2023A-07360-NPC-ROC Notice of Hearing and Packet MAILED

2023A-07360-NPC-ROC · Registrar of Contractors · 2023-09-08

REGISTRAR OF CONTRACTORS OF THE STATE OF ARIZONA

Az Painting & Consulting LLC, Case No. 2023-07360 COMPLAINANT, Docket No. 2023A-07360-NPC-ROC v. NOTICE OF HEARING ON Lafferty Construction LLC CONTESTED CASE License No. ROC 303661,

RESPONDENT.

This Notice of Hearing is issued under A.R.S. § 41-1092.05(D).

HEARING INFORMATION

The hearing is set for:

October 17, 2023 9:00 AM Tammy Eigenheer Google Meet. A link will be provided directly from The Office of Administrative Hearings. Go to www.azoah.com to request to appear in-person.

If you have requested to appear in-person at the hearing, the hearing will

be held at 1740 W Adams Street, Phoenix, AZ 85007.

You must attend this hearing. This is an adversarial hearing before an administrative

law judge, and is conducted in a similar manner as judicial proceedings. Thus, you must be

prepared to present evidence, including witness testimony and documents, in support of your

case.

STATEMENT OF LEGAL AUTHORITY AND JURISDICTION The State of Arizona has determined that the licensing and regulation of construction

contractors is a proper state function, and has vested authority in the Registrar of Contractors

to administer Title 32, Chapter 10 of the Arizona Revised Statutes. A.R.S. §§ 32-1101 et seq.

All hearings for alleged violations of Title 32, Chapter 10 are conducted under Title 41,

Chapter 6, Article 10. A.R.S. § 32-1156.

The statutes and rules governing the hearing can be found at: Arizona Revised

Statutes §§ 41-1092 to -1092.12, and Arizona Administrative Code R2-19-101 to -122.

PARTICULAR ARIZONA STATUTES AND RULES INVOLVED The statutes and rules the Respondent is alleged to have violated are cited in the

complaint and citation, which were served on the Respondent on August 10, 2023.

SHORT AND PLAIN STATEMENT OF THE MATTERS ASSERTED The complaint and citation allege that the Respondent committed the following act(s):

Charge: 1 A.R.S. § 32-1154(A)(10)

THE PARTIES TO THE ADMINISTRATIVE HEARING Because Respondent is a licensee and is charged with an act(s) or omission(s) that is cause for the suspension or revocation of a license, Respondent is a party to this case and will be a party to the hearing. Because Complainant alleged Respondent committed an act(s) or omission(s) that is cause for the suspension or revocation of a license, Complainant is a party to this case and will be a party to the hearing. Respondent and Complainant, as the parties to the hearing, will present evidence and argument to the administrative law judge.

RIGHT TO BE REPRESENTED The parties to the administrative hearing may choose to be represented by an attorney.

A.R.S. § 41-1092.07(B). If one of the parties is a company, the company may be represented

by an officer or employee if that person satisfies the conditions set forth in A.R.S. § 32-

1156(B).

CHANGE OF ADDRESS Each party must inform the Registrar and the Office of Administrative Hearings of

any change of address within five (5) days of the change. A.R.S. § 41-1092.04.

HEARING PROCEDURES AND RULES The administrative hearing will be conducted in accordance with A.R.S. §§ 41-1092

to -1092.12, and A.A.C. R2-19-101 to -122. The parties should review the statutes, rules, and

processes governing the administrative hearing. Copies of the statutes, rules, and articles

regarding the administrative hearing process can be found at https://www.azoah.com/.

REGISTRAR’S APPEARANCE BY VIDEO CONFERENCE OR TELEPHONE The Registrar’s investigators, employees, and attorneys will appear at the hearing via video conference or telephone unless requested by a party to appear in-person. Requests for the Registrar’s investigators, employees, or attorneys to appear in-person must be filed with the Registrar and the Office of Administrative Hearings no later than seven (7) calendar days prior to the hearing date. HEARING PACKET In the interests of administrative efficiency, the Registrar compiles and discloses certain documents to the parties and the Office of Administrative Hearings. These documents are attached to this Notice of Hearing as the “Hearing Packet.” If any party wishes to submit additional evidence, they must do so during the hearing after completing a disclosure statement. See “Disclosure Statement” section below.

SUBPOENAS FOR TESTIMONY FROM A WITNESS OR DOCUMENTS The parties to the hearing must be prepared to present evidence in support of their case. If a party wants to obtain testimony from a witness or documents not in the party’s possession, the party must prepare and file a written subpoena for the Administrative Law Judge to review and sign, if approved. A.R.S. § 41-1092.07(C). Forms for requesting a subpoena can be found on the Office of Administrative Hearings’ website at www.azoah.com. The party seeking a subpoena must serve notice on all the parties to the hearing, and on the Registrar. A.R.S. § 41-1092.04. DISCLOSURE STATEMENT At least seven calendar days before the hearing, each party must prepare and serve a disclosure statement on all other parties, and file it with the Office of Administrative Hearings. A.A.C. R4-9-118; A.A.C. R2-19-108. The disclosure statement must include any exhibit the party will use at the hearing. A party’s failure to timely disclose any witness or exhibit, without good cause, may result in the administrative law judge excluding those witnesses or exhibits from being used at the hearing. A.A.C. R4-9-118(C). A sample disclosure form is available on the Registrar’s website at https://roc.az.gov/content/prehearing-disclosure- statement.

CHANGING THE HEARING DATE

The date of the hearing may only be advanced or delayed on the agreement of the

parties or on a showing of good cause. A.R.S. § 41-1092.05(C). The date of the hearing may

be changed by filing a written agreement of the parties to change the date of the hearing. The

written agreement must be filed with the Office of Administrative Hearings, directed to the

assigned Administrative Law Judge, and transmitted to the Registrar and all other parties. The

assigned Administrative Law Judge may be found on the Office of Administrative Hearings’

web portal at www.azoah.com

If a party would like to move the date of the hearing without agreement of all parties, the party must file a written motion with the Office of Administrative Hearings, directed to the assigned Administrative Law Judge, and transmit a copy to the Registrar and all other parties. The motion must state in detail good cause for why the date of the hearing should be advanced or delayed, and the position of all other parties regarding the advancement or delay. A party may also file a motion asserting a right to an expedited hearing upon a showing of extraordinary circumstances or the possibility of irreparable harm. A.R.S. § 41-1092.05(E).

RESOLUTION SHORT OF ADJUDICATION

In any case which is resolved or settled by the parties, or which is withdrawn by the

Complainant without objection from Respondent after the Notice of Hearing is issued, the

parties must notify the Office of Administrative Hearings of the resolution or settlement. Any

such cases will be listed on the Registrar’s website and its records under the category: “Closed

Complaints – Resolved/Settled/Withdrawn.”

Dated September 6, 2023.

By: /s/ Erika Hoskin Erika Hoskin Legal Secretary Legal Department Arizona Registrar of Contractors Copy mailed via USPS First Class mail September 6, 2023 to: Respondent(s) Lafferty Construction LLC 1201 E Jefferson St Ste 2 Phoenix, AZ 85034 Richard C Gramlich Esq 2525 East Camelback Road Seventh Floor Camelback Esplanade II Phoenix, AZ 85016-4237 Complainant(s) Az Painting & Consulting LLC 4027 E Willow Ave Phoenix, AZ 85032

Copy sent electronically this same date to: Respondent at email address on record with the Registrar Respondent’s Attorney at email address of record with Registrar Complainant at email address on record with the Registrar

Case No. 2023-07360 /

Katie Hobbs, Governor Martin Quezada, Director

Hearing Packet FAQ What is the Hearing Packet?

The Hearing Packet is a packet of certain documents collected or issued by the Registrar over the course of its investigation.

Who gets the Hearing Packet?

The Hearing Packet is assembled and distributed to all parties and to the Office of Administrative Hearings (“OAH”) prior to an administrative hearing.

What types of cases does the Registrar prepare a Hearing Packet for?

The Registrar prepares a Hearing Packet for Complainant-Handled Cases and No-Pay Cases. Note: If the Docket Number on the Notice of Hearing contains a “CHC” or “NPC”, your case is a Complainant-Handled Case or a No-Pay Case.

What is in the Hearing Packet?

The Hearing Packet contains essential case-specific documents and at a minimum will include the following documents:

● Original complaint;

1700 W. Washington Street, Suite 105 · Phoenix AZ 85007-2812 602.542.1525 · Within AZ 877.692.9762 · Fax 602.542.1599 · roc.az.gov Hearing Packet FAQ

Katie Hobbs, Governor Martin Quezada, Director

● Citation; and ● Answer.

The Hearing Packet will also contain the following documents (if applicable):

● Jobsite inspection notices, notes, and photos; ● Written directives; and ● Compliance inspection notices, notes, and photos.

What if there are documents missing from the Hearing Packet?

If there is any evidence you submitted to the Registrar that are not included in the Hearing Packet it is your responsibility to introduce that evidence at the administrative hearing. Note: The administrative law judge assigned to your case does not have access to the entire Registrar record.

If there is additional evidence you submitted to the Registrar during the investigation that you also want to introduce as evidence during your hearing, it is your responsibility to:

● Properly disclose that evidence to the other party; and ● Introduce the evidence during your hearing.

1700 W. Washington Street, Suite 105 · Phoenix AZ 85007-2812 602.542.1525 · Within AZ 877.692.9762 · Fax 602.542.1599 · roc.az.gov Hearing Packet FAQ

Katie Hobbs, Governor Martin Quezada, Director

How do I disclose evidence I intend to use at a Hearing?

You must properly disclose any and all documents and witnesses you intend to use at your hearing according to the Registrar’s Prehearing Disclosure Rules. See Arizona Administrative Code Section R4-9-118.

A sample prehearing disclosure form and instructions are provided to the parties by the Registrar.

How do I obtain documents I previously submitted to the Registrar?

If you previously submitted documents to the Registrar and need a copy of these documents, please contact the Registrar’s Legal Department or submit a public records request at https://roc.force.com/AZRoc/s/roc-public-request.

1700 W. Washington Street, Suite 105 · Phoenix AZ 85007-2812 602.542.1525 · Within AZ 877.692.9762 · Fax 602.542.1599 · roc.az.gov Hearing Packet FAQ

July 7, 2023

Respondent Lafferty Construction LLC 1201 E Jefferson St Ste 2 Phoenix, AZ 85034

Complainant AZ Painting & Consulting LLC 4027 E Willow Ave Phoenix, AZ 85032

Via U.S. Mail and Email

Re: Complaint No. 2023-07360

Dear Complainant and Respondent:

The Registrar received a complaint filed against Lafferty Construction LLC for non- payment of materials or services rendered. This complaint is complete and will be substantively reviewed by the Registrar.

Respondent is free to raise any issue or affirmative defense to this complaint by filing a response with the Registrar by July 20, 2023. Please reference the complaint number listed above if you file a response. Respondent may file a response by:

Mail: P.O. Box 18244, Phoenix, Arizona, 85005-8244 In-Person: 1700 W. Washington St., Ste. 105, Phoenix, Arizona, 85007-2812 Fax: (602) 364-0416 Email: [email redacted]

The Registrar will not issue a citation before July 20, 2023, and will review Respondent’s response, if one is submitted.

Please be advised that a response to the complaint is not the same as a written answer. If the Registrar issues a citation Respondent must file a written answer to that citation in accordance with A.R.S. § 32-1155.

Sincerely,

/s/ Eric Ulinger Eric Ulinger Legal Department 1700 W Washington St. Ste 105 Phoenix, AZ 85007 602-771-6756

1700 W. Washington Street, Suite 105 · Phoenix AZ 85007-2812

602.542.1525 · Toll Free 877.692.9762 · roc.az.gov Lg100 4/21 Non-Payment Complaint Form Departmental Use Only Complaint Number: Mail to: Registrar of Contractors P.O. Box 18243 Phoenix, AZ 85005-8243

Person Filing Complaint (Payee) Business Name Full Name (First Middle Last) ROC License Number(s) (if any) Marianne Cox Street Address City State Zip Code 4027 E WILLOW AVE Phoenix Arizona 85032 Phone Number Email Address [number redacted] [email redacted] I consent to receive communications electronically in connection with this case

Name of Attorney (if any)

Attorney’s Street Address City State Zip Code

Attorney’s Phone Number Attorney’s Email Address

Licensee Information (Payer) Name (as shown on contracts, invoices, etc.) ROC License Number(s) Lafferty Construction LLC ROC 30366 Street Address City State Zip Code

Phone Number Email Address

Name of Person(s) Representing License Michael Lafferty Complaint Information Principal Amount Due (excluding interest and fees) Contract Date (if applicable) $153,825.45 August 27, 2022 Have you filed a civil complaint?

List all specific invoices which have not been paid. Attach additional pages if necessary. 1)December Change Order; 2) January Change Order; 3) Retainer

Certification I certify, upon information and belief, that the above-named licensee has failed to pay monies in excess of seven hundred fifty dollars when due for materials or services rendered in connection with the licensee’s operations as a contractor. I further certify, upon information and belief, that the above-named licensee has the capacity to pay, or has received sufficient monies as payment for the particular construction work project or operation for which the services or materials were rendered or purchased. A.R.S. § 32-1154(A)(10). Printed Name Signature Date Marianne Cox Declaration & Signature I am the Complainant in this Complaint Form or Complainant’s duly authorized representative. I declare under penalty of perjury that the information contained in this Form is true and correct to the best of my knowledge. I further certify that any documents submitted in support of this complaint are true and correct copies of the originals and are accurate to the best of my knowledge. I will assist in the investigation or in the prosecution of the contractor or other parties, and will, if necessary, attend hearings and testify to facts. Printed Name Signature Date Marianne Cox Exhibit D

APPLICATION AND CERTIFICATION FOR PAYMENT AIA DOCUMENT G702 PAGE ONE OF TWO PAGES TO GENERAL CONTRACTOR: PROJECT: APPLICATION NO: 12 RET Distribution to: LAFFERTY CONSTRUCTION, LLC St. Ambrose Apartments - Phase 2 OWNER 1201 E. Jefferson Street, Suite 2 220 N. 12th ST ARCHITECT Phoenix, AZ 85034 Phoenix, AZ 85006 PERIOD TO: 1/31/2023 X CONTRACTOR FROM CONTRACTOR: VIA ARCHITECT: AZ Painting & Consulting CCBG 4027 East Willow Avenue 102 E Buchanan Street Phoenix, AZ 85032 Phoenix, AZ 85004 CONTRACT FOR: S-019 Paint CONTRACT DATE: CONTRACTOR'S APPLICATION FOR PAYMENT The undersigned Contractor certifies that to the best of the Contractor's knowledge, Application is made for payment, as shown below, in connection with the Contract. information and belief the Work covered by this Application for Payment has been Continuation Sheet, AIA Document G703, is attached. completed in accordance with the Contract Documents, that all amounts have been paid by the Contractor for Work for which previous Certificates for Payment were issued and payments received from the Owner, and that current payment shown herein is now due.

1. ORIGINAL CONTRACT SUM $ 400,000.00 2. Net change by Change Orders $ 241,381.60 CONTRACTOR: 3. CONTRACT SUM TO DATE (Line 1 ± 2) $ $ 641,381.60 4. TOTAL COMPLETED & STORED TO $ 641,381.60

DATE (Column G on G703) By: Date: 5. RETAINAGE: a. 5 % of Completed Work $ $0.00 State of: County of: (Column D + E on G703) Subscribed and sworn to before me this day of b. 0 % of Stored Material $ Included in above Notary Public: (Column F on G703) My Commission expires: Total Retainage (Lines 5a + 5b or Total in Column I of G703) $ 0.00 OWNER'S CERTIFICATE FOR PAYMENT 6. TOTAL EARNED LESS RETAINAGE $ 641,381.60 In accordance with the Contract Documents, based on on-site observations and the data (Line 4 Less Line 5 Total) comprising the application, the Architect certifies to the Owner that to the best of the 7. LESS PREVIOUS CERTIFICATES FOR Architect's knowledge, information and belief the Work has progressed as indicated, PAYMENT (Line 6 from prior Certificate) $ 609,312.52 the quality of the Work is in accordance with the Contract Documents, and the Contractor 8. CURRENT PAYMENT DUE $ 32,069.08 is entitled to payment of the AMOUNT CERTIFIED. 9. BALANCE TO FINISH, INCLUDING RETAINAGE $ 0.00 (Line 3 less Line 6) AMOUNT CERTIFIED . . . . . . . . . . . $

CHANGE ORDER SUMMARY ADDITIONS DEDUCTIONS (Attach explanation if amount certified differs from the amount applied. Initial all figures on this Total changes approved Application and onthe Continuation Sheet that are changed to conform with the amount certified.) in previous months by Owner $241,381.60 OWNER: Total approved this Month $0.00 By: Date: TOTALS $241,381.60 $0.00 This Certificate is not negotiable. The AMOUNT CERTIFIED is payable only to the Contractor named herein. Issuance, payment and acceptance of payment are without NET CHANGES by Change Order $241,381.60 prejudice to any rights of the Owner or Contractor under this Contract.

