2024A-01480-NPC-ROC Notice of Hearing & Packet MAILED 2024-01480.pdf

2024A-01480-NPC-ROC · Registrar of Contractors · 2024-05-23

REGISTRAR OF CONTRACTORS OF THE STATE OF ARIZONA

Form Third Building Tech LLC, Case No. 2024-01480 DBA: Influx Building Technologies Docket No. 2024A-01480-NPC-ROC COMPLAINANT, NOTICE OF HEARING ON v. CONTESTED CASE Troon Enterprises Inc. License No. ROC 297652,

RESPONDENT.

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

HEARING INFORMATION The hearing is set for:

July 3, 2024 1:00 PM Amy Haley 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 March 5, 2024. 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/forms/RC-L-800A%20- %20Prehearing%20Disclosure%20Statement%2020191007v4.pdf

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 May 23, 2024.

By: /s/ Erika Hoskin Erika Hoskin Legal Secretary Legal Department Arizona Registrar of Contractors

Copy mailed via USPS First Class mail May 23, 2024 to:

Respondent(s) Troon Enterprises Inc. 7373 E Doubletree Ranch Rd Ste 200 Scottsdale, AZ 85258 Respondent's Attorney Edward Hermes, Esq. E Washington St Ste 2700 Phoenix, AZ 85004 Complainant(s) Form Third Building Tech LLC DBA: Influx Building Technologies 820 N 3rd St Phoenix, AZ 85004 Complainant's Attorney James C. Golden, Esq. 4250 N Drinkwater Blvd 4th Fl Scottsdale, AZ 85251 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 Complainant’s Attorney at email address of record with Registrar

Case No. 2024-01480 /

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

February 15, 2024

Via U.S. Mail and Email

Complainant Form Third Building Tech LLC 820 N 3rd St Phoenix, AZ 85004

Respondent Troon Enterprises Inc. 7373 E Doubletree Ranch Rd Ste 200 Scottsdale, AZ 85258

Re: Complaint No. 2024-01480

Dear Complainant and Respondent:

The Registrar received a complaint filed against Troon Enterprises Inc. 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 February 22, 2024. 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 Email: [email redacted]

The Registrar will not issue a citation before February 21, 2024 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/ Gail Mathews Gail Mathews Legal Assistant II Legal Department Arizona Registrar of Contractors

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) Influx Building Technologies, LLC shawn Janika Goetzinger 337188 Street Address City State Zip Code 2200 W Fillmore Phoenix AZ 85009 Phone Number Email Address 602.350.5394 [email redacted]

I consent to receive communications electronically in connection with this case. Yes ☐ No ☐

Name of Attorney (if any) James Golden, ESQ, Saks Tierney Attorney’s Street Address City State Zip Code 4250 N Drinkwater Blvd Scottsdale AZ 85251 Attorney’s Phone Number Attorney’s Email Address (480) 425-2600 [email redacted]

Licensee Information (Payer) Name (as shown on contracts, invoices, etc.) ROC License Number(s) Troon Enterprises, LLC 297652 Street Address City State Zip Code Scottsdale AZ Phone Number Email Address

Name of Person(s) Representing License Raymond W Garcia Jr., Richard Marshall Nelsen

Complaint Information Principal Amount Due (excluding interest and fees) Contract Date (if applicable) $245,747.86 05/01/2023 Have you filed a civil complaint? Yes ☐ (If yes, provide a copy of the civil judgment) No ☐ Pending List all specific invoices which have not been paid. Attach additional pages if necessary. 1. Pay Application 02 - 19,019.23 2. Pay Application 03 - 59,591.17 3. Pay Application 05 - 167,137.46 4.

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 Shawn Goetzinger 2.6.2024

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 Shawn Goetzinger 2.6.2024 Influx Building Technologies STATEMENT 2200 W Fillmore ST Phoenix AZ 85009 Statement Date: 02/06/2024 (602) 492-7545 License: ROC 337188

Billed To: Troon, Inc. Project: La Quinta 91st McDowell 7373 E Doubletree Ranch Rd 9050 W McDowell Rd #200 Phoenix AZ 85037 Scottsdale AZ 85258

Invoice# Due Date Description Amount Paid/Credit Now Due

Pay Application #001 06/30/2023 Progress Billing# 1 500,034.77 493,922.59 Pay Application #002 07/30/2023 Progress Billing# 2 312,132.49 261,900.00 19,019.23 Pay App #003 08/30/2023 Progress Billing# 3 66,212.42 59,591.17 Pay Application 004 10/21/2023 Progress Billing# 4 10,100.34 9,090.31 Pay Application 005 11/21/2023 Progress Billing# 5 164,504.40 167,137.46

Totals: 1,052,984.42 764,912.90 245,747.86

Current 1-30 Days 31-60 Days 61-90 Days 91+ Days Retention 0.00 0.00 0.00 167,137.46 78,610.40 42,323.66

Please Pay This Amount 245,747.86

Original Contract Amount 1,419,000.00 Contract Net Changes to Date -366,015.58 Summary New Contract Amount 1,052,984.42 Total Invoiced to Date 1,052,984.42 Remaining Balance on Contract 0.00 Terms: All invoices are due and payable within 21DY of receipt. A service charge of 0.00 % per annum will be computed on all amounts overdue on regular statement dates. Thank you for your prompt payment. Influx Building Technologies 2200 W Fillmore ST Phoenix AZ 85009

02/06/2024 Troon, Inc. 7373 E Doubletree Ranch Rd #200 Scottsdale AZ 85258

Dear

Enclosed please find a statement of your account as of 02/06/2024

We consider current and accurate information on your account part of the service we provide. Please call if you have any questions regarding this statement or any of the listed invoices. We appreciate your prompt payment. It allows us to provide better service, and obtain the highest quality materials and subcontract services for your project.

Statements are normally printed once a month and will reflect all invoices and payments received to date. If you have already sent payment on any of the listed invoices, please feel free to contact our office to verify that we have received your payment.

Please let us know how we can serve you better!

Sincerely,

La Quinta LW2_AZ 0241604

LA QUINTA Project:

Job No: 0.00

FORM THIRD BUILDING TECH DBA INFLUX BUILDING TECH (Person with whom undersigned contracted) GREENCITY HOTEL LLC / TROON ENTERPRISES on the job of (Owner) 9050 W MCDOWELL RD PHOENIX located at (Job Description) and does hereby release any Mechanic's Lien, any state or federal statutory bond right, any private bond right, any claim for payment and any rights under any similar ordinance, rule or statute related to claim or payment rights for persons in the undersigned's position that the undersigned has on the above referenced project to the following extent. This release covers a progress payment for all labor, services, equipment or materials furnished to FORM THIRD BUILDING TECH DBA INFLUX BUILDING TECH (Person with whom undersigned contracted) 6/30/23 through only and does not cover any retention pending, modifications and changes (Date) furnished after that date. The undersigned warrants that they either have already paid or will use the monies they receive from this progress payment to promptly pay in full all of their laborers, subcontractors, materialmen, and suppliers from all work, materials, equipment or services provided for or to the above referenced project up to the date of this waiver.

Date: 8/23/23 Sunstate Equipment Co., LLC Phoenix, Arizona

Jennifer Chubinsky By: ACCOUNT REPRESENTATIVE (Title) 0131869

FORM THIRD 820 N 3RD ST PHOENIX, AZ 85004

----- ----- SUBCONTRACTOR APPLICATION AND CERTIFICATE FOR PAYMENT To Contractor: Troon, Inc. Application No: 2 Period To: 6/30/2023 From Subcontractor: Influx Building Technologies Contract For: Framing Contract Date: 5/3/2023 Project: La Quinta Hotel Project No: 23-030477

The undersigned Contractor certifies that to the best of the Contractor's knowledge, information and

SUBCONTRACTOR APPLICATION FOR PAYMENT belief the Work covered by this Application for Payment has been 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 from the Owner, shown herein is now due.

1. ORIGINAL CONTRACT SUM $1,419,000.00 SUBCONTRACTOR: INFLUX BUILDING TECHNOLOGIES 2. NET CHANGE BY CHANGE ORDERS $0.00

3. CONTRACT SUM TO DATE $1,419,000.00 By: Date: 6/23/2023

4. TOTAL COMPLETED & STORED TO DATE $812,167.26 (Column G on SV)

5. RETAINAGE a. 10 % of Completed Work (Column D + E on SV) $ 812,167.26 = $ 81,216.73 b. 0 % of Stored Material (Column F on SV) $ - = $ -

6. TOTAL LESS RETAINAGE $730,950.53 (Line 4 less Line 5 Total) 7. LESS PREVIOUS CERTIFICATES FOR PAYMENT (Line 6 from prior Certificate) $450,031.29

8. CURRENT PAYMENT DUE $280,919.24

9. BALANCE TO FINISH, INCLUDING RETAINAGE (Line 3 less Line 6) $688,049.47

CHANGE ORDER SUMMARY ADDS DEDUCTS Total changes approved in previous months by Owner $0.00 $0.00 Total Approved this Month $0.00 $0.00 TOTALS $0.00 $0.00 NET CHANGES by Change Order $0.00 CONTINUATION SHEET To Contractor: Troon, Inc. Application No: 2 Period To: 6/30/2023 From Subcontractor: Influx Building Technologies Contract For: Framing Contract Date: 5/3/2023 Project: La Quinta Hotel Project No: 23-030477

SCHEDULES OF VALUES

User ID: H8B 177174 176722 PASSWORD: 23524 176719

Entries must be completed within 14 days of purchase. Entrants must be 18 or older to enter. See complete rules on website. No purchase necessary.

7333 W. MCDOWELL RD. PHOENIX, AZ 85035 (623)849-1200

0455 00003 88215 10/24/23 07:08 AM SALE CASHIER ARLENE

[number redacted] 1X6X12 S/L <A> 0.625IN X 5.37IN X 144IN SHIPLAP [email protected] 269.00N [number redacted] 1"X12' RATCH <A> 9.97N HUSKY RATCHET STRAP 1"X12' 500LB 4PK

SUBTOTAL 278.97 SALES TAX 0.00 TAX EXEMPT TOTAL $278.97 XXXXXXXXXXXX4831 HOME DEPOT USD$ 278.97 AUTH CODE 024803/5032558 TA Chip Read AID A0000000049999D8400304 THD PLCC CR C

PRO XTRA MEMBER STATEMENT

PRO XTRA ###-###-7545 SUMMARY THIS RECEIPT PO/JOB NAME: LAQUINTA

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0455 10/24/23 07:08 AM

0455 03 88215 10/24/2023 9961

RETURN POLICY DEFINITIONS POLICY ID DAYS POLICY EXPIRES ON A 11 365 10/23/2024

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User ID: H8B 78846 78394 PASSWORD: 23505 78391 7333 W. MCDOWELL RD. PHOENIX, AZ 85035 (623)849-1200 Entries must be completed within 14 days of purchase. Entrants must be 18 or 0455 00003 39051 10/05/23 06:42 AM older to enter. See complete rules on SALE CASHIER ARLENE website. No purchase necessary.

[number redacted] 5"SILL SEALE <A> 1/2"X 50FT SILL SEALER [email protected] 46.52N [number redacted] HEX NUTS <A> HEX NUT ZINC 5/8 50PC [email protected] 35.34N [number redacted] ZINCWASHER <A> FLAT WASHER ZINC 5/8 25PC [email protected] 40.32N [number redacted] 1-1/2 IN. X <A> 1-1/2 IN. X 6 IN. SPEEDEMON SPADE BI [email protected] 15.34N [number redacted] CHALK REEL <A> 9.97N DEWALT CHALK REEL [number redacted] FINEPNTBK12P <A> 10.97N MKE INKZALL 12PK FINE POINT MARKER [number redacted] BKMARKER3PK <A> 5.97N MKE INKZALL 3PK LARGE CHISEL MARKER

SUBTOTAL 164.43 SALES TAX 0.00 TAX EXEMPT TOTAL $164.43 XXXXXXXXXXXX4831 HOME DEPOT USD$ 164.43 AUTH CODE 005968/4031472 TA Chip Read AID A0000000049999D8400304 THD PLCC CR C

PRO XTRA MEMBER STATEMENT

PRO XTRA ###-###-7545 SUMMARY THIS RECEIPT PO/JOB NAME: LAQUINTA

2023 PRO XTRA SPEND 10/04: $30,586.35 INCLUDES: 2023 PROXTRA SAVINGS 10/04: $210.11 Pro Xtra Paint 2023 Savings $2.40

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0455 10/05/23 06:42 AM

0455 03 39051 10/05/2023 1722

Sales Invoice DATE NUMBER 1700 S. Kachina Drive, 1st Floor Tempe, Arizona 85281 09/29/23 407685 PHONE: (480) 731-9400 FAX: (480) 731-9550 Our Ref 38120

S INFLUX BUILDING TECHNOLOGIES S LA QUINTA - SITE ADDRESS O H L FORM THIRD BUILDING TECH LLC DBA I 9050 W MCDOWELL RD D INFLUX BUIDING TECHNOLOGIES P PHOENIX, AZ, 85037 T T O 2200 W FILLMORE ST O PHOENIX, AZ, 85009 NOTES CONTACT INFORMATION JOB DESCRIPTION TAX JURISDICTION DESCRIPTION TAX EXEMPT

