27-0015 Attachment D- A201-2017 (1).PDF

AIA

Document A101® – 2017

Standard Form of Agreement Between Owner and Contractor where the basis of payment is a Stipulated Sum

AIA Document A101 – 2017. Copyright © 1915, 1918, 1925, 1937, 1951, 1958, 1961, 1963, 1967, 1974, 1977, 1987, 1991, 1997, 2007 and 2017. All rights reserved. “The American Institute of Architects,” “American Institute of Architects,” “AIA,” the AIA Logo, and “AIA Contract Documents” are trademarks of The American Institute of Architects. This draft was produced at 09:53:22 ET on 07/13/2026 under Order No.3104239075 which expires on 12/31/2026, is not for resale, is licensed for one-time use only, and may only be used in accordance with the AIA Contract Documents®

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User Notes: (724660308)

ADDITIONS AND DELETIONS: The author of this document has added information needed for its completion. The author may also have revised the text of the original AIA standard form. An Additions and Deletions Report that notes added information as well as revisions to the standard form text is available from the author and should be reviewed.

This document has important legal consequences.

Consultation with an attorney is encouraged with respect to its completion or modification.

The parties should complete

A101®–2017, Exhibit A, Insurance and Bonds, contemporaneously with this

Agreement. AIA Document

A201®–2017, General

Conditions of the Contract for Construction, is adopted in this document by reference. Do not use with other general conditions unless this document is modified.

ELECTRONIC COPYING of any portion of this AIA® Document to another electronic file is prohibited and constitutes a violation of copyright laws as set forth in the footer of this document.

AGREEMENT made as of the «______________» day of «_____________» in the year

«Two Thousand Twenty Six »

(In words, indicate day, month and year.)

BETWEEN the Owner:

(Name, legal status, address and other information)

Detroit Public Schools Community District

3011 W. Grand Boulevard

Detroit, Michigan 48202 and the Contractor:

for the following Project:

(Name, location and detailed description)

Detroit Public Schools Community District

FY26 Athletics - Cass Technical High School Athletic Field Project located at 2501 2nd

Avenue, Detroit, Michigan

The Architect:

«The Collaborative, Inc.

One SeaGate, Park Level 118

Toledo, Ohio, 43604

(419) 242-7405 »

The Owner and Contractor agree as follows.

AIA Document A101 – 2017. Copyright © 1915, 1918, 1925, 1937, 1951, 1958, 1961, 1963, 1967, 1974, 1977, 1987, 1991, 1997, 2007 and 2017. All rights reserved. “The American Institute of Architects,” “American Institute of Architects,” “AIA,” the AIA Logo, and “AIA Contract Documents” are trademarks of The American Institute of Architects. This draft was produced at 09:53:22 ET on 07/13/2026 under Order No.3104239075 which expires on 12/31/2026, is not for resale, is licensed for one-time use only, and may only be used in accordance with the AIA Contract Documents®

TABLE OF ARTICLES

1 THE CONTRACT DOCUMENTS

2 THE WORK OF THIS CONTRACT

3 DATE OF COMMENCEMENT AND SUBSTANTIAL COMPLETION

4 CONTRACT SUM

5 PAYMENTS

6 DISPUTE RESOLUTION

7 TERMINATION OR SUSPENSION

8 MISCELLANEOUS PROVISIONS

9 ENUMERATION OF CONTRACT DOCUMENTS

EXHIBIT A INSURANCE AND BONDS

ARTICLE 1 THE CONTRACT DOCUMENTS

The Contract Documents consist of this Agreement, Conditions of the Contract (General, Supplementary, and other

Conditions), Drawings, Specifications, Addenda issued prior to execution of this Agreement, other documents listed in this Agreement, and Modifications issued after execution of this Agreement, all of which form the Contract, and are as fully a part of the Contract as if attached to this Agreement or repeated herein. The Contract represents the entire and integrated agreement between the parties hereto and supersedes prior negotiations, representations, or agreements, either written or oral. An enumeration of the Contract Documents, other than a Modification, appears in Article 9.§1.1 The Contractor shall faithfully and competently complete the Work described in this Agreement, including all

Exhibits or documents incorporated herein by reference (hereinafter collectively referred to as the "Agreement" or

"Contract"), including the Conditions of the Contract (General, Supplementary and other Conditions), the Request for

Proposal dated ________________, 202__ including any Addenda, as well as the Advertisement or Invitation to Bid, Instructions to Bidders, Drawings and Specifications (which are attached hereto as Exhibit B) and the Contract

Documents for the Project, or as reasonably inferable as necessary or incidental, to produce the results intended by the

Contract Documents (collectively "the RFP"), as well as in the Contractor’s Proposal in response to the RFP dated July

31, 2026 including the Post-Bid interview documents (collectively the "Proposal"), which Proposal is attached hereto as Exhibit C and incorporated herein (except to the extent any exceptions contained in the Contractor’s Proposal are not expressly accepted by the Owner in writing or incorporated into this Agreement). In the event of any inconsistency or ambiguity between this Agreement and the Contractor’s Proposal, the terms that are more favorable to the Owner shall govern. An enumeration of the Contract Documents, other than a Modification, appears in Article

9.

ARTICLE 2 THE WORK OF THIS CONTRACT

The Contractor shall fully execute the Work described in the Contract Documents, or reasonably inferable as necessary, or incidental, to produce the results intended by the Contract Documents, except as specifically indicated in the Contract Documents to be the responsibility of others. Except as expressly provided for in the Contract Documents to the contrary, the Contractor, at its sole cost, risk, and expense shall construct, install, equip, provide, purchase, pay for, and furnish all of the Work in accordance with the Contract Documents and Applicable Laws as they apply to the performance of the Work.

