR OF SUBCONTRACTOR AGAINST THE ASSETS OR FUNDS OF SUBCONTRACTOR IN THE HANDS OR
CUSTODY OF THE OWNER OR THE CONTRACTOR. THIS INDEMNITY SHALL INCLUDE ALL PAYMENTS MADE
BY THE CONTRACTOR AND ALL REASONABLE EXPENSES, ATTORNEY'S FEES, AND OTHER COSTS INCURRED
BY CONTRACTOR IN CONNECTION THEREWITH.
NOTHING IN THIS SECTION SHALL BE CONSTRUED TO REQUIRE SUBCONTRACTOR TO INDEMNIFY OR HOLD
HARMLESS AN INDEMNITEE FROM OR AGAINST ANY LIABILITY FOR LOSS OR DAMAGE RESULTING FROM
THE NEGLIGENCE OR INTENTIONAL ACTS OR OMISSIONS OF AN INDEMNITEE, AN AGENT OR EMPLOYEE OF
AN INDEMNITEE, OR A THIRD PARTY OVER WHICH THE SUBCONTRACTOR HAS NO CONTROL.
17. MISCELLANEOUS.
(a) Subcontractor shall not assign this subcontract without the written consent of Contractor, nor subcontract the whole
of this subcontract without the written consent of Contractor. Subcontractor shall not assign any amounts due or to become due under
this subcontract without written notice to Contractor.
(b) To the fullest extent permitted by law, Subcontractor shall defend, indemnify and hold harmless Owner, Architect,
Engineer and Contractor and all of their agents, employees and consultants from and against all claims, lawsuits by Subcontractor's
employees, injuries, death, damages, losses and expenses, including but not limited to attorney's fees, arising directly or indirectly out
of, or in connection with, operations conducted by (or in the work area of) the Subcontractor, the Subcontractor's Sub -subcontractors,
anyone directly or indirectly employed by them, or anyone for those acts or omissions they may be liable and in connection with
Subcontractor's performance or failure to perform Subcontractor's obligations under this subcontract; provided that any such claim,
damage, loss, or expense is caused in whole or in part by any negligent or wanton act or omission of Subcontractor or anyone directly
or indirectly employed by Subcontractor or anyone for whose acts Subcontractor may be liable, regardless of whether it is caused in part
by a party indemnified hereunder.
(c) Subcontractor shall not in any instance have any greater right against Contractor for omissions, alterations, extra work
or additional compensation than Contractor shall have against Owner, and insofar as the Work or any extra work is concerned,
Subcontractor assumes all of Contractor's obligations and responsibilities under the Contract Documents and agrees that all rulings,
inspections and requirements affecting the same shall be binding upon Subcontractor as upon Contractor. Contractor shall have the
same rights and privileges with respect to Subcontractor under this subcontract as Owner has with respect to Contractor under the
Contract Documents.
(d) Contractor shall have the right at any time to cancel this subcontract and require Subcontractor to cease work thereon
in the event the General Contract is cancelled or terminated in accordance with its terms or by reason of the default of Owner. Contractor
shall, in this event, be liable to Subcontractor only for the amount actually received by Contractor from Owner for the Work performed
under this subcontract.
(e) Subcontractor shall pay all of the expense, costs and attorney's fees incurred by Contractor and Contractor's surety in
the investigation and defense of any claim, demand or action by any third party alleging or arising from Subcontractor's nonpayment of
labor or materials or alleging or arising from Subcontractor's breach of Subcontractor's obligations under this subcontract.
(f) In the event of any dispu,. between Subcontractor and Contractor in any way arising from or relating to the Project,
this subcontract or the Contract Documents, Subcontractor and Contractor expressly agree that it should be finally resolved by binding
Arbitration to be held in Baldwin County, AL in accordance with the current Construction Industry Rules of the American Arbitration
Association. The arbitration panel will be constituted by one or more arbitrators selected in accordance with said rules. The parties
further agree that any question regarding whether a particular controversy is subject to arbitration shall be decided by the Arbitrator.
Contractor and Subcontractor further expressly agree that this Subcontract was negotiated and executed in Baldwin County, Alabama,
and that any litigious proceedings arising out of, or relating in any way to the Project, the Subcontract or the Contract Documents, shall
be initiated and filed in Baldwin County, Alabama. Baldwin County, Alabama shall be the exclusive forum with respect to any litigation
arising out of the Project, this Subcontract and/or the Contract documents. Subcontractor expressly waives any challenges to personal
jurisdiction and/or the selected forum of Baldwin County, Alabama. Notwithstanding this forum selection clause, nothing contained
herein shall prohibit the parties from engaging in mediation or other settlement negotiations in an attempt to resolve any such dispute
which may arise hereunder
(g) The provisions of this subcontract shall govern any conflict in the provisions of this subcontract and the Contract
Documents. Headings are for convenience only and shall not expand or restrict the meaning of the provisions of this subcontract.
(h) All proposals, negotiations and representations with respect to this subcontract, site conditions, the Contract
Documents and the Work, whether oral or written, are hereby superseded and merged into this subcontract. This subcontract cannot be
changed, modified, altered, suspended or terminated, except in writing signed by an authorized representative of Contractor. No delay,
waiver, forbearance, or failure by the Contractor to exercise rights or remedies under this subcontract or to insist upon strict compliance
by Subcontractor shall relieve Subcontractor from strict compliance with all terms and conditions hereof nor shall waive, restrict, or
adversely affect any of Contractor's rights and remedies as to any subsequent or continuing failure of Subcontractor to comply strictly
with all terms and conditions of this subcontract. The invalidity or unenforceability of any term of condition of this subcontract shall
not invalidate, render unenforceable, or adversely affect the remaining terms and conditions. Subcontractor shall be liable for all
damages, costs and expenses, including attorney's fees, incurred by Contractor in enforcing the terms and conditions of this subcontract.
This subcontract shall be governed by the law of the state in which the Project is located and shall be binding upon the successor in
interest of the parties hereto.
18. ADDITIONAL TERMS. Additional terms and conditions of this Subcontract, if any, are set forth on Exhibit A attached
hereto.
19. SAFETY
Subcontractor accepts complete responsibility for the health and safety of its employees and its subcontractors' employees, the
safe performance of the Work, compliance with safety procedures and policies issued by the Contractor and in the Contract Documents,
and compliance with all applicable health and safety laws, including the regulations and standards of the Occupational Safety & Health
Act of 1970 ("OSHA"), as amended. Prevention of accidents to employees is the prime responsibility of the subcontractor.
Subcontractor assumes exclusive liability and covenants and agrees to defend, indemnify and hold harmless the Owner and
Contractor as to any penalties assessed against the Owner or Contractor for violations of any applicable statute, law or ordinance which
are determined by a governmental agency to have been committed by the Subcontractor or its employees.
Prior to commencing its work at the jobsite, Subcontractor shall designate a responsible employee at the site whose duty shall
be the prevention of accidents and assure full compliance with Fulcrums Safety Program including full cooperation with Fulcrum's Job
Hazard Analysis and worksheets as well as any preparation and/or assistance in the event of OSHA visits.
Additionally, all Subcontractor employees shall be orientated to fully understand Fulcrums Jobsite Safety Rules (See Attached
Exhibit B), requiring each of them to provide their signature attesting compliance to these Rules before start of any work on jobsite. As
part of this orientation, a numbered hard hat sticker will be assigned by Fulcrum to each Subcontractor employee. No employee without
a numbered hard hat sticker shall be permitted to work.
Subcontractor's employees shall attend and sign -in to weekly Tool -Box Safety Meetings. Personal Protective Equipment (PPE)
including hard hats will be worn at all times. Failure to follow the PPE policy will result in a fine of $250 per occurrence.
In the event that Subcontractor or any of its employees or its subcontractors' employees fail to comply with any health and
safety requirements, Contractor may require Subcontractor to stop work and/or remove any non -complying employees. Subcontractor
shall not be entitled to any additional time or money as a result of the Contractor stopping the Work when the Work was stopped due to
Contractor's concern about safety deficiencies. Subcontractor shall comply with the safety -related recommendations of insurance
companies having an interest in the Project.
Subcontractor shall report the oacuttence of injury or equipment/property damage' to Contractor immediately.
IN WITNESS WHEREOF, the parties hereto have executed this agreement the date first above written.
FULCRUM CONSTRUCTION GROUP LLC (Contractor)
Fulcrum Construction Group LLC's Witness (Date)
Title:
BRANCA'S BEST APPLIANCE SVC
DBA BRANCA'S AIR CONDITIONING, INC.
(Subcontractor)
Subcontractor's Witness (Date)
EXHIBIT A
DOLLAR GENERAL -PORT ST. LUCIE, FL
SCOPE OF WORK: HVAC
SCOPE OF WORK -FURTHER BREAKDOWN:
Scope of work to include, but not be limited to:
• All HVAC work per drawings.
• Provide labor, material, equipment, permit, crane, and supervision to install 2 — Rooftop package
units complete.
• Including roof curb (supplied by metal building manufacturer) location in coordination with
building erector, rooftop unit, ductwork, thermostat controls, air diffusers, return air plenums,
exhaust fan and ducting for restrooms, as well as supply of duct smoke detectors (to be wired by
electrical subcontractor).
• Installation of thermostat wiring temp duct and space sensors (sensors purchased by
others/wiring by subcontractor) with wiring run to EMS panel/system with full/final connection
and testing.
• Rough in, trim out, start up, and check out complete.
• Electrical and plumbing by others, but to be coordinated.
• Coils to be coated per manufacturer recommendation.
• General Contractor responsible for roof structural supports, roofing, flashing, etc.
• Contractor's schedule shall hold precedent.
• All Taxes and Fees included
Subcontractor Signature
Date
Fulcrum Construction Group, LLC Date
EXHIBIT B
Fulcrum Construction Group — Jobsite Safety Rules
1. In the case of an emergency call 911.
2. All visitors and subcontractors must check in with the Superintendent.
3. No unauthorized personnel allowed on -site.
4. Proper work attire required; hard hats, safety glasses, safety vest, steel -toe boots and ear protection.
5. OSHA regulations strictly enforced.
6. No alcohol, drugs or firearms allowed on -site.
7. No children, family members or pets allowed on -site.
8. Notify the Superintendent before you dig and call 811.
9. You must be properly tied off if completing any work over 6 feet.
10. No radio or music allowed on -site.
11. Be aware Hazardous materials are on -site.
12. If you are injured on the job, report it to the Superintendent immediately.
13. Never work under a moving or stationary load.
14. Never touch electrical wiring, outlets or switch gear.
15. Never operate tools or equipment unless you are properly trained.
16. Stay aware of your surroundings and report any hazards.
Subcontractor Signature
Print Name / Title
Company / Date
AC;. ;JWLEDGEMENT OF PAYMENT PROC ^ "JRE
Application for payment form which is sent with the subcontract, must be emailed or faxed to the office of Fulcrum Construction
Group LLC on or before the 251" of each month. Any pay application arriving after the 25' of the month will have to wait until the
following month for payment processing.
Each pay application must be accompanied by a completed Conditional Release and Waiver of Lien. All subcontractors and
materialmen must be listed on the Conditional Release and Waiver of Lien. Subcontractor must collect completed Conditional Waiver
and Release On Progress Payment Forms from all subcontractors and materialmen to submit with each pay application.
Joint Check Clause:
Fulcrum Construction Group, LLC reserves the right to inquire with the Subcontractor's suppliers, vendors, and sub -subcontractors,
directly or indirectly, to determine the current status of indebtedness and may at its reasonable discretion makes checks payable either
jointly to Subcontractor and the supplier, vendor, or sub -subcontractor, or directly to the supplier, vendor, or sub -subcontractor for the
account of the Subcontractor. To the extent that any such payments are made to the sub -subcontractors, suppliers or vendors, such
payment shall be deemed a satisfaction as to that amount owed to the Subcontractor, and Contractor's liability to Subcontractor shall
be reduced by the amount paid to said sub -subcontractor, supplier, and/or vendor. Subcontractor waives any and all recourse against
the Contractor and Owner to the extent, and in the amount, that payment is made to a supplier, vendor, or sub -subcontractor of the
Subcontractor.