AIA DOCUMENT G702 · APPLICATION AND CERTIFICATION FOR PAYMENT · 1992 EDITION · AIA · ©1992 THE AMERICAN INSTITUTE OF ARCHITECTS, 1735 NEW YORK AVE., N.W., WASHINGTON, DC 20006-5292 Users may obtain validation of this document by requesting a completed AIA Document D401 - Certification of Document's Authenticity from the Licensee. CONTINUATION SHEET - Schedule of Values AIA DOCUMENT G703 PAGE - 2 OF 2 AIA Document G702, APPLICATION AND CERTIFICATE FOR PAYMENT, APPLICATION NO: 12 RET containing Contractor's signed Certification is attached. APPLICATION DATE: In tabulations below, amounts are stated to the nearest dollar. PERIOD TO: 01/31/23 Use column 1 on Contracts where variable retainage for line items may apply. CONTRACTOR'S PROJECT NO: A B C D E F G H I ITEM DESCRIPTION OF WORK SCHEDULED WORK COMPLETED MATERIALS TOTAL % BALANCE RETAINAGE NO. VALUE FROM PREVIOUS THIS PERIOD PRESENTLY COMPLETED (G/C) TO FINISH APPLICATION STORED AND STORED (C-G) (D+E) (NOT IN TO DATE D OR E) (D+E+F)

Phase 1 Parking Garage Level 1 $4,000.00 $4,000.00 $4,000.00 100.0% $0.00 $0.00 Level 2 $4,000.00 $4,000.00 $4,000.00 100.0% $0.00 $0.00 Level 3 $4,000.00 $4,000.00 $4,000.00 100.0% $0.00 $0.00 Level 4 $4,000.00 $4,000.00 $4,000.00 100.0% $0.00 $0.00 Stair #4 $4,500.00 $4,500.00 $4,500.00 100.0% $0.00 $0.00

Phase 2 Building A Level 1 Interior Apartment Units $12,500.00 $12,500.00 $12,500.00 100.0% $0.00 $0.00 Corridors $2,200.00 $2,200.00 $2,200.00 100.0% $0.00 $0.00 Stairwells $1,000.00 $1,000.00 $1,000.00 100.0% $0.00 $0.00 Material $12,000.00 $12,000.00 $12,000.00 100.0% $0.00 $0.00 Level 2 Interior Apartment Units $12,500.00 $12,500.00 $12,500.00 100.0% $0.00 $0.00 Corridors $2,200.00 $2,200.00 $2,200.00 100.0% $0.00 $0.00 Stairwells $10,000.00 $10,000.00 $10,000.00 100.0% $0.00 $0.00 Material $12,000.00 $12,000.00 $12,000.00 100.0% $0.00 $0.00 Level 3 Interior Apartment Units $12,500.00 $12,500.00 $12,500.00 100.0% $0.00 $0.00 Corridors $2,200.00 $2,200.00 $2,200.00 100.0% $0.00 $0.00 Stairwells $1,000.00 $1,000.00 $1,000.00 100.0% $0.00 $0.00 Material $12,000.00 $12,000.00 $12,000.00 100.0% $0.00 $0.00 Level 4 Interior Apartment Units $12,500.00 $12,500.00 $12,500.00 100.0% $0.00 $0.00 Corridors $2,200.00 $2,200.00 $2,200.00 100.0% $0.00 $0.00 Stairwells $1,000.00 $1,000.00 $1,000.00 100.0% $0.00 $0.00 Material $12,000.00 $12,000.00 $12,000.00 100.0% $0.00 $0.00 Building Exterior $18,500.00 $18,500.00 $18,500.00 100.0% $0.00 $0.00

Building B Level 1 Interior Apartment Units $8,200.00 $8,200.00 $8,200.00 100.0% $0.00 $0.00 Corridors $1,220.00 $1,220.00 $1,220.00 100.0% $0.00 $0.00 Stairwells $1,000.00 $1,000.00 $1,000.00 100.0% $0.00 $0.00 Material $6,700.00 $6,700.00 $6,700.00 100.0% $0.00 $0.00 Level 2 Interior Apartment Units $8,200.00 $8,200.00 $8,200.00 100.0% $0.00 $0.00 Corridors $1,220.00 $1,220.00 $1,220.00 100.0% $0.00 $0.00 Stairwells $1,000.00 $1,000.00 $1,000.00 100.0% $0.00 $0.00 Material $6,700.00 $6,700.00 $6,700.00 100.0% $0.00 $0.00 Level 3 Interior Apartment Units $8,200.00 $8,200.00 $8,200.00 100.0% $0.00 $0.00 Corridors $1,220.00 $1,220.00 $1,220.00 100.0% $0.00 $0.00 Stairwells $1,000.00 $1,000.00 $1,000.00 100.0% $0.00 $0.00 Material $6,700.00 $6,700.00 $6,700.00 100.0% $0.00 $0.00 Level 4 Interior Apartment Units $8,200.00 $8,200.00 $8,200.00 100.0% $0.00 $0.00 Corridors $1,200.00 $1,200.00 $1,200.00 100.0% $0.00 $0.00 Stairwells $1,000.00 $1,000.00 $1,000.00 100.0% $0.00 $0.00 Material $6,700.00 $6,700.00 $6,700.00 100.0% $0.00 $0.00 Building Exterior $18,500.00 $18,500.00 $18,500.00 100.0% $0.00 $0.00

Building C Level 1 Interior Apartment Units $14,700.00 $14,700.00 $14,700.00 100.0% $0.00 $0.00 Corridors $2,600.00 $2,600.00 $2,600.00 100.0% $0.00 $0.00 Stairwells $1,000.00 $1,000.00 $1,000.00 100.0% $0.00 $0.00 Material $14,000.00 $14,000.00 $14,000.00 100.0% $0.00 $0.00 Level 2 Interior Apartment Units $14,700.00 $14,700.00 $14,700.00 100.0% $0.00 $0.00 Corridors $2,600.00 $2,600.00 $2,600.00 100.0% $0.00 $0.00 Stairwells $1,000.00 $1,000.00 $1,000.00 100.0% $0.00 $0.00 Material $14,000.00 $14,000.00 $14,000.00 100.0% $0.00 $0.00 Level 3 Interior Apartment Units $14,700.00 $14,700.00 $14,700.00 100.0% $0.00 $0.00 Corridors $2,600.00 $2,600.00 $2,600.00 100.0% $0.00 $0.00 Stairwells $1,000.00 $1,000.00 $1,000.00 100.0% $0.00 $0.00 Material $14,000.00 $14,000.00 $14,000.00 100.0% $0.00 $0.00 Level 4 Interior Apartment Units $14,700.00 $14,700.00 $14,700.00 100.0% $0.00 $0.00 Corridors $2,600.00 $2,600.00 $2,600.00 100.0% $0.00 $0.00 Stairwells $1,000.00 $1,000.00 $1,000.00 100.0% $0.00 $0.00 Material $14,000.00 $14,000.00 $14,000.00 100.0% $0.00 $0.00 Building Exterior $18,500.00 $18,500.00 $18,500.00 100.0% $0.00 $0.00

Site Items $6,540.00 $6,540.00 $6,540.00 100.0% $0.00 $0.00

SUB TOTALS: $400,000.00 $400,000.00 $0.00 $0.00 $400,000.00 100.00% $0.00 $0.00 Change Orders SCO 001 Touch-up Painting $520.00 $520.00 $520.00 100% $0.00 $0.00 SCO 002 Graffiti Painting $800.00 $800.00 $800.00 100% $0.00 $0.00 SCO 003 May Extras $11,060.00 $11,060.00 $11,060.00 100% $0.00 $0.00 SCO 004 June Extras $16,682.00 $16,682.00 $16,682.00 100% $0.00 $0.00 SCO 005 July Extras $4,150.00 $4,150.00 $4,150.00 100% $0.00 $0.00 SCO 006 August Extras $2,270.00 $2,270.00 $2,270.00 100% $0.00 $0.00 SCO 007 September Extras $5,790.00 $5,790.00 $5,790.00 100% $0.00 $0.00 SCO 008 October Extras $7,140.00 $7,140.00 $7,140.00 100% $0.00 $0.00 SCO 009 November Extras $64,805.00 $64,805.00 $64,805.00 100% $0.00 $0.00 SCO 010 December Extras $52,950.00 $52,950.00 $52,950.00 100% $0.00 $0.00 SCO 011 Decmeber and January $75,214.60 $75,214.60 $75,214.60 100% $0.00 $0.00

CHANGE ORDER TOTALS: $241,381.60 $241,381.60 $0.00 $0.00 $241,381.60 $0.00 $0.00 GRAND TOTALS $641,381.60 $641,381.60 $0.00 $0.00 $641,381.60 100.00% $0.00 $0.00 SWORN STATEMENT FOR SUBCONTRACTOR GENERAL CONTRACTOR: LAFFERTY CONSTRUCTION COMPANY SUBCONTRACTOR: AZ Painting & Consulting SUBCONTRACT #: S-060 DRAW #: PROJECT: St Ambrose - Phase 2 ADDRESS: 220 N 12TH STREET, PHOENIX, AZ 85006

OWNER: St. Ambrose Apartments Owner, LLC

AZ Painting & Consulting, the Subcontractor being sworn, states the following:

1. The following is a statement of each supplier and laborer for whom payment of materials or services and withholdings is due but unpaid, with whom the subcontractor contracted for performance under the contract with the General Contractor of the project, and the amounts due to the companies listed as of the date of this statement ar correctly and fully set forth opposite their names below:

No. Name, Address, & Telephone Number of Supplier or Laborer Type of Improvement Furnished Contract Price Previously Paid Amount Owed

$ - $ - $ - $ - $ - $ - $ - $ - $ - $ - $ - $ - $ - $ - $ - $ - $ - $ - $ - $ - $ - $ - $ - $ -

TOTALS $ - $ - $ -

2. The contractor has not procured material from, or subcontracted with, any person other than those set forth and owes no money for the improvements other than the s set forth above. 3. I make this statement as the subcontractor of the contractor to represent to the owner of the property and their agents that the property is free from claims of construct liens, or the possibility of construction liens, except as specifically set forth in this statement.

Date: Indigo Contracting, LLC WARNING TO SUBCONTRACTOR: A PERSON WHO GIVES A FALSE SWORN STATEMENT WITH INTENT TO DEFRAUD IS SUBJECT TO CRIMINAL PENALTIES AS PROVIDED I SECTION 110 OF THE CONSTRUCTION LIEN ACT, 1980 PA 497, MCL 570.1110. h whom the subcontractor has e date of this statement are

Balance To Complete

$ - $ - $ - $ - $ - $ - $ - $ -

$ -

ovements other than the sums

ee from claims of construction

PENALTIES AS PROVIDED IN A B C Total Units Units Units 44 103 235 Common Spaces Common Spaces 1 6 % % % 241 0.365145 0.[number redacted] 0.43153527 Total Cost Per Building 106987.6 59572.61411 126439.834 293000 293000 293000 293000 Material Cost 48144.4 26807.67635 56897.92531 Material / Floor 12036.1 6701.919087 14224.48133 Labor Cost 58843.15 32764.93776 69541.90871 Labor Cost / Floor 14710.79 8191.23444 17385.47718 Corridor Corridor Corridor 2206.618 1228.685166 2607.821577 Cost unit labor 12504.17 6962.549274 14777.6556 Exhibit D

APPLICATION AND CERTIFICATION FOR PAYMENT AIA DOCUMENT G702 PAGE ONE OF TWO PAGES TO GENERAL CONTRACTOR: PROJECT: APPLICATION NO: 11 Distribution to: LAFFERTY CONSTRUCTION, LLC St. Ambrose Apartments - Phase 2 OWNER 1201 E. Jefferson Street, Suite 2 220 N. 12th ST ARCHITECT Phoenix, AZ 85034 Phoenix, AZ 85006 PERIOD TO: 1/31/2023 X CONTRACTOR FROM CONTRACTOR: VIA ARCHITECT: AZ Painting & Consulting CCBG 4027 East Willow Avenue 102 E Buchanan Street Phoenix, AZ 85032 Phoenix, AZ 85004 CONTRACT FOR: S-019 Paint CONTRACT DATE: CONTRACTOR'S APPLICATION FOR PAYMENT The undersigned Contractor certifies that to the best of the Contractor's knowledge, Application is made for payment, as shown below, in connection with the Contract. information and belief the Work covered by this Application for Payment has been Continuation Sheet, AIA Document G703, is attached. completed in accordance with the Contract Documents, that all amounts have been paid by the Contractor for Work for which previous Certificates for Payment were issued and payments received from the Owner, and that current payment shown herein is now due.

1. ORIGINAL CONTRACT SUM $ 400,000.00 2. Net change by Change Orders $ 241,381.60 CONTRACTOR: 3. CONTRACT SUM TO DATE (Line 1 ± 2) $ $ 641,381.60 4. TOTAL COMPLETED & STORED TO $ 641,381.60

DATE (Column G on G703) By: Date: 5. RETAINAGE: a. 5 % of Completed Work $ $32,069.08 State of: County of: (Column D + E on G703) Subscribed and sworn to before me this day of b. 0 % of Stored Material $ Included in above Notary Public: (Column F on G703) My Commission expires: Total Retainage (Lines 5a + 5b or Total in Column I of G703) $ 32,069.08 OWNER'S CERTIFICATE FOR PAYMENT 6. TOTAL EARNED LESS RETAINAGE $ 609,312.52 In accordance with the Contract Documents, based on on-site observations and the data (Line 4 Less Line 5 Total) comprising the application, the Architect certifies to the Owner that to the best of the 7. LESS PREVIOUS CERTIFICATES FOR Architect's knowledge, information and belief the Work has progressed as indicated, PAYMENT (Line 6 from prior Certificate) $ 537,858.65 the quality of the Work is in accordance with the Contract Documents, and the Contractor 8. CURRENT PAYMENT DUE $ 71,453.87 is entitled to payment of the AMOUNT CERTIFIED. 9. BALANCE TO FINISH, INCLUDING RETAINAGE $ 32,069.08 (Line 3 less Line 6) AMOUNT CERTIFIED . . . . . . . . . . . $

CHANGE ORDER SUMMARY ADDITIONS DEDUCTIONS (Attach explanation if amount certified differs from the amount applied. Initial all figures on this Total changes approved Application and onthe Continuation Sheet that are changed to conform with the amount certified.) in previous months by Owner $166,167.00 OWNER: Total approved this Month $75,214.60 By: Date: TOTALS $241,381.60 $0.00 This Certificate is not negotiable. The AMOUNT CERTIFIED is payable only to the Contractor named herein. Issuance, payment and acceptance of payment are without NET CHANGES by Change Order $241,381.60 prejudice to any rights of the Owner or Contractor under this Contract.

AIA DOCUMENT G702 · APPLICATION AND CERTIFICATION FOR PAYMENT · 1992 EDITION · AIA · ©1992 THE AMERICAN INSTITUTE OF ARCHITECTS, 1735 NEW YORK AVE., N.W., WASHINGTON, DC 20006-5292 Users may obtain validation of this document by requesting a completed AIA Document D401 - Certification of Document's Authenticity from the Licensee. CONTINUATION SHEET - Schedule of Values AIA DOCUMENT G703 PAGE - 2 OF 2 AIA Document G702, APPLICATION AND CERTIFICATE FOR PAYMENT, APPLICATION NO: 11 containing Contractor's signed Certification is attached. APPLICATION DATE: In tabulations below, amounts are stated to the nearest dollar. PERIOD TO: 01/31/23 Use column 1 on Contracts where variable retainage for line items may apply. CONTRACTOR'S PROJECT NO: A B C D E F G H I ITEM DESCRIPTION OF WORK SCHEDULED WORK COMPLETED MATERIALS TOTAL % BALANCE RETAINAGE NO. VALUE FROM PREVIOUS THIS PERIOD PRESENTLY COMPLETED (G/C) TO FINISH APPLICATION STORED AND STORED (C-G) (D+E) (NOT IN TO DATE D OR E) (D+E+F)

Phase 1 Parking Garage Level 1 $4,000.00 $4,000.00 $4,000.00 100.0% $0.00 $200.00 Level 2 $4,000.00 $4,000.00 $4,000.00 100.0% $0.00 $200.00 Level 3 $4,000.00 $4,000.00 $4,000.00 100.0% $0.00 $200.00 Level 4 $4,000.00 $4,000.00 $4,000.00 100.0% $0.00 $200.00 Stair #4 $4,500.00 $4,500.00 $4,500.00 100.0% $0.00 $225.00

Phase 2 Building A Level 1 Interior Apartment Units $12,500.00 $12,500.00 $12,500.00 100.0% $0.00 $625.00 Corridors $2,200.00 $2,200.00 $2,200.00 100.0% $0.00 $110.00 Stairwells $1,000.00 $1,000.00 $1,000.00 100.0% $0.00 $50.00 Material $12,000.00 $12,000.00 $12,000.00 100.0% $0.00 $600.00 Level 2 Interior Apartment Units $12,500.00 $12,500.00 $12,500.00 100.0% $0.00 $625.00 Corridors $2,200.00 $2,200.00 $2,200.00 100.0% $0.00 $110.00 Stairwells $10,000.00 $10,000.00 $10,000.00 100.0% $0.00 $500.00 Material $12,000.00 $12,000.00 $12,000.00 100.0% $0.00 $600.00 Level 3 Interior Apartment Units $12,500.00 $12,500.00 $12,500.00 100.0% $0.00 $625.00 Corridors $2,200.00 $2,200.00 $2,200.00 100.0% $0.00 $110.00 Stairwells $1,000.00 $1,000.00 $1,000.00 100.0% $0.00 $50.00 Material $12,000.00 $12,000.00 $12,000.00 100.0% $0.00 $600.00 Level 4 Interior Apartment Units $12,500.00 $12,500.00 $12,500.00 100.0% $0.00 $625.00 Corridors $2,200.00 $2,200.00 $2,200.00 100.0% $0.00 $110.00 Stairwells $1,000.00 $1,000.00 $1,000.00 100.0% $0.00 $50.00 Material $12,000.00 $12,000.00 $12,000.00 100.0% $0.00 $600.00 Building Exterior $18,500.00 $18,500.00 $18,500.00 100.0% $0.00 $925.00