ARTICLE 3 DATE OF COMMENCEMENT AND SUBSTANTIAL COMPLETION

§ 3.1 The date of commencement of the Work shall be:

(Check one of the following boxes.)

[ « » ] The date of this Agreement.

AIA Document A101 – 2017. Copyright © 1915, 1918, 1925, 1937, 1951, 1958, 1961, 1963, 1967, 1974, 1977, 1987, 1991, 1997, 2007 and 2017. All rights reserved. “The American Institute of Architects,” “American Institute of Architects,” “AIA,” the AIA Logo, and “AIA Contract Documents” are trademarks of The American Institute of Architects. This draft was produced at 09:53:22 ET on 07/13/2026 under Order No.3104239075 which expires on 12/31/2026, is not for resale, is licensed for one-time use only, and may only be used in accordance with the AIA Contract Documents®

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

[ « X » ] Established as follows:

(Insert a date or a means to determine the date of commencement of the Work.)

«_December 23, 2026____________________________________________________ »

Notwithstanding the foregoing, Contractor may not commence the Work on the Project until after insurance certificates and bonds, if applicable, are delivered to the Owner.»

If a date of commencement of the Work is not selected, then the date of commencement shall be the date of this

Agreement.set forth in a notice to proceed issued by the Owner.

§ 3.2 The Contract Time shall be measured from the date of commencement of the Work.

§ 3.3 Substantial Completion § 3.3.1 Subject to adjustments of the Contract Time as provided in the Contract Documents, the Contractor shall achieve Substantial Completion of the entire Work:

(Check one of the following boxes and complete the necessary information.)

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

[ « X » ] By the following date: « August 13, 2027»

[ « » ] As outlined in the Preliminary Project Milestone Schedule, attached hereto as Exhibit F.

§ 3.3.2 Subject to adjustments of the Contract Time as provided in the Contract Documents, if portions of the Work are to be completed prior to Substantial Completion of the entire Work, the Contractor shall achieve Substantial

Completion of such portions by the following dates:

Portion of Work Substantial Completion Date N/A N/A

§ 3.3.3 If the Contractor fails to achieve Substantial Completion as provided in this Section 3.3, liquidated damages, if any, shall be assessed as set forth in Section 4.5.

§ 3.3.4 Time is of the essence with respect to the Contract Documents and all of the Contractor’s obligations thereunder. The Contractor acknowledges and recognizes that the Owner requires full occupancy and use of the completed Work on the date by which Substantial Completion is required hereunder.

ARTICLE 4 CONTRACT SUM

§ 4.1 The Owner shall pay the Contractor the Contract Sum in current funds for the Contractor’s performance of the

Contract. The Contract Sum shall be « » ($ « » ), subject to additions and deductions as provided in the Contract Documents.

§ 4.2 Alternates § 4.2.1 Alternates, if any, included in the Contract Sum:

Item Price

§ 4.2.2 Subject to the conditions noted below, the following alternates The Contract Sum does not include the following alternates, which are described in the Contract Documents and may be accepted by the Owner following execution of this Agreement. in writing. Unless otherwise specified in the Conditions for Acceptance, the Contractor may, with not less than fourteen (14) days’ prior written notice, establish in writing a date upon which any of the alternates set forth below in this Section 4.2.2 must be accepted by the Owner in order for the Contractor to perform the Work covered by such alternates for the price set forth below in this Section 4.2.2 and without any adjustment to a

Milestone Date or in the Contract Time. Upon acceptance, the Owner shall issue a Modification to this Agreement.

(Insert below each alternate and the conditions that must be met for the Owner to accept the alternate.)

AIA Document A101 – 2017. Copyright © 1915, 1918, 1925, 1937, 1951, 1958, 1961, 1963, 1967, 1974, 1977, 1987, 1991, 1997, 2007 and 2017. All rights reserved. “The American Institute of Architects,” “American Institute of Architects,” “AIA,” the AIA Logo, and “AIA Contract Documents” are trademarks of The American Institute of Architects. This draft was produced at 09:53:22 ET on 07/13/2026 under Order No.3104239075 which expires on 12/31/2026, is not for resale, is licensed for one-time use only, and may only be used in accordance with the AIA Contract Documents®

Item Price Conditions for Acceptance

§ 4.3 Allowances, if any, included in the Contract Sum:

(Identify each allowance.)

Item Price City of Detroit Permitting $ 138,000.00

Contaminated Soils Haul Away $ 100,000.00

Underground Storm Piping and Detention

Measures for Contaminated Soils

$ 50,000.00

Soil Undercut and Stabilization $ 100,000.00

Site De-Watering $ 50,000.00

§ 4.4 Unit prices, if any:

(Identify the item and state the unit price and quantity limitations, if any, to which the unit price will be applicable.)

Unit prices are included in the Contactor’s Proposal, which, except for portions not accepted by the Owner or that is in conflict with this Agreement, is attached hereto and made part of this Agreement as Exhibit C. Such Unit prices are considered complete and include: (i) all materials, equipment, labor, delivery, installation, overhead, and profit; and

(ii) any and all other costs or expenses in connection with, or incidental to, the performance of that portion of the Work to which such unit prices apply.