Subcontractor Signature
Print Name / Title
Company / Date
10
ACKNOWLEDGEI1.n:4'1` OF THE SUBCONTRACTOR/SUPPLI"._,'.-ENERAL CONTRACTOR,
OWNER AND TENANT RELATIONSHIP
By signing this document as a Subcontractor and/or Supplier you are acknowledging that you are in full understanding of the
following. The General Contractor for this project is FULCRUM CONSTRUCTION GROUP, LLC. The Owner of the project is HSC
PORT ST LUCIE, LLC. The proposed Tenant for this project is DOLLAR GENERAL. Any concerns, disputes, or questions of any
kind that arise before, during or after construction must be addressed to the General Contractor. If you feel your issue requires the
attention of the Project Owner or that the Project Owner must be made aware of an issue, you may contact the Owner's Representative
listed below. This includes issues with payment, warranties, defective work, claims, liens, bonds, change orders, scheduling, safety,
future projects or similar items.
Dollar General has no contractual relationship with the General Contractor. You are hereby banned from any communication
of any kind to any one with Dollar General. If any communication is made a penalty will be assess of $10,000.00 (Ten Thousand
Dollars) from the Owner to the General Contractor. This penalty will in turn be assessed to the Subcontractor and/or Supplier in
violation.
Owner's Representative:
HSC PORT ST LUCIE, LLC
Ron Yaeger
PO Box 130
Daphne, AL 36526
Phone251-243-0708
Fax 251-252-9898
ron@hixsnedeker.com
The following must be completed and submitted to the Project Owner via the General Contractor before mobilization to the project site.
Subcontractor / Supplier Signature
Print Name / Title
Company /Date
INSURANC. AZQUIREMENTS RIDER TO UNIFORM n�uisCONTRACT
FULCRUM CONSTRUCTION GROUP LLC
AM Subcontractor insurance carriers must maintain an A.M. Best rathte of "A" or better
Commercial Genera/ Mobi/itv
Subcontractor shall purchase and maintain commercial general liability insurance on the current edition of ISO form CG 00 01 or an
equivalent company proprietary form, covering liability arising from premises, operations, independent contractors, personal and
advertising injury, products completed operations, and liability assumed under an insured contract on an occurrence basis for limits of
liability not less than:
$1,000,000 each occurrence for Bodily Injury and Property Damage Liability combined
$2,000,000 products and completed operations aggregate
$2,000,000 general aggregate (with general aggregate limit provided on a per project basis)
$1,000,000 personal injury and advertising injury
Subcontractor shall name Fulcrum Construction Group LLC and the property owner as an additional insured for ongoing and completed
operations as respects to the work performed by Subcontractor for Fulcrum Construction Group LLC. Subcontractor waives all rights
against Fulcrum Construction Group LLC and its agents, officers, directors and employees for recovery of damages to the extent these
damages are covered by the commercial general liability and/or commercial umbrella liability insurance maintained pursuant to this
agreement.
Commercial Automobile Liability
Subcontractor shall maintain automobile liability insurance with a limit of not less than:
$1,000,000 each accident for Bodily Injury and Property damage combined
Such insurance shall cover liability arising out of any auto (including owned, hired, and non -owned autos). Automobile liability
coverage shall be written on ISO form CA 00 01, or a substitute form providing equivalent liability coverage. If necessary, the policy
shall be endorsed to provide contractual liability coverage. Subcontractor waives all rights against Fulcrum Construction Group LLC
and its agents, officers, directors and employees for recovery of damages to the extent these damages are covered by the business auto
liability insurance.
Workers' Compensation
Subcontractor shall maintain statutory workers compensation coverage for all states of operations covered by this agreement and
employers liability insurance for limits of:
$1,000,000 each accident for bodily injury
$1,000,000 each employee for bodily injury by disease
$1,000,000 policy limit for bodily injury or disease
Limits of Liability may be satisfied by a combination of employer's liability and an umbrella or excess liability policy. Subcontractor
waives all rights against Fulcrum Construction Group LLC and its agents, officers, directors, and employees for recovery of damages
to the extent these damages are covered by the workers compensation and employer's liability and/or commercial umbrella liability
insurance obtained by Contractor pursuant to this agreement. Subcontractor shall obtain an endorsement equivalent to WC 00 03 13 to
affect this waiver.
Commercial Umbrella Liability
Subcontractor shall maintain commercial umbrella liability insurance for bodily injury and property damage liability over primary
Commercial General Liability, Commercial Automobile Liability and Employer's Liability with limits available to the project in the
amount of:
$I,000,000 each occurrence
$1,000,000 aggregate
All coverages and terms required trader the Commercial General Liability, Commercial Automobile Liability and Employers Liability
must be included on the Commercial Umbrella policy. Higher limits may be required by Contractor/Buyer or Owner on a project by
project basis.
Subcontractor's insurance provider or broker shall provide a current certificate of insurance evidencing the above coverage
prior to the commencement of any work for Fulcrum Construction Group LLC and 30 days prior to the expiration of any
policies for the term of this agreement and for one year following termination of this agreement. Certificates of Insurance shall
reference additional insured status for Fulcrum Construction Group LLC and the property owner, primary/non-contributory
coverage, waiver of subrogation, and endorsement form numbers. Subcontractor shall send, or cause to be sent by its insurance
carriers, 30 days advance written notice of cancellation or non -renewal of any of the above required insurance policies to
Fulcrum Construction Group, LLC, 810 Manci Avenue, Daphne, Alabama 36526.
12
NOQ ogr)�
UNIFORM SUBCONTRACT
SCANNED Fulcrum Construction Group LLC
BY 810 Manci Ave
St. Lucie County Daphne, AL 36526
Telephone: 251-380-8375 Fax: 251-217-2867
Subcontractor: VALDAN ELECTRIC, INC. Job No.: 19-020
Subcontractor Address: 13149 MOCK STREET
GULFPORT, MS 39503 Cost Code: 16-100.01
Subcontractor Phone: (228) 284-0705
On this 14Tu day of JUNE 2019, FULCRUM CONSTRUCTION GROUP LLC, ("Contractor"), and VALDAN ELECTRIC, INC.
("Subcontractor"), for the consideration hereinafter named, agree and bind themselves as follows:
1. SCOPE OF WORK. Contractor has entered into a contract with Owner, dated May 30, 2019 (General Contract), for
construction of the following:
(Project)DOLLAR GENERAL, 7180 S. US HIGHWAY 1, PORT ST. LUCIE, FL 34952
(Owner) HSC PORT ST LUCIE, LLC, PO BOX 130, DAPHNE, AL36526
Subcontractor agrees to furnish, at Subcontractor's expense, all labor, materials, scaffolding, equipment, storage and hoisting facilities,
testing, Federal, City, County and State licenses, fees, permits and taxes, and to fully perform and in every respect complete the following
work (herein called the Work)
SOW: Scope of Work: See Attached Exhibit A
Subcontractor shall perform the Work according to the plans, specifications and schedules prepared by TODD STEWART
ARCHITECTS (herein Architect) and JADE CONSULTING, LLC (herein Engineer), the general conditions and all documents
comprising a part ofthe General contract (herein collectively called Contract Documents), all of which are made a part ofthis subcontract
and are available for inspection at Contractor's office, and to the satisfaction of the Architect, Engineer, Owner and Contractor.
Subcontractor warrants that Subcontractor has thoroughly investigated and familiarized itself with the requirements of the Contract
Documents and this subcontract and with the Project site conditions, and that Subcontractor's acceptance ofthis subcontract is not based
upon any statements or representations of Contractor not in this subcontract.
2. SUBCONTRACT AMOUNT. For the Work Contractor agrees to pay Subcontractor, in accordance with the provisions of
Section 6 hereof and subject to any increase or decrease resulting from changes that may be agreed upon, the sumot $44,011_0,00 — e
"Subcontract Amount").-
3. TIME FOR COMPLETION. Subcontractor agrees to stay thoroughly informed as to the progress of the job; to commence
Work the day after notification by Contractor; to prosecute the Work diligently, continuously and uninterruptedly with all possible
speed; and to complete the Work and the several parts thereof at such time or times as directed by Contractor and so as to not interfere
with or delay performance of the General Contract or the Work of any other subcontractor or contractor, time being of the essence.
Weekend work may be required. Subcontractor, shall, within said notice period and until completion of the Work, inspect all prior
phases of construction which affect the Work, and Subcontractor will notify Contractor in writing of any defects in such prior phases of
construction which would delay the Project. Should Subcontractor not complete the Work in the time specified and the delay is caused
by Subcontractor, Subcontractor agrees to pay liquidated damages at $500 per day or at any greater rate actually imposed upon
Contractor in the General Contract.
4. PROGRESS CHART. Within 5 days after receipt of notice to proceed, Subcontractor shall prepare and submit to
Contractor for approval two copies of a practicable progress chart. The chart shall show the principal categories of Work corresponding
with those used in the breakdown on which progress payments are to be based; the order in which Subcontractor proposes to carry on
the Work, the date on which Subcontractor will start each of the categories of Work and the contemplated dates for completing the same.
The chart shall be in suitable scale to indicate graphically the total percentage of Work scheduled to be in place at any time. At the end
of each progress payment period, or at such intervals as directed by Contractor, Subcontractor shall (1) adjust the chart to reflect any
changes in the contract Work, completion time, or both, as approved by Contractor, (2) enter on the chart total percentage of Work
actually in place, and (3) submit 2 copies of the adjusted chart to Contractor.
5. SHOP DRAWINGS. Shop drawings shall be submitted by Subcontractor, at Subcontractor's expense, to Contractor, the
Architect and Engineer within five days after Contractor gives Subcontractor notice to proceed. In the event any deviations from this
subcontract and the Contract Documents are incorporated in any shop drawings of or by the Subcontractor, such deviations and the
reasons therefore shall be fully explained in writing to the Contractor, Architect, Engineer and Owner at the time the shop drawings are
submitted; and failure to so specify and explain any such deviation will automatically void any inadvertent approval of thesame.
6. CONDITIONS OF PAYMENT.
(a) On or before the 25a' day of each month or other date designated by Contractor, Subcontractor agrees, as a condition
precedent to Subcontractor's entitlement to payment, to submit to Contractor, in accordance with the attached Payment Procedure: (1)
a payment request for Work performed through the end of the month to which it relates, (2) a schedule of all Subcontractor's vendors
and sub -subcontractors on the Project, with the balance owed to each as of the date application is submitted, and (3) an executed release
and partial lien waiver from Subcontractor and each of Subcontractor's vendors and sub -subcontractors. Payment of the subcontract
amount, and any additional sums for extras, as provided herein, shall be made as follows: Contractor shall pay to Subcontractor an
amount equal to the value of the Work (less 10% Retainage) performed by Subcontractor as determined by Architect and/or Engineer
and/or Owner and as approved by Contractor during any calendar month within fifteen (15) days after payment therefor has been
received by Contractor from Owner. Retainage shall be equal to the percentage of retainage on payments due from Owner to Contractor
as specified in the General Contract. Final payment shall be payable fifteen (15) days after the Project is completed, accepted by Owner
and Architect and/or Engineer, if any, and the full contract price received by Contractor from Owner. Contractor shall be under no
obligation to make any payment to subcontractor except to the extent that Contractor has received funds from Owner for the Work
invoiced by Subcontractor, payment from Owner being a condition precedent to any obligation of Contractor to pay Subcontractor.
(b) Acceptance of final payment by Subcontractor constitutes a general release of Contractor and Contractor's surety
from all claims and liability of whatever nature. No payment, including final payment, shall be construed as acceptance of defective or
incomplete Work, and Subcontractor shall remain responsible and liable for performance in strict compliance with this subcontract.
(c) Contractor reserves the right to directly pay all debts of Subcontractor on the Project, or otherwise, which payments
shall be applied as payments to Subcontractor.