Building B Level 1 Interior Apartment Units $8,200.00 $8,200.00 $8,200.00 100.0% $0.00 $410.00 Corridors $1,220.00 $1,220.00 $1,220.00 100.0% $0.00 $61.00 Stairwells $1,000.00 $1,000.00 $1,000.00 100.0% $0.00 $50.00 Material $6,700.00 $6,700.00 $6,700.00 100.0% $0.00 $335.00 Level 2 Interior Apartment Units $8,200.00 $8,200.00 $8,200.00 100.0% $0.00 $410.00 Corridors $1,220.00 $1,220.00 $1,220.00 100.0% $0.00 $61.00 Stairwells $1,000.00 $1,000.00 $1,000.00 100.0% $0.00 $50.00 Material $6,700.00 $6,700.00 $6,700.00 100.0% $0.00 $335.00 Level 3 Interior Apartment Units $8,200.00 $8,200.00 $8,200.00 100.0% $0.00 $410.00 Corridors $1,220.00 $1,220.00 $1,220.00 100.0% $0.00 $61.00 Stairwells $1,000.00 $1,000.00 $1,000.00 100.0% $0.00 $50.00 Material $6,700.00 $6,700.00 $6,700.00 100.0% $0.00 $335.00 Level 4 Interior Apartment Units $8,200.00 $8,200.00 $8,200.00 100.0% $0.00 $410.00 Corridors $1,200.00 $1,200.00 $1,200.00 100.0% $0.00 $60.00 Stairwells $1,000.00 $1,000.00 $1,000.00 100.0% $0.00 $50.00 Material $6,700.00 $6,700.00 $6,700.00 100.0% $0.00 $335.00 Building Exterior $18,500.00 $18,500.00 $18,500.00 100.0% $0.00 $925.00

Building C Level 1 Interior Apartment Units $14,700.00 $14,700.00 $14,700.00 100.0% $0.00 $735.00 Corridors $2,600.00 $2,600.00 $2,600.00 100.0% $0.00 $130.00 Stairwells $1,000.00 $1,000.00 $1,000.00 100.0% $0.00 $50.00 Material $14,000.00 $14,000.00 $14,000.00 100.0% $0.00 $700.00 Level 2 Interior Apartment Units $14,700.00 $14,700.00 $14,700.00 100.0% $0.00 $735.00 Corridors $2,600.00 $2,600.00 $2,600.00 100.0% $0.00 $130.00 Stairwells $1,000.00 $1,000.00 $1,000.00 100.0% $0.00 $50.00 Material $14,000.00 $14,000.00 $14,000.00 100.0% $0.00 $700.00 Level 3 Interior Apartment Units $14,700.00 $14,700.00 $14,700.00 100.0% $0.00 $735.00 Corridors $2,600.00 $2,600.00 $2,600.00 100.0% $0.00 $130.00 Stairwells $1,000.00 $1,000.00 $1,000.00 100.0% $0.00 $50.00 Material $14,000.00 $14,000.00 $14,000.00 100.0% $0.00 $700.00 Level 4 Interior Apartment Units $14,700.00 $14,700.00 $14,700.00 100.0% $0.00 $735.00 Corridors $2,600.00 $2,600.00 $2,600.00 100.0% $0.00 $130.00 Stairwells $1,000.00 $1,000.00 $1,000.00 100.0% $0.00 $50.00 Material $14,000.00 $14,000.00 $14,000.00 100.0% $0.00 $700.00 Building Exterior $18,500.00 $18,500.00 $18,500.00 100.0% $0.00 $925.00

Site Items $6,540.00 $6,540.00 $6,540.00 100.0% $0.00 $327.00

SUB TOTALS: $400,000.00 $400,000.00 $0.00 $0.00 $400,000.00 100.00% $0.00 $20,000.00 Change Orders SCO 001 Touch-up Painting $520.00 $520.00 $520.00 100% $0.00 $26.00 SCO 002 Graffiti Painting $800.00 $800.00 $800.00 100% $0.00 $40.00 SCO 003 May Extras $11,060.00 $11,060.00 $11,060.00 100% $0.00 $553.00 SCO 004 June Extras $16,682.00 $16,682.00 $16,682.00 100% $0.00 $834.10 SCO 005 July Extras $4,150.00 $4,150.00 $4,150.00 100% $0.00 $207.50 SCO 006 August Extras $2,270.00 $2,270.00 $2,270.00 100% $0.00 $113.50 SCO 007 September Extras $5,790.00 $5,790.00 $5,790.00 100% $0.00 $289.50 SCO 008 October Extras $7,140.00 $7,140.00 $7,140.00 100% $0.00 $357.00 SCO 009 November Extras $64,805.00 $64,805.00 $64,805.00 100% $0.00 $3,240.25 SCO 010 December Extras $52,950.00 $52,950.00 $52,950.00 100% $0.00 $2,647.50 SCO 011 Decmeber and January $75,214.60 $75,214.60 $75,214.60 100% $0.00 $3,760.73

CHANGE ORDER TOTALS: $241,381.60 $166,167.00 $75,214.60 $0.00 $241,381.60 $0.00 $12,069.08 GRAND TOTALS $641,381.60 $566,167.00 $75,214.60 $0.00 $641,381.60 100.00% $0.00 $32,069.08 SWORN STATEMENT FOR SUBCONTRACTOR GENERAL CONTRACTOR: LAFFERTY CONSTRUCTION COMPANY SUBCONTRACTOR: AZ Painting & Consulting SUBCONTRACT #: S-060 DRAW #: PROJECT: St Ambrose - Phase 2 ADDRESS: 220 N 12TH STREET, PHOENIX, AZ 85006

OWNER: St. Ambrose Apartments Owner, LLC

AZ Painting & Consulting, the Subcontractor being sworn, states the following:

No. Name, Address, & Telephone Number of Supplier or Laborer Type of Improvement Furnished Contract Price Previously Paid Amount Owed

$ - $ - $ - $ - $ - $ - $ - $ - $ - $ - $ - $ - $ - $ - $ - $ - $ - $ - $ - $ - $ - $ - $ - $ -

TOTALS $ - $ - $ -

Balance To Complete

$ - $ - $ - $ - $ - $ - $ - $ -

$ -

ovements other than the sums

ee from claims of construction

AIA Document A401 – 2017 ®

Standard Form of Agreement Between Contractor and Subcontractor

AGREEMENT made as of the « 16th » day of « February » in the year « 2022 » (In words, indicate day, month and year.) ADDITIONS AND DELETIONS: BETWEEN the Contractor: The author of this document (Name, legal status, address and other information) has added information needed for its completion. « Lafferty Construction, LLC » The author may also have revised the text of the « 1201 E. Jefferson St » original AIA standard form. « Suite #2 » An Additions and Deletions « Phoenix, AZ 85034 » Report that notes added information as well as revisions to the standard and the Subcontractor: form text is available from (Name, legal status, address and other information) the author and should be reviewed. « AZ Painting & Consulting, LLC » « » This document has important « 4027 East Willow Avenue » legal consequences. Consultation with an « Phoenix, AZ 85032 » attorney is encouraged with « » respect to its completion or modification. The Contractor has made a contract for construction (hereinafter, the Prime Contract) dated: « 8/27/2020 »

with the Owner: (Name, legal status, address and other information)

« St. Ambrose Apartments Owner, LLC » « 8635 N. Scottsdale Road » « Suite 170 » « Scottsdale, AZ 85250 »

for the following Project: (Name, location and detailed description)

« St Ambrose Apartments » « 220 N. 12th Street » « Phoenix, AZ 85006 »

The Prime Contract provides for the furnishing of labor, materials, equipment and services in connection with the construction of the Project. A copy of the Prime Contract, consisting of the Agreement Between Owner and Contractor (from which compensation amounts may be deleted) and the other Contract Documents enumerated therein, has been made available to the Subcontractor. ELECTRONIC COPYING of any portion of this AIA® Document The Architect for the Project: to another electronic file is (Name, legal status, address and other information) prohibited and constitutes a violation of copyright laws « CCBG Architects, Inc. » as set forth in the footer of this document. « 102 E. Buchanan Street » « Phoenix, AZ 85004 »

The Contractor and the Subcontractor agree as follows. TABLE OF ARTICLES THE SUBCONTRACT DOCUMENTS

MUTUAL RIGHTS AND RESPONSIBILITIES

CONTRACTOR

SUBCONTRACTOR

CHANGES IN THE WORK

CLAIMS AND DISPUTES

TERMINATION, SUSPENSION OR ASSIGNMENT OF THE SUBCONTRACT

THE WORK OF THIS SUBCONTRACT

DATE OF COMMENCEMENT AND SUBSTANTIAL COMPLETION

SUBCONTRACT SUM

PAYMENTS

INSURANCE AND BONDS

TEMPORARY FACILITIES, SERVICES, EQUIPMENT AND WORKING CONDITIONS

MISCELLANEOUS PROVISIONS

ENUMERATION OF SUBCONTRACT DOCUMENTS

ARTICLE 1 THE SUBCONTRACT DOCUMENTS § 1.1 The Subcontract Documents consist of (1) this Agreement; (2) the Prime Contract, consisting of the Agreement between the Owner and Contractor and the other Contract Documents enumerated therein; (3) Modifications to the Prime Contract, whether issued before or after the execution of this Agreement, in accordance with the provisions of Article 5; (4) other documents listed in Article 15 of this Agreement; and (5) Modifications to this Subcontract issued after execution of this Agreement, in accordance with the provisions of Article 5. These form the Subcontract, and are as fully a part of the Subcontract as if attached to this Agreement or repeated herein.

§ 1.2 The Subcontract Documents form the Subcontract for Construction. The Subcontract represents the entire and integrated agreement between the parties hereto and supersedes prior negotiations, representations, or agreements, either written or oral. An enumeration of the Subcontract Documents, other than Modifications to the Prime Contract or Modifications to this Subcontract issued subsequent to the execution of this Agreement, appears in Article 15.

§ 1.3 Except to the extent of a conflict with a specific term or condition contained in the Subcontract Documents, the General Conditions governing this Subcontract shall be the AIA Document A201™–2017, General Conditions of the Contract for Construction.

§ 1.4 The Subcontract may be amended or modified only by a Modification to this Subcontract. A Modification to this Subcontract is a written amendment to this Agreement signed by both parties, or as otherwise described in, and in accordance with the provisions of, Article 5.

§ 1.6 The Contractor shall make the Subcontract Documents available to the Subcontractor prior to execution of this Agreement, and thereafter, upon request. The Contractor may charge the Subcontractor for the reasonable cost to reproduce the Subcontract Documents provided to the Subcontractor.

ARTICLE 2 MUTUAL RIGHTS AND RESPONSIBILITIES The Contractor and Subcontractor shall be mutually bound by the terms of this Agreement and, to the extent that the provisions of AIA Document A201–2017 apply to this Agreement pursuant to Section 1.3 and provisions of the Prime Contract apply to the Work of the Subcontractor, the Contractor shall assume toward the Subcontractor all obligations and responsibilities that the Owner, under such documents, assumes toward the Contractor, and the Subcontractor shall assume toward the Contractor all obligations and responsibilities that the Contractor, under such documents, assumes toward the Owner and the Architect. The Contractor shall have the benefit of all rights, remedies, and redress against the Subcontractor that the Owner, under such documents, has against the Contractor, and the Subcontractor shall have the benefit of all rights, remedies, and redress against the Contractor that the Contractor, under such documents, has against the Owner, insofar as applicable to this Subcontract. Where a provision of such documents is inconsistent with a provision of this Agreement, this Agreement shall govern.

ARTICLE 3 CONTRACTOR § 3.1 General § 3.1.1 The Contractor is the person or entity identified as such in this Agreement and is referred to throughout the Subcontract Documents as if singular in number. The Contractor shall designate in writing a representative who shall have express authority to bind the Contractor with respect to all Project matters requiring the Contractor’s approval or authorization. The term “Contractor” means the Contractor or the Contractor’s authorized representative.

§ 3.1.2 The Contractor shall render decisions in a timely manner and in accordance with the Contractor’s construction schedule.

§ 3.2 Services Provided by the Contractor § 3.2.1 The Contractor shall cooperate with the Subcontractor in scheduling and performing the Contractor’s Work to avoid conflicts or interference in the Subcontractor’s Work and shall review, and expedite written responses to, submittals made by the Subcontractor in accordance with Section 4.2.3 and Article 5. Promptly after execution of this Agreement, the Contractor shall provide the Subcontractor with copies of the Contractor’s construction schedule and schedule of submittals, together with such additional scheduling details as will enable the Subcontractor to plan and perform the Subcontractor’s Work properly. The Contractor shall promptly notify the Subcontractor of subsequent changes in the construction and submittal schedules and additional scheduling details.

§ 3.2.2 The Contractor shall provide suitable areas for storage of the Subcontractor’s materials and equipment during the course of the Work. Except as previously agreed upon, additional costs to the Subcontractor resulting from relocation of such storage areas at the direction of the Contractor shall be reimbursed by the Contractor.

§ 3.3 Communications § 3.3.1 The Contractor shall promptly make available to the Subcontractor information, including information received from the Owner, that affects the performance of this Subcontract and that becomes available to the Contractor subsequent to execution of this Subcontract.

§ 3.3.2 The Contractor shall not give instructions or orders directly to the Subcontractor’s employees or to the Subcontractor’s Sub-subcontractors or suppliers unless such persons are designated as authorized representatives of the Subcontractor.

§ 3.3.3 The Contractor shall permit the Subcontractor to request information directly from the Architect regarding the percentages of completion and the amount certified on account of Work done by the Subcontractor.

AIA Document A401® – 2017. Copyright © 1915, 1925, 1937, 1951, 1958, 1961, 1963, 1966, 1967, 1972, 1978, 1987, 1997, 2007 and 2017 by The American Institute of Architects. All rights reserved. The “American Institute of Architects,” “AIA,” the AIA Logo, "A401," and “AIA Contract Documents” are registered trademarks and may not be used without permission. This draft was produced by AIA software at 18:48:33 3 ET on 09/16/2020 under Order No.[number redacted] which expires on 09/02/2021, is not for resale, is licensed for one-time use only, and may only be used in accordance with the AIA Contract Documents® Terms of Service. To report copyright violations, e-mail [email redacted]. User Notes: ([number redacted]) § 3.3.4 If hazardous materials or substances are being used on the site by the Contractor, a subcontractor, or anyone directly or indirectly employed by them (other than the Subcontractor), and they are a type of hazardous material or substance of which an employer is required by law to notify its employees, the Contractor shall, prior to delivery to the Project site or exposure of the Subcontractor’s employees to such material or substance, give notice of the chemical composition thereof to the Subcontractor in sufficient detail and time to permit the Subcontractor’s compliance with such laws.

§ 3.3.5 The Contractor shall promptly notify the Subcontractor of any fault or defect in the Work under this Subcontract or nonconformity with the Subcontract Documents.

§ 3.3.6 The Contractor shall furnish to the Subcontractor within 30 days after receipt of a written request, or earlier if so required by law, information necessary and relevant for the Subcontractor to evaluate, give notice of or enforce mechanic’s lien rights. Such information shall include a correct statement of the record legal title to the property, usually referred to as the site, on which the Project is located and the Owner’s interest therein. If the Contractor does not have such information, the Contractor shall request the information from the Owner in accordance with Article 2 of AIA Document A201-2017 and promptly furnish the information received from the Owner to the Subcontractor.

§ 3.3.7 If the Contractor asserts a Claim against, or defends a Claim by, the Owner that relates to the Work of the Subcontractor, the Contractor shall promptly make available to the Subcontractor all information relating to the portion of the Claim that relates to the Work of the Subcontractor.

§ 3.4 Claims by the Contractor § 3.4.1 Liquidated damages, if provided for in the Prime Contract, shall be assessed against the Subcontractor only to the extent caused by the Subcontractor or any person or entity for whose acts the Subcontractor may be liable, and in no case for delays or causes arising outside the scope of this Subcontract.

§ 3.4.2 The Contractor’s Claims for the costs of services or materials provided due to the Subcontractor’s failure to execute the Work shall require .1 seven days’ notice prior to the Contractor’s providing services or materials, except in an emergency; and .2 written compilations to the Subcontractor of services and materials provided by the Contractor and charges for such services and materials no later than the fifteenth day of the month following the Contractor’s providing such services or materials.

§ 3.5 Contractor’s Remedies If the Subcontractor defaults or neglects to carry out the Work in accordance with this Agreement and fails within five working days after receipt of notice from the Contractor to commence and continue correction of such default or neglect with diligence and promptness, the Contractor may, without prejudice to other remedies the Contractor may have, remedy such default or neglect and withhold, in accordance with Section 11.1.7.2, the reasonable cost thereof from current or future payments due the Subcontractor. If payments due to the Subcontractor are not sufficient to cover such amounts, the Subcontractor shall pay the difference to the Contractor.

ARTICLE 4 SUBCONTRACTOR § 4.1 General The Subcontractor is the person or entity identified as such in this Agreement and is referred to throughout the Subcontract Documents as if singular in number. The Subcontractor shall be lawfully licensed, if required in the jurisdiction where the Project is located. The Subcontractor shall designate in writing a representative who shall have express authority to act on the Subcontractor’s behalf with respect to the Project. The term “Subcontractor” means the Subcontractor or the Subcontractor’s authorized representative.

§ 4.2 Execution and Progress of the Work § 4.2.1 For all Work the Subcontractor intends to subcontract, the Subcontractor shall enter into written agreements with Sub-subcontractors performing portions of the Work of this Subcontract by which the Subcontractor and the Sub-subcontractor are mutually bound, to the extent of the Work to be performed by the Sub-subcontractor, assuming toward each other all obligations and responsibilities that the Contractor and Subcontractor assume toward each other and having the benefit of all rights, remedies and redress each against the other that the Contractor and Subcontractor have by virtue of the provisions of this Agreement. AIA Document A401® – 2017. Copyright © 1915, 1925, 1937, 1951, 1958, 1961, 1963, 1966, 1967, 1972, 1978, 1987, 1997, 2007 and 2017 by The American Institute of Architects. All rights reserved. The “American Institute of Architects,” “AIA,” the AIA Logo, "A401," and “AIA Contract Documents” are registered trademarks and may not be used without permission. This draft was produced by AIA software at 18:48:33 4 ET on 09/16/2020 under Order No.[number redacted] which expires on 09/02/2021, is not for resale, is licensed for one-time use only, and may only be used in accordance with the AIA Contract Documents® Terms of Service. To report copyright violations, e-mail [email redacted]. User Notes: ([number redacted]) § 4.2.2 The Subcontractor shall supervise and direct the Subcontractor’s Work, and shall cooperate with the Contractor in scheduling and performing the Subcontractor’s Work to avoid conflict, delay in, or interference with the Work of the Contractor, other subcontractors, the Owner, or Separate Contractors.