LA QUINTA Tempe Arizona 21428959 LOC DATE ORDERED DATE SHIPPED SHIP VIA CUST PHONE NUMBER JOB NUMBER QUOTE CUST ORDER NO IF DIRECT, OUR PO NO SALES PERSON CLK TERMS PAGE 09/29/23 09/29/23 Miller Wholesale Lumber 602-492-7545 LA QUINTA Late Fees - July Past Due Invoices GLENN Jill Smith Net 30 1

LINE BACK ORDERED QTY ORDERED QTY SHIPPED LENG DESCRIPTION FOOTAGE PRICE U/M NET AMOUNT 1 Late Fees - 2% Late Fees - La Quinta July Invoices 60+ past due $3,849.87

WEIGHT TOTAL BOARD FEET SQUARE FEET LINEAL FEET EACHES DATE PRINTED TIME PRINTED SUB TOTAL $3,849.87 9/30/23 19:00:24 SALES TAX $0.00 DELIVERY CHARGE $0.00 The undersigned acknowledge receipt of the material described above in the quantity stated, and that said materials were delivered in good condition to the undersigned at the premises described above, or if delivery was at the MILLER WHOLESALE LUMBER COMPANY (MWLC) yard, that said materials are to be used in and upon above-described premises. MWLC shall deliver to curb only, unless otherwise requested but in no case shall MWLC be responsible for any damage to curbs, sidewalks, lawns, TOTAL AMOUNT DUE $3,849.87 etc. Undersigned agrees that payment for said materials shall be made as agreed and that if payment is not so made and this account is placed in the hands of a collection agency for collection, the undersigned agrees to pay, in addition to the amount due, a reasonable amount as attorney’s fees, and/or collection costs. Subject to existing terms and conditions of credit application and agreement. 2% MONTHLY FINANCE CHARGE, WHICH IS AN ANNUAL RATE OF 24% WILL BE APPLIED ON PAST DUE BALANCES. ALL SHORTAGES MUST BE CLAIMED WITHIN ONE DAY. 25% RESTOCKING CHARGE. NO SPECIAL-ORDER ITEM, GLU-LAMS, SAWN OR CUT TO ORDER, ETC WILL BE EXCEPTED FOR RETURN FOR CREDIT. GLU-LAMS ARE SUBJECT TO VENDOR RETURN ACCEPTANCE ONLY – RESTOCKING FEE MAY VARY BY VENDOR Purchaser assumes all responsibility for verification of structural suitability of ALL Poles, Vigas, or Latillas MWLC makes NO warranty, written or implied, as to warping, checking, splitting, discoloration, shedding of bark or insect/bug infestation and suggests that customer has said products fumigated before installation occurs. Seller disclaims any liability for the negative effects of the emergence of mold or mildew on its wood products since it is a natural occurring process. Seller further disclaims any duty to undertake any action to inspect, replace, remove, or otherwise mitigate mold and mildew from the material supplied by seller and/or any consequential damages. ALL DIMENSIONAL LUMBER IS SOLD AS NOMINAL THICKNESS AND WIDTHS PER THE WWPA RULES, FOR EXAMPLE, A 2X4 IS 1.5” X 3.5 INCHES. Sales Invoice DATE NUMBER 1700 S. Kachina Drive, 1st Floor Tempe, Arizona 85281 10/03/23 407713 PHONE: (480) 731-9400 FAX: (480) 731-9550 Our Ref 38250

S INFLUX BUILDING TECHNOLOGIES S LA QUINTA - SITE ADDRESS Deliver Any Time of Day O H L FORM THIRD BUILDING TECH LLC DBA I 9050 W MCDOWELL RD D INFLUX BUIDING TECHNOLOGIES P PHOENIX, AZ, 85037 T T O 2200 W FILLMORE ST O PHOENIX, AZ, 85009 NOTES CONTACT INFORMATION JOB DESCRIPTION TAX JURISDICTION DESCRIPTION TAX EXEMPT

MASTER LUMBER LIST REVISED Byran Carter, 602-374-3524 LA QUINTA 21428959 5-12-2023 Second revision 5-16-2023 Reference Call off order 00325 LOC DATE ORDERED DATE SHIPPED SHIP VIA CUST PHONE NUMBER JOB NUMBER QUOTE CUST ORDER NO IF DIRECT, OUR PO NO SALES PERSON CLK TERMS PAGE 10/03/23 05/12/23 Miller Wholesale Lumber 602-492-7545 LA QUINTA MR1002BC GLENN Glenn Miller Net 30 1

LINE BACK ORDERED QTY ORDERED QTY SHIPPED LENG DESCRIPTION FOOTAGE PRICE U/M NET AMOUNT 286 286 8 2 X 6 #2&BTR K/D D/F S4S 2,288 925.00 mbf $2,116.40 286/8 @ 189, 1 @ 97 159 159 12 2 X 6 #2&BTR K/D D/F S4S 1,908 950.00 mbf $1,812.60 159/12 34 34 20 2 X 6 #2&BTR K/D D/F S4S 680 925.00 mbf $629.00 34/20 74 74 14 2 X 8 #2&BTR K/D D/F S4S HT 1,381 955.00 mbf $1,319.17 74/14 480 480 ea 23/32" 4 X 8 T&G O.S.B. 15,360 925.00 msf $14,208.00 @ 48

WEIGHT TOTAL BOARD FEET SQUARE FEET LINEAL FEET EACHES DATE PRINTED TIME PRINTED SUB TOTAL $20,085.17 51,962.82 6,257 15,360 10/4/23 19:00:18 SALES TAX $0.00 DELIVERY CHARGE $0.00 The undersigned acknowledge receipt of the material described above in the quantity stated, and that said materials were delivered in good condition to the undersigned at the premises described above, or if delivery was at the MILLER WHOLESALE LUMBER COMPANY (MWLC) yard, that said materials are to be used in and upon above-described premises. MWLC shall deliver to curb only, unless otherwise requested but in no case shall MWLC be responsible for any damage to curbs, sidewalks, lawns, TOTAL AMOUNT DUE $20,085.17 etc. Undersigned agrees that payment for said materials shall be made as agreed and that if payment is not so made and this account is placed in the hands of a collection agency for collection, the undersigned agrees to pay, in addition to the amount due, a reasonable amount as attorney’s fees, and/or collection costs. Subject to existing terms and conditions of credit application and agreement. 2% MONTHLY FINANCE CHARGE, WHICH IS AN ANNUAL RATE OF 24% WILL BE APPLIED ON PAST DUE BALANCES. ALL SHORTAGES MUST BE CLAIMED WITHIN ONE DAY. 25% RESTOCKING CHARGE. NO SPECIAL-ORDER ITEM, GLU-LAMS, SAWN OR CUT TO ORDER, ETC WILL BE EXCEPTED FOR RETURN FOR CREDIT. GLU-LAMS ARE SUBJECT TO VENDOR RETURN ACCEPTANCE ONLY – RESTOCKING FEE MAY VARY BY VENDOR Purchaser assumes all responsibility for verification of structural suitability of ALL Poles, Vigas, or Latillas MWLC makes NO warranty, written or implied, as to warping, checking, splitting, discoloration, shedding of bark or insect/bug infestation and suggests that customer has said products fumigated before installation occurs. Seller disclaims any liability for the negative effects of the emergence of mold or mildew on its wood products since it is a natural occurring process. Seller further disclaims any duty to undertake any action to inspect, replace, remove, or otherwise mitigate mold and mildew from the material supplied by seller and/or any consequential damages. ALL DIMENSIONAL LUMBER IS SOLD AS NOMINAL THICKNESS AND WIDTHS PER THE WWPA RULES, FOR EXAMPLE, A 2X4 IS 1.5” X 3.5 INCHES. Sales Invoice DATE NUMBER 1700 S. Kachina Drive, 1st Floor Tempe, Arizona 85281 10/05/23 407753 PHONE: (480) 731-9400 FAX: (480) 731-9550 Our Ref 38261

MASTER LUMBER LIST REVISED Mandar Joshi, 602-374-3095 LA QUINTA 21428959 5-12-2023 Second revision 5-16-2023 Reference Call off order 00325 LOC DATE ORDERED DATE SHIPPED SHIP VIA CUST PHONE NUMBER JOB NUMBER QUOTE CUST ORDER NO IF DIRECT, OUR PO NO SALES PERSON CLK TERMS PAGE 10/04/23 10/03/23 Miller Wholesale Lumber LA QUINTA MR1002BC GLENN Glenn Miller Net 30 1

LINE BACK ORDERED QTY ORDERED QTY SHIPPED LENG DESCRIPTION FOOTAGE PRICE U/M NET AMOUNT 1,600 1,600 bf 3 X 8 #2&BTR GRN D/F S4S 1,600 2,840.00 mbf $4,544.00 50/16 R/L

WEIGHT TOTAL BOARD FEET SQUARE FEET LINEAL FEET EACHES DATE PRINTED TIME PRINTED SUB TOTAL $4,544.00 4,800.00 1,600 10/6/23 19:00:26 SALES TAX $0.00 DELIVERY CHARGE $0.00 The undersigned acknowledge receipt of the material described above in the quantity stated, and that said materials were delivered in good condition to the undersigned at the premises described above, or if delivery was at the MILLER WHOLESALE LUMBER COMPANY (MWLC) yard, that said materials are to be used in and upon above-described premises. MWLC shall deliver to curb only, unless otherwise requested but in no case shall MWLC be responsible for any damage to curbs, sidewalks, lawns, TOTAL AMOUNT DUE $4,544.00 etc. Undersigned agrees that payment for said materials shall be made as agreed and that if payment is not so made and this account is placed in the hands of a collection agency for collection, the undersigned agrees to pay, in addition to the amount due, a reasonable amount as attorney’s fees, and/or collection costs. Subject to existing terms and conditions of credit application and agreement. 2% MONTHLY FINANCE CHARGE, WHICH IS AN ANNUAL RATE OF 24% WILL BE APPLIED ON PAST DUE BALANCES. ALL SHORTAGES MUST BE CLAIMED WITHIN ONE DAY. 25% RESTOCKING CHARGE. NO SPECIAL-ORDER ITEM, GLU-LAMS, SAWN OR CUT TO ORDER, ETC WILL BE EXCEPTED FOR RETURN FOR CREDIT. GLU-LAMS ARE SUBJECT TO VENDOR RETURN ACCEPTANCE ONLY – RESTOCKING FEE MAY VARY BY VENDOR Purchaser assumes all responsibility for verification of structural suitability of ALL Poles, Vigas, or Latillas MWLC makes NO warranty, written or implied, as to warping, checking, splitting, discoloration, shedding of bark or insect/bug infestation and suggests that customer has said products fumigated before installation occurs. Seller disclaims any liability for the negative effects of the emergence of mold or mildew on its wood products since it is a natural occurring process. Seller further disclaims any duty to undertake any action to inspect, replace, remove, or otherwise mitigate mold and mildew from the material supplied by seller and/or any consequential damages. ALL DIMENSIONAL LUMBER IS SOLD AS NOMINAL THICKNESS AND WIDTHS PER THE WWPA RULES, FOR EXAMPLE, A 2X4 IS 1.5” X 3.5 INCHES. Sales Invoice DATE NUMBER 1700 S. Kachina Drive, 1st Floor Tempe, Arizona 85281 10/04/23 407741 PHONE: (480) 731-9400 FAX: (480) 731-9550 Our Ref 38385

Mandar Joshi, 602-374-3095 LA QUINTA 21428959 LOC DATE ORDERED DATE SHIPPED SHIP VIA CUST PHONE NUMBER JOB NUMBER QUOTE CUST ORDER NO IF DIRECT, OUR PO NO SALES PERSON CLK TERMS PAGE 10/03/23 10/04/23 Miller Wholesale Lumber 602-492-7545 LA QUINTA 134642 GLENN Glenn Miller Net 30 1

LINE BACK ORDERED QTY ORDERED QTY SHIPPED LENG DESCRIPTION FOOTAGE PRICE U/M NET AMOUNT 40 40 12 2 X 4 #2&B D/F SIL-BOR 17/25 TREATED WOOD S4S 320 950.00 mbf $304.00 40/12 we are out of stock on 16's 74 74 8 2 X 12 #2&BTR K/D D/F S4S HT 1,184 1,020.00 mbf $1,207.68 74/8 728 728 lf 1-3/4" X 11-7/8" RIGIDLAM 2.0E 728 9.05 lf $6,588.40 52/14