7. WARRANTY.
(a) Subcontractor guarantees and warrants to Contractor and Owner, their heirs, successors and assigns, the Work and all
extra work performed by or through Subcontractor to be of good material and workmanship, free from defects, fit, safe, sufficient for
the purposes intended and to comply strictly with the requirements of this subcontract and the Contract Documents. This warranty shall
extend for the same period as the Contractor's warranty under the Contract Documents or for one year after final payment to
Subcontractor, whichever is longer. The warranties and guaranties set forth herein are in addition to any other warranties or guaranties
provided by law or by separate agreement.
(b) Subcontractor shall be responsible for completing in a timely manner the items noted in the Punchlist, Commissioning
Report and I 1 Month Punchlist.
S. COMPLIANCE WITH LAWS. All Work performed under this subcontract shall be in strict conformity with applicable
laws, codes, ordinances, rules, regulations, executive orders and requirements of Federal, State, County and Municipal authorities,
including but not limited to environmental laws, OSHA, and the National Board of Fire Underwriters, and any local fire Underwriters
and any local fire insurance exchange now or hereinafter in effect. In the event of any discrepancy between the requirements of such
laws or authorities and the provisions of this subcontract or the contract Documents, the former shall govern, and Subcontractor shall
perform all Work as required by such laws at no extra cost. If Subcontractor fails to give any required notice, obtain any necessary
permit, or performs any Work contrary to such laws, codes, ordinances, rules, regulations or requirements, Subcontractor shall bear all
costs arising or resulting there from. The responsibility for any fines, penalties, costs or losses levied against or incurred by Contractor
or Owner as a result of actions or omissions by Subcontractor or Subcontractor's assigns in contravention of such applicable laws, codes,
ordinances, rules and regulations shall be borne by Subcontractor. Contractor may take whatever steps considered necessary, in
Contractor's opinion, to assure Subcontractor's compliance with applicable laws. Such action shall in no way relieve Subcontractor of
Subcontractor's responsibility to comply with such laws.
9. INSURANCE AND BONDS.
(a) Subcontractor will maintain liability, workmen's compensation, automobile liability, umbrella and other insurance
coverages, as specified in the attached insurance rider and any additional or greater coverages or limits which may be required by the
Contract Documents or by law.
(b) If specified in writing by Contractor, Subcontractor shall furnish a performance bond and a labor and material payment
bond in form and with surety satisfactory to Contractor.
(c) Before going on to the job site, but not later than seven (7) days after the date of this subcontract, Subcontractor will
submit to Contractor two (2) copies of certificates evidencing such insurance and obligating the insurance company to provide thirty
(30) days written notice to Owner and Contractor prior to cancellation or material change in coverage.
(d) The cost of all insurance and bonds required by this Section 9 is included in the Subcontract Amount
10. EXTRAS AND DELETIONS.
(a) In the event that Contractor gives Subcontractor written notice that extra work (including labor, materials, equipment
and contracted work) of the general type covered by this subcontract shall be required on the job, Subcontractor agrees to perform such
work. If a lump sum price or unit price for the extra work cannot be agreed upon, Subcontractor agrees to do the extra work on the basis
of Subcontractor's actual direct cost plus a ten percent (10%) fee for overhead and profit. The Subcontract Amount shall be adjusted
accordingly. Contractor shall not be liable for payment for any extra work performed by Subcontractor unless such work is expressly
authorized by Contractor in writing before such extra work is performed.
(b) If Subcontractor performed any such authorized extra work on an actual direct cost plus basis, Subcontractor shall
furnish each day to Contractor, duplicate payroll sheets, material tickets, and a statement, or slips for all other charges, retaining a copy
of each thereof, and securing on each thereof the signature of the representative of Contractor; such signed copies of payroll sheets,
material tickets, statements and slips shall accompany all bills and vouchers presented with application for payment.
(c) Should Contractor, during the execution of this Contract, require the Subcontractor to delete any aspect of the Work,
Subcontractor agrees to delete such Work, and Contractor will deduct from any monies due Subcontractor or from the Subcontract
Amount the actual amount agreed upon for said deleted Work, or, in absence of such agreement, the direct costs of labor and materials
required for such Work plus ten percent (10%) for overhead and profit.
(d) Subcontractor agrees to make all claims for extras, extension of time, delays or otherwise to Contractor in the manner
provided in the Contract Documents for like claims by Contractor upon Owner, except that the time for making such claims shall be
seven (7) days after the occurrence of the cause of such claim unless otherwise provided for in the Contract Documents. Failure of
Subcontractor to make claim in this seven (7) day period constitutes a waiver of the right to claim.
(e) No extra or additional compensation hereunder will be allowed for acts of theft or vandalism. Contractor shall have
no responsibility for material received, unloaded or stored for or by Subcontractor or for any damage or loss to Subcontractor's tools or
equipment. Subcontractor's claims for extra or additional compensation for latent or other physical conditions shall be allowed only to
the extent Owner pays Contractor for Subcontractor's claims.
(0 Without notice to Subcontractor's surety, Contractor shall have the right to require such extra work or to delete Work
embraced by this subcontract.
(g) The Contractor shall have the right to require the presence of the Subcontractor, or a representative of the
Subcontractor authorized to act in its behalf, at any or all progress meetings, whether called by the owner, the Contractor, or others.
11. CLEAN-UP. Subcontractor, on a daily basis, will be responsible for keeping Subcontractor's part of the job clean and in an
orderly fashion subject to the approval of Contractor. Should Contractor incur any expenses performing cleanup work for Subcontractor,
such expenses will be deducted from any amounts due Subcontractor.
12. LIQUIDATED DAMAGES. Liquidated damages will be charged for work behind schedule. Contractor and Subcontractor
agree that it is difficult or impossible to determine the amount and extent of damage which could be caused by the failure to complete
the work in a timely and proper manner, but the parties acknowledge that damages would likely occur. The parties to this agreement
further stipulate that the below listed amount is not to be considered as a penalty, but rather as a good faith estimate of the damages
which would likely accrue if Subcontractor fails to complete the work in a timely fashion. The parties agree that the sum of Five
Hundred Dollars ($500.00) for every 1 day (24 hour) period which expires from the time when performance of the Subcontract work
was to have been completed until the date of the Contractor's acceptance of the work. To the extent Subcontractor would be due
additional payment(s) from the Contractor, Contractor has the right, but not the obligation, to deduct any such sums for liquidated
damages from the payments otherwise due under the Subcontract.
13. DEFAULT.
(a) In the event Subcontractor shall, in the judgment of Contractor: (1) become insolvent, or file or have filed against
Subcontractor any petition in bankruptcy, (2) fail to pay, when due, for materials, labor, services or other items purchased or used in
connection with the Work, (3) fail to pursue the Work in accordance with this subcontract, the Contract Documents and the schedules
established by Contractor, (4) fail to supply a sufficiency of properly skilled supervisors, workmen, or of material, tools, equipment, or
supplies of the proper quality (including failure occasioned by a strike, picketing, boycott, or other cessation of Work by Subcontractor's
employees), (5) interfere with or disrupt, or threaten to interfere with or disrupt the operations by reason of any labor dispute, picketing,
boycotting, or by any other reason, or (6) commit any other breach of this subcontract, then, upon two (2) days' notice, or if the event
the default will, in the reasonable judgment of Contractor, endanger the job if permitted to continue, Contractor may immediately declare
a default by Subcontractor, all such acu hdreby being deemed to be breaches of this bvv�ontract. In the event of such a default,
Contractor may terminate this subcontract, take possession of all materials, supplies, equipment and tools of Subcontractor on the job,
and make independent arrangements for completion of the Work. The amount of completion cost, as well as any other costs, damages,
or expenses, including reasonable attorneys' fees and expenses, incurred by Contractor as a result of such default shall be charged against
any unpaid balance due to Subcontractor; and, if such total costs, damages, fees or expenses shall exceed the balance due, Subcontractor
agrees to pay the amount of such excess upon demand of Contractor. The materials, supplies, equipment and tools taken by Contractor
may be used in completing the Work and may be incorporated into the improvements being constructed. With respect to any of such
items incorporated into the Project or the Work, or consumed in the Work, the reasonable value of the same as of the date of taking shall
be credited against the aforesaid total completion costs, damages, and expenses if Subcontractor has not previously received payment
for the same. With respect to any items which are not so incorporated or consumed, or which have a salvage value, Contractor may, at
Contractor's option: (1) assume title to such time, as of the date of default and credit the reasonable value thereof as of the date of taking
against the total complete cost, damages, and expenses, or (2) make the same available to Subcontractor and credit the reasonable value
of the use thereof by Contractor against the such total completion cost, damages, fee, and expenses.
(b) Additionally, Contractor may, upon two (2) days' notice to Subcontractor, provide or arrange for the provision of such
workmen and materials necessary, in the sole opinion of Contractor, to continue and complete the Work for the account of Subcontractor
and at Subcontractor's cost and expense, and apply any and all funds which may be or become due to Subcontractor thereto, all without
terminating, rescinding, or voiding this subcontract or releasing Subcontractor from any liability hereunder.
(c) In the event Contractor does not terminate this subcontract, but assents to delayed completion of the Work by
Subcontractor, such assent shall not be construed as a waiver of Subcontractor's obligation to reimburse Contractor for any costs,
damages (liquidated or otherwise), losses, or loss of bonus, or expenses of such and every type, including attorney's fees, incurred as a
result of such delay; and all such costs, damages, and expenses shall be paid or reimbursed to Contractor upon demand.
14. CLAIMS.
(a) Subcontractor agrees to make any claims for extensions of time or for damages for delays, or otherwise, to Contractor
in the same manner as prescribed in the Contract Documents for like claims with the Contractor upon Owner, and in such time as will
enable Contractor to present such claims to Owner for payment or recognition, and Contractor shall not be liable to Subcontractor on
any claim not timely or properly presented, or until allowed by Owner.
(b) Subcontractor shall only be entitled to an extension of time for performing and completing the Work upon the same
terms and conditions an extension of time is allowable and only to the extent actually allowed to Contractor by Owner.
(c) Contractor shall not be liable to Subcontractor for delays to or interference with Subcontractor's Work by the act,
neglect or default of Owner, Contractor, Architect, Engineer, another subcontractor, supplier or contractor or by reason of fire or other
casualty, or on account of riots, or of strikes, or other combined action of the workmen or others, or on account of any acts of God, or
any other causes beyond Contractor's control, or on account of any circumstances caused or contributed to by Subcontractor; provided,
however, notwithstanding anything else contained herein, Contractor will be liable to Subcontractor for damages Subcontractor incurs
as a result of any acts, or failures to act, by Owner which delays or suspends Subcontractor's Work but only to the extent the Owner is
liable for such damages and actually pays Contractor for such damages, which payment shall be a condition precedent to Contractor's
liability; it being expressly understood that the only obligation Contractor has to Subcontractor under this provision is to pass on to
Owner any claim Subcontractor has for damages for delays caused by Owner and to pay to Subcontractor any proportionate amounts
which Owner pays to Contractor as a result of such claim for Owner caused delays.
(d) Should Subcontractor be delayed in the Work by Contractor, then Contractor shall owe Subcontractor therefor only
an extension of time for completion equal to the delay caused and then only if a written claim for such delay is made to Contractor
within forty-eight (48) hours from the time of the beginning of the delay; and under no circumstances shall Contractor be liable to pay
Subcontractor any compensation for such Contractor caused delays. Should no written claim be so made by Subcontractor,
Subcontractor's right to an extension of time will be deemed to have been waived by Subcontractor.
15. ATTORNEYS FEES. Reasonable attorney fees incurred by Contractor will be paid by Subcontractor should legal proceedings
become necessary to enforce this Subcontract.