§ 4.2.3 Submittals § 4.2.3.1 The Subcontractor shall submit Shop Drawings, Product Data, Samples, and similar submittals required by the Subcontract Documents with reasonable promptness and in such sequence as to cause no delay in the Work or in the activities of the Contractor or other subcontractors.

§ 4.2.3.2 By submitting Shop Drawings, Product Data, Samples, and similar submittals, the Subcontractor represents to the Contractor that the Subcontractor has (1) reviewed and approved them; (2) determined and verified materials, field measurements, and field construction criteria related thereto, or will do so; and (3) checked and coordinated the information contained within such submittals with the requirements of the Work and of the Subcontract Documents.

§ 4.2.4 The Subcontractor shall furnish to the Contractor periodic progress reports on the Work of this Subcontract as mutually agreed, including information on the status of materials and equipment that may be in the course of preparation, manufacture, or transit.

§ 4.2.5 The Subcontractor agrees that the Contractor and the Architect each have the authority to reject Work of the Subcontractor that does not conform to the Prime Contract. The Architect’s decisions on matters relating to aesthetic effect shall be final and binding on the Subcontractor if consistent with the intent expressed in the Prime Contract.

§ 4.2.6 The Subcontractor shall pay for all materials, equipment, and labor used in connection with the performance of this Subcontract through the period covered by previous payments received from the Contractor, and shall furnish satisfactory evidence, when requested by the Contractor, to verify compliance with the above requirements.

§ 4.2.7 The Subcontractor shall take necessary precautions to properly protect the work of the Contractor, Separate Contractors, and other subcontractors from damage caused by operations under this Subcontract.

§ 4.2.8 The Subcontractor shall cooperate with the Contractor, other subcontractors, the Owner, and Separate Contractors whose work might affect the Subcontractor’s Work. The Subcontractor shall participate in the preparation of coordinated drawings in areas of congestion, if required by the Prime Contract, specifically noting and advising the Contractor of potential conflicts between the Work of the Subcontractor and that of the Contractor, other subcontractors, the Owner, or Separate Contractors.

§ 4.3 Permits, Fees, Notices, and Compliance with Laws § 4.3.1 The Subcontractor shall give notices and comply with applicable laws, statutes, ordinances, codes, rules and regulations, and lawful orders of public authorities bearing on performance of the Work of this Subcontract. The Subcontractor shall secure and pay for permits, fees, licenses, and inspections by government agencies necessary for proper execution and completion of the Subcontractor’s Work, the furnishing of which is required of the Contractor by the Prime Contract.

§ 4.3.2 The Subcontractor shall comply with Federal, state, and local tax laws; social security acts; unemployment compensation acts; and workers’ compensation acts, insofar as applicable to the performance of this Subcontract.

§ 4.4 Safety Precautions and Procedures § 4.4.1 The Subcontractor shall take reasonable safety precautions with respect to performance of this Subcontract. The Subcontractor shall comply with safety measures initiated by the Contractor and with applicable laws, statutes, ordinances, codes, rules and regulations, and lawful orders of public authorities, for the safety of persons and property, in accordance with the requirements of the Prime Contract. The Subcontractor shall notify the Contractor within three days of an injury to an employee or agent of the Subcontractor which occurred at the site.

§ 4.4.2 If hazardous materials or substances are being used on the site by the Subcontractor, the Subcontractor’s Sub-subcontractors, or anyone directly or indirectly employed by them, and they are a type of hazardous material or substance of which an employer is required by law to notify its employees, the Subcontractor shall, prior to delivery to the Project site or exposure of the Contractor, other subcontractors, and other employers on the site to such AIA Document A401® – 2017. Copyright © 1915, 1925, 1937, 1951, 1958, 1961, 1963, 1966, 1967, 1972, 1978, 1987, 1997, 2007 and 2017 by The American Institute of Architects. All rights reserved. The “American Institute of Architects,” “AIA,” the AIA Logo, "A401," and “AIA Contract Documents” are registered trademarks and may not be used without permission. This draft was produced by AIA software at 18:48:33 5 ET on 09/16/2020 under Order No.[number redacted] which expires on 09/02/2021, is not for resale, is licensed for one-time use only, and may only be used in accordance with the AIA Contract Documents® Terms of Service. To report copyright violations, e-mail [email redacted]. User Notes: ([number redacted]) material or substance, give notice of the chemical composition thereof to the Contractor in sufficient detail and time to permit compliance with the laws by the Contractor, other subcontractors, and other employers on the site.

§ 4.4.3 If reasonable precautions will be inadequate to prevent foreseeable bodily injury or death to persons resulting from a hazardous material or substance, including but not limited to asbestos or polychlorinated biphenyl (PCB), encountered on the site by the Subcontractor, the Subcontractor shall, upon recognizing the condition, immediately stop Work in the affected area and promptly report the condition to the Contractor in writing. When the material or substance has been rendered harmless, the Subcontractor’s Work in the affected area shall resume upon written agreement of the Contractor and Subcontractor. The Subcontract Time shall be extended appropriately and the Subcontract Sum shall be increased in the amount of the Subcontractor’s reasonable additional costs of demobilization, delay, and remobilization, which adjustments shall be accomplished as provided in Article 5 of this Agreement.

§ 4.4.4 To the fullest extent permitted by law, the Contractor shall indemnify and hold harmless the Subcontractor, the Subcontractor’s Sub-subcontractors, and agents and employees of any of them from and against claims, damages, losses, and expenses, including but not limited to attorneys’ fees, arising out of or resulting from performance of the Work in the affected area if in fact the material or substance presents the risk of bodily injury or death as described in Section 4.4.3 and has not been rendered harmless, provided that such claim, damage, loss, or expense is attributable to bodily injury, sickness, disease or death, or to injury to or destruction of tangible property (other than the Work itself) except to the extent that such damage, loss, or expense is due to the fault or negligence of the party seeking indemnity.

§ 4.4.5 The Subcontractor shall reimburse the Contractor for the cost and expense the Contractor incurs (1) for remediation of a hazardous material or substance brought to the site and negligently handled by the Subcontractor or (2) where the Subcontractor fails to perform its obligations under Section 4.4.3, except to the extent that the cost and expense are due to the Contractor’s fault or negligence.

§ 4.5 Cleaning Up § 4.5.1 The Subcontractor shall keep the premises and surrounding area free from accumulation of waste materials or rubbish caused by operations performed under this Subcontract. The Subcontractor shall not be held responsible for conditions caused by other contractors or subcontractors.

§ 4.5.2 As provided under Section 3.4.2, if the Subcontractor fails to clean up as provided in the Subcontract Documents, the Contractor may charge the Subcontractor for the Subcontractor’s appropriate share of cleanup costs.

§ 4.6 Warranty § 4.6.1 The Subcontractor warrants to the Owner, Architect, and Contractor that materials and equipment furnished under this Subcontract will be of good quality and new unless the Subcontract Documents require or permit otherwise. The Subcontractor further warrants that the Work will conform to the requirements of the Subcontract Documents and will be free from defects, except for those inherent in the quality of the Work the Subcontract Documents require or permit. Work, materials, or equipment not conforming to these requirements may be considered defective. The Subcontractor’s warranty excludes remedy for damage or defect caused by abuse, alterations to the Work not executed by the Subcontractor, improper or insufficient maintenance, improper operation, or normal wear and tear under normal usage. If required by the Architect and Contractor, the Subcontractor shall provide satisfactory evidence as to the kind and quality of materials and equipment furnished or to be furnished.

§ 4.6.2 All material, equipment, or other special warranties required by the Subcontract Documents shall be issued in the name of the Owner, or shall be transferable to the Owner, and shall commence in accordance with the Subcontract Documents.

§ 4.7 Indemnification § 4.7.1 To the fullest extent permitted by law, the Subcontractor shall indemnify and hold harmless the Owner, Contractor, Architect, Architect’s consultants, and agents and employees of any of them from and against claims, damages, losses, and expenses, including but not limited to attorney’s fees, arising out of or resulting from performance of the Subcontractor’s Work under this Subcontract, provided that any such claim, damage, loss, or expense is attributable to bodily injury, sickness, disease or death, or to injury to or destruction of tangible property AIA Document A401® – 2017. Copyright © 1915, 1925, 1937, 1951, 1958, 1961, 1963, 1966, 1967, 1972, 1978, 1987, 1997, 2007 and 2017 by The American Institute of Architects. All rights reserved. The “American Institute of Architects,” “AIA,” the AIA Logo, "A401," and “AIA Contract Documents” are registered trademarks and may not be used without permission. This draft was produced by AIA software at 18:48:33 6 ET on 09/16/2020 under Order No.[number redacted] which expires on 09/02/2021, is not for resale, is licensed for one-time use only, and may only be used in accordance with the AIA Contract Documents® Terms of Service. To report copyright violations, e-mail [email redacted]. User Notes: ([number redacted]) (other than the Work itself), but only to the extent caused by the negligent acts or omissions of the Subcontractor, the Subcontractor’s Sub-subcontractors, anyone directly or indirectly employed by them, or anyone for whose acts they may be liable, regardless of whether or not such claim, damage, loss, or expense is caused in part by a party indemnified hereunder. Such obligation shall not be construed to negate, abridge, or otherwise reduce other rights or obligations of indemnity which would otherwise exist as to a party or person described in this Section 4.7.

§ 4.7.2 In claims against any person or entity indemnified under this Section 4.7 by an employee of the Subcontractor, the Subcontractor’s Sub-subcontractors, anyone directly or indirectly employed by them, or anyone for whose acts they may be liable, the indemnification obligation under Section 4.7.1 shall not be limited by a limitation on the amount or type of damages, compensation or benefits payable by or for the Subcontractor, or the Subcontractor’s Sub-subcontractors under workers’ compensation acts, disability benefit acts, or other employee benefit acts.

§ 4.8 Remedies for Nonpayment If the Contractor does not pay the Subcontractor through no fault of the Subcontractor, within seven days from the time payment should be made as provided in this Agreement, the Subcontractor may, without prejudice to any other available remedies, upon seven additional days’ notice to the Contractor, stop the Work of this Subcontract until payment of the amount owing has been received. The Subcontract Sum shall, by appropriate Modification, be increased by the amount of the Subcontractor’s reasonable costs of demobilization, delay, and remobilization.

§ 4.9 Professional Services Provided by Subcontractor § 4.9.1 The Subcontractor shall not be required to provide professional services that constitute the practice of architecture or engineering unless such services are specifically required by the Subcontract Documents or unless the Subcontractor is required to provide such services in order to carry out the Subcontractor's responsibilities for its own construction means, methods, techniques, sequences, and procedures. The Subcontractor shall not be required to provide professional services in violation of applicable law.

§ 4.9.2 If professional design services or certifications by a design professional related to systems, materials, or equipment are specifically required of the Subcontractor by the Subcontract Documents, the Contractor will provide all performance and design criteria that such services must satisfy to the extent the Contractor has received such performance and design criteria from the Owner and Architect under the terms of the Prime Contract.

§ 4.9.3 If professional design services or certifications by a design professional are required because of means, methods, techniques, sequences, or procedures required by the Contractor and related to the Work of the Subcontractor, the Contractor will provide all performance and design criteria that such services must satisfy.

§ 4.9.4 The Subcontractor shall be entitled to rely upon the adequacy, accuracy, and completeness of the performance and design criteria received from the Contractor under this Section 4.9.

§ 4.9.5 The Subcontractor shall cause the professional services performed under this Section 4.9 to be provided by a properly licensed design professional, whose signature and seal shall appear on all drawings, calculations, specifications, certifications, Shop Drawings, and other submittals prepared by such professional. Shop drawings and other submittals related to the Work designed by such design professional shall bear the professional's written approval when submitted to the Contractor. The Contractor shall be entitled to rely upon the adequacy, accuracy, and completeness of the services, certifications, and approvals performed or provided by the design professionals, provided the Contractor has provided to the Subcontractor all performance and design criteria required by this Section 4.9.

ARTICLE 5 CHANGES IN THE WORK § 5.1 The Owner may make changes in the Work by issuing Modifications to the Prime Contract. Upon receipt of a Modification to the Prime Contract issued subsequent to the execution of this Agreement, the Contractor shall promptly notify the Subcontractor of such Modification. Unless otherwise directed by the Contractor, the Subcontractor shall not thereafter order materials or perform Work that would be inconsistent with the changes made by the Modification to the Prime Contract.

§ 5.2 The Subcontractor may be ordered in writing by the Contractor, without invalidating this Subcontract, to make changes in the Work within the general scope of this Subcontract consisting of additions, deletions, or other AIA Document A401® – 2017. Copyright © 1915, 1925, 1937, 1951, 1958, 1961, 1963, 1966, 1967, 1972, 1978, 1987, 1997, 2007 and 2017 by The American Institute of Architects. All rights reserved. The “American Institute of Architects,” “AIA,” the AIA Logo, "A401," and “AIA Contract Documents” are registered trademarks and may not be used without permission. This draft was produced by AIA software at 18:48:33 7 ET on 09/16/2020 under Order No.[number redacted] which expires on 09/02/2021, is not for resale, is licensed for one-time use only, and may only be used in accordance with the AIA Contract Documents® Terms of Service. To report copyright violations, e-mail [email redacted]. User Notes: ([number redacted]) revisions, including those required by Modifications to the Prime Contract issued subsequent to the execution of this Agreement, with the Subcontract Sum and the Subcontract Time adjusted accordingly. The Subcontractor, prior to the commencement of such changed or revised Work, shall submit promptly to the Contractor written copies of a Claim for adjustment to the Subcontract Sum and Subcontract Time for such revised Work in a manner consistent with requirements of the Subcontract Documents.

§ 5.3 The Subcontractor shall make all Claims promptly to the Contractor for additional cost, extensions of time and damages for delays, or other causes in accordance with the Subcontract Documents. A Claim which will affect or become part of a Claim which the Contractor is required to make under the Prime Contract within a specified time period or in a specified manner shall be made in sufficient time to permit the Contractor to satisfy the requirements of the Prime Contract. Such Claims shall be received by the Contractor not less than two working days preceding the time by which the Contractor’s Claim must be made. Failure of the Subcontractor to make such a timely Claim shall bind the Subcontractor to the same consequences as those to which the Contractor is bound.

ARTICLE 6 CLAIMS AND DISPUTES § 6.1 Mediation § 6.1.1 Claims, disputes, or other matters in controversy arising out of or related to this Subcontract, except those waived as provided for in Sections 6.4 and 11.3.2, shall be subject to mediation as a condition precedent to binding dispute resolution.

§ 6.1.2 The parties shall endeavor to resolve their Claims by mediation which, unless the parties mutually agree otherwise, shall be administered by the American Arbitration Association in accordance with its Construction Industry Mediation Procedures in effect on the date of the Agreement. A request for mediation shall be made in writing, delivered to the other party to this Subcontract and filed with the person or entity administering the mediation. The request may be made concurrently with the filing of binding dispute resolution proceedings but, in such event, mediation shall proceed in advance of binding dispute resolution proceedings, which shall be stayed pending mediation for a period of 60 days from the date of filing, unless stayed for a longer period by agreement of the parties or court order. If an arbitration is stayed pursuant to this Section 6.1.2, the parties may nonetheless proceed to the selection of the arbitrators(s) and agree upon a schedule for later proceedings.

§ 6.1.3 The parties shall share the mediator’s fee and any filing fees equally. The mediation shall be held in the place where the Project is located, unless another location is mutually agreed upon. Agreements reached in mediation shall be enforceable as settlement agreements in any court having jurisdiction thereof.

§ 6.2 Binding Dispute Resolution For any Claim subject to, but not resolved by mediation pursuant to Section 6.1, the method of binding dispute resolution shall be as follows: (Check the appropriate box.)

[ « X » ] Arbitration pursuant to Section 6.3 of this Agreement

[ « » ] Litigation in a court of competent jurisdiction

[ « » ] Other: (Specify)

« »

If the Contractor and Subcontractor do not select a method of binding dispute resolution, or do not subsequently agree in writing to a binding dispute resolution method other than litigation, Claims will be resolved by litigation in a court of competent jurisdiction.

§ 6.3 Arbitration § 6.3.1 If the Contractor and Subcontractor have selected arbitration as the method of binding dispute resolution in Section 6.2, any Claim subject to, but not resolved by, mediation shall be subject to arbitration which, unless the parties mutually agree otherwise, shall be administered by the American Arbitration Association in accordance with its Construction Industry Arbitration Rules in effect on the date of this Agreement. The arbitration should be conducted in the place where the Project is located, unless another location is mutually agreed upon. A demand for AIA Document A401® – 2017. Copyright © 1915, 1925, 1937, 1951, 1958, 1961, 1963, 1966, 1967, 1972, 1978, 1987, 1997, 2007 and 2017 by The American Institute of Architects. All rights reserved. The “American Institute of Architects,” “AIA,” the AIA Logo, "A401," and “AIA Contract Documents” are registered trademarks and may not be used without permission. This draft was produced by AIA software at 18:48:33 8 ET on 09/16/2020 under Order No.[number redacted] which expires on 09/02/2021, is not for resale, is licensed for one-time use only, and may only be used in accordance with the AIA Contract Documents® Terms of Service. To report copyright violations, e-mail [email redacted]. User Notes: ([number redacted]) arbitration shall be made in writing, delivered to the other party to the Subcontract, and filed with the person or entity administering the arbitration. The party filing a notice of demand for arbitration must assert in the demand all Claims then known to that party on which arbitration is permitted to be demanded.

§ 6.3.2 A demand for arbitration shall be made no earlier than concurrently with the filing of a request for mediation but in no event shall it be made after the date when the institution of legal or equitable proceedings based on the Claim would be barred by the applicable statute of limitations. For statute of limitations purposes, receipt of a written demand for arbitration by the person or entity administering the arbitration shall constitute the institution of legal or equitable proceedings based on the Claim.