Item Units and Limitations Price per Unit ($0.00)

§ 4.5 Liquidated damages, if any:

(Insert terms and conditions for liquidated damages, if any.)

Damages – NOT USED

§ 4.6 Other:

(Insert provisions for bonus or other incentives, if any, that might result in a change to the Contract Sum.)

For any adjustments to the Contract Sum that are based on pricing other than a unit price method, and not required based upon the acts or omissions of the Contractor, the Contractor agrees to charge and accept a mark-up of not more than «ten» percent («10»%) on the Cost of the Work for the Work covered by the Change Order as the sole mark-up for the Contractor’s overhead and profit. Mark-up for all subcontractor overhead and profit for Change Orders shall not exceed «five» percent («5»%) of their direct cost.« »

ARTICLE 5 PAYMENTS

§ 5.1 Progress Payments § 5.1.1 Based upon properly completed and supported Applications for Payment submitted to the Architect by the

Contractor and Certificates for Payment issued by the Architect, properly issued by the Architect and not objected to by the Owner, the Owner shall make progress payments on account of the Contract Sum to the Contractor as provided below and elsewhere in the Contract Documents.

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

month.

§ 5.1.3 Provided that an a properly completed and supported Application for Payment is received by the Architect not later than the last» day of a month, the Owner shall make payment of undisputed portions of the certified amount certified to the Contractor not later than the day of the month. If «last» day of the «following» month. Unless otherwise required by law, if an Application for Payment is received by the Architect after the application date fixed above, payment of the amount certified shall be made by the Owner not later than ( ) «forty-five» (45) days after the

Architect receives the Application for Payment.

AIA Document A101 – 2017. Copyright © 1915, 1918, 1925, 1937, 1951, 1958, 1961, 1963, 1967, 1974, 1977, 1987, 1991, 1997, 2007 and 2017. All rights reserved. “The American Institute of Architects,” “American Institute of Architects,” “AIA,” the AIA Logo, and “AIA Contract Documents” are trademarks of The American Institute of Architects. This draft was produced at 09:53:22 ET on 07/13/2026 under Order No.3104239075 which expires on 12/31/2026, is not for resale, is licensed for one-time use only, and may only be used in accordance with the AIA Contract Documents®

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

§ 5.1.4 Each Application for Payment shall be based on the most recent schedule of values submitted by the Contractor in accordance with the Contract Documents. The schedule of values shall allocate the entire Contract Sum among the various portions of the Work. The schedule of values shall be prepared in such form, and supported by such data to substantiate its accuracy, as the Architect or Owner may require. This schedule of values shall be used as a basis for reviewing the Contractor’s Applications for Payment.Payment; the Contractor’s initial Schedule of Values is incorporated into this Agreement and attached hereto as Exhibit D.

§ 5.1.5 Applications for Payment shall show the percentage of completion of each portion of the Work as of the end of the period covered by the Application for Payment.

§ 5.1.6 In accordance with AIA Document A201™–2017, General Conditions of the Contract for Construction, and subject to other provisions of the Contract Documents, the amount of each progress payment shall be computed as follows:

§ 5.1.6.1 The amount of each progress payment shall first include:

.1 That portion of the Contract Sum properly allocable to completed Work;

.2 That portion of the Contract Sum properly allocable to materials and equipment delivered and suitably stored at the site for subsequent incorporation in the completed construction, or, if approved in advance by the Owner, suitably stored off the site at a location agreed upon in writing; and

.3 That portion of Construction Change Directives that the Architect determines, in the Architect’s professional judgment, to be reasonably justified.

§ 5.1.6.2 The amount of each progress payment shall then be reduced by:

.1 The aggregate of any amounts previously paid by the Owner;

.2 The amount, if any, for Work that remains uncorrected and for which the Architect has previously withheld a Certificate for Payment as provided in Article 9 of AIA Document A201–2017;

.3 Any amount for which the Contractor does not intend to pay a Subcontractor or material supplier, unless the Work has been performed by others the Contractor intends to pay;

.4 For Work performed or defects discovered since the last payment application, any amount for which the Architect may withhold payment, or nullify a Certificate of Payment in whole or in part, as provided in Article 9 of AIA Document A201–2017; and

.5 Retainage withheld pursuant to Section 5.1.7.

§ 5.1.7 Retainage § 5.1.7.1 For To the extent permitted by law, for each progress payment made prior to Substantial Completion of the

Work, the Owner may withhold the following amount, as retainage, from the payment otherwise due:

(Insert a percentage or amount to be withheld as retainage from each Application for Payment. The amount of retainage may be limited by governing law.)

Ten percent (10%)

§ 5.1.7.1.1 The following items are not subject to retainage:

(Insert any items not subject to the withholding of retainage, such as general conditions, insurance, etc.)

Any reduction or release of retainage, or payment thereof shall not constitute a waiver of (i) any of the Owner’s rights to retain in connection with other payments to the Contractor or (ii) any other right or remedy that the Owner has under the Contract Documents, at law or in equity.

§ 5.1.7.2 Reduction or limitation of retainage, if any, shall be as follows:

(If the retainage established in Section 5.1.7.1 is to be modified prior to Substantial Completion of the entire Work, including modifications for Substantial Completion of portions of the Work as provided in Section 3.3.2, insert provisions for such modifications.)