WEIGHT TOTAL BOARD FEET SQUARE FEET LINEAL FEET EACHES DATE PRINTED TIME PRINTED SUB TOTAL $8,100.08 7,377.76 1,504 728 10/5/23 19:00:25 SALES TAX $0.00 DELIVERY CHARGE $0.00 The undersigned acknowledge receipt of the material described above in the quantity stated, and that said materials were delivered in good condition to the undersigned at the premises described above, or if delivery was at the MILLER WHOLESALE LUMBER COMPANY (MWLC) yard, that said materials are to be used in and upon above-described premises. MWLC shall deliver to curb only, unless otherwise requested but in no case shall MWLC be responsible for any damage to curbs, sidewalks, lawns, TOTAL AMOUNT DUE $8,100.08 etc. Undersigned agrees that payment for said materials shall be made as agreed and that if payment is not so made and this account is placed in the hands of a collection agency for collection, the undersigned agrees to pay, in addition to the amount due, a reasonable amount as attorney’s fees, and/or collection costs. Subject to existing terms and conditions of credit application and agreement. 2% MONTHLY FINANCE CHARGE, WHICH IS AN ANNUAL RATE OF 24% WILL BE APPLIED ON PAST DUE BALANCES. ALL SHORTAGES MUST BE CLAIMED WITHIN ONE DAY. 25% RESTOCKING CHARGE. NO SPECIAL-ORDER ITEM, GLU-LAMS, SAWN OR CUT TO ORDER, ETC WILL BE EXCEPTED FOR RETURN FOR CREDIT. GLU-LAMS ARE SUBJECT TO VENDOR RETURN ACCEPTANCE ONLY – RESTOCKING FEE MAY VARY BY VENDOR Purchaser assumes all responsibility for verification of structural suitability of ALL Poles, Vigas, or Latillas MWLC makes NO warranty, written or implied, as to warping, checking, splitting, discoloration, shedding of bark or insect/bug infestation and suggests that customer has said products fumigated before installation occurs. Seller disclaims any liability for the negative effects of the emergence of mold or mildew on its wood products since it is a natural occurring process. Seller further disclaims any duty to undertake any action to inspect, replace, remove, or otherwise mitigate mold and mildew from the material supplied by seller and/or any consequential damages. ALL DIMENSIONAL LUMBER IS SOLD AS NOMINAL THICKNESS AND WIDTHS PER THE WWPA RULES, FOR EXAMPLE, A 2X4 IS 1.5” X 3.5 INCHES. Sales Invoice DATE NUMBER 1700 S. Kachina Drive, 1st Floor Tempe, Arizona 85281 10/04/23 407742 PHONE: (480) 731-9400 FAX: (480) 731-9550 Our Ref 38260

MASTER LUMBER LIST REVISED Mandar Joshi, 602-374-3095 LA QUINTA 21428959 5-12-2023 Second revision 5-16-2023 Reference Call off order 00325 LOC DATE ORDERED DATE SHIPPED SHIP VIA CUST PHONE NUMBER JOB NUMBER QUOTE CUST ORDER NO IF DIRECT, OUR PO NO SALES PERSON CLK TERMS PAGE 10/03/23 10/03/23 Miller Wholesale Lumber 602-492-7545 LA QUINTA MR1002BC 134630 GLENN Glenn Miller Net 30 1

LINE BACK ORDERED QTY ORDERED QTY SHIPPED LENG DESCRIPTION FOOTAGE PRICE U/M NET AMOUNT 1,600.00 2,320 720 bf 3 X 8 #2&BTR GRN D/F S4S 720 2,840.00 mbf $2,044.80 30/12 R/L

WEIGHT TOTAL BOARD FEET SQUARE FEET LINEAL FEET EACHES DATE PRINTED TIME PRINTED SUB TOTAL $2,044.80 2,160.00 720 10/5/23 19:00:25 SALES TAX $0.00 DELIVERY CHARGE $0.00 The undersigned acknowledge receipt of the material described above in the quantity stated, and that said materials were delivered in good condition to the undersigned at the premises described above, or if delivery was at the MILLER WHOLESALE LUMBER COMPANY (MWLC) yard, that said materials are to be used in and upon above-described premises. MWLC shall deliver to curb only, unless otherwise requested but in no case shall MWLC be responsible for any damage to curbs, sidewalks, lawns, TOTAL AMOUNT DUE $2,044.80 etc. Undersigned agrees that payment for said materials shall be made as agreed and that if payment is not so made and this account is placed in the hands of a collection agency for collection, the undersigned agrees to pay, in addition to the amount due, a reasonable amount as attorney’s fees, and/or collection costs. Subject to existing terms and conditions of credit application and agreement. 2% MONTHLY FINANCE CHARGE, WHICH IS AN ANNUAL RATE OF 24% WILL BE APPLIED ON PAST DUE BALANCES. ALL SHORTAGES MUST BE CLAIMED WITHIN ONE DAY. 25% RESTOCKING CHARGE. NO SPECIAL-ORDER ITEM, GLU-LAMS, SAWN OR CUT TO ORDER, ETC WILL BE EXCEPTED FOR RETURN FOR CREDIT. GLU-LAMS ARE SUBJECT TO VENDOR RETURN ACCEPTANCE ONLY – RESTOCKING FEE MAY VARY BY VENDOR Purchaser assumes all responsibility for verification of structural suitability of ALL Poles, Vigas, or Latillas MWLC makes NO warranty, written or implied, as to warping, checking, splitting, discoloration, shedding of bark or insect/bug infestation and suggests that customer has said products fumigated before installation occurs. Seller disclaims any liability for the negative effects of the emergence of mold or mildew on its wood products since it is a natural occurring process. Seller further disclaims any duty to undertake any action to inspect, replace, remove, or otherwise mitigate mold and mildew from the material supplied by seller and/or any consequential damages. ALL DIMENSIONAL LUMBER IS SOLD AS NOMINAL THICKNESS AND WIDTHS PER THE WWPA RULES, FOR EXAMPLE, A 2X4 IS 1.5” X 3.5 INCHES. SUBCONTRACTOR APPLICATION AND CERTIFICATE FOR PAYMENT To Contractor: Troon, Inc. Application No: 3 Period To: 7/31/2023 From Subcontractor: Influx Building Technologies Contract For: Framing Contract Date: 5/3/2023 Project: La Quinta Hotel Project No: 23-030477

The undersigned Contractor certifies that to the best of the Contractor's knowledge, information and

payment from the Owner, shown herein is now due.

1. ORIGINAL CONTRACT SUM $1,419,000.00 SUBCONTRACTOR: INFLUX BUILDING TECHNOLOGIES 2. NET CHANGE BY CHANGE ORDERS $0.00

3. CONTRACT SUM TO DATE $1,419,000.00 By: Date: 7/24/2023

4. TOTAL COMPLETED & STORED TO DATE $878,379.67 (Column G on SV)

5. RETAINAGE a. 10 % of Completed Work (Column D + E on SV) $ 878,379.67 = $ 87,837.97 b. 0 % of Stored Material (Column F on SV) $ - = $ -

6. TOTAL LESS RETAINAGE $790,541.70 (Line 4 less Line 5 Total) 7. LESS PREVIOUS CERTIFICATES FOR PAYMENT (Line 6 from prior Certificate) $730,950.53

8. CURRENT PAYMENT DUE $59,591.17

9. BALANCE TO FINISH, INCLUDING RETAINAGE (Line 3 less Line 6) $628,458.30

CHANGE ORDER SUMMARY ADDS DEDUCTS Total changes approved in previous months by Owner $0.00 $0.00 Total Approved this Month $0.00 $0.00 TOTALS $0.00 $0.00 NET CHANGES by Change Order $0.00 CONTINUATION SHEET To Contractor: Troon, Inc. Application No: 3 Period To: 7/31/2023 From Subcontractor: Influx Building Technologies Contract For: Framing Contract Date: 5/3/2023 Project: La Quinta Hotel Project No: 23-030477

SCHEDULES OF VALUES

A B C D E F G H I WORKS COMPLETED MATERIALS TOTAL COMPLETED BALANCE TO ITEM SCHEDULED FROM PREVIOUS % Complete RETAINAGE (IF DESCRIPTION OF WORK PRESENTLY STORED AND STORED TO FINISH NO. VALUE APPLICATION THIS PERIOD (G / C) VARIABLE) (NOT IN D OR E) DATE (D + E + F) (C - G) (D + E) 6000 Lumber & Sheet Goods 285,768.94 285,768.94 - - 285,768.94 100% 0.00 - 6005 Engineered Wood Product 280,786.87 280,786.87 - - 280,786.87 100% (0.00) - 6010 Trusses 60,854.13 - - - - 0% 60,854.13 - 6015 Hardware 46,445.00 46,445.00 - - 46,445.00 100% (0.00) - 6020 Preconstruction, Shops & Engineering 71,721.76 71,721.76 - - 71,721.76 100% 0.00 7,172.18 6470 Wall Panel Fabrication & Shipping 168,406.25 126,304.69 42,101.56 - 168,406.25 100% 0.00 16,840.62 6030 Field Labor 430,739.36 - 21,536.97 - 21,536.97 5% 409,202.39 2,153.70 6035 Field Equipment 74,277.70 1,140.00 2,573.89 - 3,713.89 5% 70,563.82 371.39 - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - GRAND TOTAL 1,419,000.00 812,167.26 66,212.41 - 878,379.67 62% 540,620.33 26,537.89 SUBCONTRACTOR APPLICATION AND CERTIFICATE FOR PAYMENT To Contractor: Influx Building Technologies Application No: 2 Period To: 10/31/2023 From Subcontractor: Antonio Framing Labor Contract For: Framing Contract Date: 7/7/2023 Project: La Quinta Hotel Project No: 23-030477

The undersigned Contractor certifies that to the best of the Contractor's knowledge, information and belief the Work covered by this Application for SUBCONTRACTOR APPLICATION FOR PAYMENT Payment has been Contract Documents, that all amounts have been paid by the Contractor for Work for which previous completed in accordance with the Certificates for Payment were issued and payments received from the Owner, and that current payment from the Owner, shown herein is now due.

1. ORIGINAL CONTRACT SUM $188,744.10 SUBCONTRACTOR: ANTONIO FRAMING LABOR

2. NET CHANGE BY CHANGE ORDERS $16,068.19 By: Date:

3. CONTRACT SUM TO DATE $204,812.29 INFLUX BUILDING TECHNOLOGIES 4. TOTAL COMPLETED & STORED TO DATE $95,660.66 (Column G on SV) By: Date: 5. RETAINAGE Its: Project Field Manager a. 10 % of Completed Work (Column D + E on SV) $ 95,660.66 = $ 9,566.07 b. 10 % of Stored Material (Column F on SV) $ - = $ -

6. TOTAL LESS RETAINAGE $86,094.59 (Line 4 less Line 5 Total)

7. LESS PREVIOUS CERTIFICATES FOR PAYMENT (Line 6 from prior Certificate) $6,111.07

8. CURRENT PAYMENT DUE $79,983.52 $64,843.14

9. BALANCE TO FINISH, INCLUDING RETAINAGE (Line 3 less Line 6) $118,717.70

CHANGE ORDER SUMMARY ADDS DEDUCTS Total changes approved in previous months by Owner $0.00 $0.00 Total Approved this Month $16,068.19 $0.00 TOTALS $16,068.19 $0.00 NET CHANGES by Change Order $16,068.19 CONTINUATION SHEET To Contractor: Influx Building Technologies Application No: 2 Period To: 10/27/2023 From Subcontractor: Antonio Framing Labor Contract For: Framing Contract Date: 7/7/2023 Project: La Quinta Hotel Project No: 23-030477

SCHEDULES OF VALUES

A B C D E F G H I WORKS COMPLETED MATERIALS TOTAL COMPLETED BALANCE TO ITEM SCHEDULED FROM PREVIOUS % Complete RETAINAGE (IF DESCRIPTION OF WORK PRESENTLY STORED AND STORED TO FINISH NO. VALUE APPLICATION THIS PERIOD (G / C) VARIABLE) (NOT IN D OR E) DATE (D + E + F) (C - G) (D + E) LEVEL-1 - - - - - - 6030 Plate & Detail 4,951.10 1,980.44 2,970.66 - 4,951.10 100% - 495.11 6030 Walls: Frame and Stand 8,487.60 3,395.04 4,668.18 - 8,063.22 95% 424.38 806.32 6030 Plumb and Align 3,536.50 1,414.60 2,121.90 - 3,536.50 100% - 353.65 6030 Interior Elevations / Soffits 7,073.00 - - - - 7,073.00 - 6030 Shear Hang and Nail 6,170.45 - 5,861.93 - 5,861.93 95% 308.52 586.19 6030 Hold Downs 450.00 - - - - 0% 450.00 - LEVEL-2 - - - - - - 6030 Walls: Stand & Plumb 11,074.40 - 11,074.40 - 11,074.40 100% - 1,107.44 6030 Floor: Joist, Sheath & Nail 24,917.40 - 24,917.40 - 24,917.40 100% - 2,491.74 6030 Interior Elevations / Soffits 3,460.75 - - - - 0% 3,460.75 - 6030 Hold Downs 300.00 - - - - 0% 300.00 - LEVEL-3 - - - - - - 6030 Walls: Stand & Plumb 11,074.40 - - - - 0% 11,074.40 - 6030 Floor: Joist, Sheath & Nail 24,917.40 - 19,933.92 - 19,933.92 80% 4,983.48 1,993.39 6030 Interior Elevations / Soffits 3,460.75 - - - - 0% 3,460.75 - LEVEL-4 - - - - - - - 6030 Walls: Stand & Plumb 10,389.60 - - - - 0% 10,389.60 - 6030 Floor: Joist, Sheath & Nail 23,376.60 - - - - 0% 23,376.60 - 6030 Interior Elevations / Soffits 3,246.75 - - - - 0% 3,246.75 - ROOF - - - - - - - 6030 Roof: Joist, Sheath & Nail 33,161.40 - - - - 0% 33,161.40 - 6030 Porte Cochere 3,680.00 - - - - 0% 3,680.00 - STAIRS - - - - - - - 6030 Stringer Install & Treads 3,600.00 - 900.00 - 900.00 25% 2,700.00 90.00 6030 Landings 1,416.00 - 354.00 - 354.00 25% 1,062.00 35.40 6030 PCO-1 16,068.19 - 16,068.19 - 16,068.19 100% - 1,606.82 GRAND TOTAL 204,812.29 6,790.08 88,870.58 $72,802.39 - 95,660.66 47% 109,151.63 9,566.07 $7,959.25 DATE PCO 10/31/2023 001

Sub-Contractor 2200 W Fillmore St Antonio Phoenix, AZ 85009 [email redacted]

PROJECT LaQuinta - 91st & McDowel

DESCRIPTION OF WORK PERFORMED SNAP & DETAIL: LVL-1: Due to DE-Mobilization from site (8/4 thru 9/7 approx) the Snap & Detail executed prior to 8/4 was no longer legible. Antonio was requested to RE-Snap & Detail due to time & man power. SNAP & DETAIL: LVL-2: Antonio was requested to Snap & Detail due to time & man power. SCRAP-OUT: Perform additional Scrap-Out from Interior / Exterior of Building, 10/24. ADDITIONAL DAYS TO SET LVL-2 WALLS: Scheduled duration for setting of LVL-2 walls is 3.5 days, due to site constraints and at the request of TROON walls were lifted by Material Handler and manually placed in location taking a total of 7 days.