§ 6.3.3 The award rendered by the arbitrator or arbitrators shall be final, and judgment may be entered upon it in accordance with applicable law in any court having jurisdiction thereof.

§ 6.3.4 The foregoing agreement to arbitrate, and other agreements to arbitrate with an additional person or entity duly consented to by parties to the Agreement, shall be specifically enforceable under applicable law in any court having jurisdiction thereof.

§ 6.3.5 Consolidation or Joinder § 6.3.5.1 Subject to the rules of the American Arbitration Association or other applicable arbitration rules, either party may consolidate an arbitration conducted under this Agreement with any other arbitration to which it is a party provided that (1) the arbitration agreement governing the other arbitration permits consolidation; (2) the arbitrations to be consolidated substantially involve common questions of law or fact; and (3) the arbitrations employ materially similar procedural rules and methods for selecting arbitrator(s).

§ 6.3.5.2 Subject to the rules of the American Arbitration Association or other applicable arbitration rules, either party may include by joinder persons or entities substantially involved in a common question of law or fact whose presence is required if complete relief is to be accorded in arbitration, provided that the party sought to be joined consents in writing to such joinder. Consent to arbitration involving an additional person or entity shall not constitute consent to arbitration of a Claim, dispute, or other matter in question not described in the written consent.

§ 6.3.5.3 The Contractor and Subcontractor grant to any person or entity made a party to an arbitration conducted under this Section 6.3, whether by joinder or consolidation, the same rights of joinder and consolidation as the Contractor and Subcontractor under this Agreement.

§ 6.4 Waiver of Claims for Consequential Damages The Contractor and Subcontractor waive claims against each other for consequential damages arising out of or relating to this Subcontract, including without limitation, any consequential damages due to either party’s termination in accordance with Article 7. Nothing contained herein shall be deemed to preclude an award of liquidated damages, when applicable, in accordance with the requirements of this Agreement.

ARTICLE 7 TERMINATION, SUSPENSION OR ASSIGNMENT OF THE SUBCONTRACT § 7.1 Termination by the Subcontractor The Subcontractor may terminate the Subcontract for the same reasons and under the same circumstances and procedures with respect to the Contractor as the Contractor may terminate with respect to the Owner under the Prime Contract, or for nonpayment of amounts due under this Subcontract for 60 days or longer. In the event of such termination by the Subcontractor for any reason which is not the fault of the Subcontractor, the Subcontractor’s Sub- subcontractors, or their agents or employees or other persons or entities performing portions of the Work under contract with the Subcontractor, the Subcontractor shall be entitled to recover from the Contractor payment for Work executed and for proven loss with respect to materials, equipment, tools, and construction equipment and machinery, as well as reasonable overhead and profit on work not executed and costs incurred by reason of such termination.

§ 7.2 Termination by the Contractor § 7.2.1 Termination for Cause If the Subcontractor repeatedly fails or neglects to carry out the Work in accordance with the Subcontract Documents or otherwise to perform in accordance with this Subcontract and fails within a ten-day period after receipt of notice to commence and continue correction of such default or neglect with diligence and promptness, the AIA Document A401® – 2017. Copyright © 1915, 1925, 1937, 1951, 1958, 1961, 1963, 1966, 1967, 1972, 1978, 1987, 1997, 2007 and 2017 by The American Institute of Architects. All rights reserved. The “American Institute of Architects,” “AIA,” the AIA Logo, "A401," and “AIA Contract Documents” are registered trademarks and may not be used without permission. This draft was produced by AIA software at 18:48:33 9 ET on 09/16/2020 under Order No.[number redacted] which expires on 09/02/2021, is not for resale, is licensed for one-time use only, and may only be used in accordance with the AIA Contract Documents® Terms of Service. To report copyright violations, e-mail [email redacted]. User Notes: ([number redacted]) Contractor may, by notice to the Subcontractor and without prejudice to any other remedy the Contractor may have, terminate the Subcontract and finish the Subcontractor’s Work by whatever method the Contractor may deem expedient. If the unpaid balance of the Subcontract Sum exceeds the expense of finishing the Subcontractor’s Work and other damages incurred by the Contractor and not expressly waived, such excess shall be paid to the Subcontractor. If such expense and damages exceed the unpaid balance of the Subcontract Sum, the Subcontractor shall pay the difference to the Contractor.

§ 7.2.2 Termination for Convenience § 7.2.2.1 If the Owner terminates the Prime Contract for the Owner’s convenience, the Contractor shall promptly deliver notice to the Subcontractor.

§ 7.2.2.2 In case of such termination for the Owner’s convenience, the Subcontractor shall be entitled to receive payment for Work properly executed, costs incurred by reason of the termination, and reasonable overhead and profit on the Work not executed.

§ 7.2.2.3 Upon receipt of notice of termination, the Subcontractor shall .1 cease operations as directed by the Contractor in the notice; .2 take actions necessary, or that the Contractor may direct, for the protection and preservation of the Work; and .3 except for Work directed to be performed prior to the effective date of termination stated in the notice, terminate all existing Sub-subcontracts and purchase orders and enter into no further Sub- subcontracts and purchase orders.

§ 7.3 Suspension by the Contractor for Convenience § 7.3.1 The Contractor may, without cause, order the Subcontractor in writing to suspend, delay, or interrupt the Work of this Subcontract in whole or in part for such period of time as the Contractor may determine. In the event of suspension ordered by the Contractor, the Subcontractor shall be entitled to an equitable adjustment of the Subcontract Time and Subcontract Sum.

§ 7.3.2 The Subcontract Time and Subcontract Sum shall be adjusted for increases in the cost and time caused by suspension, delay or interruption as described in Section 7.3.1. Adjustment of the Subcontract Sum shall include profit on the increased cost of performance caused by suspension, delay, or interruption. No adjustment shall be made to the extent that .1 performance is, was or would have been so suspended, delayed, or interrupted by another cause for which the Subcontractor is responsible; or .2 an equitable adjustment is made or denied under another provision of this Subcontract.

§ 7.4 Assignment of the Subcontract § 7.4.1 In the event the Owner terminates the Prime Contract for cause, this Subcontract is assigned to the Owner pursuant to Section 5.4 of AIA Document A201–2017 provided the Owner accepts the assignment by notifying the Contractor and Subcontractor.

§ 7.4.2 Without the Contractor’s written consent, the Subcontractor shall not assign the Work of this Subcontract, subcontract the whole of this Subcontract, or subcontract portions of this Subcontract.

ARTICLE 8 THE WORK OF THIS SUBCONTRACT The Subcontractor shall execute the following portion of the Work described in the Subcontract Documents, including all labor, materials, equipment, services and other items required to complete such portion of the Work, except to the extent specifically indicated in the Subcontract Documents to be the responsibility of others. (Insert a precise description of the Work of this Subcontract, referring where appropriate to numbers of Drawings, sections of Specifications and pages of Addenda, Modifications, and accepted alternates.)

« »

ARTICLE 9 DATE OF COMMENCEMENT AND SUBSTANTIAL COMPLETION § 9.1 The date of commencement of the Subcontractor’s Work, shall be: (Check one of the following boxes.) AIA Document A401® – 2017. Copyright © 1915, 1925, 1937, 1951, 1958, 1961, 1963, 1966, 1967, 1972, 1978, 1987, 1997, 2007 and 2017 by The American Institute of Architects. All rights reserved. The “American Institute of Architects,” “AIA,” the AIA Logo, "A401," and “AIA Contract Documents” are registered trademarks and may not be used without permission. This draft was produced by AIA software at 18:48:33 10 ET on 09/16/2020 under Order No.[number redacted] which expires on 09/02/2021, is not for resale, is licensed for one-time use only, and may only be used in accordance with the AIA Contract Documents® Terms of Service. To report copyright violations, e-mail [email redacted]. User Notes: ([number redacted]) [ « X » ] The date of this Agreement.

[ « » ] A date set forth in a notice to proceed issued by the Contractor.

[ « » ] Established as follows: (Insert a date or a means to determine the date of commencement of the Subcontractor’s Work.)

« »

If a date of commencement of the Subcontractor’s Work is not selected, then the date of commencement shall be the date of this Agreement.

§ 9.2 Subcontract Time § 9.2.1 The Subcontract Time is the period of time, including authorized adjustments, allotted in the Subcontract Documents for Substantial Completion of the Work described in the Subcontract Documents. The Subcontract Time shall be measured from the date of commencement of the Subcontractor’s Work.

§ 9.2.2 Subject to adjustments of the Subcontract Time as provided in the Subcontract Documents, the Subcontractor shall achieve substantial completion of the Subcontractor’s Work: (Check one of the following boxes and complete the necessary information.)

[ « » ] Not later than « » ( « » ) calendar days from the date of commencement of the Subcontractor’s Work.

[ « » ] By the following date: « »

§ 9.2.3 Subject to adjustments of the Subcontract Time as provided in the Subcontract Documents, if portions of the Subcontractor’s Work are to be completed prior to substantial completion of the Subcontractor’s Work, then the Subcontractor shall achieve earlier substantial completion of such portions by the following dates. (List all portions of the Subcontractor’s Work required to achieve substantial completion of the Subcontractor’s Portion of the Work.)

Portion of Work Substantial Completion

§ 9.2.4 If the Subcontractor fails to achieve substantial completion as provided in this Section 9.2, liquidated damages, if any, shall be assessed as set forth in Section 3.4.

§ 9.3 With respect to the obligations of both the Contractor and the Subcontractor, time is of the essence of this Subcontract.

§ 9.4 No extension of time will be valid without the Contractor’s written consent after a Claim is made by the Subcontractor in accordance with Section 5.3.

ARTICLE 10 SUBCONTRACT SUM § 10.1 The Contractor shall pay the Subcontractor the Subcontract Sum in current funds for the Subcontractor’s performance of the Subcontract. The Subcontract Sum shall be « Four hundred thousand dollars and zero cents » ($ « 400,000.00 » ), subject to additions and deductions as provided in the Subcontract Documents.

§ 10.2 Alternates § 10.2.1 Alternates, if any, included in the Subcontract Sum:

Item Price

Item Price Conditions for Acceptance

ARTICLE 11 PAYMENTS § 11.1 Progress Payments § 11.1.1 Based upon Applications for Payment submitted to the Contractor by the Subcontractor, corresponding to Applications for Payment submitted by the Contractor to the Architect, and Certificates for Payment issued by the Architect, the Contractor shall make progress payments on account of the Subcontract Sum to the Subcontractor as provided below and elsewhere in the Subcontract Documents. Unless the Contractor provides the Owner with a payment bond in the full penal sum of the Contract Sum, payments received by the Contractor and Subcontractor for Work properly performed by their contractors and suppliers shall be held by the Contractor and Subcontractor for those contractors or suppliers who performed Work or furnished materials, or both, under contract with the Contractor or Subcontractor for which payment was made to the Contractor by the Owner or to the Subcontractor by the Contractor, as applicable. Nothing contained herein shall require money to be placed in a separate account and not commingled with money of the Contractor or Subcontractor, shall create any fiduciary liability or tort liability on the part of the Contractor or Subcontractor for breach of trust, or shall entitle any person or entity to an award of punitive damages against the Contractor or Subcontractor for breach of the requirements of this provision.

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

« »

§ 11.1.3 Provided an Application for Payment is received by the Contractor not later than the « 25th » day of a month, the Contractor shall include the Subcontractor’s Work covered by that application in that month’s Application for Payment which the Contractor is entitled to submit to the Architect. The Contractor shall pay the Subcontractor each progress payment no later than seven working days after the Contractor receives payment from the Owner. If the Architect does not issue a Certificate for Payment or the Contractor does not receive payment for any cause which is not the fault of the Subcontractor, the Contractor shall pay the Subcontractor, on demand, a progress payment computed as provided in Sections 11.1.7, 11.1.8, 11.1.9 and 11.2.

§ 11.1.4 If the Subcontractor’s Application for Payment is received by the Contractor after the application date fixed above, the Subcontractor’s Work covered by it shall be included by the Contractor in the next Application for Payment submitted to the Architect.

§ 11.1.5 The Subcontractor shall submit to the Contractor a schedule of values prior to submitting the Subcontractor’s first Application for Payment. Each subsequent Application for Payment shall be based upon the most recent schedule of values submitted by the Subcontractor in accordance with the Subcontract Documents. The schedule of values shall allocate the entire Subcontract Sum among the various portions of the Subcontractor’s Work and be prepared in such form and supported by such data to substantiate its accuracy as the Contractor may require, and unless objected to by the Contractor, shall be used as a basis for reviewing the Subcontractor’s Applications for Payment.

§ 11.1.6 Applications for Payment submitted by the Subcontractor shall indicate the percentage of completion of each portion of the Subcontractor’s Work as of the end of the period covered by the Application for Payment.

§ 11.1.7 Subject to the provisions of the Subcontract Documents, the amount of each progress payment shall be computed as follows:

§ 11.1.7.1 The amount of each progress payment shall first include: .1 That portion of the Subcontract Sum properly allocable to completed Work: AIA Document A401® – 2017. Copyright © 1915, 1925, 1937, 1951, 1958, 1961, 1963, 1966, 1967, 1972, 1978, 1987, 1997, 2007 and 2017 by The American Institute of Architects. All rights reserved. The “American Institute of Architects,” “AIA,” the AIA Logo, "A401," and “AIA Contract Documents” are registered trademarks and may not be used without permission. This draft was produced by AIA software at 18:48:33 12 ET on 09/16/2020 under Order No.[number redacted] which expires on 09/02/2021, is not for resale, is licensed for one-time use only, and may only be used in accordance with the AIA Contract Documents® Terms of Service. To report copyright violations, e-mail [email redacted]. User Notes: ([number redacted]) .2 That portion of the Subcontract Sum properly allocable to materials and equipment delivered and suitably stored at the site by the Subcontractor for subsequent incorporation in the Subcontractor’s Work or, if approved by the Contractor, suitably stored off the site at a location agreed upon in writing; and .3 The amount, if any, for changes in the Work that are not in dispute and have been properly authorized by the Contractor, to the same extent provided in the Prime Contract, pending a final determination by the Contractor of the cost of changes in the Subcontractor’s Work, even though the Subcontract Sum has not yet been adjusted.

§ 11.1.7.2 The amount of each progress payment shall then be reduced by: .1 The aggregate of previous payments made by the Contractor; .2 The amount, if any, for Work that remains uncorrected and for which the Contractor has previously withheld a Certificate for Payment as provided in Article 9 of AIA Document A201-2017 for a cause that is the fault of the Subcontractor; .3 For Work performed or defects discovered since the last payment application, any amount for which the Contractor may withhold payment in whole or in part, as provided in Article 9 of AIA Document A201-2017, for a cause that is the fault of the Subcontractor; and .4 Retainage withheld pursuant to Section 11.1.8 of this Agreement.

§ 11.1.8 Retainage § 11.1.8.1 For each progress payment made prior to substantial completion of the Subcontractor’s Work, the Contractor may withhold the following amounts as retainage from the payment otherwise due: (Insert a percentage or amount to be withheld as retainage from each Application for Payment. The amount of retainage may be limited by governing law.)

« 10% »

§ 11.1.9 Upon the partial or entire disapproval by the Contractor of the Subcontractor’s Application for Payment, the Contractor shall provide notice to the Subcontractor. If the Subcontractor disputes the Contractor’s decision regarding a Subcontractor’s Application for Payment in whole or in part, the Subcontractor may submit a Claim in accordance with Article 6. When the basis for the disapproval has been remedied, the Subcontractor shall be paid the amounts withheld.

§ 11.1.10 Provided the Contractor has fulfilled its payment obligations under the Subcontract Documents, the Subcontractor shall defend and indemnify the Contractor and Owner from all loss, liability, damage, or expense, including reasonable attorney’s fees and litigation expenses, arising out of any lien claim or other claim for payment by any of the Subcontractor’s subcontractors, suppliers, or vendors of any tier. Upon receipt of notice of such lien claim or other claim for payment, the Contractor shall notify the Subcontractor. If approved by the applicable court, when required, the Subcontractor may substitute a surety bond for the property against which the lien or other claim for payment has been asserted.

§ 11.2 Substantial Completion When the Subcontractor’s Work or a designated portion thereof is substantially complete and in accordance with the requirements of the Prime Contract, the Contractor shall, upon application by the Subcontractor, make prompt Application for Payment for such Work. Within 30 days following issuance by the Architect of the Certificate for Payment covering such substantially completed Work, the Contractor shall, to the full extent allowed in the Prime Contract, make payment to the Subcontractor, deducting any portion of the funds for the Subcontractor’s Work withheld in accordance with the certificate to cover costs of items to be completed or corrected by the Subcontractor. Such payment to the Subcontractor shall be the entire unpaid balance of the Subcontract Sum if a full release of retainage is allowed under the Prime Contract for the Subcontractor’s Work prior to the completion of the entire Project. If the Prime Contract does not allow for a full release of retainage, then such payment shall be an amount which, when added to previous payments to the Subcontractor, will reduce the retainage on the Subcontractor’s substantially completed Work to the same percentage of retainage as that on the Contractor’s Work covered by the certificate.

AIA Document A401® – 2017. Copyright © 1915, 1925, 1937, 1951, 1958, 1961, 1963, 1966, 1967, 1972, 1978, 1987, 1997, 2007 and 2017 by The American Institute of Architects. All rights reserved. The “American Institute of Architects,” “AIA,” the AIA Logo, "A401," and “AIA Contract Documents” are registered trademarks and may not be used without permission. This draft was produced by AIA software at 18:48:33 13 ET on 09/16/2020 under Order No.[number redacted] which expires on 09/02/2021, is not for resale, is licensed for one-time use only, and may only be used in accordance with the AIA Contract Documents® Terms of Service. To report copyright violations, e-mail [email redacted]. User Notes: ([number redacted]) § 11.3 Final Payment § 11.3.1 Final payment, constituting the entire unpaid balance of the Subcontract Sum, shall be made by the Contractor to the Subcontractor when the Subcontractor’s Work is fully performed in accordance with the requirements of the Subcontract Documents, the Architect has issued a Certificate for Payment covering the Subcontractor’s completed Work and the Contractor has received payment from the Owner. If, for any cause which is not the fault of the Subcontractor, a Certificate for Payment is not issued or the Contractor does not receive timely payment or does not pay the Subcontractor within seven days after receipt of payment from the Owner, final payment to the Subcontractor shall be made upon demand.