16. INDEMNITY.
REQUIREMENTS. TO THE FULLEST EXTENT PERMITTED BY LAW, THE SUBCONTRACTOR/VENDOR
SHALL DEFEND, INDEMNIFY AND HOLD HARMLESS THE CONTRACTOR, OWNER, ARCHITECT/ENGINEER,
AND AGENTS AND EMPLOYEES OF ANY OF THEM (COLLECTIVELY REFERRED TO AS "INDEMNITEES") FROM
AND AGAINST CLAIMS, DAMAGES, JUDGMENTS, LOSSES AND EXPENSES, INCLUDING BUT NOT LIMITED TO
ATTORNEY'S FEES, ARISING OUT OF OR RESULTING FROM PERFORMANCE OF THE
SUBCONTRACTOR'SNENDOR'S WORK, ACTIONS, INACTIONS, OR OPERATIONS UNDER THIS SUBCONTRACT
PROVIDED THAT ANY SUCH CLAiif, DAMAGE, LOSS OR EXPENSE IS ATT'i-mVTABLE TO PERSONAL INJURY,
DEATH (INCLUDING PERSONAL INJURY OR DEATH TO THE SUBCONTRACTOR'S/VENDOR'S OWN
EMPLOYEE(S), WHETHER OR NOT SAID PERSONAL INJURY OR DEATH IS COMPENSABLE UNDER ANY
APPLICABLE WORKER'S COMPENSATION LAW, THE IMMUNITY PROTECTION OF WHICH
SUBCONTRACTOR/VENDOR HEREBY WAIVES AS TO THIS INDEMNITY AGREEMENT), ADMINISTRATIVE OR
JUDICIAL FINES, AND/OR PROPERTY DAMAGE OF ANY SORT OR KIND. HOWEVER, IF IT IS JUDICIALLY
DETERMINED THAT THE INDEMNITEES, THEIR AGENT OR EMPLOYEE, OR A THIRD -PARTY OVER WHICH THE
SUBCONTRACTOR/VENDOR HAS NO CONTROL IS LIABLE FOR ITS OR THEIR NEGLIGENCE OR INTENTIONAL
ACTS OR OMISSIONS, THEN THE INDEMNITEES SHALL NOT BE ENTITLED TO DEFENSE OR INDEMNITY.
SUBCONTRACTOR COVENANTS AND AGREES TO DEFEND, INDEMNIFY, EXONERATE, AND HOLD HARMLESS
THE CONTRACTOR, AND CONTRACTOR'S SURETY WITH RESPECT TO (1) EVERY CLAIM OR ACTION FOR
BREACH OF CONTRACT OR OTHERWISE FILED OR PRESENTED BY THE OWNER ARISING OUT OF, OR
RELATED TO ANY WORK OR OPERATION PERFORMED BY, FOR, OR ON BEHALF OF, THE SUBCONTRACTOR,
(2) EVERY LIEN NOTICE, LIEN AFFIDAVIT AND LIEN SUIT FILED OR PRESENTED BY ANY MATERIALMAN,
LABORER OR SUBCONTRACTOR OF SUBCONTRACTOR, IN CONNECTION WITH THE SUBCONTRACTOR'S
WORK, (3) EVERY OTHER CLAIM OR ACTION OF ANY KIND WHATSOEVER, FILED OR PRESENTED BY ANY
MATERIALMAN, LABORER OR SUBCONTRACTOR OF SUBCONTRACTOR, IN CONNECTION WITH THE
SUBCONTRACTOR'S WORK, AND (4) EVERY GARNISHMENT, ATTACHMENT OR OTHER LEVY MADE BY A
CREDITOR OF SUBCONTRACTOR AGAINST THE ASSETS OR FUNDS OF SUBCONTRACTOR IN THE HANDS OR
CUSTODY OF THE OWNER OR THE CONTRACTOR. THIS INDEMNITY SHALL INCLUDE ALL PAYMENTS MADE
BY THE CONTRACTOR AND ALL REASONABLE EXPENSES, ATTORNEY'S FEES, AND OTHER COSTS INCURRED
BY CONTRACTOR IN CONNECTION THEREWITH.
NOTHING IN THIS SECTION SHALL BE CONSTRUED TO REQUIRE SUBCONTRACTOR TO INDEMNIFY OR HOLD
HARMLESS AN INDEMNITEE FROM OR AGAINST ANY LIABILITY FOR LOSS OR DAMAGE RESULTING FROM
THE NEGLIGENCE OR INTENTIONAL ACTS OR OMISSIONS OF AN INDEMNITEE, AN AGENT OR EMPLOYEE OF
AN INDEMNITEE, OR A THIRD PARTY OVER WHICH THE SUBCONTRACTOR HAS NO CONTROL.
17. MISCELLANEOUS.
(a) Subcontractor shall not assign this subcontract without the written consent of Contractor, nor subcontract the whole
of this subcontract without the written consent of Contractor. Subcontractor shall not assign any amounts due or to become due under
this subcontract without written notice to Contractor.
(b) To the fullest extent permitted by law, Subcontractor shall defend, indemnify and hold harmless Owner, Architect,
Engineer and Contractor and all of their agents, employees and consultants from and against all claims, lawsuits by Subcontractor's
employees, injuries, death, damages, losses and expenses, including but not limited to attorney's fees, arising directly or indirectly out
of, or in connection with, operations conducted by (or in the work area of) the Subcontractor, the Subcontractor's Sub -subcontractors,
anyone directly or indirectly employed by them, or anyone for those acts or omissions they may be liable and in connection with
Subcontractor's performance or failure to perform Subcontractor's obligations under this subcontract; provided that any such claim,
damage, loss, or expense is caused in whole or in part by any negligent or wanton act or omission of Subcontractor or anyone directly
or indirectly employed by Subcontractor or anyone for whose acts Subcontractor may be liable, regardless of whether it is caused in part
by a party indemnified hereunder.
(c) Subcontractor shall not in any instance have any greater right against Contractor for omissions, alterations, extra work
or additional compensation than Contractor shall have against Owner, and insofar as the Work or any extra work is concerned,
Subcontractor assumes all of Contractor's obligations and responsibilities under the Contract Documents and agrees that all rulings,
inspections and requirements affecting the same shall be binding upon Subcontractor as upon Contractor. Contractor shall have the
same rights and privileges with respect to Subcontractor under this subcontract as Owner has with respect to Contractor under the
Contract Documents.
(d) Contractor shall have the right at any time to cancel this subcontract and require Subcontractor to cease work thereon
in the event the General Contract is cancelled or terminated in accordance with its terms or by reason of the default of Owner. Contractor
shall, in this event, be liable to Subcontractor only for the amount actually received by Contractor from Owner for the Work performed
under this subcontract.
(e) Subcontractor shall pay all of the expense, costs and attorney's fees incurred by Contractor and Contractor's surety in
the investigation and defense of any claim, demand or action by any third party alleging or arising from Subcontractor's nonpayment of
labor or materials or alleging or arising from Subcontractor's breach of Subcontractor's obligations under this subcontract.
W In the event of any dispmo between Subcontractor and Contractor in any way arising from or relating to the Project,
this subcontract or the Contract Documents, Subcontractor and Contractor expressly agree that it should be finally resolved by binding
Arbitration to be held in Baldwin County, AL in accordance with the current Construction Industry Rules of the American Arbitration
Association. The arbitration panel will be constituted by one or more arbitrators selected in accordance with said rules. The parties
further agree that any question regarding whether a particular controversy is subject to arbitration shall be decided by the Arbitrator.
Contractor and Subcontractor further expressly agree that this Subcontract was negotiated and executed in Baldwin County, Alabama,
and that any litigious proceedings arising out of, or relating in any way to the Project, the Subcontract or the Contract Documents, shall
be initiated and filed in Baldwin County, Alabama. Baldwin County, Alabama shall be the exclusive forum with respect to any litigation
arising out of the Project, this Subcontract and/or the Contract documents. Subcontractor expressly waives any challenges to personal
jurisdiction and/or the selected forum of Baldwin County, Alabama. Notwithstanding this forum selection clause, nothing contained
herein shall prohibit the parties from engaging in mediation or other settlement negotiations in an attempt to resolve any such dispute
which may arise hereunder
(g) The provisions of this subcontract shall govern any conflict in the provisions of this subcontract and the Contract
Documents. Headings are for convenience only and shall not expand or restrict the meaning of the provisions of this subcontract.
(h) All proposals, negotiations and representations with respect to this subcontract, site conditions, the Contract
Documents and the Work, whether oral or written, are hereby superseded and merged into this subcontract. This subcontract cannot be
changed, modified, altered, suspended or terminated, except in writing signed by an authorized representative of Contractor. No delay,
waiver, forbearance, or failure by the Contractor to exercise rights or remedies under this subcontract or to insist upon strict compliance
by Subcontractor shall relieve Subcontractor from strict compliance with all terms and conditions hereof nor shall waive, restrict, or
adversely affect any of Contractor's rights and remedies as to any subsequent or continuing failure of Subcontractor to comply strictly
with all terms and conditions of this subcontract. The invalidity or unenforceability of any term of condition of this subcontract shall
not invalidate, render unenforceable, or adversely affect the remaining terms and conditions. Subcontractor shall be liable for all
damages, costs and expenses, including attorney's fees, incurred by Contractor in enforcing the terms and conditions of this subcontract.
This subcontract shall be governed by the law of the state in which the Project is located and shall be binding upon the successor in
interest of the parties hereto.
18. ADDITIONAL TERMS. Additional terms and conditions of this Subcontract, if any, are set forth on Exhibit attached
hereto.
19. SAFETY
Subcontractor accepts complete responsibility for the health and safety of its employees and its subcontractors' employees, the
safe performance of the Work, compliance with safety procedures and policies issued by the Contractor and in the Contract Documents,
and compliance with all applicable health and safety laws, including the regulations and standards of the Occupational Safety & Health
Act of 1970 ("OSHA"), as amended. Prevention of accidents to employees is the prime responsibility of the subcontractor.
Subcontractor assumes exclusive liability and covenants and agrees to defend, indemnify and hold harmless the Owner and
Contractor as to any penalties assessed against the Owner or Contractor for violations of any applicable statute, law or ordinance which
are determined by a governmental agency to have been committed by the Subcontractor or its employees.
Prior to commencing its work at the jobsite, Subcontractor shall designate a responsible employee at the site whose duty shall
be the prevention of accidents and assure full compliance with Fulcrums Safety Program including full cooperation with Fulcrum's Job
Hazard Analysis and worksheets as well as any preparation and/or assistance in the event of OSHA visits.
Additionally, all Subcontractor employees shall be orientated to fully understand Fulcrums Jobsite Safety Rules (See Attached
Exhibit B), requiring each of them to provide their signature attesting compliance to these Rules before start of any work on jobsite. As
part of this orientation, a numbered hard hat sticker will be assigned by Fulcrum to each Subcontractor employee. No employee without
a numbered hard hat sticker shall be permitted to work.
Subcontractor's employees shall attend and sign -in to weekly Tool -Box Safety Meetings. Personal Protective Equipment (PPE)
including hard hats will be worn at all times. Failure to follow the PPE policy will result in a fine of $250 per occurrence.
In the event that Subcontractor or any of its employees or its subcontractors' employees fail to comply with any health and
safety requirements, Contractor may require Subcontractor to stop work and/or remove any non -complying employees. Subcontractor
shall not be entitled to any additional time or money as a result of the Contractor stopping the Work when the Work was stopped due to
Contractor's concern about safety deficiencies. Subcontractor shall comply with the safety -related recommendations of insurance
companies having an interest in the Project.
Subcontractor shall report the a,.;sence of injury or equipment/property damag. Contractor immediately.
IN WITNESS WHEREOF, the parties hereto have executed this agreement the date first above written.
FULCRUM CONSTRUCTION GROUP LLC (Contractor)
Fulcrum Construction Group LLC's Witness (Date)
VALDAN ELECTRIC, INC. (Subcontractor)
Subcontractor's Witness (Date)
EXHIBIT A
DOLLAR GENERAL -PORT ST. LUCIE, FL
SCOPE OF WORK: ELECTRICAL
SCOPE OF WORK -FURTHER BREAKDOWN:
Scope of work to include, but not be limited to:
• All Electrical work per drawings.
• Installation of conduit, wiring, and connections for the building service entrance, and
receptacles, switches, interior and exterior lighting, and the pylon sign.