AIA Document A101 – 2017. Copyright © 1915, 1918, 1925, 1937, 1951, 1958, 1961, 1963, 1967, 1974, 1977, 1987, 1991, 1997, 2007 and 2017. All rights reserved. “The American Institute of Architects,” “American Institute of Architects,” “AIA,” the AIA Logo, and “AIA Contract Documents” are trademarks of The American Institute of Architects. This draft was produced at 09:53:22 ET on 07/13/2026 under Order No.3104239075 which expires on 12/31/2026, is not for resale, is licensed for one-time use only, and may only be used in accordance with the AIA Contract Documents®

Except as otherwise provided by law, the Owner shall have the option, but not the obligation, to reduce the retainage requirements of this Agreement or release any portion of retainage prior to the date specified in the Contract

Documents.

§ 5.1.7.3 Except as set forth in this Section 5.1.7.3, upon Substantial Completion of the Work, the Contractor may submit an Application for Payment that includes the retainage withheld from prior Applications for Payment pursuant to this Section 5.1.7. The Application for Payment submitted at Substantial Completion shall not include retainage as follows:

(Insert any other conditions for release of retainage upon Substantial Completion.)

The Owner may withhold retainage as set forth in Section 9.8.5 of the AIA Document A201-2017.

§ 5.1.8 If final completion of the Work is materially delayed through no fault of the Contractor, the Owner shall pay the

Contractor any additional amounts in accordance with Article 9 of AIA Document A201–2017.

§ 5.1.9 Except with the Owner’s prior approval, the Contractor shall not make advance payments to suppliers for materials or equipment which have not been delivered and stored at the site.

§ 5.1.10 Contractor’s first Application of Payment is considered incomplete unless in addition to the requirements described in this Section 5.1 and the A201, all of the following completed items are also included with the Application of Payment:

.1 Performance and Payment Bonds;

.2 Certificate(s) of Insurance, as required (furnish a copy of the entire insurance policy showing coverage limits, all inclusions, exclusions, etc., if the Certificate of Insurance contains the following or similar disclaimer "THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND

CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT

AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW";

.3 Affidavits that the surety and insurance company or companies meets the requirements in the A201;

.4 Critical Path Method Schedule for the Project; and

.5 a Completed Schedule of Value for the Project for the Owner’s review and acceptance.

§ 5.1.11 In addition to the requirements described in this Section 5.1 and the A201, all Applications for Payment shall also include:

.1 a Schedule of Values updated with all approved Change Order amounts added and deducted, if applicable, and

.2 an updated Construction Schedule (as defined in the A201) that shows actual progress of the Work through the period covered by the current Application for Payment, and clearly identifying any portion of the Work that is behind schedule. If any portion of the Work (or trade work) that is behind schedule, the Contractor shall also include with the Application for Payment a schedule recovery plan that includes Additional Measures (as defined in the A201) to bring the Work back on schedule in the next ten (10) days.

§ 5.1.12 The Owner shall have the right to withhold sufficient amount from the Application for Payment for unacceptable, defective, deficient, or non-conforming Work ("Disputed Work") after notifying the Contractor. The

Contractor shall promptly remedy the Disputed Work. Owner shall promptly render payment for such Disputed Work after the Contractor has cured and the Owner has accepted the remedied Disputed Work.

§ 5.2 Final Payment § 5.2.1 Final payment, constituting the entire unpaid balance of the Contract Sum, shall be made by the Owner to the

Contractor whenno later than thirty (30) days after all of the following have been met:

.1 the Contractor has met all of the Specifications for the Work provided in the Contract Documents;

.2 the Contractor has fully performed the Contract except for the Contractor’s responsibility to correct

Work as provided in Article 12 of AIA Document A201–2017, and to satisfy other requirements, if any, which extend beyond final payment; and

.2 .3 a final Certificate for Payment has been issued by the Architect.the Architect; and

AIA Document A101 – 2017. Copyright © 1915, 1918, 1925, 1937, 1951, 1958, 1961, 1963, 1967, 1974, 1977, 1987, 1991, 1997, 2007 and 2017. All rights reserved. “The American Institute of Architects,” “American Institute of Architects,” “AIA,” the AIA Logo, and “AIA Contract Documents” are trademarks of The American Institute of Architects. This draft was produced at 09:53:22 ET on 07/13/2026 under Order No.3104239075 which expires on 12/31/2026, is not for resale, is licensed for one-time use only, and may only be used in accordance with the AIA Contract Documents®

.4 it shall be a condition precedent that the Contractor submit a sworn statement and all full unconditional waivers of lien for all materials, labor, and major equipment suppliers to the Project prior to final payment.

§ 5.2.2 The Owner’s final payment to the Contractor shall be made no later than 30 thirty (30) days after the issuance of the Architect’s final Certificate for Payment, or as follows:Payment and acceptance by the Owner.

§ 5.2.3 Amounts withheld from the final payment to cover any incomplete Work are not considered retainage and shall not be paid to the Contractor until the Work is actually completed and accepted by the Owner. Such withholdings shall not be less than one hundred fifty percent (150%) of the estimated cost to the complete the Work.

§ 5.2.4 The Owner shall have the right to deduct from the Final Payment due the Contractor all costs, including additional fees paid to Owner’s consultants, which the Owner incurred as a result of and attributed to Contractor’s failure to fully complete and/or closeout the Project within sixty (60) days following Substantial Completion.

§ 5.3 Interest Payments due and unpaid under the Contract shall bear interest from the date payment is due at the rate stated below, or in the absence thereof, at the legal rate prevailing from time to time at the place where the Project is located.

(Insert rate of interest agreed upon, if any.)