§ 11.3.2 Before issuance of the final payment, the Subcontractor, if required, shall submit evidence satisfactory to the Contractor that all payrolls, bills for materials and equipment, and all known indebtedness connected with the Subcontractor’s Work have been satisfied. Acceptance of final payment by the Subcontractor shall constitute a waiver of claims by the Subcontractor, except those previously made in writing and identified by the Subcontractor as unsettled at the time of final Application for Payment.

§ 11.4 Interest Payments due and unpaid under this Subcontract shall bear interest from the date payment is due at such rate as the parties may agree upon in writing or, in the absence thereof, at the legal rate prevailing from time to time at the place where the Project is located.

ARTICLE 12 INSURANCE AND BONDS § 12.1 Subcontractor’s Required Insurance Coverage § 12.1.1 The Subcontractor shall purchase and maintain the following types and limits of insurance, from a company or companies lawfully authorized to issue insurance in the jurisdiction where the Project is located, as will protect the Subcontractor from claims that may arise out of, or result from, the Subcontractor’s operations and completed operations under the Subcontract: (Specify each type of insurance, such as commercial general liability, automobile, worker’s compensation, employers’ liability, professional liability, and pollution, required to be carried by the Subcontractor, the limits of coverage for each type of insurance, and any other pertinent requirements.)

Type of Insurance Limits Other Pertinent Requirements Reference Exhibit G

§ 12.1.2 Coverages, whether written on an occurrence or claims-made basis, shall be maintained without interruption from the date of commencement of the Subcontractor’s Work until the date of final payment and termination of any coverage required to be maintained after final payment to the Subcontractor, and, with respect to the Subcontractor’s completed operations coverage, until the expiration of the period for correction of Work or for such other period for maintenance of completed operations coverage as specified in the Prime Contract.

§ 12.1.3 If professional services are required under Section 4.9, the Subcontractor shall provide the professional liability insurance coverage required under this Section 12.1 for the following period after completion of the Work:

« »

§ 12.1.4 Certificates of Insurance. The Subcontractor shall provide certificates of insurance acceptable to the Contractor evidencing compliance with the requirements in this Article 12 at the following times: (1) prior to commencement of the Subcontractor’s Work; (2) upon renewal or replacement of each required policy of insurance; and (3) upon the Contractor’s written request. An additional certificate evidencing continuation of liability coverage, including coverage for completed operations, shall be submitted with the final Application for Payment and thereafter upon renewal or replacement of such coverage until the expiration of the time required in this Article 12. The certificates shall show the Contractor and the Owner as additional insureds on the Subcontractor’s Commercial General Liability and any excess or umbrella liability policy.

§ 12.1.5 Deductibles and Self-Insured Retentions. The Subcontractor shall disclose to the Contractor any deductible or self-insured retentions applicable to any insurance required to be provided by the Subcontractor.

AIA Document A401® – 2017. Copyright © 1915, 1925, 1937, 1951, 1958, 1961, 1963, 1966, 1967, 1972, 1978, 1987, 1997, 2007 and 2017 by The American Institute of Architects. All rights reserved. The “American Institute of Architects,” “AIA,” the AIA Logo, "A401," and “AIA Contract Documents” are registered trademarks and may not be used without permission. This draft was produced by AIA software at 18:48:33 14 ET on 09/16/2020 under Order No.[number redacted] which expires on 09/02/2021, is not for resale, is licensed for one-time use only, and may only be used in accordance with the AIA Contract Documents® Terms of Service. To report copyright violations, e-mail [email redacted]. User Notes: ([number redacted]) § 12.1.6 Additional Insured Obligations. To the fullest extent permitted by law, the Subcontractor shall cause its commercial general liability coverage to include: (1) the Contractor, the Owner, the Architect, and the Architect’s consultants as additional insureds for claims caused in whole or in part by the Subcontractor’s negligent acts or omissions during the Subcontractor’s operations; and (2) the Contractor and Owner as additional insureds for claims caused in whole or in part by the Subcontractor’s negligent acts or omissions for which loss occurs during the Subcontractor’s completed operations. The additional insured coverage shall be primary and non-contributory to any of the Contractor’s and Owner’s general liability insurance policies and shall apply to both ongoing and completed operations. To the extent commercially available, the additional insured coverage shall be no less than that provided by Insurance Services Office, Inc. (ISO) CG 20 10 07 04, CG 20 37 07 04, and, with respect to the Architect and the Architect’s consultants, CG 20 32 07 04.

§ 12.1.7 Notice of Cancellation or Change in Coverage. Within three (3) business days of the date the Subcontractor becomes aware of an impending or actual cancellation or expiration of any insurance required by the Subcontract Documents, the Subcontractor shall provide notice to the Contractor of such impending or actual cancellation or expiration. Upon receipt of notice from the Subcontractor, the Contractor shall, unless the lapse in coverage arises from an act or omission of the Contractor, have the right to suspend the Work in accordance with this Agreement until the lapse in coverage has been cured by the procurement of replacement coverage by the Subcontractor. The furnishing of notice by the Subcontractor shall not relieve the Subcontractor of any contractual obligation to provide any required coverage.

§ 12.2.2 Upon the request of any person or entity appearing to be a potential beneficiary of bonds covering payment of obligations under this Agreement, the Subcontractor shall promptly furnish a copy of the bonds or shall permit a copy to be made.

§ 12.3 Contractor’s Insurance Obligations § 12.3.1 The Contractor shall furnish to the Subcontractor certificates of insurance evidencing insurance coverage required of the Contractor under the Prime Contract.

§ 12.3.2 The Contractor shall promptly, upon request of the Subcontractor, furnish a copy or permit a copy to be made of any bond covering payment of obligations arising under the Subcontract.

§ 12.4 Property Insurance § 12.4.1 When requested in writing, the Contractor shall provide the Subcontractor with copies of the property and equipment policies in effect for the Project, to the extent copies of the policies are available to the Contractor. The Contractor shall notify the Subcontractor if the required property insurance policies are not in effect.

§ 12.4.2 If the required property insurance is not in effect for the full value of the Subcontractor’s Work, then the Subcontractor shall purchase insurance for the value of the Subcontractor’s Work, and the Subcontractor shall be reimbursed for the cost of the insurance by an adjustment in the Subcontract Sum.

§ 12.4.3 Property insurance for the Subcontractor’s materials and equipment required for the Subcontractor’s Work, stored off site or in transit and not covered by the Project property insurance, shall be paid for through the Application for Payment process.

§ 12.5 Waivers of Subrogation The Contractor and Subcontractor waive all rights against (1) each other and any of their subcontractors, sub- subcontractors, agents, and employees, each of the other, and (2) the Owner, the Architect, the Architect’s consultants, and (3) Separate Contractors, if any, and any of their subcontractors, sub-subcontractors, agents, and employees for damages caused by fire or other causes of loss to the extent those losses are covered by property insurance provided under the Prime Contract or other property insurance applicable to the Work or to property at or adjacent to the Project site, except such rights as they may have to proceeds of such insurance held by the Owner as a fiduciary. The Subcontractor shall require similar written waivers in favor of the individuals and entities enumerated herein from the Subcontractor’s Sub-subcontractors, agents, and employees. The policies of insurance purchased and maintained by each person or entity agreeing to waive claims pursuant to this Section 12.5 shall not prohibit this waiver of subrogation, which shall be effective as to a person or entity (1) even though that person or entity would otherwise have a duty of indemnification, contractual or otherwise, (2) even though that person or

ARTICLE 13 TEMPORARY FACILITIES, SERVICES, EQUIPMENT AND WORKING CONDITIONS § 13.1 The Contractor shall furnish and make the Contractor’s temporary facilities and services available to the Subcontractor at no cost, except as noted below:

« »

ARTICLE 14 MISCELLANEOUS PROVISIONS § 14.1 Where reference is made in this Subcontract to a provision of another Subcontract Document, the reference refers to that provision as amended or supplemented by other provisions of the Subcontract Documents.

§ 14.2 The Contractor’s representative: (Name, address, email address and other information)

« Courtney Dunlap » « 1201 E. Jefferson » « Suite 2 » « Phoenix, AZ 85034 » « (602) 550-7366 » « [email redacted] »

§ 14.3 The Subcontractor’s representative: (Name, address, email address and other information)

« Marianne Cox » « 4027 East Willow Avenue » « Phoenix, AZ 85032 » « » « (602) 875-6043 » « [email redacted] »

§ 14.4 Notice § 14.4.1 Except as otherwise provided in Section 14.4.2, where the Subcontract Documents require one party to notify or give notice to the other party, such notice shall be provided in writing to the designated representative of the party to whom the notice is addressed and shall be deemed to have been duly served if delivered in person, by mail, by courier, or by electronic transmission if a method for electronic notice is set forth in Section 14.4.3.

§ 14.4.2 Notice of Claims shall be provided in writing and shall be deemed to have been duly served only if delivered to the designated representative of the party to whom the notice is addressed by certified or registered mail, or by courier providing proof of delivery.

§ 14.4.3 Notice in electronic format, pursuant to Section 14.4.1, may be given in accordance with AIA Document E203™–-2013, Building Information Modeling and Digital Data Exhibit, if completed, or as otherwise set forth below: (If other than in accordance with AIA Document E203™–-2013, insert requirements for delivering notice in electronic format such as name, title, and email address of the recipient and whether and how the system will be required to generate a read receipt for the transmission.)

« »

§ 14.5 Neither the Contractor’s nor the Subcontractor’s representative shall be changed without ten days’ prior notice to the other party.

§ 14.7 The parties shall agree upon protocols governing the transmission and use of Instruments of Service or any other information or documentation in digital form. The parties will use AIA Document E203™–2013, Building Information Modeling and Digital Data Exhibit, to establish the protocols for the development, use, transmission, and exchange of digital data.

§ 14.7.1 Any use of, or reliance on, all or a portion of a building information model without agreement to protocols governing the use of, and reliance on, the information contained in the model and without having those protocols set forth in AIA Document E203™–2013, Building Information Modeling and Digital Data Exhibit, and the requisite AIA Document G202™–2013, Project Building Information Modeling Protocol Form, shall be at the using or relying party’s sole risk and without liability to the other party and its contractors or consultants, the authors of, or contributors to, the building information model, and each of their agents and employees.

ARTICLE 15 ENUMERATION OF SUBCONTRACT DOCUMENTS § 15.1 This Agreement is comprised of the following documents: .1 AIA Document A401™–2017, Standard Form Agreement Between Contractor and Subcontractor; .2 Prime Agreement between the Owner and Contractor, including all exhibits thereto, attached as Exhibit A; .3 AIA Document A201™–2017, General Conditions of the Contract for Construction, dated as indicated below: (Insert the date of the A201–2017 incorporated into this Agreement.)

« »

.4 Other Exhibits incorporated into this Agreement: (Clearly identify any other exhibits incorporated into this Agreement.)

« Exhibit A - Summary of Terms and Definitions Exhibit B - Scope of Work Exhibit C - Schedule Exhibit D - Pay Application Exhibit E - Conditional and Unconditional Waiver and Release Exhibit F - Drawing Log Exhibit G - Insurance Requirements »

.5 Other documents: (List other documents, if any, forming part of the Agreement.)

« »

This Agreement entered into as of the day and year first written above.

CONTRACTOR (Signature) SUBCONTRACTOR (Signature) « Courtney W. Dunlap » « President » « Marianne Cox » « President » (Printed name and title) (Printed name and title)

1. ORIGINAL CONTRACT SUM $ 400,000.00 2. Net change by Change Orders $ 241,381.60 CONTRACTOR: 3. CONTRACT SUM TO DATE (Line 1 ± 2) $ $ 641,381.60 4. TOTAL COMPLETED & STORED TO $ 641,381.60

CHANGE ORDER SUMMARY ADDITIONS DEDUCTIONS (Attach explanation if amount certified differs from the amount applied. Initial all figures on this Total changes approved Application and onthe Continuation Sheet that are changed to conform with the amount certified.) in previous months by Owner $166,167.00 OWNER: Total approved this Month $75,214.60 By: Date: TOTALS $241,381.60 $0.00 This Certificate is not negotiable. The AMOUNT CERTIFIED is payable only to the Contractor named herein. Issuance, payment and acceptance of payment are without NET CHANGES by Change Order $241,381.60 prejudice to any rights of the Owner or Contractor under this Contract.

AIA DOCUMENT G702 · APPLICATION AND CERTIFICATION FOR PAYMENT · 1992 EDITION · AIA · ©1992 THE AMERICAN INSTITUTE OF ARCHITECTS, 1735 NEW YORK AVE., N.W., WASHINGTON, DC 20006-5292 Users may obtain validation of this document by requesting a completed AIA Document D401 - Certification of Document's Authenticity from the Licensee. CONTINUATION SHEET - Schedule of Values AIA DOCUMENT G703 PAGE - 2 OF 2 AIA Document G702, APPLICATION AND CERTIFICATE FOR PAYMENT, APPLICATION NO: 11 containing Contractor's signed Certification is attached. APPLICATION DATE: In tabulations below, amounts are stated to the nearest dollar. PERIOD TO: 01/31/23 Use column 1 on Contracts where variable retainage for line items may apply. CONTRACTOR'S PROJECT NO: A B C D E F G H I ITEM DESCRIPTION OF WORK SCHEDULED WORK COMPLETED MATERIALS TOTAL % BALANCE RETAINAGE NO. VALUE FROM PREVIOUS THIS PERIOD PRESENTLY COMPLETED (G/C) TO FINISH APPLICATION STORED AND STORED (C-G) (D+E) (NOT IN TO DATE D OR E) (D+E+F)

Site Items $6,540.00 $6,540.00 $6,540.00 100.0% $0.00 $327.00

OWNER: St. Ambrose Apartments Owner, LLC

AZ Painting & Consulting, the Subcontractor being sworn, states the following:

No. Name, Address, & Telephone Number of Supplier or Laborer Type of Improvement Furnished Contract Price Previously Paid Amount Owed

$ - $ - $ - $ - $ - $ - $ - $ - $ - $ - $ - $ - $ - $ - $ - $ - $ - $ - $ - $ - $ - $ - $ - $ -

TOTALS $ - $ - $ -

Balance To Complete

$ - $ - $ - $ - $ - $ - $ - $ -

$ -

ovements other than the sums

ee from claims of construction

1. ORIGINAL CONTRACT SUM $ 400,000.00 2. Net change by Change Orders $ 241,381.60 CONTRACTOR: 3. CONTRACT SUM TO DATE (Line 1 ± 2) $ $ 641,381.60 4. TOTAL COMPLETED & STORED TO $ 641,381.60

Site Items $6,540.00 $6,540.00 $6,540.00 100.0% $0.00 $0.00

OWNER: St. Ambrose Apartments Owner, LLC

AZ Painting & Consulting, the Subcontractor being sworn, states the following:

No. Name, Address, & Telephone Number of Supplier or Laborer Type of Improvement Furnished Contract Price Previously Paid Amount Owed

$ - $ - $ - $ - $ - $ - $ - $ - $ - $ - $ - $ - $ - $ - $ - $ - $ - $ - $ - $ - $ - $ - $ - $ -

TOTALS $ - $ - $ -

Balance To Complete

$ - $ - $ - $ - $ - $ - $ - $ -

$ -

ovements other than the sums

ee from claims of construction

AIA Document A401 – 2017 ®

Standard Form of Agreement Between Contractor and Subcontractor

with the Owner: (Name, legal status, address and other information)

« St. Ambrose Apartments Owner, LLC » « 8635 N. Scottsdale Road » « Suite 170 » « Scottsdale, AZ 85250 »

for the following Project: (Name, location and detailed description)

« St Ambrose Apartments » « 220 N. 12th Street » « Phoenix, AZ 85006 »

The Contractor and the Subcontractor agree as follows. TABLE OF ARTICLES THE SUBCONTRACT DOCUMENTS

MUTUAL RIGHTS AND RESPONSIBILITIES

CONTRACTOR

SUBCONTRACTOR

CHANGES IN THE WORK

CLAIMS AND DISPUTES

TERMINATION, SUSPENSION OR ASSIGNMENT OF THE SUBCONTRACT

THE WORK OF THIS SUBCONTRACT

DATE OF COMMENCEMENT AND SUBSTANTIAL COMPLETION

SUBCONTRACT SUM

PAYMENTS

INSURANCE AND BONDS

TEMPORARY FACILITIES, SERVICES, EQUIPMENT AND WORKING CONDITIONS

MISCELLANEOUS PROVISIONS

ENUMERATION OF SUBCONTRACT DOCUMENTS

§ 3.1.2 The Contractor shall render decisions in a timely manner and in accordance with the Contractor’s construction schedule.

§ 3.3.5 The Contractor shall promptly notify the Subcontractor of any fault or defect in the Work under this Subcontract or nonconformity with the Subcontract Documents.

§ 4.9.4 The Subcontractor shall be entitled to rely upon the adequacy, accuracy, and completeness of the performance and design criteria received from the Contractor under this Section 4.9.

[ « X » ] Arbitration pursuant to Section 6.3 of this Agreement

[ « » ] Litigation in a court of competent jurisdiction

[ « » ] Other: (Specify)

« »

§ 6.3.3 The award rendered by the arbitrator or arbitrators shall be final, and judgment may be entered upon it in accordance with applicable law in any court having jurisdiction thereof.

§ 7.2.2 Termination for Convenience § 7.2.2.1 If the Owner terminates the Prime Contract for the Owner’s convenience, the Contractor shall promptly deliver notice to the Subcontractor.