• Installation of the EMS equipment and devices that are provided by others (wiring by electrical
subcontractor -material and labor), sensors by EMS (wiring by electrical subcontractor). All
EMS/Low Voltage to be deleted from this contract as per the recently released Dollar General
Technical Bulletin, TB-16-001 (attached).
• EMS to be shipped to subcontractor where as receipt of EMS will place responsibility of the
EMS upon subcontractor.
• Installation of conduit and power wiring for the HVAC system.
• Installation of conduit with pull strings for communications as well as complete installation of
cable data trays with speaker wire (cable data trays supplied by others).
• Installation of weather head on 2" back of parapet penetration at roof top for connection of
satellite (satellite by others).
• Installation of service run from building to pole to include conduit sized for service wire (or as
required by power company) as well as 2 additional 1.5" diameter communications conduits to
be run in the same trench with the service run.
• Duct detectors supplied by HVAC subcontractor and installed by electrical subcontractor.
• Bull hom lighting to be supplied by GC. Mounting brackets to be fabricated by electrical
subcontractor.
• Installation of parking/site lighting pole to include pole base, pole and fixtures.
• Installation of uni-strut as required whereas no fixtures are to be suspended by cable unless
cable is attached to metal framing.
• Fixtures, lamps, switchgear, cable trays and specialty light poles (interior) supplied by others.
Subcontractor Signature Date
Fulcrum Construction Group, LLC Date
EXHIBIT B
Fulcrum Construction Group — Jobsite Safety Rules
1. In the case of an emergency call 911.
2. All visitors and subcontractors must check in with the Superintendent.
3. No unauthorized personnel allowed on -site.
4. Proper work attire required; hard hats, safety glasses, safety vest, steel -toe boots and ear protection.
5. OSHA regulations strictly enforced.
6. No alcohol, drugs or firearms allowed on -site.
7. No children, family members or pets allowed on -site.
8. Notify the Superintendent before you dig and call 811.
9. You must be properly tied off if completing any work over 6 feet.
10. No radio or music allowed on -site.
11. Be aware Hazardous materials are on -site.
12. If you are injured on the job, report it to the Superintendent immediately.
13. Never work under a moving or stationary load.
14. Never touch electrical wiring, outlets or switch gear.
15. Never operate tools or equipment unless you are properly trained.
16. Stay aware of your surroundings and report any hazards.
Subcontractor Signature
Print Name / Title
Date
ACIvwWLEDGEMENT OF PAYMENT PROCeu,RE
Application for payment form which is sent with the subcontract, must be emailed or faxed to the office of Fulcrum Construction
Group LLC on or before the 25`h of each month. Any pay application arriving after the 25" of the month will have to wait until the
following month for payment processing.
Each pay application must be accompanied by a completed Conditional Release and Waiver of Lien. All subcontractors and
materialmen must be listed on the Conditional Release and Waiver of Lien. Subcontractor must collect completed Conditional Waiver
and Release On Progress Payment Forms from all subcontractors and materialmen to submit with each pay application.
Joint Check Clause:
Fulcrum Construction Group, LLC reserves the right to inquire with the Subcontractor's suppliers, vendors, and sub -subcontractors,
directly or indirectly, to determine the current status of indebtedness and may at its reasonable discretion makes checks payable either
jointly to Subcontractor and the supplier, vendor, or sub -subcontractor, or directly to the supplier, vendor, or sub -subcontractor for the
account of the Subcontractor. To the extent that any such payments are made to the sub -subcontractors, suppliers or vendors, such
payment shall be deemed a satisfaction as to that amount owed to the Subcontractor, and Contractor's liability to Subcontractor shall
be reduced by the amount paid to said sub -subcontractor, supplier, and/or vendor. Subcontractor waives any and all recourse against
the Contractor and Owner to the extent, and in the amount, that payment is made to a supplier, vendor, or sub -subcontractor of the
Subcontractor.
Subcontractor Signature
Print Name / Title
Company / Date
1101
ACKNOWLEDGED:,;: r OF THE SUBCONTRACTOR/SUPPLIC._; GENERAL CONTRACTOR,
OWNER AND TENANT RELATIONSHIP
By signing this document as a Subcontractor and/or Supplier you are acknowledging that you are in full understanding of the
following. The General Contractor for this project is FULCRUM CONSTRUCTION GROUP, LLC. The Owner of the project is HSC
PORT ST LUCIE, LLC. The proposed Tenant for this project is DOLLAR GENERAL. Any concerns, disputes, or questions of any
kind that arise before, during or after construction must be addressed to the General Contractor. If you feel your issue requires the
attention of the Project Owner or that the Project Owner must be made aware of an issue, you may contact the Owner's Representative
listed below. This includes issues with payment, warranties, defective work, claims, liens, bonds, change orders, scheduling, safety,
future projects or similar items.
Dollar General has no contractual relationship with the General Contractor. You are hereby banned from any communication
of any kind to any one with Dollar General. If any communication is made a penalty will be assess of $10,000.00 (Ten Thousand
Dollars) from the Owner to the General Contractor. This penalty will in turn be assessed to the Subcontractor and/or Supplier in
violation.
Owner's Representative:
HSC PORT ST LUCIE, LLC
Ron Yaeger
PO Box 130
Daphne, AL 36526
Phone251-243-0708
Fax 251-252-9898
ron@hixsnedeker.com
The following must be completed and submitted to the Project Owner via the General Contractor before mobilization to the project site.
Subcontractor / Supplier Signature
Print Name / Title
Company /Date
11
INSURANCL.WQUIREMENTS RIDER TO UNIFORM &' `.'ONTRACT
FULCRUM CONSTRUCTION GROUP LLC
All Subcontractor insurance carriers must maintain an A.M. Best rafin8 of "A" or better
Commercial General Liability
Subcontractor shall purchase and maintain commercial general liability insurance on the current edition of ISO form CG 00 01 or an
equivalent company proprietary form, covering liability arising from premises, operations, independent contractors, personal and
advertising injury, products completed operations, and liability assumed under an insured contract on an occurrence basis for limits of
liability not less than:
$1,000,000 each occurrence for Bodily Injury and Property Damage Liability combined
$2,000,000 products and completed operations aggregate
$2,000,000 general aggregate (with general aggregate limit provided on a per project basis)
$1,000,000 personal injury and advertising injury
Subcontractor shall name Fulcrum Construction Group LLC and the property owner as an additional insured for ongoing and completed
operations as respects to the work performed by Subcontractor for Fulcrum Construction Group LLC. Subcontractor waives all rights
against Fulcrum Construction Group LLC and its agents, officers, directors and employees for recovery of damages to the extent these
damages are covered by the commercial general liability and/or commercial umbrella liability insurance maintained pursuant to this
agreement.
Commercial Automobile Liability
Subcontractor shall maintain automobile liability insurance with a limit of not less than:
$1,000,000 each accident for Bodily Injury and Property damage combined
Such insurance shall cover liability arising out of any auto (including owned, hired, and non -owned autos). Automobile liability
coverage shall be written on ISO form CA 00 01, or a substitute form providing equivalent liability coverage. If necessary, the policy
shall be endorsed to provide contractual liability coverage. Subcontractor waives all rights against Fulcrum Construction Group LLC
and its agents, officers, directors and employees for recovery of damages to the extent these damages are covered by the business auto
liability insurance.
Workers' Compensation
Subcontractor shall maintain statutory workers compensation coverage for all states of operations covered by this agreement and
employers liability insurance for limits of:
$1,000,000 each accident for bodily injury
$1,000,000 each employee for bodily injury by disease
$1,000,000 policy limit for bodily injury or disease
Limits of Liability may be satisfied by a combination of employer's liability and an umbrella or excess liability policy. Subcontractor
waives all rights against Fulcrum Construction Group LLC and its agents, officers, directors, and employees for recovery of damages
to the extent these damages are covered by the workers compensation and employer's liability and/or commercial umbrella liability
insurance obtained by Contractor pursuant to this agreement. Subcontractor shall obtain an endorsement equivalent to WC 00 03 13 to
affect this waiver.
Commercial Umbrella Liability
Subcontractor shall maintain commercial umbrella liability insurance for bodily injury and property damage liability over primary
Commercial General Liability, Commercial Automobile Liability and Employer's Liability with limits available to the project in the
amount of:
$1,000,000 each occurrence
$1,000,000 aggregate
All coverages and terms required under the Commercial General Liability, Commercial Automobile Liability and Employers Liability
must be included on the Commercial Umbrella policy. Higher limits may be required by Contractor/Buyer or Owner on a project by
project basis.
Subcontractor's insurance provider or broker shall provide a current certificate of insurance evidencing the above coverage
prior to the commencement of any work for Fulcrum Construction Group LLC and 30 days prior to the expiration of any
policies for the term of this agreement and for one year following termination of this agreement. Certificates of Insurance shall
reference additional insured status for Fulcrum Construction Group LLC and the property owner, primary/non-contributory
coverage, waiver of subrogation, and endorsement form numbers. Subcontractor shall send, or cause to be sent by its insurance
carriers, 30 days advance written notice of cancellation or non -renewal of any of the above required insurance policies to
Fulcrum Construction Group, LLC, 810 Manci Avenue, Daphne, Alabama 36526.
12
SCANNED UNIFORM SUBCONTRACT
BY Fulcrum Construction Group LLC
St. Lucie County 810 Manci Ave
Daphne, AL 36526
Telephone: 251-380-8375 Fax: 251-217-2867
Subcontractor: PLUMBING, INC. Job No.: 19-020
Subcontractor Address: 2190 NW RESERVE PARK, UNIT 3
PORT ST. LUCIE, FL 34986 Cost Code: 15-410.01
Subcontractor Phone: 855-543-6030
On this 14TH day of JUNE 2019, FULCRUM CONSTRUCTION GROUP LLC, ("Contractor"), and PLUMBING, INC.
("Subcontractor"), for the consideration hereinafter named, agree and bind themselves as follows:
1. SCOPE OF WORK. Contractor has entered into a contract with Owner, dated May 30, 2019 (General Contract), for
construction of the following:
(Project)DOLLAR GENERAL. 7180 S. US HIGHWAY 1, PORT ST. LUCIE. FL 34952
(Owner) HSC PORT ST LUCIE. LLC, PO BOX 130, DAPHNE, AL36526
Subcontractor agrees to furnish, at Subcontractor's expense, all labor, materials, scaffolding, equipment, storage and hoisting facilities,
testing, Federal, City, County and State licenses, fees, permits and taxes, and to fully perform and in every respect complete the following
work (herein called the Work)
SOW: Scope of Work: See Attached Exhibit A
Subcontractor shall perform the Work according to the plans, specifications and schedules prepared by TODD STEWART
ARCHITECTS (herein Architect) and JADE CONSULTING, LLC (herein Engineer), the general conditions and all documents
comprising a part ofthe General contract (herein collectively called Contract Documents), all of which are made a part ofthis subcontract
and are available for inspection at Contractor's office, and to the satisfaction of the Architect, Engineer, Owner and Contractor.
Subcontractor warrants that Subcontractor has thoroughly investigated and familiarized itself with the requirements of the Contract
Documents and this subcontract and with the Project site conditions, and that Subcontractor's acceptance of this subcontract is not based
upon any statements or representations of Contractor not in this subcontract.
2. SUBCONTRACT AMOUNT. For the Work Contractor agrees to pay Subcontractor, in accordance with-the.provisions of
Section 6 hereof and subject to any increase or decrease resulting from changes that may be agreed upon, the s m o415 950i'00 the
"Subcontract Amount").
3. TIME FOR COMPLETION. Subcontractor agrees to stay thoroughly informed as to the progress of the job; to commence
Work the day after notification by Contractor; to prosecute the Work diligently, continuously and uninterruptedly with all possible
speed; and to complete the Work and the several parts thereof at such time or times as directed by Contractor and so as to not interfere
with or delay performance of the General Contract or the Work of any other subcontractor or contractor, time being of the essence.