Zero percent (0%)

§ 5.4 Unless otherwise agreed to by the Owner, in writing, the Owner shall not be responsible for any costs incurred by the Contractor beyond sixty (60) days following Substantial Completion.

ARTICLE 6 DISPUTE RESOLUTION

§ 6.1 Initial Decision Maker The Architect will serve as the Initial Decision Maker pursuant to Article 15 of AIA Document A201–2017, unless the parties appoint below another individual, not a party to this Agreement, to serve as the Initial Decision Maker.

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

§ 6.2 Binding Dispute Resolution For any Claim subject to, but not resolved by, mediation pursuant to Article 15 of AIA Document A201–2017, the method of binding dispute resolution shall be as follows:§ 6.2.1 Pre-Mediation. Owner and Contractor agree that they shall first submit any and all unsettled claims, counterclaims, disputes and other matters in question between them arising out of or relating to the Agreement or the breach thereof ("disputes"), to resolution by the Senior Officers of the

Owner and Contractor prior to either of them initiating against the other a demand for or as otherwise litigation mutually agreed to by Owner and Contractor, unless delay in initiating such action would irrevocably prejudice one of the parties. (The term "Senior Officer" shall mean with respect to the Owner and Contractor, the respective party’s chief executive officer, president, managing partner, partner, chief financial officer, chief operating officer, Superintendent, or Assistant Superintendent).For any Claim subject to, but not resolved by, mediation pursuant to

Article 15 of AIA Document A201–2017, the method of binding dispute resolution shall be as follows:

(Check the appropriate box.)

[ « » ] Arbitration pursuant to Section 15.4 of AIA Document A201–2017

[ « X » ] Litigation in a court of competent jurisdictionjurisdiction, unless otherwise mutually agreed to by the parties.

[ « » ] Other (Specify)

§ 6.2.3 In the event the parties resort to a court, and to the extent permitted by law, the parties hereby:

AIA Document A101 – 2017. Copyright © 1915, 1918, 1925, 1937, 1951, 1958, 1961, 1963, 1967, 1974, 1977, 1987, 1991, 1997, 2007 and 2017. All rights reserved. “The American Institute of Architects,” “American Institute of Architects,” “AIA,” the AIA Logo, and “AIA Contract Documents” are trademarks of The American Institute of Architects. This draft was produced at 09:53:22 ET on 07/13/2026 under Order No.3104239075 which expires on 12/31/2026, is not for resale, is licensed for one-time use only, and may only be used in accordance with the AIA Contract Documents®

.1 Irrevocably consent and submit to the jurisdiction of any Federal, state, county, or municipal court sitting in the State of Michigan, County of Wayne, in respect to any action or proceeding brought therein concerning any matters arising out of or in any way relating to this Agreement;

If the Owner and Contractor do not select a method of binding dispute resolution, or do not subsequently agree in writing to a binding dispute resolution method other than litigation, Claims will be resolved by litigation in a court of competent jurisdiction..2 Expressly waive any rights pursuant to the laws of any other jurisdiction by virtue of which exclusive jurisdiction of the courts of any other jurisdiction might be claimed;

.3 Irrevocably waive all objections as to venue and any and all rights it may have to seek a change of venue with respect to any such action or proceeding; and

.4 Agree that any final judgment rendered in any such action or proceeding, unless appealed, shall be conclusive and may be entered in any other jurisdiction by suit on the judgment or in any other manner provided by law and expressly consent to the affirmation of the validity of any such judgment by the courts of any other jurisdiction so as to permit execution thereon.

§ 6.2.4 Unless precluded by law of the state where the Project is located, this Agreement shall be governed by the laws of the State of Michigan without regard to any conflict of law principles.

ARTICLE 7 TERMINATION OR SUSPENSION

§ 7.1 The Contract may be terminated by the Owner or the Contractor as provided in Article 14 of AIA Document

A201–2017.

§ 7.1.1 If the Contract is terminated for the Owner’s convenience in accordance with Article 14 of AIA Document

A201–2017, then the Owner shall pay the Contractor a termination fee as follows:

(Insert the amount of, or method for determining, the fee, if any, payable to the Contractor following a termination for the Owner’s convenience.)

§ 7.2 The Work may be suspended by the Owner as provided in Article 14 of AIA Document A201–2017.

ARTICLE 8 MISCELLANEOUS PROVISIONS

§ 8.1 The general conditions of the contract shall be as set forth in the AIA A201–2017, as modified, which document is attached hereto and incorporated herein by reference. Reference in this Agreement to the A201 or the General

Conditions shall mean to the A201-2017 as modified and attached hereto. Where reference is made in this Agreement to a provision of AIA Document A201–2017 or another Contract Document, the reference refers to that provision as amended or supplemented by other provisions of the Contract Documents.