« »

[ « » ] A date set forth in a notice to proceed issued by the Contractor.

[ « » ] Established as follows: (Insert a date or a means to determine the date of commencement of the Subcontractor’s Work.)

« »

If a date of commencement of the Subcontractor’s Work is not selected, then the date of commencement shall be the date of this Agreement.

[ « » ] Not later than « » ( « » ) calendar days from the date of commencement of the Subcontractor’s Work.

[ « » ] By the following date: « »

Portion of Work Substantial Completion

§ 9.2.4 If the Subcontractor fails to achieve substantial completion as provided in this Section 9.2, liquidated damages, if any, shall be assessed as set forth in Section 3.4.

§ 9.3 With respect to the obligations of both the Contractor and the Subcontractor, time is of the essence of this Subcontract.

§ 9.4 No extension of time will be valid without the Contractor’s written consent after a Claim is made by the Subcontractor in accordance with Section 5.3.

§ 10.2 Alternates § 10.2.1 Alternates, if any, included in the Subcontract Sum:

Item Price

Item Price Conditions for Acceptance

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

« »

§ 11.1.7 Subject to the provisions of the Subcontract Documents, the amount of each progress payment shall be computed as follows:

« 10% »

AIA Document A401® – 2017. Copyright © 1915, 1925, 1937, 1951, 1958, 1961, 1963, 1966, 1967, 1972, 1978, 1987, 1997, 2007 and 2017 by The American Institute of Architects. All rights reserved. The “American Institute of Architects,” “AIA,” the AIA Logo, "A401," and “AIA Contract Documents” are registered trademarks and may not be used without permission. This draft was produced by AIA software at 18:48:33 13 ET on 09/16/2020 under Order No.[number redacted] which expires on 09/02/2021, is not for resale, is licensed for one-time use only, and may only be used in accordance with the AIA Contract Documents® Terms of Service. To report copyright violations, e-mail [email redacted]. User Notes: ([number redacted]) § 11.3 Final Payment § 11.3.1 Final payment, constituting the entire unpaid balance of the Subcontract Sum, shall be made by the Contractor to the Subcontractor when the Subcontractor’s Work is fully performed in accordance with the requirements of the Subcontract Documents, the Architect has issued a Certificate for Payment covering the Subcontractor’s completed Work and the Contractor has received payment from the Owner. If, for any cause which is not the fault of the Subcontractor, a Certificate for Payment is not issued or the Contractor does not receive timely payment or does not pay the Subcontractor within seven days after receipt of payment from the Owner, final payment to the Subcontractor shall be made upon demand.

Type of Insurance Limits Other Pertinent Requirements Reference Exhibit G

« »

AIA Document A401® – 2017. Copyright © 1915, 1925, 1937, 1951, 1958, 1961, 1963, 1966, 1967, 1972, 1978, 1987, 1997, 2007 and 2017 by The American Institute of Architects. All rights reserved. The “American Institute of Architects,” “AIA,” the AIA Logo, "A401," and “AIA Contract Documents” are registered trademarks and may not be used without permission. This draft was produced by AIA software at 18:48:33 14 ET on 09/16/2020 under Order No.[number redacted] which expires on 09/02/2021, is not for resale, is licensed for one-time use only, and may only be used in accordance with the AIA Contract Documents® Terms of Service. To report copyright violations, e-mail [email redacted]. User Notes: ([number redacted]) § 12.1.6 Additional Insured Obligations. To the fullest extent permitted by law, the Subcontractor shall cause its commercial general liability coverage to include: (1) the Contractor, the Owner, the Architect, and the Architect’s consultants as additional insureds for claims caused in whole or in part by the Subcontractor’s negligent acts or omissions during the Subcontractor’s operations; and (2) the Contractor and Owner as additional insureds for claims caused in whole or in part by the Subcontractor’s negligent acts or omissions for which loss occurs during the Subcontractor’s completed operations. The additional insured coverage shall be primary and non-contributory to any of the Contractor’s and Owner’s general liability insurance policies and shall apply to both ongoing and completed operations. To the extent commercially available, the additional insured coverage shall be no less than that provided by Insurance Services Office, Inc. (ISO) CG 20 10 07 04, CG 20 37 07 04, and, with respect to the Architect and the Architect’s consultants, CG 20 32 07 04.

§ 12.3.2 The Contractor shall promptly, upon request of the Subcontractor, furnish a copy or permit a copy to be made of any bond covering payment of obligations arising under the Subcontract.

« »

§ 14.2 The Contractor’s representative: (Name, address, email address and other information)

« Courtney Dunlap » « 1201 E. Jefferson » « Suite 2 » « Phoenix, AZ 85034 » « (602) 550-7366 » « [email redacted] »

§ 14.3 The Subcontractor’s representative: (Name, address, email address and other information)

« Marianne Cox » « 4027 East Willow Avenue » « Phoenix, AZ 85032 » « » « (602) 875-6043 » « [email redacted] »

« »

§ 14.5 Neither the Contractor’s nor the Subcontractor’s representative shall be changed without ten days’ prior notice to the other party.

« »

.4 Other Exhibits incorporated into this Agreement: (Clearly identify any other exhibits incorporated into this Agreement.)

.5 Other documents: (List other documents, if any, forming part of the Agreement.)

« »

This Agreement entered into as of the day and year first written above.

CONTRACTOR (Signature) SUBCONTRACTOR (Signature) « Courtney W. Dunlap » « President » « Marianne Cox » « President » (Printed name and title) (Printed name and title)

1. ORIGINAL CONTRACT SUM $ 400,000.00 2. Net change by Change Orders $ 241,381.60 CONTRACTOR: 3. CONTRACT SUM TO DATE (Line 1 ± 2) $ $ 641,381.60 4. TOTAL COMPLETED & STORED TO $ 641,381.60

Users may obtain validation of this document by requesting a completed AIA Document D401 - Certification of Document's Authenticity from the Licensee. Exhibit D

1. ORIGINAL CONTRACT SUM $ 400,000.00 2. Net change by Change Orders $ 241,381.60 CONTRACTOR: 3. CONTRACT SUM TO DATE (Line 1 ± 2) $ $ 641,381.60 4. TOTAL COMPLETED & STORED TO $ 641,381.60

CHANGE ORDER SUMMARY ADDITIONS DEDUCTIONS (Attach explanation if amount certified differs from the amount applied. Initial all figures on this Total changes approved Application and onthe Continuation Sheet that are changed to conform with the amount certified.) in previous months by Owner $166,167.00 OWNER: Total approved this Month $75,214.60 By: Date: TOTALS $241,381.60 $0.00 This Certificate is not negotiable. The AMOUNT CERTIFIED is payable only to the Contractor named herein. Issuance, payment and acceptance of payment are without NET CHANGES by Change Order $241,381.60 prejudice to any rights of the Owner or Contractor under this Contract.

Users may obtain validation of this document by requesting a completed AIA Document D401 - Certification of Document's Authenticity from the Licensee. Exhibit D

1. ORIGINAL CONTRACT SUM $ 400,000.00 2. Net change by Change Orders $ 241,381.60 CONTRACTOR: 3. CONTRACT SUM TO DATE (Line 1 ± 2) $ $ 641,381.60 4. TOTAL COMPLETED & STORED TO $ 641,381.60

Users may obtain validation of this document by requesting a completed AIA Document D401 - Certification of Document's Authenticity from the Licensee. CONTINUATION SHEET - Schedule of Values AIA DOCUMENT G703 PAGE - 2 OF 2 AIA Document G702, APPLICATION AND CERTIFICATE FOR PAYMENT, APPLICATION NO: 10 containing Contractor's signed Certification is attached. APPLICATION DATE: In tabulations below, amounts are stated to the nearest dollar. PERIOD TO: 12.31.22 Use column 1 on Contracts where variable retainage for line items may apply. CONTRACTOR'S PROJECT NO: A B C D E F G H I ITEM DESCRIPTION OF WORK SCHEDULED WORK COMPLETED MATERIALS TOTAL % BALANCE RETAINAGE NO. VALUE FROM PREVIOUS THIS PERIOD PRESENTLY COMPLETED (G/C) TO FINISH APPLICATION STORED AND STORED (C-G) (D+E) (NOT IN TO DATE D OR E) (D+E+F)

Site Items $6,540.00 $6,540.00 $6,540.00 100.0% $0.00 $327.00

CHANGE ORDER TOTALS: $166,167.00 $113,217.00 $52,950.00 $0.00 $166,167.00 $0.00 $8,308.35 GRAND TOTALS $566,167.00 $513,217.00 $52,950.00 $0.00 $566,167.00 100.00% $0.00 $28,308.35 Exhibit D

1. ORIGINAL CONTRACT SUM $ 400,000.00 2. Net change by Change Orders $ 241,381.60 CONTRACTOR: 3. CONTRACT SUM TO DATE (Line 1 ± 2) $ $ 641,381.60 4. TOTAL COMPLETED & STORED TO $ 641,381.60

CHANGE ORDER SUMMARY ADDITIONS DEDUCTIONS (Attach explanation if amount certified differs from the amount applied. Initial all figures on this Total changes approved Application and onthe Continuation Sheet that are changed to conform with the amount certified.) in previous months by Owner $166,167.00 OWNER: Total approved this Month $75,214.60 By: Date: TOTALS $241,381.60 $0.00 This Certificate is not negotiable. The AMOUNT CERTIFIED is payable only to the Contractor named herein. Issuance, payment and acceptance of payment are without NET CHANGES by Change Order $241,381.60 prejudice to any rights of the Owner or Contractor under this Contract.

Users may obtain validation of this document by requesting a completed AIA Document D401 - Certification of Document's Authenticity from the Licensee. CONTINUATION SHEET - Schedule of Values AIA DOCUMENT G703 PAGE - 2 OF 2 AIA Document G702, APPLICATION AND CERTIFICATE FOR PAYMENT APPLICATION NO: 10 containing Contractor's signed Certification is attached. APPLICATION DATE In tabulations below, amounts are stated to the nearest dollar. PERIOD TO: 12.31.22 Use column 1 on Contracts where variable retainage for line items may apply. CONTRACTOR'S PROJECT NO: A B C D E F G H I ITEM DESCRIPTION OF WORK SCHEDULED WORK COMPLETED MATERIALS TOTAL % BALANCE RETAINAGE NO. VALUE FROM PREVIOUS THIS PERIOD PRESENTLY COMPLETED (G/C) TO FINISH APPLICATION STORED AND STORED (C-G) (D+E) (NOT IN TO DATE D OR E) (D+E+F)

Site Items $6,540.00 $6,540.00 $6,540.00 100.0% $0.00 $327.00

CHANGE ORDER TOTALS: $166,167.00 $113,217.00 $52,950.00 $0.00 $166,167.00 $0.00 $8,308.35 GRAND TOTALS $566,167.00 $513,217.00 $52,950.00 $0.00 $566,167.00 100.00% $0.00 $28,308.35 REGISTRAR OF CONTRACTORS OF THE STATE OF ARIZONA

Case No. 2023-07360 AZ Painting & Consulting LLC,

COMPLAINANT, v. CITATION Lafferty Construction LLC License No. ROC 303661,

RESPONDENT.

The Registrar issues this Citation to Lafferty Construction LLC (“Respondent”) under A.R.S. § 32-1155(A). If Respondent fails to answer this Citation by August 25, 2023, then under A.R.S. § 32-1155(C), Respondent’s failure to answer may be deemed an admission of the act or acts charged in the underlying complaint, and the Registrar may then suspend or revoke Respondent’s license(s). THE WRITTEN COMPLAINT On July 5, 2023, AZ Painting & Consulting LLC (“Complainant”) filed a written complaint with the Registrar. A copy of that Complaint is attached to this Citation. A FORMAL STATEMENT OF THE CHARGES AGAINST RESPONDENT The Registrar investigated this matter and finds cause to charge Respondent with violation(s) of Title 32, Chapter 10 of the Arizona Revised Statutes. Respondent is charged with violating: Charge 1: A.R.S. § 32-1154(A)(10) Failure by a licensee or agent or official of a licensee to pay monies in excess of $750 when due for materials or services rendered in connection with the licensee's of 5

1700 W. Washington Street, Suite 105 · Phoenix AZ 85007-2812

602.542.1525 · Toll Free 877.692.9762 · roc.az.gov Lg101 8/21 operations as a contractor unless the licensee proves that the licensee lacks the capacity to pay, and has not received sufficient monies as payment for the particular construction work project or operation for which the services or materials were rendered or purchased.

If the matter proceeds to a hearing and the administrative law judge determines that any of the charges listed above are supported by a preponderance of the evidence, then Respondent’s license(s) may be subject to suspension or revocation, and Respondent may be subject to other penalties provided by law, including civil penalties under A.R.S. §§ 32-1154(E) and (F). FILING A WRITTEN ANSWER Respondent must appear by filing with the Registrar a written answer to the citation and complaint showing cause, if any, why Respondent’s license(s) should not be suspended or revoked. A.R.S. § 32-1155(A). Respondent’s written answer should contain the heading “Written Answer to Citation and Complaint” and should include the case number, which is Case No. 2023-07360. How to File a Written Answer: Respondent’s written answer may be submitted in the following ways: In-Person: 1700 W. Washington St., Ste. 105, Phoenix, Arizona, 85007-2812 Mail: P.O. Box 18244, Phoenix, Arizona, 85005-8244 Fax: (602) 364-0416 Email: [email redacted] The Registrar’s normal office hours are 8:00 a.m. to 5:00 p.m., Monday through Friday. If Respondent submits a written answer by mail, it is not filed with the Registrar until the Registrar actually receives it. Deadline for Filing a Written Answer: Respondent must file a written answer with the Registrar no later than August 25, 2023. This deadline is calculated under A.R.S. §§ 32-1155(A) and (B), which provides a of 5

1700 W. Washington Street, Suite 105 · Phoenix AZ 85007-2812

602.542.1525 · Toll Free 877.692.9762 · roc.az.gov Lg101 8/21 deadline ten days after service of the Citation. Service of the Citation and Complaint is complete five days after the Registrar mails a copy of the Citation and Complaint to Respondent’s latest address of record in the Registrar’s office. Consequences for Failing to File a Written Answer: If Respondent fails to answer, Respondent’s failure may be deemed an admission of the act or acts charged in the written complaint. A.R.S. § 32-1155(C). The Registrar may then suspend or revoke Respondent’s license(s). THE ADMINISTRATIVE HEARING If Respondent files a timely written answer contesting any charges in the Complaint, then the Registrar will request the Office of Administrative Hearings set a date for an administrative hearing and will notify all the parties at least 30 days before that hearing. A.R.S. § 41-1092.05(D). RESPONDENT’S RIGHT TO REQUEST AN INFORMAL SETTLEMENT CONFERENCE Under A.R.S. § 41-1092.06, if Respondent submits a request to the Registrar for an informal settlement conference, the Registrar must hold a conference within 15 days after receiving the request. Respondent’s request for an informal settlement conference must be in writing and must be filed no later than 20 days before the administrative hearing. A.R.S. § 41- 1092.06(A). The Registrar will not close or settle any case without both parties’ appearance at the Settlement Conference. The parties participating in the settlement conference must have the authority to settle the case and must waive their right to object to the participation of the Registrar’s settlement conference representative in the final administrative decision. A.R.S. § 41-1092.06(B). Any statements, either written or oral, made by the parties at the conference, including a written document, created or expressed solely for the purpose of settlement negotiations, are of 5

1700 W. Washington Street, Suite 105 · Phoenix AZ 85007-2812

602.542.1525 · Toll Free 877.692.9762 · roc.az.gov Lg101 8/21 inadmissible in the administrative hearing. A.R.S. § 41-1092.06(B). RESPONDENT’S PRIOR RECORD Under A.A.C. R4-9-117, in determining the appropriate discipline, the administrative law judge and the Registrar may consider not only facts in the current case, but also facts in prior cases and any documents regarding Respondent on file with the Registrar. Respondent’s prior disciplinary record and current license(s) status may be considered as a mitigating or aggravating factor in determining the appropriate discipline. EVIDENTIARY DISCLAIMER By issuing this Citation, the Registrar is directing Respondent to file a written answer to the Citation and Complaint, showing cause, if any, why Respondent’s license(s) should not be suspended or revoked. A.R.S. § 32-1155(A). This Citation does not constitute proof that any charge or allegation in Complainant’s written complaint is in fact true. This Citation does not constitute proof that Respondent violated any statutory provision or rule adopted by the Registrar. Dated August 10, 2023. By: /s/ Robert Stirling Robert Stirling Assistant General Counsel Legal Department Arizona Registrar of Contractors COPY of the foregoing mailed by Certified Mail, Return Receipt Requested, August 10, 2023 to:

Respondent Certified Mail No: [number redacted]

Lafferty Construction LLC 1201 E Jefferson St Ste 2 Phoenix, AZ 85034 of 5

1700 W. Washington Street, Suite 105 · Phoenix AZ 85007-2812

602.542.1525 · Toll Free 877.692.9762 · roc.az.gov Lg101 8/21 Copy mailed by USPS First Class mail this same date to: Respondent Lafferty Construction LLC 1201 E Jefferson St Ste 2 Phoenix, AZ 85034

Complainant AZ Painting & Consulting LLC 4027 E Willow Ave Phoenix, AZ 85032

Copy sent electronically this same date to:

Respondent at email address on record with the Registrar Complainant at email address on record with the Registrar

Case No. 2023-07360 / eu

of 5

1700 W. Washington Street, Suite 105 · Phoenix AZ 85007-2812

602.542.1525 · Toll Free 877.692.9762 · roc.az.gov Lg101 8/21 July 7, 2023

Respondent Lafferty Construction LLC 1201 E Jefferson St Ste 2 Phoenix, AZ 85034

Complainant AZ Painting & Consulting LLC 4027 E Willow Ave Phoenix, AZ 85032

Via U.S. Mail and Email

Re: Complaint No. 2023-07360

Dear Complainant and Respondent:

Mail: P.O. Box 18244, Phoenix, Arizona, 85005-8244 In-Person: 1700 W. Washington St., Ste. 105, Phoenix, Arizona, 85007-2812 Fax: (602) 364-0416 Email: [email redacted]

The Registrar will not issue a citation before July 20, 2023, and will review Respondent’s response, if one is submitted.