DESCRIPTION QTY U/M UNIT COST TOTAL

SNAP & DETAIL LVL-1 14,146 SF $ 0.15 $ 2,121.90 SNAP & DETAIL LVL-2 14,146 SF $ 0.15 $ 2,121.90 SCRAP-OUT 20 HRS $ 37.50 $ 750.00 ADDITIONAL DAYS TO SET LVL-2 WALLS (3.5 DYS) 3.5 DYS $ 3,164.11 $ 11,074.39

Total: $ 16,068.19

Name / Title: Antonio Date: 10/31/2023

Name / Title: Joshua Twigg / Field Operations Manager Date: 10/31/2023 SUBCONTRACTOR APPLICATION AND CERTIFICATE FOR PAYMENT To Contractor: Troon, Inc. Application No: 5 rev1 Period To: 10/31/2023 From Subcontractor: Influx Building Technologies Contract For: Framing Contract Date: 5/3/2023 Project: La Quinta Hotel Project No: 23-030477

The undersigned Contractor certifies that to the best of the Contractor's knowledge, information and

payment from the Owner, shown herein is now due.

1. ORIGINAL CONTRACT SUM $1,419,000.00 SUBCONTRACTOR: INFLUX BUILDING TECHNOLOGIES 2. NET CHANGE BY CHANGE ORDERS $0.00

3. CONTRACT SUM TO DATE $1,419,000.00 By: Date: 11/10/2023

4. TOTAL COMPLETED & STORED TO DATE $1,052,984.41 (Column G on SV)

5. RETAINAGE a. 10 % of Completed Work (Column D + E on SV) $ 1,036,237.41 = $ 42,323.66 b. 0 % of Stored Material (Column F on SV) $ 16,747.00 = $ -

6. TOTAL LESS RETAINAGE $1,010,660.75 (Line 4 less Line 5 Total) PA#1 - $492,922.59 7. LESS PREVIOUS CERTIFICATES FOR PAYMENT PA#2 - $280,919.24 (Line 6 from prior Certificate) $843,523.31 PA#3 - $59,591.17 PA#4 - $9,090.31 8. CURRENT PAYMENT DUE $167,137.44

9. BALANCE TO FINISH, INCLUDING RETAINAGE COL-E THIS PERIOD: $153,797.37 (Line 3 less Line 6) $408,339.25 X 90% + CHANGE ORDER SUMMARY ADDS DEDUCTS COL-F THIS PERIOD: $16,747.00 Total changes approved in previous months by Owner $0.00 $0.00 + Total Approved this Month $0.00 $0.00 UNBILLED MATERIAL TOTALS $0.00 $0.00 RETENTION FROM PAY APP #2: NET CHANGES by Change Order $0.00 $17,408.78 (CONTRACT IS 0% RETENTION ON MATERIALS) CONTINUATION SHEET To Contractor: Troon, Inc. Application No: 5 rev1 Period To: 10/31/2023 From Subcontractor: Influx Building Technologies Contract For: Framing Contract Date: 5/3/2023 Project: La Quinta Hotel Project No: 23-030477

SCHEDULES OF VALUES

SOV: Field Labor Pay App 5 Prorata % % Complete this Complete this Total Percent Area of Work Description Period Period $ Complete Billed to Date Level-1 Set Walls + Plumb and Line 70.00% 2.71% $ 11,693.69 95.00% Interior Elevations 0.00% 0.00% $ - 0.00% Level-2 Set Joists & Sheathed + Shear & Blocking 95.00% 8.01% $ 34,510.36 95.00% Set Walls + Plumb and Line 95.00% 3.68% $ 15,870.01 95.00% Interior Elevations 0.00% 0.00% $ - 0.00% Level-3 Set Joists & Sheathed + Shear & Blocking 95.00% 8.01% $ 34,510.36 95.00% Set Walls + Plumb and Line 0.00% 0.00% $ - 0.00% Interior Elevations 0.00% 0.00% $ - 0.00% Level-4 Set Joists & Sheathed + Shear & Blocking 0.00% 0.00% $ - 0.00% Set Walls + Plumb and Line 0.00% 0.00% $ - 0.00% Interior Elevations 0.00% 0.00% $ - 0.00% Roof Set Trusses & Sheathed + Shear & Blocking 0.00% 0.00% $ - 0.00% Porte Cochere Joist and Sheath 0.00% 0.00% $ - 0.00% Elevator Elevator Platforms & Fall Protection 0.00% 0.00% $ - 0.00% Stairs Stairs and Landings 0.00% 0.00% $ - 0.00% Exterior Exterior Elevations 0.00% 0.00% $ - 0.00% All Snap & Detail 50.00% 2.18% $ 9,406.06 75.00% All Management & Supervision 13.30% 4.45% $ 19,149.35 28.07%

TOTALS 29.05% $ 125,139.84 36.05%

SOV: Field Labor

Area of Work Description % Complete $ Complete All Equipment 30.45% 30.45% $ 22,617.56 37.45%

TOTALS 30.45% $ 22,617.56 37.45% James W. Armstrong Steven M. Goldstein Phoebe Moffatt Shar Bahmani Bryan J. Gottfredson Randy Nussbaum Steven R. Beeghley Michael J. Harris Wesley D. Ray Stephen Aron Benson Evan F. Hiller Lauren M. Reynolds Mea M. Donnelly M. Kathryn Hoover Michael R. Rooney Paul F. Dowdell Jeremy R. Jarrett Clifford J. Roth Judith M. Dworkin Robert G. Kimball Philip R. Rudd Patty A. Ferguson Michael L. Kitchen James S. Samuelson Candace D. French Katya M. Lancero Sharon B. Shively Scott F. Frerichs Jeffrey S. Leonard David C. Tierney Roxann S. Gallagher Christopher D. Lonn Laura M. Trujillo Gregory P. Gillis Michael W. Margrave Patrick J. Van Zanen James C. Golden Matthew F. Winter

Gary E. Pace, CLM, Executive Director

Author: Gregory P. Gillis October 20, 2023 480.421-6101 | [email redacted]

Via E-Mail, U.S. Certified Mail, Return Receipt Requested, & U.S Regular Mail Troon Enterprises, Inc. c/o Ed Hermes, Esq. [email redacted] E. Washington St., Ste. 2700 Phoenix, AZ 85004

Greencity Hotel, LLC c/o Tushar Gohel [email redacted] c/o Terry O’Neill 1 [email redacted] 6803 E. Main St. Scottsdale, AZ 85251

Re: La Quinta Project – Influx Building Technologies’ Notice of Default, Intent to Terminate or Suspend Subcontract, and Intent to Re-Lien Project

Dear Ed and Terry:

As you know, this firm represents Form Third Building Tech, LLC dba Influx Building Technologies (“IBT”) regarding the above-referenced Project. Pursuant to A.R.S. § 32-1185(B) (and if applicable A.R.S. § 32-1185(C)), this letter constitutes the three calendar day written notice of Troon Enterprises, Inc.’s (“Troon”) default under the Subcontractor Agreement between IBT and Troon (the “Subcontract”) as well as written notice that IBT intends to suspend or terminate

Mr. Gohel and Mr. O’Neill, you are being sent this letter to comply with the Arizona Prompt Pay Act and provide you notice of the matters discussed herein. If Greencity Hotel, LLC is represented by an attorney regarding this matter, please forward this letter to your attorney and request that they contact us directly. 4250 N. Drinkwater Boulevard | Fourth Floor | Scottsdale, Arizona 85251-3693 | www.sackstierney.com

3676093.v1

3676093.v1 September 14, 2023 Page 2

the Subcontract, at IBT’s election, due to the non-payment of certified and approved application No 2 dated June 23, 2023 and No. 3 dated July 24, 2023and Troon’s other material breaches of the Subcontract. It is our understanding that the owner, Greencity Hotels, LLC, has failed to pay Troon the amounts due IBT. As such, under subsection (B) of the statute, the suspension or termination, at IBT’s election, will be effective as of 5:00 P.M. on Monday, October 23, 2023. Unless the foregoing matters are resolved by then, IBT will take action to protect its contractual and statutory rights under Arizona law, including placing a lien on the property. It is IBT’s desire, however, that such action will be unnecessary, and that Green City and/or Troon will cure its breaches and pay to IBT the amounts due.

We look forward to receiving your prompt response.

Sincerely,

SACKS TIERNEY P.A. /s/ Gregory P. Gillis

Gregory P. Gillis

4250 N. Drinkwater Boulevard | Fourth Floor | Scottsdale, Arizona 85251-3693 | www.sackstierney.com

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0ÿÿ !"#ÿÿ$ %&'"#(&#'(ÿ)*ÿ+88,!&#!'"4ÿÿÿÿ-.4/6801 2 3ÿ)9(4!#ÿ5-5.4/6801 0ÿ(960'7"ÿ468,98 0ÿ6446ÿ:'#!&9ÿ'1ÿ9(4!"#!'"6801 Standard Agreement between Contractor and Subcontractor THIS AGREEMENT referred to as the “Subcontract” is made as of this 1st day of May in the year 2023

Between the, CONTRACTOR: and the SUBCONTRACTOR:

TROON Enterprises Influx Building Technologies 7373 E Doubletree Ranch Rd Suite 200 2200 W Fillmore Rd Scottsdale, AZ 85258 Phoenix, AZ 85009

Phone: 602-492-7545 Lic#: 337188

PROJECT: Contact: Robert Des Rosiers La Quinta Hotel 9050 W McDowell Rd Phoenix, AZ 85037

OWNER: Greencity Hotel LLC 6803 E Main St Scottsdale, AZ 85251

ARCHITECT: MRW Design Associates E 100 South St George, UT 84770

1. AGREEMENT. The Subcontractor agrees to furnish and perform all work and services as described in exhibit “1” herein (“work requirements”) including all necessary material, labor, tools, equipment, and proper daily supervision for (“the project”), in accordance with the prime contract between the (“owner”), and Troon Enterprises (“contractor”) and with the other contract documents, which includes the contract drawings and specifications as described in (“exhibit B”), including all addendums, bidding instructions, and approved modifications to this subcontract. The Prime Contract is on file with the contractor and is available on request for the subcontractor’s inspection only, copies will not be issued. The Owner and Contractors Contract and all the Contract Documents shall be collectively referred to as the “Prime Contract”. The subcontractor agrees to adhere toward the contractor, as far as the subcontract work is completed with all obligations and responsibilities which the contractor adheres toward the owner by the “Prime Contract”.

2. SCOPE OF WORK. The subcontractor shall provide ALL supervision, labor, materials, supplies, and equipment necessary for the complete and timely installation of the Furnish and Install, All Materials, Hardware, Trusses, Equipment and labor for complete framing work as per stamped plans and specifications. scope of work. Per the contract documents and the following exhibits: Exhibit 1. Work Requirements Exhibit 2. Project Conditions Exhibit 2A. Safety Exhibit B Contract Documents Exhibit C Subcontractor Proposal Exhibit D Master Schedule Supplementary Conditions Exhibit-E Contractor Prefabrication Checklist 3. SUBCONTRACT PRICE. The “Contractor” for the full and complete faithful performance of this subcontract by the “Subcontractor”, agrees to pay to the “Subcontractor” in accordance herewith the sum of One Million Four Hundred Nineteen Thousand - 00/100 dollars, $ (1,419,000.00)

4. EXECUTION. In Witness whereof the “Contractor” and “Subcontractor” have executed this agreement as of this subcontract date stated above.

TROON Enterprises Influx Building Technologies (“Contractor”) (“Subcontractor”)

By: _______________________________________ By: _______________________________________________

Name: Ray W Garcia_________________________ Name: ____________________________________________ Robert Des Rosiers

Title: President / CEO_____________________________ Title: _____________________________________________ Owner

Exhibit “1” Work Requirements

PROJECT: _La Quinta Hotel_

Subcontractor: __Influx Building Technologies__

This Exhibit “1” is an integral part of this agreement between the “Contractor” and “Subcontractor”

1. Work Description.

The subcontractor shall properly furnish and install ALL the supervision, materials, labor, supplies, equipment, fasteners, and other items necessary for the complete and timely installation of the Furnish and Install, All Materials, Hardware, Trusses, Equipment and labor for complete framing work as per stamped plans and specifications. scope of work. This work shall be per the plans, specifications, of this subcontract and the “Prime Contract”. Subcontractors shall coordinate their activities with the contractors supervision and related subcontractors onsite which includes but not limited to, and by the way of illustration and not by way of limitation or blame as defined by the following;

Per Plans and Specs from MRW Design Associates Architects dated 09/22/2022 and Per Civil and Landscape plans from MRW Design Associates dated 09/22/2022

NO CHANGE ORDERS

Subcontractors are responsible to properly clean their work areas at the end of each day. If failure to do so, Troon Enterprises will deduct all costs related to the subcontractor clean up from this contract amount WITHOUT written notice.