§ 8.2 The Owner’s representative:

(Name, address, email address, and other information)

«Machion Jackson, Deputy Superintendent »

«Detroit Public Schools Community District »« »

«3011 West Grand Boulevard, 14th Floor

Detroit, MI 48202 »

«(313) 873-6532; machion.jackson@detroitk12.org»

Owner’s Representative Consultant:

The Owner has engaged Plante Moran Realpoint, LLC ("PMR") as an Owner’s Representative Consultant on the

Project. The Architect shall keep the Owner and PMR informed in matters regarding the Project. Unless otherwise provided in this Agreement and specifically authorized by the Owner, the Owner’s Representative Consultant is not authorized to commit the Owner in matters regarding changes in the Work, Construction Schedule, or grant approval on behalf of the Owner. The Owner and/or the Owner’s Designated Representative have the sole right to make decisions in matters regarding the Project. The following individual, subject to change upon written notification from the Owner to the Architect, shall be primary contact for the Owner’s Representative Consultant:

Nicole C. Blocker

Plante Moran Realpoint, LLC

3000 Town Center, Suite 100

AIA Document A101 – 2017. Copyright © 1915, 1918, 1925, 1937, 1951, 1958, 1961, 1963, 1967, 1974, 1977, 1987, 1991, 1997, 2007 and 2017. All rights reserved. “The American Institute of Architects,” “American Institute of Architects,” “AIA,” the AIA Logo, and “AIA Contract Documents” are trademarks of The American Institute of Architects. This draft was produced at 09:53:22 ET on 07/13/2026 under Order No.3104239075 which expires on 12/31/2026, is not for resale, is licensed for one-time use only, and may only be used in accordance with the AIA Contract Documents®

Southfield, Michigan 48075

(248) 223-3380; nicole.blocker@plantemoran.com

§ 8.3 The Contractor’s representative:

(Name, address, email address, and other information)

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

§ 8.5 Insurance and Bonds § 8.5.1 The Owner and the Contractor shall purchase and maintain insurance as set forth in AIA Document

A101™–2017, Standard Form of Agreement Between Owner and Contractor where the basis of payment is a

Stipulated Sum, Exhibit A, Insurance and Bonds, and elsewhere in the Contract Documents.below and in the A201.

Notwithstanding the foregoing, the indemnification requirements contained in the A201 shall not be limited by the

Contractor’s insurance obligations contained in the Contract Documents.

Before commencement of any Work, a Certificate of Insurance executed by Contractor’s insurance agent or carrier showing required insurance coverage shall be submitted. A thirty (30) day cancellation clause is required on all policies. As a condition of performing Work for the Owner as a Contractor, the Contractor must provide Owner with satisfactory evidence of their insurance coverage as follows:

Worker’s Compensation and Employers’ Liability Insurance covering your statutory obligations in the state(s) in which your work for the Owner is to be performed, with minimum limits of $500,000.

Automobile Liability Insurance with minimum limits of $1,000,000 per accident for bodily injury, $1,000,000

Occurrence/$2,000,000 Aggregate for property damage covering your owned, non-owned and hired automobiles.

Pollution Liability Insurance with minimum limits of $1,000,000 per job site pollution event and $2,000,000 in the aggregate.

Commercial Liability Insurance written on an occurrence policy form that includes coverage for your operations, personal injury, XCU (explosion, collapse and underground), independent contractors, contractual, and products-completed operations with limits of liability as follows:

If the policy is written on a form other than the 1986 ISO Simplified form:

$1,000,000 Occurrence/$2,000,000 Aggregate (bodily injury)

$1,000,000 Occurrence/$2,000,000 Aggregate (property damage)

$1,000,000 Aggregate (applicable to products-completed operations only

Products-completed operations liability must be maintained for not less than one (1) year after acceptance of completion of the Work.

General Liability and Auto Liability limits may be attained by individual policies or by a combination of underlying policies with umbrella and/or excess liability policies.

Other Requirements:

.1 A Best’s rating for each of the insurance carriers at "A" or better.

.2 That the words "endeavor to" and "but failure to mail such notice shall impose no obligation or liability of any kind upon the company, its agents or representatives" do not apply or have been removed.

AIA Document A101 – 2017. Copyright © 1915, 1918, 1925, 1937, 1951, 1958, 1961, 1963, 1967, 1974, 1977, 1987, 1991, 1997, 2007 and 2017. All rights reserved. “The American Institute of Architects,” “American Institute of Architects,” “AIA,” the AIA Logo, and “AIA Contract Documents” are trademarks of The American Institute of Architects. This draft was produced at 09:53:22 ET on 07/13/2026 under Order No.3104239075 which expires on 12/31/2026, is not for resale, is licensed for one-time use only, and may only be used in accordance with the AIA Contract Documents®

.3 That Owner and Architect are named as additional insured on the General Liability and Umbrella

Liability policies certified.

.4 Any deviations in coverage provided by the Standard 1986 ISO Simplified General Liability policy form, and

.5 Any deductible over $1,000 applicable to any coverage. Should insurance with such a deductible be accepted, then Contractor will be liable for deductible amount.

§ 8.5.2 The Contractor shall provide bonds as set forth in this AIA Document A101™–2017 Exhibit A, and elsewhere in the Contract Documents.

§ 8.6 Notice in electronic format, pursuant to Article 1 of AIA Document A201–2017, may be given in accordance with a building information modeling exhibit, AIA Document E203™–2013, Building Information Modeling and

Digital Data Exhibit, if completed, or as otherwise set forth below:

(If other than in accordance with a building information modeling exhibit, AIA Document E203–2013, insert requirements for delivering notice in electronic format such as name, title, and email address of the recipient and whether and how the system will be required to generate a read receipt for the transmission.)

§ 8.7 Other provisions:provisions § 8.7.1 In the event of any conflict between this Agreement and the A201, as amended for this Project, the terms of this

Agreement shall govern.

§ 8.7.2 In the event of any inconsistency or ambiguity between this Agreement and AIA document A201, as amended for this Project, the terms that require a higher standard of performance by the Contractor shall prevail.