Weekend work may be required. Subcontractor, shall, within said notice period and until completion of the Work, inspect all prior
phases of construction which affect the Work, and Subcontractor will notify Contractor in writing of any defects in such prior phases of
construction which would delay the Project. Should Subcontractor not complete the Work in the time specified and the delay is caused
by Subcontractor, Subcontractor agrees to pay liquidated damages at $500 per day or at any greater rate actually imposed upon
Contractor in the General Contract.
4. PROGRESS CHART. Within 5 days after receipt of notice to proceed, Subcontractor shall prepare and submit to
Contractor for approval two copies of a practicable progress chart. The chart shall show the principal categories of Work corresponding
with those used in the breakdown on which progress payments are to be based; the order in which Subcontractor proposes to carry on
the Work, the date on which Subcontractor will start each of the categories of Work and the contemplated dates for completing the same.
The chart shall be in suitable scale to indicate graphically the total percentage of Work scheduled to be in place at any time. At the end
of each progress payment period, or at such intervals as directed by Contractor, Subcontractor shall (I) adjust the chart to reflect any
changes in the contract Work, completion time, or both, as approved by Contractor, (2) enter on the chart total percentage of Work
actually in place, and (3) submit 2 copies of the adjusted chart to Contractor.
5. SHOP DRAWINGS. Shop drawings shall be submitted by Subcontractor, at Subcontractor's expense, to Contractor, the
Architect and Engineer within five days after Contractor gives Subcontractor notice to proceed. In the event any deviations from this
subcontract and the Contract Documents are incorporated in any shop drawings of or by the Subcontractor, such deviations and the
reasons therefore shall be fully explained in writing to the Contractor, Architect, Engineer and Owner at the time the shop drawings are
submitted; and failure to so specify and explain any such deviation will automatically void any inadvertent approval of thesame.
6. CONDITIONS OF PAYMENT.
(a) On or before the 25s' day of each month or other date designated by Contractor, Subcontractor agrees, as a condition
precedent to Subcontractor's entitlement to payment, to submit to Contractor, in accordance with the attached Payment Procedure: (I)
a payment request for Work performed through the end of the month to which it relates, (2) a schedule of all Subcontractor's vendors
and sub -subcontractors on the Project, with the balance owed to each as of the date application is submitted, and (3) an executed release
and partial lien waiver from Subcontractor and each of Subcontractor's vendors and sub -subcontractors. Payment of the subcontract
amount, and any additional sums for extras, as provided herein, shall be made as follows: Contractor shall pay to Subcontractor an
amount equal to the value of the Work (less 10% Retainage) performed by Subcontractor as determined by Architect and/or Engineer
and/or Owner and as approved by Contractor during any calendar month within fifteen (15) days after payment therefor has been
received by Contractor from Owner. Retainage shall be equal to the percentage ofretainage on payments due from Owner to Contractor
as specified in the General Contract. Final payment shall be payable fifteen (15) days after the Project is completed, accepted by Owner
and Architect and/or Engineer, if any, and the full contract price received by Contractor from Owner. Contractor shall be under no
obligation to make any payment to subcontractor except to the extent that Contractor has received funds from Owner for the Work
invoiced by Subcontractor, payment from Owner being a condition precedent to any obligation of Contractor to pay Subcontractor.
(b) Acceptance of final payment by Subcontractor constitutes a general release of Contractor and Contractor's surety
from all claims and liability of whatever nature. No payment, including final payment, shall be construed as acceptance of defective or
incomplete Work, and Subcontractor shall remain responsible and liable for performance in strict compliance with this subcontract.
(c) Contractor reserves the right to directly pay all debts of Subcontractor on the Project, or otherwise, which payments
shall be applied as payments to Subcontractor.
7. WARRANTY.
(a) Subcontractor guarantees and warrants to Contractor and Owner, their heirs, successors and assigns, the Work and all
extra work performed by or through Subcontractor to be of good material and workmanship, free from defects, fit, safe, sufficient for
the purposes intended and to comply strictly with the requirements of this subcontract and the Contract Documents. This warranty shall
extend for the same period as the Contractor's warranty under the Contract Documents or for one year after final payment to
Subcontractor, whichever is longer. The warranties and guaranties set forth herein are in addition to any other warranties or guaranties
provided by law or by separate agreement.
(b) Subcontractor shall be responsible for completing in a timely manner the items noted in the Punchlist, Commissioning
Report and 11 Month Punchlist.
S. COMPLIANCE WITH LAWS. All Work performed under this subcontract shall be in strict conformity with applicable
laws, codes, ordinances, rules, regulations, executive orders and requirements of Federal, State, County and Municipal authorities,
including but not limited to environmental laws, OSHA, and the National Board of Fire Underwriters, and any local fire Underwriters
and any local fire insurance exchange now or hereinafter in effect. In the event of any discrepancy between the requirements of such
laws or authorities and the provisions of this subcontract or the contract Documents, the former shall govern, and Subcontractor shall
perform all Work as required by such laws at no extra cost. If Subcontractor fails to give any required notice, obtain any necessary
permit, or performs any Work contrary to such laws, codes, ordinances, rules, regulations or requirements, Subcontractor shall bear all
costs arising or resulting there from. The responsibility for any fines, penalties, costs or losses levied against or incurred by Contractor
or Owner as a result of actions or omissions by Subcontractor or Subcontractor's assigns in contravention of such applicable laws, codes,
ordinances, rules and regulations shall be borne by Subcontractor. Contractor may take whatever steps considered necessary, in
Contractor's opinion, to assure Subcontractor's compliance with applicable laws. Such action shall in no way relieve Subcontractor of
Subcontractor's responsibility to comply with such laws.
9. INSURANCE AND BONDS.
(a) Subcontractor will maintain liability, workmen's compensation, automobile liability, umbrella and other insurance
coverages, as specified in the attached insurance rider and any additional or greater coverages or limits which may be required by the
Contract Documents or by law.
(b) If specified in writing by Contractor, Subcontractor shall furnish a performance bond and a labor and material payment
bond in form and with surety satisfactory to Contractor.
(c) Before going on to the job site, but not later than seven (7) days after the date of this subcontract, Subcontractor will
submit to Contractor two (2) copies of certificates evidencing such insurance and obligating the insurance company to provide thirty
(30) days written notice to Owner and Contractor prior to cancellation or material change in coverage.
(d) The cost of all insurance and bonds required by this Section 9 is included in the Subcontract Amount
10. EXTRAS AND DELETIONS.
(a) In the event that Contractor gives Subcontractor written notice that extra work (including labor, materials, equipment
and contracted work) of the general type covered by this subcontract shall be required on the job, Subcontractor agrees to perform such
work. If a lump sum price or unit price for the extra work cannot be agreed upon, Subcontractor agrees to do the extra work on the basis
of Subcontractor's actual direct cost plus a ten percent (10%) fee for overhead and profit. The Subcontract Amount shall be adjusted
accordingly. Contractor shall not be liable for payment for any extra work performed by Subcontractor unless such work is expressly
authorized by Contractor in writing before such extra work is performed.
(b) If Subcontractor performed any such authorized extra work on an actual direct cost plus basis, Subcontractor shall
furnish each day to Contractor, duplicate payroll sheets, material tickets, and a statement, or slips for all other charges, retaining a copy
of each thereof, and securing on each thereof the signature of the representative of Contractor; such signed copies of payroll sheets,
material tickets, statements and slips shall accompany all bills and vouchers presented with application for payment.
(c) Should Contractor, during the execution of this Contract, require the Subcontractor to delete any aspect of the Work,
Subcontractor agrees to delete such Work, and Contractor will deduct from any monies due Subcontractor or from the Subcontract
Amount the actual amount agreed upon for said deleted Work, or, in absence of such agreement, the direct costs of labor and materials
required for such Work plus ten percent (10%) for overhead and profit.
(d) Subcontractor agrees to make all claims for extras, extension of time, delays or otherwise to Contractor in the manner
provided in the Contract Documents for like claims by Contractor upon Owner, except that the time for making such claims shall be
seven (7) days after the occurrence of the cause of such claim unless otherwise provided for in the Contract Documents. Failure of
Subcontractor to make claim in this seven (7) day period constitutes a waiver of the right to claim.
(e) No extra or additional compensation hereunder will be allowed for acts of theft or vandalism. Contractor shall have
no responsibility for material received, unloaded or stored for or by Subcontractor or for any damage or loss to Subcontractor's tools or
equipment. Subcontractor's claims for extra or additional compensation for latent or other physical conditions shall be allowed only to
the extent Owner pays Contractor for Subcontractor's claims.
(t) Without notice to Subcontractor's surety, Contractor shall have the right to require such extra work or to delete Work
embraced by this subcontract.
(g) The Contractor shall have the right to require the presence of the Subcontractor, or a representative of the
Subcontractor authorized to act in its behalf, at any or all progress meetings, whether called by the owner, the Contractor, or others.
11. CLEAN-UP. Subcontractor, on a daily basis, will be responsible for keeping Subcontractor's part of the job clean and in an
orderly fashion subject to the approval of Contractor. Should Contractor incur any expenses performing cleanup work for Subcontractor,
such expenses will be deducted from any amounts due Subcontractor.
12. LIQUIDATED DAMAGES. Liquidated damages will be charged for work behind schedule. Contractor and Subcontractor
agree that it is difficult or impossible to determine the amount and extent of damage which could be caused by the failure to complete
the work in a timely and proper manner, but the parties acknowledge that damages would likely occur. The parties to this agreement
further stipulate that the below listed amount is not to be considered as a penalty, but rather as a good faith estimate of the damages
which would likely accrue if Subcontractor fails to complete the work in a timely fashion. The parties agree that the sum of Five
Hundred Dollars ($500.00) for every 1 day (24 hour) period which expires from the time when performance of the Subcontract work
was to have been completed until the date of the Contractor's acceptance of the work. To the extent Subcontractor would be due
additional payment(s) from the Contractor, Contractor has the right, but not the obligation, to deduct any such sums for liquidated
damages from the payments otherwise due under the Subcontract.
13. DEFAULT.
(a) In the event Subcontractor shall, in the judgment of Contractor: (1) become insolvent, or file or have filed against
Subcontractor any petition in bankruptcy, (2) fail to pay, when due, for materials, labor, services or other items purchased or used in
connection with the Work, (3) fail to pursue the Work in accordance with this subcontract, the Contract Documents and the schedules
established by Contractor, (4) fail to supply a sufficiency of properly skilled supervisors, workmen, or of material, tools, equipment, or
supplies of the proper quality (including failure occasioned by a strike, picketing, boycott, or other cessation of Work by Subcontractor's
employees), (5) interfere with or disrupt, or threaten to interfere with or disrupt the operations by reason of any labor dispute, picketing,
boycotting, or by any other reason, or (6) commit any other breach of this subcontract, then, upon two (2) days' notice, or if the event
the default will, in the reasonable judgment of Contractor, endanger the job if permitted to continue, Contractor may immediately declare
a default by Subcontractor, all such ace, ::�!reby being deemed to be breaches of this s".contract. In the event of such a default,
Contractor may terminate this subcontract, take possession of all materials, supplies, equipment and tools of Subcontractor on the job,
and make independent arrangements for completion of the Work. The amount of completion cost, as well as any other costs, damages,
or expenses, including reasonable attorneys' fees and expenses, incurred by Contractor as a result of such default shall be charged against
any unpaid balance due to Subcontractor; and, if such total costs, damages, fees or expenses shall exceed the balance due, Subcontractor
agrees to pay the amount of such excess upon demand of Contractor. The materials, supplies, equipment and tools taken by Contractor
may be used in completing the Work and may be incorporated into the improvements being constructed. With respect to any of such
items incorporated into the Project or the Work, or consumed in the Work, the reasonable value of the same as of the date of taking shall
be credited against the aforesaid total completion costs, damages, and expenses if Subcontractor has not previously received payment
for the same. With respect to any items which are not so incorporated or consumed, or which have a salvage value, Contractor may, at
Contractor's option: (I) assume title to such time, as of the date of default and credit the reasonable value thereof as of the date of taking
against the total complete cost, damages, and expenses, or (2) make the same available to Subcontractor and credit the reasonable value
of the use thereof by Contractor against the such total completion cost, damages, fee, and expenses.