Sincerely,

/s/ Eric Ulinger Eric Ulinger Legal Department 1700 W Washington St. Ste 105 Phoenix, AZ 85007 602-771-6756

1700 W. Washington Street, Suite 105 · Phoenix AZ 85007-2812

Name of Attorney (if any)

Attorney’s Street Address City State Zip Code

Attorney’s Phone Number Attorney’s Email Address

Licensee Information (Payer) Name (as shown on contracts, invoices, etc.) ROC License Number(s) Lafferty Construction LLC ROC 30366 Street Address City State Zip Code

Phone Number Email Address

List all specific invoices which have not been paid. Attach additional pages if necessary. 1)December Change Order; 2) January Change Order; 3) Retainer

1. ORIGINAL CONTRACT SUM $ 400,000.00 2. Net change by Change Orders $ 241,381.60 CONTRACTOR: 3. CONTRACT SUM TO DATE (Line 1 ± 2) $ $ 641,381.60 4. TOTAL COMPLETED & STORED TO $ 641,381.60

Site Items $6,540.00 $6,540.00 $6,540.00 100.0% $0.00 $0.00

OWNER: St. Ambrose Apartments Owner, LLC

AZ Painting & Consulting, the Subcontractor being sworn, states the following:

No. Name, Address, & Telephone Number of Supplier or Laborer Type of Improvement Furnished Contract Price Previously Paid Amount Owed

$ - $ - $ - $ - $ - $ - $ - $ - $ - $ - $ - $ - $ - $ - $ - $ - $ - $ - $ - $ - $ - $ - $ - $ -

TOTALS $ - $ - $ -

Balance To Complete

$ - $ - $ - $ - $ - $ - $ - $ -

$ -

ovements other than the sums

ee from claims of construction

1. ORIGINAL CONTRACT SUM $ 400,000.00 2. Net change by Change Orders $ 241,381.60 CONTRACTOR: 3. CONTRACT SUM TO DATE (Line 1 ± 2) $ $ 641,381.60 4. TOTAL COMPLETED & STORED TO $ 641,381.60

CHANGE ORDER SUMMARY ADDITIONS DEDUCTIONS (Attach explanation if amount certified differs from the amount applied. Initial all figures on this Total changes approved Application and onthe Continuation Sheet that are changed to conform with the amount certified.) in previous months by Owner $166,167.00 OWNER: Total approved this Month $75,214.60 By: Date: TOTALS $241,381.60 $0.00 This Certificate is not negotiable. The AMOUNT CERTIFIED is payable only to the Contractor named herein. Issuance, payment and acceptance of payment are without NET CHANGES by Change Order $241,381.60 prejudice to any rights of the Owner or Contractor under this Contract.

AIA DOCUMENT G702 · APPLICATION AND CERTIFICATION FOR PAYMENT · 1992 EDITION · AIA · ©1992 THE AMERICAN INSTITUTE OF ARCHITECTS, 1735 NEW YORK AVE., N.W., WASHINGTON, DC 20006-5292 Users may obtain validation of this document by requesting a completed AIA Document D401 - Certification of Document's Authenticity from the Licensee. CONTINUATION SHEET - Schedule of Values AIA DOCUMENT G703 PAGE - 2 OF 2 AIA Document G702, APPLICATION AND CERTIFICATE FOR PAYMENT, APPLICATION NO: 11 containing Contractor's signed Certification is attached. APPLICATION DATE: In tabulations below, amounts are stated to the nearest dollar. PERIOD TO: 01/31/23 Use column 1 on Contracts where variable retainage for line items may apply. CONTRACTOR'S PROJECT NO: A B C D E F G H I ITEM DESCRIPTION OF WORK SCHEDULED WORK COMPLETED MATERIALS TOTAL % BALANCE RETAINAGE NO. VALUE FROM PREVIOUS THIS PERIOD PRESENTLY COMPLETED (G/C) TO FINISH APPLICATION STORED AND STORED (C-G) (D+E) (NOT IN TO DATE D OR E) (D+E+F)

Site Items $6,540.00 $6,540.00 $6,540.00 100.0% $0.00 $327.00

OWNER: St. Ambrose Apartments Owner, LLC

AZ Painting & Consulting, the Subcontractor being sworn, states the following:

No. Name, Address, & Telephone Number of Supplier or Laborer Type of Improvement Furnished Contract Price Previously Paid Amount Owed

$ - $ - $ - $ - $ - $ - $ - $ - $ - $ - $ - $ - $ - $ - $ - $ - $ - $ - $ - $ - $ - $ - $ - $ -

TOTALS $ - $ - $ -

Balance To Complete

$ - $ - $ - $ - $ - $ - $ - $ -

$ -

ovements other than the sums

ee from claims of construction

AIA Document A401 – 2017 ®

Standard Form of Agreement Between Contractor and Subcontractor

with the Owner: (Name, legal status, address and other information)

« St. Ambrose Apartments Owner, LLC » « 8635 N. Scottsdale Road » « Suite 170 » « Scottsdale, AZ 85250 »

for the following Project: (Name, location and detailed description)

« St Ambrose Apartments » « 220 N. 12th Street » « Phoenix, AZ 85006 »

The Contractor and the Subcontractor agree as follows. TABLE OF ARTICLES THE SUBCONTRACT DOCUMENTS

MUTUAL RIGHTS AND RESPONSIBILITIES

CONTRACTOR

SUBCONTRACTOR

CHANGES IN THE WORK

CLAIMS AND DISPUTES

TERMINATION, SUSPENSION OR ASSIGNMENT OF THE SUBCONTRACT

THE WORK OF THIS SUBCONTRACT

DATE OF COMMENCEMENT AND SUBSTANTIAL COMPLETION

SUBCONTRACT SUM

PAYMENTS

INSURANCE AND BONDS

TEMPORARY FACILITIES, SERVICES, EQUIPMENT AND WORKING CONDITIONS

MISCELLANEOUS PROVISIONS

ENUMERATION OF SUBCONTRACT DOCUMENTS

§ 3.1.2 The Contractor shall render decisions in a timely manner and in accordance with the Contractor’s construction schedule.

§ 3.3.5 The Contractor shall promptly notify the Subcontractor of any fault or defect in the Work under this Subcontract or nonconformity with the Subcontract Documents.

§ 4.9.4 The Subcontractor shall be entitled to rely upon the adequacy, accuracy, and completeness of the performance and design criteria received from the Contractor under this Section 4.9.

[ « X » ] Arbitration pursuant to Section 6.3 of this Agreement

[ « » ] Litigation in a court of competent jurisdiction

[ « » ] Other: (Specify)

« »

§ 6.3.3 The award rendered by the arbitrator or arbitrators shall be final, and judgment may be entered upon it in accordance with applicable law in any court having jurisdiction thereof.

§ 7.2.2 Termination for Convenience § 7.2.2.1 If the Owner terminates the Prime Contract for the Owner’s convenience, the Contractor shall promptly deliver notice to the Subcontractor.

« »

[ « » ] A date set forth in a notice to proceed issued by the Contractor.

[ « » ] Established as follows: (Insert a date or a means to determine the date of commencement of the Subcontractor’s Work.)

« »

If a date of commencement of the Subcontractor’s Work is not selected, then the date of commencement shall be the date of this Agreement.

[ « » ] Not later than « » ( « » ) calendar days from the date of commencement of the Subcontractor’s Work.

[ « » ] By the following date: « »

Portion of Work Substantial Completion

§ 9.2.4 If the Subcontractor fails to achieve substantial completion as provided in this Section 9.2, liquidated damages, if any, shall be assessed as set forth in Section 3.4.

§ 9.3 With respect to the obligations of both the Contractor and the Subcontractor, time is of the essence of this Subcontract.

§ 9.4 No extension of time will be valid without the Contractor’s written consent after a Claim is made by the Subcontractor in accordance with Section 5.3.

§ 10.2 Alternates § 10.2.1 Alternates, if any, included in the Subcontract Sum:

Item Price

Item Price Conditions for Acceptance

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

« »

§ 11.1.7 Subject to the provisions of the Subcontract Documents, the amount of each progress payment shall be computed as follows:

« 10% »

AIA Document A401® – 2017. Copyright © 1915, 1925, 1937, 1951, 1958, 1961, 1963, 1966, 1967, 1972, 1978, 1987, 1997, 2007 and 2017 by The American Institute of Architects. All rights reserved. The “American Institute of Architects,” “AIA,” the AIA Logo, "A401," and “AIA Contract Documents” are registered trademarks and may not be used without permission. This draft was produced by AIA software at 18:48:33 13 ET on 09/16/2020 under Order No.[number redacted] which expires on 09/02/2021, is not for resale, is licensed for one-time use only, and may only be used in accordance with the AIA Contract Documents® Terms of Service. To report copyright violations, e-mail [email redacted]. User Notes: ([number redacted]) § 11.3 Final Payment § 11.3.1 Final payment, constituting the entire unpaid balance of the Subcontract Sum, shall be made by the Contractor to the Subcontractor when the Subcontractor’s Work is fully performed in accordance with the requirements of the Subcontract Documents, the Architect has issued a Certificate for Payment covering the Subcontractor’s completed Work and the Contractor has received payment from the Owner. If, for any cause which is not the fault of the Subcontractor, a Certificate for Payment is not issued or the Contractor does not receive timely payment or does not pay the Subcontractor within seven days after receipt of payment from the Owner, final payment to the Subcontractor shall be made upon demand.

Type of Insurance Limits Other Pertinent Requirements Reference Exhibit G

« »

AIA Document A401® – 2017. Copyright © 1915, 1925, 1937, 1951, 1958, 1961, 1963, 1966, 1967, 1972, 1978, 1987, 1997, 2007 and 2017 by The American Institute of Architects. All rights reserved. The “American Institute of Architects,” “AIA,” the AIA Logo, "A401," and “AIA Contract Documents” are registered trademarks and may not be used without permission. This draft was produced by AIA software at 18:48:33 14 ET on 09/16/2020 under Order No.[number redacted] which expires on 09/02/2021, is not for resale, is licensed for one-time use only, and may only be used in accordance with the AIA Contract Documents® Terms of Service. To report copyright violations, e-mail [email redacted]. User Notes: ([number redacted]) § 12.1.6 Additional Insured Obligations. To the fullest extent permitted by law, the Subcontractor shall cause its commercial general liability coverage to include: (1) the Contractor, the Owner, the Architect, and the Architect’s consultants as additional insureds for claims caused in whole or in part by the Subcontractor’s negligent acts or omissions during the Subcontractor’s operations; and (2) the Contractor and Owner as additional insureds for claims caused in whole or in part by the Subcontractor’s negligent acts or omissions for which loss occurs during the Subcontractor’s completed operations. The additional insured coverage shall be primary and non-contributory to any of the Contractor’s and Owner’s general liability insurance policies and shall apply to both ongoing and completed operations. To the extent commercially available, the additional insured coverage shall be no less than that provided by Insurance Services Office, Inc. (ISO) CG 20 10 07 04, CG 20 37 07 04, and, with respect to the Architect and the Architect’s consultants, CG 20 32 07 04.

§ 12.3.2 The Contractor shall promptly, upon request of the Subcontractor, furnish a copy or permit a copy to be made of any bond covering payment of obligations arising under the Subcontract.

« »

§ 14.2 The Contractor’s representative: (Name, address, email address and other information)

« Courtney Dunlap » « 1201 E. Jefferson » « Suite 2 » « Phoenix, AZ 85034 » « (602) 550-7366 » « [email redacted] »

§ 14.3 The Subcontractor’s representative: (Name, address, email address and other information)

« Marianne Cox » « 4027 East Willow Avenue » « Phoenix, AZ 85032 » « » « (602) 875-6043 » « [email redacted] »

« »

§ 14.5 Neither the Contractor’s nor the Subcontractor’s representative shall be changed without ten days’ prior notice to the other party.

« »

.4 Other Exhibits incorporated into this Agreement: (Clearly identify any other exhibits incorporated into this Agreement.)

.5 Other documents: (List other documents, if any, forming part of the Agreement.)

« »

This Agreement entered into as of the day and year first written above.

CONTRACTOR (Signature) SUBCONTRACTOR (Signature) « Courtney W. Dunlap » « President » « Marianne Cox » « President » (Printed name and title) (Printed name and title)

1. ORIGINAL CONTRACT SUM $ 400,000.00 2. Net change by Change Orders $ 241,381.60 CONTRACTOR: 3. CONTRACT SUM TO DATE (Line 1 ± 2) $ $ 641,381.60 4. TOTAL COMPLETED & STORED TO $ 641,381.60

CHANGE ORDER SUMMARY ADDITIONS DEDUCTIONS (Attach explanation if amount certified differs from the amount applied. Initial all figures on this Total changes approved Application and onthe Continuation Sheet that are changed to conform with the amount certified.) in previous months by Owner $166,167.00 OWNER: Total approved this Month $75,214.60 By: Date: TOTALS $241,381.60 $0.00 This Certificate is not negotiable. The AMOUNT CERTIFIED is payable only to the Contractor named herein. Issuance, payment and acceptance of payment are without NET CHANGES by Change Order $241,381.60 prejudice to any rights of the Owner or Contractor under this Contract.

AIA DOCUMENT G702 · APPLICATION AND CERTIFICATION FOR PAYMENT · 1992 EDITION · AIA · ©1992 THE AMERICAN INSTITUTE OF ARCHITECTS, 1735 NEW YORK AVE., N.W., WASHINGTON, DC 20006-5292 Users may obtain validation of this document by requesting a completed AIA Document D401 - Certification of Document's Authenticity from the Licensee. CONTINUATION SHEET - Schedule of Values AIA DOCUMENT G703 PAGE - 2 OF 2 AIA Document G702, APPLICATION AND CERTIFICATE FOR PAYMENT, APPLICATION NO: 11 containing Contractor's signed Certification is attached. APPLICATION DATE: In tabulations below, amounts are stated to the nearest dollar. PERIOD TO: 01/31/23 Use column 1 on Contracts where variable retainage for line items may apply. CONTRACTOR'S PROJECT NO: A B C D E F G H I ITEM DESCRIPTION OF WORK SCHEDULED WORK COMPLETED MATERIALS TOTAL % BALANCE RETAINAGE NO. VALUE FROM PREVIOUS THIS PERIOD PRESENTLY COMPLETED (G/C) TO FINISH APPLICATION STORED AND STORED (C-G) (D+E) (NOT IN TO DATE D OR E) (D+E+F)

Site Items $6,540.00 $6,540.00 $6,540.00 100.0% $0.00 $327.00

OWNER: St. Ambrose Apartments Owner, LLC

AZ Painting & Consulting, the Subcontractor being sworn, states the following:

No. Name, Address, & Telephone Number of Supplier or Laborer Type of Improvement Furnished Contract Price Previously Paid Amount Owed

$ - $ - $ - $ - $ - $ - $ - $ - $ - $ - $ - $ - $ - $ - $ - $ - $ - $ - $ - $ - $ - $ - $ - $ -

TOTALS $ - $ - $ -

Balance To Complete

$ - $ - $ - $ - $ - $ - $ - $ -

$ -

ovements other than the sums

ee from claims of construction

1. ORIGINAL CONTRACT SUM $ 400,000.00 2. Net change by Change Orders $ 241,381.60 CONTRACTOR: 3. CONTRACT SUM TO DATE (Line 1 ± 2) $ $ 641,381.60 4. TOTAL COMPLETED & STORED TO $ 641,381.60

Site Items $6,540.00 $6,540.00 $6,540.00 100.0% $0.00 $0.00

OWNER: St. Ambrose Apartments Owner, LLC

AZ Painting & Consulting, the Subcontractor being sworn, states the following:

No. Name, Address, & Telephone Number of Supplier or Laborer Type of Improvement Furnished Contract Price Previously Paid Amount Owed

$ - $ - $ - $ - $ - $ - $ - $ - $ - $ - $ - $ - $ - $ - $ - $ - $ - $ - $ - $ - $ - $ - $ - $ -

TOTALS $ - $ - $ -

Balance To Complete

$ - $ - $ - $ - $ - $ - $ - $ -

$ -

ovements other than the sums

ee from claims of construction

AIA Document A401 – 2017 ®

Standard Form of Agreement Between Contractor and Subcontractor

with the Owner: (Name, legal status, address and other information)

« St. Ambrose Apartments Owner, LLC » « 8635 N. Scottsdale Road » « Suite 170 » « Scottsdale, AZ 85250 »

for the following Project: (Name, location and detailed description)

« St Ambrose Apartments » « 220 N. 12th Street » « Phoenix, AZ 85006 »

The Contractor and the Subcontractor agree as follows. TABLE OF ARTICLES THE SUBCONTRACT DOCUMENTS

MUTUAL RIGHTS AND RESPONSIBILITIES

CONTRACTOR

SUBCONTRACTOR

CHANGES IN THE WORK

CLAIMS AND DISPUTES

TERMINATION, SUSPENSION OR ASSIGNMENT OF THE SUBCONTRACT

THE WORK OF THIS SUBCONTRACT

DATE OF COMMENCEMENT AND SUBSTANTIAL COMPLETION

SUBCONTRACT SUM

PAYMENTS

INSURANCE AND BONDS

TEMPORARY FACILITIES, SERVICES, EQUIPMENT AND WORKING CONDITIONS

MISCELLANEOUS PROVISIONS

ENUMERATION OF SUBCONTRACT DOCUMENTS

§ 3.1.2 The Contractor shall render decisions in a timely manner and in accordance with the Contractor’s construction schedule.

§ 3.3.5 The Contractor shall promptly notify the Subcontractor of any fault or defect in the Work under this Subcontract or nonconformity with the Subcontract Documents.