§ 8.7.3 The Contractor shall inspect the Work as it is being performed until final completion and acceptance of the

Project by the Owner to assure that the Work performed and the materials furnished are in accordance with the

Contract Documents and that Work on the Project is progressing on schedule. In the event that the quality control testing should indicate that the Work, as installed, does not meet the requirements of this Project, the Architect shall determine the extent of the Work that does not meet the requirements and the Contractor shall take appropriate corrective action, and advise the Owner of the corrective action.

§ 8.7.4 The Contractor shall provide daily full-time, on-site field supervision during the entire Construction Phase. The

Contractor agrees to assign the following listed project team members as listed in their respective capacities to the

Project.

Staff Name Assignment Contact Information – Mobile Phone & e-Mail

§ 8.7.5 As part of Basic Services, the Contractor shall conduct a post-occupancy audit eleven (11) months following the Date of Substantial Completion and thereafter provide call-back services for a period of twenty three (23) months.

§ 8.7.6 Notwithstanding anything regarding Hazardous Materials provided in the A201, the Contractor acknowledges and fully understands that the scope of this Work includes the proper removal and proper disposal of all Hazardous

Materials, including, but not limited to any construction debris containing asbestos, PCBs, etc., as required by

Applicable Laws.

§ 8.7.7 Assignment § 8.7.7.1 The Owner and Contractor respectively bind themselves, their partners, successors, assigns and legal representatives to the other party hereto and to partners, successors, assigns and legal representatives of such other party in respect to covenants, agreements and obligations contained in the Contract Documents. Except as provided in the A201, neither party shall assign the Contract, in whole or in part, without written consent of the other. If either party attempts to make such an assignment without such consent, that party shall nevertheless remain legally responsible for all obligations under this Contract.

AIA Document A101 – 2017. Copyright © 1915, 1918, 1925, 1937, 1951, 1958, 1961, 1963, 1967, 1974, 1977, 1987, 1991, 1997, 2007 and 2017. All rights reserved. “The American Institute of Architects,” “American Institute of Architects,” “AIA,” the AIA Logo, and “AIA Contract Documents” are trademarks of The American Institute of Architects. This draft was produced at 09:53:22 ET on 07/13/2026 under Order No.3104239075 which expires on 12/31/2026, is not for resale, is licensed for one-time use only, and may only be used in accordance with the AIA Contract Documents®

§ 8.7.7.2 The Owner is exempt from taxes. However, when state and local taxes are required on construction materials installed by the Contractor, such taxes must be included in the Contractor’s Proposal price. Contractor is responsible for sales taxes and any other applicable taxes related to the Work provided under this Agreement.

§ 8.7.7.3 The Owner, being a public body, shall render required decisions within a reasonable time after being requested to do so by the Contractor. The Contractor, assisted by the Architect, shall prepare and submit all recommendations for which approval is required by Owner as soon as reasonably possible unless another schedule is agreed to by the Owner, in writing. The Contractor shall not cause unreasonable delays in the orderly progress of work.

§ 8.7.7.4 Government Immunity. Notwithstanding any provisions within the Contract Documents, no provisions shall be deemed a waiver of any immunity granted the Owner, being a governmental unit.

§ 8.7.8 The Contractor shall notify the Owner in the event of a potential or actual: (a) material change in ownership of the Contractor; (b) intent to dissolve; or (c) intent to otherwise cease active participation in the Project’s local marketplace (collectively a "Material Change in Circumstances"). A Material Change in Circumstances shall include any other change that could reasonably give rise to concern on behalf of the Owner regarding the Contractor’s ability or willingness to fulfill any of its obligations under this Agreement. In the event of a Material Change in

Circumstances, the Contractor shall provide any reasonable assurance or guarantee requested by Owner. Owner shall have the right to terminate this Agreement for cause in the event of a Material Change in Circumstances.

§8.7.9 The Contractor represents and warrants the following to the Owner (in addition to any other representations and warranties contained in the Contract Documents), as inducement to the Owner to execute this Agreement, which representations and warranties shall survive the execution and delivery of this Agreement, any termination of this

Agreement and the final completion of the Work:

.1 that it, and its subcontractors, are financially solvent, able to pay all debts as they mature, and possess sufficient working capital to complete the Work and perform all obligations hereunder;

.2 t hat it is able to furnish the plant, tools, materials, supplies, equipment, and labor required to complete the Work and perform its obligations hereunder;

.3 that it is authorized to do business in the State of Michigan and properly licensed by all necessary governmental and public and quasi-public authorities having jurisdiction over it and over the Work and the Project;

.4 that its execution of this Agreement and its performance thereof is within its duly authorized powers;

.5 that its duly authorized representative has visited the site of the Project, become familiar with the local and special conditions under which the Work is to be performed, and correlated its observations with the requirements of the Contract Documents; and

.6 that it possesses a high level of experience and expertise in the business administration, construction, construction management, and superintendence of projects of the size, complexity, and nature of this

Project, and that it will perform the Work with the care, skill, and diligence of such a contractor.

§ 8.7.10 The Owner and Contractor acknowledge and agree that each have participated fully in the negotiation and preparation of this Agreement and that this Agreement shall not be more strictly construed against either party.

§ 8.7.11 The invalidity of any provision of the Agreement shall not invalidate the Agreement or its remaining provisions. If it is determined that any provision of the Agreement violates any law, or is otherwise invalid or unenforceable, then that provision shall be revised to the extent necessary to make that provision legal and enforceable. In such case the Agreement shall be construed, to the fullest extent permitted by law, to give effect to the parties’ intentions and purposes in executing the Agreement.