2. Subcontractor Schedule.

Start Date: Per Master Schedule

Project Substantial Completion Days: 300

Working Hours M-F, Per City Requirements Actual Liquidated Damages $ 1500.00 / Calendar Day

Exhibit “2” Project Conditions

PROJECT: __La Quinta Hotel __

This Exhibit “2” is an integral part of this agreement between the “Contractor” and the “Subcontractor”

1. PROJECT INFORMATION.

A. Project Manager. All correspondence, disputes, change order submittals for owner approvals, shop drawings, formal notices, contract issues, shall be directed in writing to;

Ray Garcia / Herb Shepard 480-797-9090 / 602-330-1699

B. Project Superintendent. All correspondence regarding scheduling, subcontractors, field clarifications, site coordination, and quality control issues shall be directed to;

At Jobsite Address Moe Gonzalaz 9050 W McDowell Rd Phoenix, AZ 85037 Phone: 480-213-2224 Fax: Cell:

C. Deliveries. All deliveries required to the jobsite shall be scheduled and coordinated with the project superintendent at the following address;

See Above

D. Parking / Staging. All employees, suppliers, and other onsite requirements shall be coordinated with the project superintendent.

E. Utility Requirements. All temporary utility requirements are the responsibility of each subcontractor unless stated by the following;

Each subcontractor has this responsibility

F. Lifting / Hoisting. All lifting and hoisting requirements are the responsibility of each subcontractor unless stated by the following. Note: All safety requirements and guidelines must be met or the project superintendent has the right to stop work activity.

Each subcontractor has this responsibility

Exhibit “2A” Safety

PROJECT: La Quinta Hotel

SUBCONTRACTOR: _Influx Building Technologies_

DATE: Start Date:

This Exhibit “2A” is an integral part of this agreement between the “Contractor” and the “Subcontractor”

1. Subcontractor shall comply with all state and local safety regulations of the state in which this work is performed. Subcontractor is to provide all necessary personal safety training, equipment / apparatus and systems as required to complete the subcontractors scope of work. 2. Subcontractor shall require all employees, agents, suppliers, and visitors to abide by the SAFETY standards of Troon Construction at all times while on this project. 3. Subcontractor shall comply with all local, state, and federal safety (OSHA) regulations. 4. Prior to start of any work, the subcontractor shall submit a Site Specific Plan for the scope of work to Troon Enterprises for review. A COPY of the Site Specific Plan MUST be posted at the jobsite before the subcontractor starts any work. The Safety Plan must identify any and ALL safety hazards, and the approved method for avoiding of containing the hazards. The Safety Plan shall maintain a clean and safe jobsite on a daily basis. This plan is to be administered for the Contractor, subcontractor employees, suppliers, visitors, and the public. Troon Enterprises will review the Safety Plan and inform the subcontractor of any inadequacies. The subcontractor will be required to resubmit the revised plan for record. This review of said plan DOES NOT relieve the subcontractor of any responsibility and liability for establishing and maintaining safe working conditions. 5. Troon Enterprises will hold weekly “Tool Box” safety meeting onsite with the superintendents and foremans. All subcontractors onsite must attend these meetings and have the Site Safety Representative attend. The Site Safety representative must then conduct and document their own safety meeting with its own employees. Troon Enterprises reserves the right to request a copy of the Safety minutes from each subcontractor. 6. Any fines or penalties imposed on Troon Enterprises due to the safety violations by the subcontractor or any of its employees of representatives will be deducted and reimbursed by the subcontractor from their contract value. 7. Each subcontractor shall notify Troon Enterprises onsite representative immediately of any accident involving personal injury or property damage. 8. Troon Enterprises strictly prohibits the possession, distribution, or use of alcohol and illegal drugs on and off the jobsite. In addition, any of these substances may impair work performance and harm others. 9. A MUST, hard hats safety glasses, and proper work boots are mandatory and must be worn at ALL times by all site employees and visitors.

Robert Des Rosiers Owner I fully understand the above requirements; (917) 887-3480 [email redacted] SUBCONTRACTOR SAFETY REPRESENTATIVE. Paul Young Project Manager (623) 206-9564 NAME: ___________________________________________ PHONE: ______________________________ [email redacted]

Supplementary Conditions 1.6 Notice of Cancellation All policies of the subcontractor and its lower tier subcontractors shall contain an endorsement providing that written notice shall be given to the contractor and owner at least days prior termination, cancellation or reduction of coverage in 1.0 INSURANCE & BONDS the policy. Before termination, cancellation, or reduction provides new policies that will meet the requirements of the Prime Contract. 1.1 Coverage: Subcontractor (and any lower tier subcontractors) shall, Failure to provide new policies may invoke the provisions of at its own expense, maintain in effect at all times during the paragraph 4.3 by the contractor. performance of the work not less than the insurance limits called for in the Prime contract or the following minimum coverages and 1.7 Additional Endorsements Comprehensive and commercial limits of insurance, whichever is greater. This insurance shall be liability, personal injury, comprehensive automotive liability, maintained with insurers and under forms of policy satisfactory to aircraft liability, and water craft liability shall contain the following; the Contractor and owner. Certificate of insurance must be on file at the contractors office prior to starting any work. Insurance must be 1.7.1.1 Provision or endorsement naming the contractor and owner as received no later than 10 days from contract issuance. additional insured for liability arising out of the subcontractors performance of the work., and providing that such insurance 1.2 Workers compensation and employers liability. Coverage as with the respect to the contractors and owners interests and required by the State and Federal law. Subcontractor shall forward that any other insurance maintained by the contractor and to the Contractor proof of insurance under the guidelines prior to owner is in excess and not contributing insurance with the starting any work. Subcontractor further agrees to keep all payments insurance required in this subcontract. current. All labor as provided by the subcontractor is deemed to be employed by the subcontractor. 1.7.1.2 Cross liability or Severability of Interest clause. 1.3 General liability and auto insurance. The subcontractor shall 1.8 Insurance Certificates, Promptly on execution of this subcontract furnish and maintain during the life of this agreement, and as and prior to starting any work, subcontractor and its lower tier otherwise provided, bodily injury, property damage and personal subcontractors shall provide insurance certificates signed by injury liability insurance on an occurrence form of coverage with an authorized representatives of the insurers showing the required insurance company having an A. M. Bests rating of A or better. coverage’s and conditions. a) For policies written under a comprehensive general liability form not containing a general policy aggregate (old 1.9 Bond Requirements, NOT required by the owner or contractor, the occurrence) the limits shall not be less than; subcontractor shall furnish to the contractor a performance and payment bond acceptable to the contractor in the amount equal to $1,000,000.00 Combined single limit for bodily injury and the subcontract price. The bond will be paid by owner or contractor property damage (other than auto liability) and personnel if required. The subcontractor shall furnish such bond(s) within 10 injury liability, each occurrence and in the aggregate annually days of the issuance of the subcontract. Subcontractor’s failure to where applicable (no general or policy aggregate). provide a bond(s) within 10 days by an acceptable surety company will be in default of this subcontract. $1,000,000.00 Combined single limit for automobile bodily injury and property damage, each accident and / or loss. 1.0 PAYMENT CONDITIONS b) For policy written under a commercial general liability 2.1 Material Suppliers / Sub-Subcontractors Requirements, As a coverage form containing a general policy aggregate (new condition to this agreement, the subcontractor shall identify to the occurrence), limits of liability shall not be less than; contractor, in writing, all lien releases for materials suppliers and second tier subcontractors and, as to each, the value of the material $1,000,000.00 Combined single limit for bodily injury and supplied or work performed on the project. property damage (other than auto liability) and personal injury and advertising liability each occurrence. 2.2 Adjustments, Progress payments shall be considered advances and are subject to adjustment at any time prior to the final payment for $2,000,000.00 Combined single limit general aggregate for errors, overpayment, claims, back charges, or disputes which the products and completion operations liability. contractor has against the subcontractor on the contractors good faith determination that the unpaid balance of the contract sum may $1,000,000.00 Combined single limit for automobile bodily be insufficient to ensure the completion of the work or to pay the injury and property damage, each accident and / or loss. lien, retention, or bond claims.

The general liability and automotive liability required shall 2.3 Payment Requests, Progress payment requests shall be on the include coverage such as is usual to the practice of the contract request form to receive consideration for payment for the insurance industry, including but not limited to, following month. The contractor must receive the subcontractor’s a. Premises and operations liability application no later than the 25th day of every month, projected b. Owners and Contractors protective liability through the last day of the month. The billing shall reflect the c. Products and completed operations liability actually man-hours and material spent since the previous pay d. Contractual liability application. Faxed copies will be acceptable. Billing of unapproved e. Broad form property damage liability changes orders will not be processed. NO EXCEPTIONS. including operations f. Personal injury 2.4 Lien Releases, To receive consideration for payment, the g. Employers contingent liability subcontractor shall provide complete conditional releases through h. Explosion, collapse, and underground damage the last day of each month. An unconditional release will be liability required by the contractor for the prior month payment to include all i. Automotive liability lower tier vendors and suppliers for each subcontractor. Each lien release must be NOTORIZED. 1.4 Aircraft and watercraft (owned and non-owned) liability with limits approved by the owner (if required).

1.5 Any additional insurance shall be specified in an addendum.

2.5 Amount of Payment, Payments for the work performed under this this agreement need to be signed by the original signatory of this subcontract shall be a percentage of the subcontract amount to equal agreement to be approved for payment. The subcontractor shall the percentage of work completed by the subcontractor, less the sum ensure the all of its personnel involved and its lower tier of previous payments and retention as provided below and is subcontractors fully understands the procedures and requirements of allowed by the Prime Contract between the contractor and the this paragraph. In case of any dispute of the amount of the change owner. The contractor has the right to adjust any or all payments for order work being performed, the subcontractor shall proceed with subcontractors scope of work. the work and the dispute shall be resolved in accordance with the procedures set forth in the Prime Contract. The subcontractor also 2.6 Retention, All progress payments for the subcontractor and lower agrees not to quote any pricing directly to the owner, architect, tier suppliers and subcontractors shall be subject to withholding or any of their representatives unless directed by the contractor. 10% retention, 0% on materials and that is not payable until approval and final payment is receive from the owner. 3.2 Delays, In the event that the subcontractors performance of the work is delayed or interfered with by the acts of the owner, contractor, 2.7 Owner Approval and Payment, The subcontractor shall not be and other subcontractors. The subcontractor may request an paid by the contractor unless and until the contractor has been paid extension of time as provided in paragraph 3.3, but shall not entitled by the owner for the amounts covered by the contractor’s to any damages or additional compensation as a consequence of application for payment and the subcontractor meets all such delays or interference except to the extent the contractor, on requirements. The subcontractor shall be paid no later than 10 days behalf of the subcontractor, recovers from the owner under the from the payment is cleared from the owner. Prime Contract for such delays either in a settlement or a dispute resolution proceeding. 2.8 Final Billing, The subcontractor shall submit a final billing for the work completed within 30 days after completion. All billings shall 3.3 Time Extensions, No allowance for time extensions, for any cause include FINAL releases from all vendors and suppliers. Any billings whatsoever, shall be claimed by the subcontractor unless the for additional costs in excess of the subcontract price will NOT be subcontractor has made a written extension request to the contractor considered and shall be deemed waived if submitted after the 30 day for approval. The scheduled time of this agreement is in accordance time period has expired. Nothing in this section shall be deemed to with the Prime Contract. alter any other provision imposed on the subcontractor by this agreement. 4.0 DISPUTES