(b) Additionally, Contractor may, upon two (2) days' notice to Subcontractor, provide or arrange for the provision of such
workmen and materials necessary, in the sole opinion of Contractor, to continue and complete the Work for the account of Subcontractor
and at Subcontractor's cost and expense, and apply any and all funds which may be or become due to Subcontractor thereto, all without
terminating, rescinding, or voiding this subcontract or releasing Subcontractor from any liability hereunder.
(c) In the event Contractor does not terminate this subcontract, but assents to delayed completion of the Work by
Subcontractor, such assent shall not be construed as a waiver of Subcontractor's obligation to reimburse Contractor for any costs,
damages (liquidated or otherwise), losses, or loss of bonus, or expenses of such and every type, including attorney's fees, incurred as a
result of such delay; and all such costs, damages, and expenses shall be paid or reimbursed to Contractor upon demand.
14. CLAIMS.
(a) Subcontractor agrees to make any claims for extensions of time or for damages for delays, or otherwise, to Contractor
in the same manner as prescribed in the Contract Documents for like claims with the Contractor upon Owner, and in such time as will
enable Contractor to present such claims to Owner for payment or recognition, and Contractor shall not be liable to Subcontractor on
any claim not timely or properly presented, or until allowed by Owner.
(b) Subcontractor shall only be entitled to an extension of time for performing and completing the Work upon the same
terms and conditions an extension of time is allowable and only to the extent actually allowed to Contractor byOwner.
(c) Contractor shall not be liable to Subcontractor for delays to or interference with Subcontractor's Work by the act,
neglect or default of Owner, Contractor, Architect, Engineer, another subcontractor, supplier or contractor or by reason of fire or other
casualty, or on account of riots, or of strikes, or other combined action of the workmen or others, or on account of any acts of God, or
any other causes beyond Contractor's control, or on account of any circumstances caused or contributed to by Subcontractor; provided,
however, notwithstanding anything else contained herein, Contractor will be liable to Subcontractor for damages Subcontractor incurs
as a result of any acts, or failures to act, by Owner which delays or suspends Subcontractor's Work but only to the extent the Owner is
liable for such damages and actually pays Contractor for such damages, which payment shall be a condition precedent to Contractor's
liability; it being expressly understood that the only obligation Contractor has to Subcontractor under this provision is to pass on to
Owner any claim Subcontractor has for damages for delays caused by Owner and to pay to Subcontractor any proportionate amounts
which Owner pays to Contractor as a result of such claim for Owner caused delays.
(d) Should Subcontractor be delayed in the Work by Contractor, then Contractor shall owe Subcontractor therefor only
an extension of time for completion equal to the delay caused and then only if a written claim for such delay is made to Contractor
within forty-eight (48) hours from the time of the beginning of the delay; and under no circumstances shall Contractor be liable to pay
Subcontractor any compensation for such Contractor caused delays. Should no written claim be so made by Subcontractor,
Subcontractor's right to an extension of time will be deemed to have been waived by Subcontractor.
15. ATTORNEYS FEES. Reasonable attorney fees incurred by Contractor will be paid by Subcontractor should legal proceedings
become necessary to enforce this Subcontract.
16. INDEMNITY.
REQUIREMENTS. TO THE FULLEST EXTENT PERMITTED BY LAW, THE SUBCONTRACTORIVENDOR
SHALL DEFEND, INDEMNIFY AND HOLD HARMLESS THE CONTRACTOR, OWNER, ARCHITECT/ENGINEER,
AND AGENTS AND EMPLOYEES OF ANY OF THEM (COLLECTIVELY REFERRED TO AS "INDEMNITEES") FROM
AND AGAINST CLAIMS, DAMAGES, JUDGMENTS, LOSSES AND EXPENSES, INCLUDING BUT NOT LIMITED TO
ATTORNEY'S FEES, ARISING OUT OF OR RESULTING FROM PERFORMANCE OF THE
SUBCONTRACTOR'SIVENDOR'S WORK, ACTIONS, INACTIONS, OR OPERATIONS UNDER THIS SUBCONTRACT
PROVIDED THAT ANY SUCH CL/-7 ::-(' DAMAGE, LOSS OR EXPENSE IS ATiiudUTABLE TO PERSONAL INJURY,
DEATH (INCLUDING PERSONAL INJURY OR DEATH TO THE SUBCONTRACTOR'SNENDOR'S OWN
EMPLOYEE(S), WHETHER OR NOT SAID PERSONAL INJURY OR DEATH IS COMPENSABLE UNDER ANY
APPLICABLE WORKER'S COMPENSATION LAW, THE IMMUNITY PROTECTION OF WHICH
SUBCONTRACTOR/VENDOR HEREBY WAIVES AS TO THIS INDEMNITY AGREEMENT), ADMINISTRATIVE OR
JUDICIAL FINES, AND/OR PROPERTY DAMAGE OF ANY SORT OR KIND. HOWEVER, IF IT IS JUDICIALLY
DETERMINED THAT THE INDEMNITEES, THEIR AGENT OR EMPLOYEE, OR A THIRD -PARTY OVER WHICH THE
SUBCONTRACTOR/VENDOR HAS NO CONTROL IS LIABLE FOR ITS OR THEIR NEGLIGENCE OR INTENTIONAL
ACTS OR OMISSIONS, THEN THE INDEMNITEES SHALL NOT BE ENTITLED TO DEFENSE OR INDEMNITY.
SUBCONTRACTOR COVENANTS AND AGREES TO DEFEND, INDEMNIFY, EXONERATE, AND HOLD HARMLESS
THE CONTRACTOR, AND CONTRACTOR'S SURETY WITH RESPECT TO (1) EVERY CLAIM OR ACTION FOR
BREACH OF CONTRACT OR OTHERWISE FILED OR PRESENTED BY THE OWNER ARISING OUT OF, OR
RELATED TO ANY WORK OR OPERATION PERFORMED BY, FOR, OR ON BEHALF OF, THE SUBCONTRACTOR,
(2) EVERY LIEN NOTICE, LIEN AFFIDAVIT AND LIEN SUIT FILED OR PRESENTED BY ANY MATERIALMAN,
LABORER OR SUBCONTRACTOR OF SUBCONTRACTOR, IN CONNECTION WITH THE SUBCONTRACTOR'S
WORK, (3) EVERY OTHER CLAIM OR ACTION OF ANY KIND WHATSOEVER, FILED OR PRESENTED BY ANY
MATERIALMAN, LABORER OR SUBCONTRACTOR OF SUBCONTRACTOR, IN CONNECTION WITH THE
SUBCONTRACTOR'S WORK, AND (4) EVERY GARNISHMENT, ATTACHMENT OR OTHER LEVY MADE BY A
CREDITOR OF SUBCONTRACTOR AGAINST THE ASSETS OR FUNDS OF SUBCONTRACTOR IN THE HANDS OR
CUSTODY OF THE OWNER OR THE CONTRACTOR. THIS INDEMNITY SHALL INCLUDE ALL PAYMENTS MADE
BY THE CONTRACTOR AND ALL REASONABLE EXPENSES, ATTORNEY'S FEES, AND OTHER COSTS INCURRED
BY CONTRACTOR IN CONNECTION THEREWITH.
NOTHING IN THIS SECTION SHALL BE CONSTRUED TO REQUIRE SUBCONTRACTOR TO INDEMNIFY OR HOLD
HARMLESS AN INDEMNITEE FROM OR AGAINST ANY LIABILITY FOR LOSS OR DAMAGE RESULTING FROM
THE NEGLIGENCE OR INTENTIONAL ACTS OR OMISSIONS OF AN INDEMNITEE, AN AGENT OR EMPLOYEE OF
AN INDEMNITEE, OR A THIRD PARTY OVER WHICH THE SUBCONTRACTOR HAS NO CONTROL.
17. MISCELLANEOUS.
(a) Subcontractor shall not assign this subcontract without the written consent of Contractor, nor subcontract the whole
of this subcontract without the written consent of Contractor. Subcontractor shall not assign any amounts due or to become due under
this subcontract without written notice to Contractor.
(b) To the fullest extent permitted by law, Subcontractor shall defend, indemnify and hold harmless Owner, Architect,
Engineer and Contractor and all of their agents, employees and consultants from and against all claims, lawsuits by Subcontractor's
employees, injuries, death, damages, losses and expenses, including but not limited to attorney's fees, arising directly or indirectly out
of, or in connection with, operations conducted by (or in the work area of) the Subcontractor, the Subcontractor's Sub -subcontractors,
anyone directly or indirectly employed by them, or anyone for those acts or omissions they may be liable and in connection with
Subcontractor's performance or failure to perform Subcontractor's obligations under this subcontract; provided that any •such claim,
damage, loss, or expense is caused in whole or in part by any negligent or wanton act or omission of Subcontractor or anyone directly
or indirectly employed by Subcontractor or anyone for whose acts Subcontractor may be liable, regardless of whether it is caused in part
by a party indemnified hereunder.
(c) Subcontractor shall not in any instance have any greater right against Contractor for omissions, alterations, extra work
or additional compensation than Contractor shall have against Owner, and insofar as the Work or any extra work is concerned,
Subcontractor assumes all of Contractor's obligations and responsibilities under the Contract Documents and agrees that all rulings,
inspections and requirements affecting the same shall be binding upon Subcontractor as upon Contractor. Contractor shall have the
same rights and privileges with respect to Subcontractor under this subcontract as Owner has with respect to Contractor under the
Contract Documents.
(d) Contractor shall have the right at any time to cancel this subcontract and require Subcontractor to cease work thereon
in the event the General Contract is cancelled or terminated in accordance with its terms or by reason of the default of Owner. Contractor
shall, in this event, be liable to Subcontractor only for the amount actually received by Contractor from Owner for the Work performed
under this subcontract.
(e) Subcontractor shall pay all of the expense, costs and attorney's fees incurred by Contractor and Contractor's surety in
the investigation and defense of any claim, demand or action by any third party alleging or arising from Subcontractor's nonpayment of
labor or materials or alleging or arising from Subcontractor's breach of Subcontractor's obligations under this subcontract.
(0 In the event of any disNmd between Subcontractor and Contractor in any way arising from or relating to the Project,
this subcontract or the Contract Documents, Subcontractor and Contractor expressly agree that it should be finally resolved by binding
Arbitration to be held in Baldwin County, AL in accordance with the current Construction Industry Rules of the American Arbitration
Association. The arbitration panel will be constituted by one or more arbitrators selected in accordance with said rules. The parties
further agree that any question regarding whether a particular controversy is subject to arbitration shall be decided by the Arbitrator.
Contractor and Subcontractor further expressly agree that this Subcontract was negotiated and executed in Baldwin County, Alabama,
and that any litigious proceedings arising out of, or relating in any way to the Project, the Subcontract or the Contract Documents, shall
be initiated and filed in Baldwin County, Alabama. Baldwin County, Alabama shall be the exclusive forum with respect to any litigation
arising out of the Project, this Subcontract and/or the Contract documents. Subcontractor expressly waives any challenges to personal
jurisdiction and/or the selected forum of Baldwin County, Alabama. Notwithstanding this forum selection clause, nothing contained
herein shall prohibit the parties from engaging in mediation or other settlement negotiations in an attempt to resolve any such dispute
which may arise hereunder
(g) The provisions of this subcontract shall govern any conflict in the provisions of this subcontract and the Contract
Documents. Headings are for convenience only and shall not expand or restrict the meaning of the provisions of this subcontract.
(h) All proposals, negotiations and representations with respect to this subcontract, site conditions, the Contract
Documents and the Work, whether oral or written, are hereby superseded and merged into this subcontract. This subcontract cannot be
changed, modified, altered, suspended or terminated, except in writing signed by an authorized representative of Contractor. No delay,
waiver, forbearance, or failure by the Contractor to exercise rights or remedies under this subcontract or to insist upon strict compliance
by Subcontractor shall relieve Subcontractor from strict compliance with all terms and conditions hereof nor shall waive, restrict, or
adversely affect any of Contractor's rights and remedies as to any subsequent or continuing failure of Subcontractor to comply strictly
with all terms and conditions of this subcontract. The invalidity or unenforceability of any term of condition of this subcontract shall
not invalidate, render unenforceable, or adversely affect the remaining terms and conditions. Subcontractor shall be liable for all
damages, costs and expenses, including attorney's fees, incurred by Contractor in enforcing the terms and conditions of this subcontract.