§ 8.7.12 INDEPENDENT CONTRACTOR. This Agreement shall not render Contractor or any of its personnel or subcontractors an employee, partner, agent, or joint venturer with Owner for any purpose. Contractor is, and will remain, an independent contractor in its relationship to the Owner. The Owner shall not be responsible for withholding taxes with respect to the compensation of the Contractor. The Contractor shall have no claim against the

Owner hereunder or otherwise for vacation pay, sick leave, retirement benefits, social security, worker’s compensation, health or disability benefits, unemployment insurance benefits, or employee benefits of any kind.

AIA Document A101 – 2017. Copyright © 1915, 1918, 1925, 1937, 1951, 1958, 1961, 1963, 1967, 1974, 1977, 1987, 1991, 1997, 2007 and 2017. All rights reserved. “The American Institute of Architects,” “American Institute of Architects,” “AIA,” the AIA Logo, and “AIA Contract Documents” are trademarks of The American Institute of Architects. This draft was produced at 09:53:22 ET on 07/13/2026 under Order No.3104239075 which expires on 12/31/2026, is not for resale, is licensed for one-time use only, and may only be used in accordance with the AIA Contract Documents®

§ 8.7.11 The Contractor shall comply with the School Building Construction Act (the "Act") (MCL 388.851 et seq., as amended), the Occupational Code (MCL 339.2011, as amended), the Stille-Derossett-Hale Single State Construction

Code Act (MCL 125.1501 et seq.) and the Michigan Building Code. The Construction Manager shall also assist the

Owner in complying with all of the Owner’s competitive bidding requirements under Sections 1267 and 1274 of the

Michigan Revised School Code, as amended, and the prevailing wage requirements of MCL 408.1101, et seq., as amended and as applicable ("Michigan’s Prevailing Wage Act"), including the maintenance of records as may be necessary to enable compliance with the reporting or inspection requirements under the Michigan’s Prevailing Wage

Act. »

ARTICLE 9 ENUMERATION OF CONTRACT DOCUMENTS

§ 9.1 This Agreement is comprised of the following documents:represents the entire and integrated agreement between the Owner and the Contractor and supersedes all prior negotiations, representations or agreements, either written or oral. This Agreement may be amended only by written instrument signed by both the Owner and Contractor. This

Agreement is comprised of the following documents identified below:

.1 AIA Document A101™–2017, Standard Form of Agreement Between Owner and

ContractorContractor, as modified for this Project;

.2 AIA Document A101™–2017, Exhibit A, Insurance and Bonds

.3 AIA Document A201™–2017, General Conditions of the Contract for Construction

.4 Building information modeling exhibit, dated as indicated below:Construction, as modified for this

Project;

(Insert the date of the building information modeling exhibit incorporated into this Agreement.)

.5 Drawings.3 All the Drawings and Specifications prepared by the Architect for construction for the

Project(s), attached hereto by this reference, and including (but not necessarily limited to) those listed in Exhibit B.

Number Title Date

.6 Specifications

Section Title Date Pages

.7 .4 Addenda, if any:

Number Date Pages

Portions of Addenda relating to bidding or proposal requirements are not part of the Contract

Documents unless the bidding or proposal requirements are also enumerated in this Article 9.

.8 .5 Other Exhibits:

(Check all boxes that apply and include appropriate information identifying the exhibit where required.)

[ « » ] AIA Document E204™–2017, Sustainable Projects Exhibit, dated as indicated below:

(Insert the date of the E204-2017 incorporated into this Agreement.)

[ « » ] The Sustainability Plan:

Title Date Pages

AIA Document A101 – 2017. Copyright © 1915, 1918, 1925, 1937, 1951, 1958, 1961, 1963, 1967, 1974, 1977, 1987, 1991, 1997, 2007 and 2017. All rights reserved. “The American Institute of Architects,” “American Institute of Architects,” “AIA,” the AIA Logo, and “AIA Contract Documents” are trademarks of The American Institute of Architects. This draft was produced at 09:53:22 ET on 07/13/2026 under Order No.3104239075 which expires on 12/31/2026, is not for resale, is licensed for one-time use only, and may only be used in accordance with the AIA Contract Documents®

[ « » ] Supplementary and other Conditions of the Contract:

Document Title Date Pages

.9 .6 Other documents, if any, listed below:

(List here any additional documents that are intended to form part of the Contract Documents. AIA

Document A201™–2017 provides that the advertisement or invitation to bid, Instructions to Bidders, sample forms, the Contractor’s bid or proposal, portions of Addenda relating to bidding or proposal requirements, and other information furnished by the Owner in anticipation of receiving bids or proposals, are not part of the Contract Documents unless enumerated in this Agreement. Any such documents should be listed here only if intended to be part of the Contract Documents.)

«Exhibit A – Contractor’s Certificate of Insurance and Bonds

Exhibit B – List of Drawings and Specifications

Exhibit C – Contractor’s Proposal Form and Post-Bid Review Form

Exhibit D - Contractor’s Schedule of Values

Exhibit E – List of Subcontractors and Suppliers

Exhibit F – Project Preliminary Major Milestone Schedule»

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

DETROIT PUBLIC SCHOOLS COMMUNITY DISTRICT,

OWNER (Signature) CONTRACTOR (Signature)

Nikolai P. Vitti, Ed.D, Superintendent « »« »

(Printed name and title) (Printed name and title)