2.9 Final Release and Guaranty, Upon completion of the work as 4.1 Dispute Resolution, In case of a dispute or claim under this described in this agreement, the final payment to the subcontractor agreement arising out of the actions or inaction of owner or shall not be paid unless the subcontractor has furnished the final involving any interpretation of the Prime Contract, the subcontractor payment release including all of the lower tier suppliers and agrees to resolve that dispute or claim in accordance with the subcontractors, all necessary documents, as-builts and the signed procedures set forth in the Prime Contract and to be bound to the guaranty. These final releases from all vendors and suppliers shall contractor in the same extent and manner as the contractor is bound include all labor and material if applicable, that could adversely under the terms of the Prime Contract to the owner, including any affect the project. determinations and decisions authorized and made there under by the owner and its representatives, arbitrators or court so authorized 2.10 Contractors liability for nonpayment, Final payment shall be by the Prime Contract or by law, whether or not the subcontractor is made within 20 days from the receipt of final payment from the a party to such decision, determination, or proceeding. The owner. Both contractor and subcontractor including all lower tier subcontractor damage shall be limited to any amount recovered for suppliers and subcontractors shall bear the risk of the owner’s the subcontractor directly from the owner or by the contractor on nonpayment. If the owner fails for any reason whatsoever to make behalf of the subcontractor from the owner in such decision, full payment to the contractor within a reasonable time after the determination, or proceeding. If the Prime Contract provides for completion and final acceptance of the project due to no fault of the arbitration of some disputes or claims, the subcontractor agrees to subcontractor, then the subcontractor has rights and limitations to consolidate its claims in any arbitration proceeding between the the contractor as follows, contractor and the owner, provided that such consolidation is allowed under the terms of the Prime Contract. If the Prime Contract 2.10.1 The contractor shall, at its own expense, assert, commence does not provide for dispute resolution, all claims less than or equal and diligently prosecute an action to recover payment from the to $25,000.00 shall be resolved by arbitration under the construction owner by means of a lien foreclosure action or any other legal industry rules of American Arbitration Association. All claims over method to receive funds. The contractor shall include the work of all the $25,000.00 shall be resolved in the court having competent subcontractors and all amounts reasonably claimed by the jurisdiction. subcontractor. Any such claim shall be treated as a pass through claim. 4.2 Pass – Through Claims, In the event the contractor pursues any claim at the subcontractors request against the owner or others in connection with the performance of the work, it is understood that 2.11 Release of Retention, The retention shall not be paid unless the the fact of the contractor making such claim is not an admission by contractor has received final payment from the owner. The the contractor of the claims validity, nor shall such request or claim contractors obligation to release retention to the subcontractor shall by the contractor against the owner or others be used at any time by also be subject to receipt of all final releases from lower tier the subcontractor against the contractor in any proceeding suppliers and subcontractors, proof of no stop notices and or liens whatsoever. The subcontractors damage shall be limited to those are present against the property. Subject to other reasonable provided in paragraph 3.2. In any action or proceeding by the conditions related to the performance of the subcontractor under this contractor against the owner that includes any claim for work agreement. performed by the subcontractor or any claim made at the subcontractors request, the contractor shall have the sole authority 3.0 CHANGES and discretion to settle any such action or proceeding and shall pay to the subcontractor such amount as it received from the owner on 3.1 Change Requirements, Contractor may, without invalidating this account of such claim, less a reasonable deduction for the subcontract, by written change order make changes in addition or contractors overhead, profit, expenses, and attorney fees in deduction from the work to be performed as part of this agreement. prosecution of the claim. In the event that the contractors claim The subcontractor or lower tier suppliers and subcontractors shall includes in addition to those of the subcontractors, the contractor make no claims for extras or changes unless the extra work and any shall have the right to make a pro rated allocation of the recovery, time extension request in connection with the change have been whether the same be by judgment or by settlement, in the event no approved in writing by both the contractor and subcontractor prior to specific allocations is made in the judgment. any extra of changed work being performed. All modifications of

4.3 Takeover / Default, The subcontractor shall start, perform, and 5.7 Timing, All submittals shall be received by the contractor no later complete the work to the satisfaction of the contractor and owner. It than 10 days from the issuance of this agreement, and approved is specifically understood and agreed that, in the event the contractor prior to ordering and fabrication of product. believes in good faith after consulting with the subcontractor, that the subcontractor is not proceeding with such diligence as to the 5.8 Coordination, ALL subcontractors shall be responsible for the satisfactorily complete the work within the scheduled time, maintain coordination and interface between the plans, specifications, and the progress schedule, or if the subcontractor fails to correct or redo other trades involved to insure proper installation. faulty or defective work, or to comply with any other provision of the Prime Contract, then the contractor shall have the right after giving the subcontractor a 48 hour written notice to take over the scope of work and complete it. Such takeover shall be without 6.0 SCHEDULE prejudice to the contractors other rights and remedies for any loss or damage sustained. In the event of any emergency involving risk of 6.1 Schedule Requirements, loss or injury to persons or property arising before an actual The Subcontractor shall begin the work immediately upon the dates takeover, the contractor may take appropriate action to mitigate such provided in the Prime Contract or when given notice to proceed. emergency and may charge the subcontractor for all costs incurred Subcontractor agrees to complete the several portions and the whole in such mitigation. Previous demands made on the subcontractor not work herein sublet, at such times as will enable the contractor to followed by a takeover shall not be considered a waiver of the fully comply with the main contract with the owner. Subcontractor contractors right to take over the work. The subcontractor shall be and all lower-tier subcontractors and suppliers shall perform the responsible for all costs related to such a takeover. Final work in strict accordance wit the schedule for the Project, and all reconciliation will be based on the value of work completed by the modifications to that schedule. The Subcontractor has based the subcontractor less all costs related to the takeover including but not contract amount on the scheduling information contained herein and limited to the contractor management costs and related impact on agrees to be bound by the project schedule and all of its updates, other trades, liquidated or actual damages and any costs in excess of which will be developed after input from major subcontractors. The the subcontract amount. subcontractor had (5) five working days after receipt of the revised schedule to notify the contractor in writing of any issues or concerns 4.4 Termination, The contractor for just cause may terminate the with the new schedule. If no response is made within this time subcontract at the time of written notice to the subcontractor. In the allotment then subcontractor waives any right to bring a claim event that such termination takes place prior to and for reasons not regarding the potential impact. at fault of the subcontractor, the contractor will pay the subcontractor for direct job costs incurred through the date of 6.2 Time is of the Essence. Time is of the essence of this Subcontract termination plus a pro rated share of bid fee based on the value of and the subcontractor fully understands its contractual commitment work completed. Any further payment shall be made as mutually to proceed with diligence and to supply sufficient supervision labor, agreed by the parties. The provisions of this paragraph relating to material, and equipment to maintain the schedule provided by the the payment of termination shall not apply if the subcontractor is Contractor. If behind schedule on the work, the subcontractor shall terminated by means of a takeover described in paragraph 4.3. use sufficient over time and weekend labor to regain the lost time and put subcontractors work back on schedule per the direction of 4.5 Litigated Costs, In the event of litigation between the subcontractor Troon Construction. If the subcontractor does not proceed in a and the contractor to enforce any provision of the subcontract. manner that will enable it to satisfactorily complete the work with in the schedule, the contractor; may invoke the takeover provisions of 5.0 SUBMITTALS this Agreement.

5.1 Submittal Requirements, The subcontractor shall promptly 6.3 Damages. If the Prime Contract contains a provision establishing furnish the contractor with drawings, specification, product data, liquidated damages, the subcontractor agrees to be bound by such and selection of materials in a timely manner so as not to delay the provision and shall be responsible to pay all such damages incurred project. due to the subcontractor’s delay. The collection of such liquidated damages from the subcontractor shall be in addition to all other 5.2 Drawings, The subcontractor shall submit one reproducible and (5) contractual and legal rights and remedies afforded to Contractor. If black line copies of each shop drawing for approval. The the subcontractors failure to maintain progress per the schedule subcontractor shall also submit five copies of data, brochures, results in claims for damages from other affected subcontractors, materials list, samples, and colors for approval within 15 days of subcontractor shall also be liable for those damages. this agreement. 7.0 SAFETY 5.3 References, All submittals shall be properly referenced to the contract specifications, plans, and details of the Prime Contract. 7.1 Safety Requirements. The subcontractor agrees to assume all duties, obligations and responsibilities relating to the health, safety 5.4 Substitutions, Any proposed substitutions shall be clearly in writing and welfare of persons performing work for or at the direction of the and set forth by the subcontractor for approval by the contractor and subcontractor. The subcontractor agrees to comply fully with all architect. Any substitutions not so requested and approved shall not federal, state and local safety laws, ordinances and regulations be allowed. applicable to the work including but not limited to the Occupational Safety and Health Act. Any citations issued against contractor for 5.5 Titles, The subcontractor shall conspicuously make all drawing “For actions of the subcontractor’s employees shall be deducted from the Approval” and “For Construction” as appropriate. Any changes or subcontractors contract price. modifications of the approved submittal must be brought to the attention of the contractor and resubmitted for approval. 7.2 Hazardous Material. The subcontractor is to comply with all of the Hazard Communication Standards. In addition, the subcontractor 5.6 Subcontractor Liability, Neither approval of submittals nor the is to have on file with the contractor before starting the Work all failure of the contractor, owner, or architects note to errors Material Safety Data Sheets for any hazardous substances covered omissions or discrepancies on the submittals shall relieve the under the referenced regulations. At the start of the work, the subcontractor from full compliance with this agreement and the subcontractor shall inform the contractor’s project superintendent of Prime Contract. It is the subcontractors responsibility to field verify any intent by the subcontractor to use any hazardous substance at and ensure that the all of the work to be performed will fit, align and the project and provide continuing updates of any new hazardous be compatible with the other trades involved. substances brought to the Project during construction. The subcontractor’s failure to comply may result in fines or damages being assessed to the subcontractor.

7.3 Injury & Illness Prevention Plan. The subcontractor must have on shall promptly in writing, bring to the contractor’s attention any file with the Contractor an “Injury and Illness Prevention Plan – Site discrepancies, errors or problems in any of the contract documents Specific Plan” approved by the respective state in which the project (including the Prime Contract) and any unacceptable jobsite resides. The subcontractor must adhere to the plan requirements, the conditions which the subcontractor, its employees or agents notice contractors plan and all applicable law, and regulations whichever is or experience prior to or during performance of the subcontractor’s more restrictive. Contractors “IIPP” is on file at the contractors work. The subcontractor’s failure to provide such notice or to main office and jobsite and is available for inspection during normal properly satisfy itself with respect to the conditions of the work and business hours. The subcontractors representative must attend all the project site may result in a requirement to tear out and repair scheduled weekly jobsite tool box safety meetings. The portions of the work at the sole expense of the subcontractor. subcontractor shall notify the contractors project superintendent and/or Project Manager within (24) hours of any accidents involving 9.4 Verification of Conditions. The subcontractor is required to verify personal injury or property damage. substrate and installation conditions to insure that they are ready to receive subcontractor’s work. The subcontractor is responsible to 7.4 Protective Gear. A MUST, Hard-hats, safety glasses, and work field verify all necessary field measurements prior to fabrication or boots are mandatory and must be worn 100% of the time by all site ordering, starting work, fabrication or placement of material orders employees and visitors. constitutes acceptance of the conditions and measurements as satisfactory by the contractor. 7.5 Drug & Alcohol Testing. The subcontractor shall comply with contractors Alcohol and Drug Testing Policy and procedure, which 9.5 Weather. The subcontractor has taken into account in the is on file at the Contractors main office and the jobsite office and is preparation of its contract amount and taken into consideration and available upon request. by execution of this subcontract normal weather patterns including its standard deviation and its effects on the subcontractors ability to 8.0 LABOR perform the work during the reasonably expected time frame & duration, for this type of project. The subcontractor has included all 8.1 Labor Disputes. In the event of a labor dispute, regardless of the costs for weather effects, including but not limited to equipment parties to the dispute or the presence of pickets or observers on the selection and use, weather and temporary protection, clean-up Project site. The subcontractor shall proceed with the work without dewatering temporary heat, lighting, hot/cold weather operations, delay or slowdown and take whatever action is necessary to ensure shifted work hours, and all safety concerns. that the work is done on schedule. In the event a labor dispute occurs and for that reason the subcontractor is unable to perform in a 9.6 Protection of Work. The subcontractor shall be responsible during timely manner, the contractor may, on twenty-four (24) hour written installation of the work for protecting adjacent surfaces and all work notice: (a) hire another subcontractor to complete the work; and/or installed by others. Any damage caused by the subcontractor shall (b) complete the work with its own forces. The contractor shall be reported immediately to the contractor. Any damage done by the determine whether the subcontractor is unable to perform in a timely subcontractor to other work or adjacent surfaces shall be replaced or manner. The subcontractor shall indemnify and hold harmless the repaired at the subcontractor’s sole cost and expense. The contractor for any losses that may occur as a result of a labor subcontractor shall immediately report to the contractor any damage disturbance or dispute. The subcontractor shall be responsible for caused to there work by other subcontractors. all costs related to such takeover as outlined in Article 4. 9.7 Temporary Construction. The subcontractor is responsible for 8.2 Replacement of Personnel. The subcontractor agrees to remove temporary partitions and barricade sequencing of the subcontractors from the Project, on demand, any of its employees or employees of work, and shall provide for the complete safety of the public and all lower-tier subcontractors who the contractor and/or the owner construction personnel and shall create a minimum of interference believe are to be unsatisfactory. with the normal flow of pedestrians and vehicles either on or off the site. This shall include, among other things, flagmen or traffic 8.3 Equal Opportunity Employer. The subcontractor shall not plates across trenches to provide uninterrupted traffic control. The discriminate against any employee or applicant for employment subcontractors proposed method of sequencing, barricading, traffic because of race, religion, creed, color, national origin, sex age, or control, temporary partitions, etc. shall be submitted and have prior the presence of any sensory, mental or physical handicap. The approval by the contractor.. subcontractor agrees to comply with all applicable federal, state, and local laws, ordinances, orders, and regulations regarding equal 9.8 Material/Equipment. All Materials delivered by or for the opportunity employment and non-discrimination. The subcontractor subcontractor shall meet all of the Prime Contract requirements. shall take such affirmative action as is necessary to ensure that the requirements of this Paragraph are met. The subcontractor shall 9.8.1 The subcontractor is responsible for and shall bear the risk of comply with all ADA requirements as applicable to subcontractor’s any loss or damage to an the subcontractor’s materials during scope of work. transit, delivery and unloading, job site storage, and job site handling and relocation, and until installed in place by the 9.0 FIELD OPERATIONS subcontractor and accepted by the owner, provided, however, that the subcontractor shall not bear any loss to materials due to the 9.1 Project Meetings. When Project meetings are held, the sole negligence of the contractor. subcontractor will be required to have a qualified representative including the subcontractors Project Manager and superintendent 9.8.2 Materials delivered by or for the subcontractor and intended attend those meetings. Failure to attend when requested will result to be incorporated into construction of the work shall remain on in a reduction of progress payment amounts. the job site and title of the property will pass to Owner upon payment for those materials. Although the title may previously 9.2 Permits, Licenses, Inspection, Fees. If applicable, the have passed to the owner under the preceding provisions, the subcontractor is responsible to obtain, and assume cost of, all subcontractor shall remain custodian of the materials and be required permits, licenses, inspections and fees necessary to perform responsible for and bear the risk of loss or damage until the work its contract work in all aspects. The subcontractor is responsible to into which the materials were incorporated is accepted by the post in the contractor jobsite office copies of all necessary permits. owner. The subcontractor may repossess any surplus materials that exceed quantities required by the Prime Contract but only at the 9.3 Nature & Location of Work. The subcontractor must satisfy completion of the work. himself as to the nature and location of the work, the character, quantity and kind of material to be encountered, the character, kind 9.8.3 The subcontractor shall furnish all equipment, tools, and quality of the equipment needed during the prosecution of the transportation and other facilities necessary to do the work. All work, the location, conditions and other matters which can in any scaffolding, apparatus, ways, works, machinery, and physical plant manner affect the work under this Subcontract. The subcontract brought to the Project by the subcontractor shall remain the