This subcontract shall be governed by the law of the state in which the Project is located and shall be binding upon the successor in
interest of the parties hereto.
18. ADDITIONAL TERMS. Additional terms and conditions of this Subcontract, if any, are set forth on Exhibit A attached
hereto.
19. SAFETY
Subcontractor accepts complete responsibility for the health and safety of its employees and its subcontractors' employees, the
safe performance of the Work, compliance with safety procedures and policies issued by the Contractor and in the Contract Documents,
and compliance with all applicable health and safety laws, including the regulations and standards of the Occupational Safety & Health
Act of 1970 ("OSHA"), as amended. Prevention of accidents to employees is the prime responsibility of the subcontractor.
Subcontractor assumes exclusive liability and covenants and agrees to defend, indemnify and hold harmless the Owner and
Contractor as to any penalties assessed against the Owner or Contractor for violations of any applicable statute, law or ordinance which
are determined by a governmental agency to have been committed by the Subcontractor or its employees.
Prior to commencing its work at the jobsite, Subcontractor shall designate a responsible employee at the site whose duty shall
be the prevention of accidents and assure full compliance with Fulcrums Safety Program including full cooperation with Fulcrum's Job
Hazard Analysis and worksheets as well as any preparation and/or assistance in the event of OSHA visits.
Additionally, all Subcontractor employees shall be orientated to fully understand Fulcrums Jobsite Safety Rules (See Attached
Exhibit B), requiring each of them to provide their signature attesting compliance to these Rules before start of any work on jobsite. As
part of this orientation, a numbered hard hat sticker will be assigned by Fulcrum to each Subcontractor employee. No employee without
a numbered hard hat sticker shall be permitted to work.
Subcontractor's employees shall attend and sign -in to weekly Tool -Box Safety Meetings. Personal Protective Equipment (PPE)
including hard hats will be worn at all times. Failure to follow the PPE policy will result in a fine of $250 per occurrence.
In the event that Subcontractor or any of its employees or its subcontractors' employees fail to comply with any health and
safety requirements, Contractor may require Subcontractor to stop work and/or remove any non -complying employees. Subcontractor
shall not be entitled to any additional time or money as a result of the Contractor stopping the Work when the Work was stopped due to
Contractor's concern about safety deficiencies. Subcontractor shall comply with the safety -related recommendations of insurance
companies having an interest in the Project.
Subcontractor shall report the ouumi ence of injury or equipment/property damage o'Contractor immediately.
IN WITNESS WHEREOF, the parties hereto have executed this agreement the date first above written.
FULCRUM CONSTRUCTION GROUP LLC (Contractor)
By: (Signature)
Fulcrum Construction Group LLC's Witness (Date)
PLUMBING, INC. (Subcontractor)
By: (Signature)
Subcontractor's Witness (Date)
EXHIBIT A
DOLLAR GENERAL -PORT ST. LUCIE, FL
SCOPE OF WORK: PLUMBING
SCOPE OF WORK -FURTHER BREAKDOWN:
• Work to include, but not be limited to:
o
Provide all labor, materials, and equipment to perform all plumbing per plans and specs for
interior water and sewer.
o
Run water service to 5' outside building.
o
Provide and install sewer service to 5' outside building.
o
Connection of plumbing to site plumbing to include supply and installation of necessary
valves and fittings.
o
Provide and install all necessary, traffic rated clean out covers (where necessary).
o
Includes all drain, vent and water piping and all plumbing fixtures as specified to include
floor drains for refrigeration equipment if required.
o
All piping material to be as specified in drawings (no CPVC allowed).
o
All connections from copper to PEX to be made above slab.
o
All equipment required for work shall meet or exceed OSHA standards.
o
Employees are required to wear OSHA approved P.P.E. while on jobsite.
o
Fulcrum schedule to hold precedent.
o
All Taxes and Fees included.
Subcontractor Signature Date
Fulcrum Construction Group, LLC Date
EXHIBIT B
Fulcrum Construction Group — Jobsite Safety Rules
1. In the case of an emergency call 911.
2. All visitors and subcontractors must check in with the Superintendent.
3. No unauthorized personnel allowed on -site.
4. Proper work attire required; hard hats, safety glasses, safety vest, steel -toe boots and ear protection.
5. OSHA regulations strictly enforced.
6. No alcohol, drugs or firearms allowed on -site.
7. No children, family members or pets allowed on -site.
8. Notify the Superintendent before you dig and call 811.
9. You must be properly tied off if completing any work over 6 feet.
10. No radio or music allowed on -site.
11. Be aware Hazardous materials are on -site.
12. If you are injured on the job, report it to the Superintendent immediately.
13. Never work under a moving or stationary load.
14. Never touch electrical wiring, outlets or switch gear.
15. Never operate tools or equipment unless you are properly trained.
16. Stay aware of your surroundings and report any hazards.
Subcontractor Signature
Print Name
Company / Date
AC._ ,JWLEDGEMENT OF PAYMENT PROC MVL RE
Application for payment form which is sent with the subcontract, must be emailed or faxed to the office of Fulcrum Construction
Group LLC on or before the 251h of each month. Any pay application arriving after the 25 h of the month will have to wait until the
following month for payment processing.
Each pay application must be accompanied by a completed Conditional Release and Waiver of Lien. All subcontractors and
materialmen must be listed on the Conditional Release and Waiver of Lien. Subcontractor must collect completed Conditional Waiver
and Release On Progress Payment Forms from all subcontractors and materialmen to submit with each pay application.
Joint Check Clause:
Fulcrum Construction Group, LLC reserves the right to inquire with the Subcontractor's suppliers, vendors, and sub -subcontractors,
directly or indirectly, to determine the current status of indebtedness and may at its reasonable discretion makes checks payable either
jointly to Subcontractor and the supplier, vendor, or sub -subcontractor, or directly to the supplier, vendor, or sub -subcontractor for the
account of the Subcontractor. To the extent that any such payments are made to the sub -subcontractors, suppliers or vendors, such
payment shall be deemed a satisfaction as to that amount owed to the Subcontractor, and Contractor's liability to Subcontractor shall
be reduced by the amount paid to said sub -subcontractor, supplier, and/or vendor. Subcontractor waives any and all recourse against
the Contractor and Owner to the extent, and in the amount, that payment is made to a supplier, vendor, or sub -subcontractor of the
Subcontractor.
Subcontractor Signature
Name
Company / Date
ID]
ACKNOWLEDGENici�T OF THE SUBCONTRACTOR/SUPPLIcn, GENERAL CONTRACTOR,
OWNER AND TENANT RELATIONSHIP
By signing this document as a Subcontractor and/or Supplier you are acknowledging that you are in full understanding of the
following. The General Contractor for this project is FULCRUM CONSTRUCTION GROUP, LLC. The Owner of the project is HSC
PORT ST LUCIE, LLC. The proposed Tenant for this project is DOLLAR GENERAL. Any concerns, disputes, or questions of any
kind that arise before, during or after construction must be addressed to the General Contractor. If you feel your issue requires the
attention of the Project Owner or that the Project Owner must be made aware of an issue, you may contact the Owner's Representative
listed below. This includes issues with payment, warranties, defective work, claims, liens, bonds, change orders, scheduling, safety,
future projects or similar items.
Dollar General has no contractual relationship with the General Contractor. You are hereby banned from any communication
of any kind to any one with Dollar General. If any communication is made a penalty will be assess of $10,000.00 (Ten Thousand
Dollars) from the Owner to the General Contractor. This penalty will in turn be assessed to the Subcontractor and/or Supplier in
violation.
Owner's Representative:
HSC PORT ST LUCIE, LLC
Ron Yaeger
PO Box 130
Daphne, AL 36526
Phone251-243-0708
Fax 251-252-9898
roni2hixsnedeker.com
The following must be completed and submitted to the Project Owner via the General Contractor before mobilization to the project site.
Subcontractor / Supplier Signature
Print Name / Title
Company /Date
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INSURANC', , ZQUIREMENTS RIDER TO UNIFORM JvnCONTRACT
FULCRUM CONSTRUCTION GROUP LLC
All Subcontractor insurance carriers must maintain an A.M. Best rating of "A" or better
Commercial General Liability
Subcontractor shall purchase and maintain commercial general liability insurance on the current edition of ISO form CG 00 0I or an
equivalent company proprietary form, covering liability arising from premises, operations, independent contractors, personal and
advertising injury, products completed operations, and liability assumed under an insured contract on an occurrence basis for limits of
liability not less than:
$1,000,000 each occurrence for Bodily Injury and Property Damage Liability combined
$2,000,000 products and completed operations aggregate
$2,000,000 general aggregate (with general aggregate limit provided on a per project basis)
$1,000,000 personal injury and advertising injury
Subcontractor shall name Fulcrum Construction Group LLC and the property owner as an additional insured for ongoing and completed
operations as respects to the work performed by Subcontractor for Fulcrum Construction Group LLC. Subcontractor waives all rights
against Fulcrum Construction Group LLC and its agents, officers, directors and employees for recovery of damages to the extent these
damages are covered by the commercial general liability and/or commercial umbrella liability insurance maintained pursuant to this
agreement.
Commercial Automobile Liability
Subcontractor shall maintain automobile liability insurance with a limit of not less than:
$1,000,000 each accident for Bodily Injury and Property damage combined
Such insurance shall cover liability arising our of any auto (including owned, hired, and non -owned autos). Automobile liability
coverage shall be written on ISO form CA 00 01, or a substitute form providing equivalent liability coverage. If necessary, the policy
shall be endorsed to provide contractual liability coverage. Subcontractor waives all rights against Fulcrum Construction Group LLC
and its agents, officers, directors and employees for recovery of damages to the extent these damages are covered by the business auto
liability insurance.
Workers' Compensation
Subcontractor shall maintain statutory workers compensation coverage for all states of operations covered by this agreement and
employers liability insurance for limits of:
$1,000,000 each accident for bodily injury
$1,000,000 each employee for bodily injury by disease
$1,000,000 policy limit for bodily injury or disease
Limits of Liability may be satisfied by a combination of employer's liability and an umbrella or excess liability policy. Subcontractor
waives all rights against Fulcrum Construction Group LLC and its agents, officers, directors, and employees for recovery of damages
to the extent these damages are covered by the workers compensation and employer's liability and/or commercial umbrella liability
insurance obtained by Contractor pursuant to this agreement. Subcontractor shall obtain an endorsement equivalent to WC 00 03 13 to
affect this waiver.
Commercial Umbrella Liability
Subcontractor shall maintain commercial umbrella liability insurance for bodily injury and property damage liability over primary
Commercial General Liability, Commercial Automobile Liability and Employer's Liability with limits available to the project in the
amount of:
$1,000,000 each occurrence
$1,000,000 aggregate
All coverages and terms required under the Commercial General Liability, Commercial Automobile Liability and Employers Liability
must be included on the Commercial Umbrella policy. Higher limits may be required by Contractor/Buyer or Owner on a project by
project basis.
Subcontractor's insurance provider or broker shall provide a cprrent certificate of insurance evidencing the above coverage
prior to the commencement of any work for Fulcrum Construction Group LLC and 30 days prior to the expiration of any
policies for the term of this agreement and for one year following termination of this agreement. Certificates of Insurance shall
reference additional insured status for Fulcrum Construction Group LLC and the property owner, primary/non-contributory
coverage, waiver of subrogation, and endorsement form numbers. Subcontractor shall send, or cause to be sent by its insurance
carriers, 30 days advance written notice of cancellation or non -renewal of any of the above required insurance policies to
Fulcrum Construction Group, LLC, 810 Manci Avenue, Daphne, Alabama 36526.
12