subcontractor’s property. In the event, the contractor takes over payment, the subcontractor’s final payment will be withheld until the work, the contractor shall be entitled to use the scaffolding, the requirements of this Paragraph are met. apparatus, ways, works, machinery and physical plant without cost or liability for depreciation or damage by use and without 9.14 Guarantees & Warranties. The subcontractor agrees to guarantee prejudice to the contractor’s other rights or remedies for any and warrant the work to the extent and for the period of one year or damage or loss sustained by reason of the subcontractor’s inability as required by the Prime Contract whichever is greater and shall to perform. accomplish all required corrections, replacements, and other work at no cost to the Contractor or Owner. The warranty period 9.8.4 Materials condemned by the Contractor, Architect, or Owner commences upon final acceptance by the owner of the Project. The as failing to conform to the requirements of the Prime Contract, subcontractor agrees to submit written warranties (Form “C”) ten whether worked or not, shall be upon notice from the contractor, (10) calendar days before scheduled completion of the work. The be immediately removed by the subcontractor at the subcontractor’s progress or final payments may be withheld until subcontractor’s sole expense. If the subcontractor fails to remove these requirements are met. the condemned materials within a reasonable time, the contractor may do so at the subcontractor’s cost and expense. Failure of the 10.0 GENERAL CONDITIONS contractor to immediately condemn any work or materials as installed shall not in any way waive the contractor’s right to later 10.1 Law & Regulations. All laws, government regulations, applicable reject to the work or materials installed. building codes, and orders, as well as all provisions of the Prime Contract in any way applicable to the Project or the work shall bind 9.8.5 All the subcontractors deliveries shall be coordinated with the subcontractor. the contractors Project Superintendent. The subcontractor shall have a representative and the proper equipment on site to accept all 10.2 Governing Law. Unless otherwise provided, this Agreement shall material deliveries. If the subcontractor does not have someone on be governed by the laws of the state as provided in the Prime site for deliveries, the contractor will either reject the shipment or Contract. In the event that the Prime Contract does not include a unload and the subcontractor will hold the contractor harmless choice of law provision, the laws of the state in which the project is notwithstanding any reason including gross negligence. located shall govern.

9.9 Hoisting. The subcontractor shall be responsible for the furnishing 10.3 Complete Agreement. This Subcontract supersedes all verbal and of any and all hoisting equipment necessary to the fulfillment of other written understandings, including any inconsistencies between obligations arising under this Agreement and for the furnishing of this Subcontract and Subcontractor’s proposal(s). This all personnel necessary to operate such hoisting equipment. The Subcontract constitutes a complete and final understanding subcontractor may be allowed the use of a any hoisting equipment between the Contractor and Subcontractor on this Project. located on the construction site by the contractor if in the contractor’s sole judgment such use would not otherwise disrupt construction. If the subcontractor is allowed use of hoisting 10.4 Modifications. No modification of this Subcontract can be made equipment furnished by the contractor, the subcontractor shall unless in the form of an Addendum, or change order and no waiver reimburse the contractor at a rate equal to that which the contractor of rights under this Subcontract shall be valid or binding on the is obliged to pay for the use of such equipment. The subcontractor parties unless the modification is in writing. All modifications of shall be required to furnish all necessary personnel required for the this agreement need to be signed by the original signatory of this operation of hoisting equipment furnished by the contractor for any agreement. Failure of the contractor to insist on strict performance period of time the hoist equipment is being used for the of this Subcontractor or to exercise any options conferred herein subcontractor’s benefit. Such personnel shall not be considered shall not be construed as a waiver of any provision of this agents or employees of the contractor. subcontract.

9.10 Parking & Storage. The parking of equipment, material storage, 10.5 Independent Contractor. The subcontractor is at all times an construction & tradesmen vehicle parking on any permanent facility, impendent contractor under this subcontract. The subcontractor has shall be under the supervision of the contractor but at the the status of an employer as defined by the workers compensation, subcontractor’s expense. The subcontractor at their sole expense and social security acts, and any other federal, state or local shall correct any markings on exposed concrete slabs. governments. The subcontractor will withhold from its payroll and pay the applicable social security taxes, workers compensation, and 9.11 Remedial Work. Cutting, patching repairing and any other unemployment contributions and any other withholding taxes as remedial work that becomes necessary as a result of the applicable. The contractor shall in no way be liable as an employer subcontractors work shall be either performed by or paid for by the to or on account of any of the subcontractors employees. subcontractor whose work necessitated such repairs. If in the opinion of the contractor this repair is not performed in a timely 10.6 Third Party Beneficiaries. Nothing in this subcontract shall be and/or adequately manner, after the subcontractor has been given construed or interpreted to give any rights or benefits to anyone reasonable notice, it shall be repaired at the subcontractor’s sole other than the contractor and the subcontractor. expense. 10.7 Assignment. The subcontractor agrees not to assign or sublet any 9.12 Clean-up. The subcontractor shall provide continuous cleanup of portion or this subcontract or proceeds from this subcontract without its materials, debris, and operations on the Project. Any cleanup the contractor prior written consent, including but not limited to caused by the subcontractor’s failure to comply with this Paragraph warranties. The subcontractor hereby consents to assign its shall be done at the subcontractor’s cost and expense. The subcontract and all of its lower tier subcontractors and suppliers to contractor will supervise a cleanup crew for indefinable debris and the contractor in the event that the contractor takes over the work as the subcontractor is required to contribute personnel to this crew described in paragraph 4, and to execute all documents necessary to based on percentage of relative manpower of the project to insure effect an assignment. In connection with this obligation to assign its that the project to insure that the project site is clean & orderly and subcontracts, the subcontractor shall upon request provide the safe at all times. contractor of all names, addresses, telephone numbers, and contract values of all of its lower tier subcontractors and suppliers so that the 9.13 As-Builts. The subcontractor shall continually update as built contractor may provide a written notice to all those involved of the drawings throughout job progress and shall submit three copies of 10.8 assignment. The subcontractor shall insure that no provision in its final as-built drawings, and operation or maintenance manuals or lower tier subcontracts prohibits such assignment. information at lease ten (10) days prior to scheduled completion of the Project. The subcontractor as a precedent to each progress payment must update the contractor as-builts in the jobsite office. In addition to other provisions of this Subcontract, regarding the final

10.8 Lien Rights. When required of the contractor, the lien of any construction mortgage placed for the purpose of financing the work under this subcontract shall be at all times remain, superior to the statutory lien rights of this subcontract.

10.9 Preliminary Notices. The subcontractor and its lower tier subcontractors and suppliers shall give the contractor all applicable notices in the same manner, form, and correct amount as required by the Prime Contract and this subcontract. All correspondence by the subcontractor to the contractor shall be sent the contractors main office. The subcontractors failure to provide the proper notice in accordance with the Prime Contract shall limit and / or bars the subcontract in the same manner as failure to provide such notice limits and / or bars the contractor under the terms and conditions in the Prime Contract.

10.10 Headings. All paragraph headings in this subcontract are for the convenience and reference only, and shall not affect the construction or interpretation of this subcontract.

10.11 Severability. If any term, condition, provision of this subcontract or the application thereof to any project or circumstances is determined to be invalid or unenforceable to any extent, the remaining provisions of this subcontract shall not be affected but shall instead remain valid and fully enforceable.

11.0 INDEMNIFICATION

11.1 Indemnification. The subcontractor agrees to defend, indemnify, and hold the contractor, owner, its agents, and all employees, from and against any claim, cost, damage, loss, expenses, or liability (including attorneys fees), attributable to bodily injury, sickness, disease, or death, or the damage or destruction of property (including loss of us thereof), caused by, arising out of, resulting from, or occurring in connection with the performance of the work by the subcontractor and lower tier subcontractors and suppliers, including its employees, agents, representatives, whether or not caused in party by the active or passive negligence or other fault of a party indemnified hereunder. Provided, however, that the subcontractors duty hereunder shall not arise if injury, sickness, disease, death damage or destruction is caused by the sole negligence of the contractor and further provided however that the amount of such indemnification except for attorney fees, shall be limited to an amount equal to a percentage of fault to the subcontractor. The subcontractors obligation hereunder shall not be limited by the provisions of any workers compensation or similar act and the subcontractor hereby waives any immunity to suit under the workers compensation law. The subcontractor agrees to indemnify and save harmless the contractor, The subcontractor specifically and expressly waives any immunity it might otherwise pursuant to and assumes liability on account of any and such claim, suit or action made or brought against the contractor, its ownership, agents, or employees, arising out of and in connection with or incident of the subcontractors performance in this subcontract, arising from any cause whatsoever except to the extent caused by the subcontractor, only to the extent to the subcontractors negligence.

11.2 Hold Harmless and Indemnification. The subcontractor specifically agrees and acknowledges that this agreement of indemnification and hold harmless together with the subcontractor waiver of immunity was the subject of discussion and negotiation between the subcontractor and the contractor and that the subcontractor promises and waiver herein are a part of consideration for the contractor to enter into this agreement. The subcontractor waiver was considered when arriving at the amount to be paid for the work performed as agreed under this subcontract.

Exhibit "B"

Exhibit-'C'

2200 W Fillmore Road Phoenix AZ 85009 O (602) 492-7545 W influxbt.com ROC# 337188

PROPOSAL FOR PREFABRICATION AND FRAMING SERVICES PROJECT NAME AND LOCATION: FT PROJECT ID: DATE: La Quinta Hotel 22-030477 March 16, 2023 9050 W McDowell Rd, Phoenix, AZ 85037 REV.1: No. Stories: 4 April 18, 2023 Total Area of Framing: 56,419-sf No. Units: 95 REV.2: April 28, 2023 CLIENT: Troon Construction, LLC Att: Ray Garcia / CEO 1515 N Greenfield Rd. Ste #101, Mesa, AZ 85205 O (480) 797-9090 E [email redacted]

Influx Building Technologies (“IBT”) proposes to furnish complete framing services, including Lumber, Sheet Product, Engineered Wood Product, Trusses, Wood-Wood Connectors, Hardware, Preconstruction Coordination & Shop Drawings / Submittals, Prefabrication Labor, Shipping, and Field Labor & Equipment to Erect and Frame the Project.

COST OF THE WORK IS ONE-MILLION FOUR-HUNDRED-NINETEEN-THOUSAND DOLLARS ($1,419,000)

CONDITIONS AND CLARIFICAITONS:

1. Pricing is based on drawings set dated July 20, 2022. 2. Pricing for remaining scope is good for 7-calendar days from the date of this proposal. Contracts signed after this period are subject to price changes. 3. No retention held on materials. 4. Lead time for trusses is 6-weeks after submittal approval. 5. Lead time for engineered wood products (EWP) is 5-weeks after submittal approval. 6. Lead time for fire Pyroguard fire treated products is 6-8 weeks. 7. Job site must be fully graded to stem wall / slab for man lift accessibility prior to being on site. 8. Proposal assumes a continuous effort from prefabrication to field mobilization to completion of the framing scope. Additional mobilizations subject to Change Order. 9. Proposal assumes prefabricated wall panels are constructed offsite. 10. Proposal assumes field assembled floor and roof assemblies onsite. If offsite prefabrication of floor and/ roof assemblies is requested by Client, costs for shipping and handling will require a Change Order. 11. Proposal assumes all prefabricated wood panels, prefabricated wall panels, and trusses are delivered and stored on-site. The project is subject to additional costs If offsite storage of prefabricated components is requested by the General Contractor. 12. Any wood not dried-in and / or drywalled and primed for more than 30-days after the City-approved Strap & Shear Inspection will require a Change Order to straighten or replace. 13. Bid with unobstructed access for a 10K# lift to all sides of work unless building is set against a zero-lot line. 14. A +/- 6,000-sf graded laydown area is required for trusses, joists, wall panels and/or other materials required for the project. 15. Temporary power supplied by GC. 16. Assumes standard OHSA compliant safety protocols. See Add Service Costs for Enhanced Safety Program if applicable.

INFLUX BUILDING TECHNOLOGIES | Proposal for Prefabrication & Framing Services 1/2 Client Initials_______ INCLUSIONS:

1. Labor, Shipping and Equipment required to prefabricate, ship, and erect the wood framing scope as outlined in the construction documents, including: a. 2x Wood Framing. b. Fire treated products (where occurs). c. Interior & Exterior Shear w/ OSB. d. Engineered Wood Products (TJIs, GLBs, LSLs, LVLs, PSLs). e. Prefabricated Wood Wall Panels. f. Hardware per plans. g. Installation and Material for Hold-Downs. h. All labor & equipment required for the wood framing scope. 2. Preconstruction meeting(s) with the General Contractor, Mechanical, Plumbing, and Electrical contractor(s) to coordinate framing scope with trades. 3. Single sole plates at upper levels. 4. All 2-hr rated walls are taken off as balloon framed per plans. 5. Roof trusses at corridor are bid as cantilevered trusses into middle of corridor. 6. Except for fire-rated locations, floor underlayment priced as OSB sheathing ILO CDX plywood. 7. Except for fire-rated locations, roof sheathing priced as OSB ILO CDX plywood. a. Roof sheathing bid as 15/32 OSB ILO 7/16 OSB 8. Except for fire-rated locations wall sheathing priced as OSB in lieu of plywood. 9. Includes roof cricket framing as required.

EXCLUSIONS:

1. Costs associated with Street Closures and Traffic Control. 15. Blocking or Backing not specified in the plans. 2. Sheathing at any metal stud location. 16. Mechanical Curbs or Platforms. 3. Metal Stud Framing. 17. Demolition. 4. Installation and Supply of Concrete Hold-Downs and Anchor Bolts. 18. Windows or Window Installation. 5. Installation and Supply of Concrete or Masonry Embeds. 19. Electrical (to be provided by GC up to 100' of our work). 6. Gypsum Sheathing. 20. Sales Tax. 7. Structural Steel or any drilling of structural steel. 21. Payment & Performance Bond. 8. Fiber Cement Board. 22. Permits. 9. Operable Door Supports. 23. Off-Site Trash Removal. 10. Custom Metal Hardware. 24. Prevailing Wage. 11. Zip Panel System. 25. Overtime Hours. 12. Tyvek or Vapor Barrier. 26. Special Inspections. 13. Finish Carpentry & Millwork. 27. Access to upper levels. 14. All FRP Material. 28. Soundboard.

END OF PROPOSAL

Sincerely,

Robert Des Rosiers, AIA, LEED AP INFLUX BUIILDING TECHNOLOGIES / Partner 2200 W Fillmore Road Phoenix, AZ 85009 O 602-492-7545 M 917-887-3480 E [email redacted]

Accepted by:

CLIENT NAME (PRINT) CLIENT SIGNATURE

CLIENT ORGANIZATION DATE

INFLUX BUILDING TECHNOLOGIES | Proposal for Prefabrication & Framing Services 2/2 Client Initials_______ Master Schedule

Task Name Duration

Site Work 190 days SWPPP and Pre water site 3 days Rough grade site (cut and fill) 10 days Install site utilities 20 days Complete finish site grading 10 days Install sidewalks curbs and pavers 15 days Perimiter Fence 15 days Install Landscape Irrigation 20 days Complete Landscape / plantings 20 days AC base Paving and stripe parking lot 15 days

Building 192 days Rough-in underground 10 days Footings / Slab 20 days Lead Time for trusses and engineered joists is 5-weeks after approved submittals. Lead Time for Framing trusses is 6-weeks after approved submittals. 45 days Rough framing start date is established once Rough in MPE trusses and engineered joists are delivered to site 40 days Roofing 10 days Windows 5 days Start Ap Ap Ap Ma Ma Ma Ma Ma Ju Ju Ju Ju Jul Jul Jul Jul Au Au Au Au Au Se Se Se Se Oc Oc Oc Oc Oc No No r1 r1 r2 y2 y9 y1 y2 y3 n n n n 4 ' 11 18 25 g g g g g p p p p t3 t1 t1 t2 t3 v7 v

Mon 4/10/23 8:00 A M Mon 4/10/23 8:00 AM

Mon 4/10/23 8:00 AM

Mon 4/24/23 8:00 AM

Mon 10/2/23 8:00 AM

Mon 10/16/23 8:00 AM

Mon 5/1/23 8:00 AM

Mon 11/6/23 8:00 AM

Mon 12/4/23 8:00 AM

Mon 11/6/23 8:00 AM

Mon 5/8/23 8:00 AM

Mon 5/15/23 8:00 AM

Mon 6/12/23 8:00 AM

Mon 6/19/23 8:00 AM

Mon 8/14/23 8:00 AM

Mon 7/10/23 8:00 AM Task Name Duration

Stucco 15 days Insulation / Drywall 40 days Install doors and hardware 20 days Painting 20 days Install Flooring 20 days Install Cabinets / Counters tops 3 days Finish Trim MPE 15 days Punch Bldg 2 days

Final Inspections 7 days Perform local building agency inspections 3 days Complete punch list items from all inspections 1 wk Obtain certificate of occupancy 2 days Start Ap Ap Ap Ma Ma Ma Ma Ma Ju Ju Ju Ju Jul Jul Jul Jul Au Au Au Au Au Se Se Se Se Oc Oc Oc Oc Oc No No r1 r1 r2 y2 y9 y1 y2 y3 n n n n 4 ' 11 18 25 g g g g g p p p p t3 t1 t1 t2 t3 v7 v

Mon 7/17/23 8:00 AM

Mon 8/28/23 8:00 AM

Mon 10/23/23 8:00 AM

Mon 11/20/23 8:00 AM

Mon 12/11/23 8:00 AM

Mon 1/8/24 8:00 AM

Mon 1/15/24 8:00 AM

Mon 1/22/24 8:00 AM

Mon 1/29/24 8:00 AM Task

Split

Milestone

Summary

Project Summary

Inactive Task

Inactive Milestone

Inactive Summary

Manual Task

Duration-only

Manual Summary Rollup

Manual Summary

Start-only

Finish-only

External Tasks

External Milestone

Deadline

Progress DOCUMENT: CONTRACTOR PREFABRICATION CHECKLIST Exhibit-'E'

PROJECT INFORMATION PERSONNEL Project Name: La Quinta 91st & McDowell IBT Project Manager: Paul Young Project No. 23-030477 Phone/Email: [email redacted] Project Location: 9050 W McDowell Rd, Phoenix AZ General Contractor: Troon Inc. Project Start Date: 4/10/2023 (4/11 schedule) GC Project Manager: Herb Shepard Fram’g Start Date: 6/12/2023 (per contract schedule) Phone/Email: [email redacted]

PROJECT DETAILS Construction Type: Wood Frame Total Buildings: 1 Total Keys: 95 Total Bldg. Area: 56,419

Area Total Wall Single or Floor/Roof (GSF) Height Common Double Assembly Area (Floor to U/S Stud Bottom Type Floor/ Roof Notes (GSF) Truss/Joist) Length Plate (Joist/Truss) Depth Level-1: 14,146 12’ - 8 5/8” 148” Single Slab on grade 4” 160” stud height for balloon frame walls Pressure Treated Plate Level-2: 13,843 9’ - 2 5/8” 104 5/8” Dbl Bottom TJI 11 7/8” deep 116 5/8” stud height for balloon frame walls plate TJI Level-3: 13,843 9’ - 2 5/8” 104 5/8” Dbl Bottom TJI 11 7/8” deep 116 5/8” stud height for balloon frame walls plate TJI Level-4: 12,987 9’ - 2 5/8” 104 5/8” Dbl Bottom TJI 11 7/8” deep plate TJI Level-5: - Roof: 14,418 Trusses Miscellaneous Sloped top chord

Special Req’s: Other Assumptions and Notes:

PROJECT REQUIREMENTS

Influx Building Technologies Contractor Prefabrication Checklist 1/3 MISCELLANEOUS INFORMATION & COORDINATION Required Description Y N N/A Notes Work hour or other job restrictions affecting IBT scope Preconstruction Meeting with GC to Review Staging and Site Storage Requirements Y Please setup a meeting at earliest convenience Preconstruction Meeting with Concrete Contractor for Preconstruction Coordination Y Preconstruction Meeting with Plumbing Contractor for Preconstruction Coordination Y Preconstruction Meeting with Mechanical Contractor for Preconstruction Coordination Y Preconstruction Meeting with Electrical Contractor for Preconstruction Coordination Y Field Office provided by General Contractor Y Area for IBT Field Office to be provided by General Contractor Y Prefabricated wall panels to be stored on-site Y Prefabricated wall panels to be stored off-site N Trusses / Joists to be stored on-site Y Trusses / Joists to be stored off-site N Access to Upper Levels to be provided by GC N Access to Upper Levels to be provided by IBT Y Safety Railings provided by GC N Safety Railings provided by IBT Y Dedicated working area for site prefabrication provided by GC Y To be discussed during Site meeting Gypcrete floor topping installed after GWB installation Y ¾” Gypcrete per plans Slab embedded Hold-Downs and Anchor Bolts by GC (others) N Slab embedded Hold-Downs and Anchor Bolts by IBT Y IBT Will provide Anchor bolt/ Holdown layout plan Concealed Insulation by GC (others) Y Concealed Insulation by IBT N Concealed Drywall by GC (others) Y Concealed Drywall by IBT N

SUBMITTALS PROVIDED BY CONTRACTOR Required Description Y N N/A Due Date Date Received Notes Safety Plan Y 5/5/23 Site Staging Plan Y 5/5/23 Site Phasing Plan N/A R.O information needed: Windows Y 5/5/23 Information about Rough opening, Water proofing details Storefront Y 5/5/23 Doors Y 5/5/23 Information about Rough opening Pocket Doors N/A Garage Doors N/A Bathtubs Y 5/5/23 Framing dimensions & tolerances Shower Stalls Y 5/5/23

Influx Building Technologies Contractor Prefabrication Checklist 2/3 Mechanical Openings Y 5/5/23 MPE Sleeving Y 5/5/23 Laundry Chute Y 5/5/23 Framing dimensions & tolerances Mailboxes N/A Medicine Cabinets N/A Other Built-Ins Stair Tower(s) Elevator Shaft(s) Specific Backing requirements Y 5/5/23 SUBMITTALS PROVIDED BY IBT Required Description Y N N/A Due Date Date Issued Notes Safety Plan Y 5/19/23

Site Staging Plan Y 5/19/23 Hold-down / Anchor Bolt Plan(s) Y 5/22/23 Wall Panel Layout Plan(s) Y 5/24/23 Stairs Y 5/26/23 Trusses Y 6/1/23 Engineered Floor Systems Y 6/1/23 Hardware and Fasteners Y 5/19/23 Adhesives N Fire Caulking N Sill Foam Seal N

REQUESTS FOR INFORMATION ISSUED BY IBT No. Description Date Issued Due Date Notes

Influx Building Technologies Contractor Prefabrication Checklist 3/3 REGISTRAR OF CONTRACTORS OF THE STATE OF ARIZONA

Form Third Building Tech LLC, Case No. 2024-01480 DBA:Influx Building Technologies,

COMPLAINANT, v. CITATION Troon Enterprises Inc., License No. ROC 297652, RESPONDENT.

The Registrar issues this Citation to Troon Enterprises Inc., (“Respondent”) under A.R.S. § 32-1155(A). If Respondent fails to answer this Citation by March 20, 2024, 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 February 6, 2024, Form Third Building Tech LLC DBA: Influx Building Technologies (“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: //

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1700 W. Washington Street, Suite 105 · Phoenix AZ 85007-2812 602.542.1525 · Toll Free 877.692.9762 · roc.az.gov Lg101 8/21 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 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. 2024-01480. 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 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.

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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 for Filing a Written Answer: Respondent must file a written answer with the Registrar no later than March 20, 2024. This deadline is calculated under A.R.S. §§ 32-1155(A) and (B), which provides a 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.

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1700 W. Washington Street, Suite 105 · Phoenix AZ 85007-2812 602.542.1525 · Toll Free 877.692.9762 · roc.az.gov Lg101 8/21 § 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 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 March 5, 2024.

By: /s/ Chance Peterson Chance Peterson General Counsel Legal Department Arizona Registrar of Contractors

COPY of the foregoing mailed by Certified Mail, Return Receipt Requested, March 5, 2024 to: Respondent Certified Mail No: [number redacted] 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 Troon Enterprises Inc. 7373 E Doubletree Ranch Rd Ste 200 Scottsdale, AZ 85258

Copy mailed by USPS First Class mail this same date to:

Troon Enterprises Inc. 7373 E Doubletree Ranch Rd Ste 200 Scottsdale, AZ 85258 Complainant Form Third Building Tech LLC DBA: Influx Building Technologies, 820 N 3rd St Phoenix, AZ 85004 Complainant’s Attorney James C. Golden, Esq. 4250 N Drinkwater Blvd, Fourth Floor Scottsdale, AZ 85251 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 Complainant’s Attorney at email address of record with Registrar

Case No. 2024-01480 / GM

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1700 W. Washington Street, Suite 105 · Phoenix AZ 85007-2812 602.542.1525 · Toll Free 877.692.9762 · roc.az.gov Lg101 8/21 0123ÿ516789 ÿ 12316789 1