Common use of Subcontract Documents Clause in Contracts

Subcontract Documents. This “Subcontract – Master Agreement” shall be incorporated in the terms of all future work (“Work”) negotiated between the General Contractor and the Subcontracted, as is reflected in those signed Job Acceptance Forms that reference this Subcontract - Master Agreement. The parties intend that this Subcontract – Master Agreement shall remain in effect and shall not change from project to project, unless it is specifically modified or cancelled by a subsequent signed, written agreement. All terms, provisions and conditions of this “Subcontract – Master Agreement” shall apply to the “Work” described in each Job Acceptance Form. The documents comprising the parties’ Subcontract Agreement, including all future referenced agreements between the parties, shall consist of: (a) This Subcontract - Master Agreement; (b) Any future Subcontract – Job Acceptance Forms between the parties that reference the Subcontract - Master Agreement, and the Subcontractor’s proposal related to each Job Acceptance Form; (c) Any Prime Contract, consisting of any Contract between the Owner(s) and the General Contractor, and the Contract Exhibits as enumerated therein, referenced in any future Subcontract – Job Acceptance Form that is signed by the parties hereto; (d) Any approved change orders or other modifications to any referenced Prime Contract and/or approved change orders or modifications to any Subcontract – Job Acceptance Form; (e) The Project Schedule and any other documents referenced in any Subcontract - Job Acceptance Form, and any approved changes or modifications thereto. These documents constitute the entire Subcontract Agreement between the parties hereto, and are as fully a part of the Subcontract Agreement as if referenced and attached hereto. These documents represent the entire Agreement between the parties, and shall supersede prior negotiations, representations or other agreements, either written or oral. Except for any modifications to the Prime Contract and its exhibits, Subcontract Documents may be amended only by a written modification signed by the Subcontractor and the General Contractor. The Subcontractor and any sub-subcontractor shall be furnished copies of any Prime Contract and other Subcontract Documents upon request, but the General Contractor may charge the Subcontractor for the reasonable cost of reproduction. All Subcontract Documents, including the Subcontract - Master Agreement, and any applicable Prime Contract, shall be available for inspection and review at the office of the General Contractor located at Except for that portion of the “Work” intended to be performed by sub- subcontractors, the Subcontractor shall not assign any duty or obligation imposed by the Subcontract Documents without the written consent of the General Contractor.

Subcontract Documents. This “Subcontract – Master Agreement” shall Agreement includes the Definitions, the General Terms and Conditions and the following Appendices: Appendix A - Scope of Work Appendix B - Project Schedule Appendix C - Drawings & Specifications Appendix D - Subcontractor Progress Payment Application Appendix E - Form of Change Order Appendix F - Form of Change Directive Appendix G - List of Approved Sub-Subcontractors Appendix H - Supplementary Conditions Appendix I - Lien Discharge Process Appendix J - Work Schedule & Schedule of Values Appendix K - Schedule of Unit Prices The Subcontractor acknowledges that ▇▇▇▇▇▇ ▇▇▇▇▇ has made copies of the Prime Contract available to the Subcontractor. The Subcontractor further acknowledges that it has reviewed the Prime Contract to the extent necessary to understand and agree to all of the obligations in the Prime Contract required to be incorporated into this Agreement. As such, the Subcontractor has full knowledge of the terms, conditions and obligations in the terms of all future work (“Work”) negotiated between the General Contractor and the Subcontracted, as is reflected in those signed Job Acceptance Forms that reference this Subcontract - Master Agreement. The parties intend that this Subcontract – Master Agreement shall remain in effect and shall not change from project to project, unless it is specifically modified or cancelled by a subsequent signed, written agreement. All terms, provisions and conditions of this “Subcontract – Master Agreement” shall Prime Contract which apply to the “Work” described in each Job Acceptance Form. The documents comprising the parties’ Subcontract Agreement, including all future referenced agreements between the parties, shall consist ofSubcontractor agrees that: (a) This Subcontract - Master Agreement; (b) Any future Subcontract – Job Acceptance Forms between 1. To the parties extent that reference ▇▇▇▇▇▇ ▇▇▇▇▇ is required under the Subcontract - Master AgreementPrime Contract to obtain rights, and powers or remedies for the direct benefit of the Owner as against the Subcontractor’s proposal related , the Subcontractor hereby grants such rights, powers and remedies to each Job Acceptance Form;the Owner. (c) Any Prime Contract, consisting of any Contract between the Owner(s) and the General Contractor, and the Contract Exhibits as enumerated therein, referenced in any future Subcontract – Job Acceptance Form that is signed by the parties hereto; (d) Any approved change orders or other modifications to any referenced Prime Contract and/or approved change orders or modifications to any Subcontract – Job Acceptance Form; (e) The Project Schedule and any other documents referenced in any Subcontract - Job Acceptance Form, and any approved changes or modifications thereto. These documents constitute the entire Subcontract Agreement between the parties hereto, and are as fully a part of the Subcontract Agreement as if referenced and attached hereto. These documents represent the entire Agreement between the parties, and shall supersede prior negotiations, representations or other agreements, either written or oral2. Except for any modifications rights, powers and remedies granted by the Subcontractor in favour of the Owner pursuant to the Prime Contract and its exhibitsthis Agreement, Subcontract Documents may nothing herein shall be amended only by a written modification signed by construed as creating privity of contract between the Subcontractor and the General ContractorOwner. 3. The Subcontractor To the extent that ▇▇▇▇▇▇ ▇▇▇▇▇ is required under the Prime Contract to include certain terms and any sub-subcontractor conditions in this Agreement: (i) such terms and conditions shall be furnished copies of deemed to be so incorporated, such that both the Owner and ▇▇▇▇▇▇ ▇▇▇▇▇ shall have the right to enforce any Prime Contract and other Subcontract Documents upon request, but the General Contractor may charge the Subcontractor for the reasonable cost of reproduction. All Subcontract Documents, including the Subcontract - Master Agreement, and any applicable Prime Contract, shall be available for inspection and review at the office of the General Contractor located at Except for that portion of the “Work” rights intended to be performed by sub- subcontractors, granted to them; and (ii) the Subcontractor shall not assign any duty or obligation imposed by incorporate the Subcontract Documents without the written consent terms of the General ContractorPrime Contract into any agreements with its Sub-Subcontractors. 4. With respect to the performance of the Work, except as expressly provided to the contrary herein: .1 the Subcontractor shall assume and perform all duties, responsibilities, obligations and liabilities of ▇▇▇▇▇▇ ▇▇▇▇▇ under the Prime Contract;

Subcontract Documents. This The Subcontract Documents consist of (1) this Agreement; (2) the “Subcontract – Master AgreementContract Documents,” shall be incorporated in which refers to the terms of all future work (“Work”) negotiated between the General Contractor Prime Contract and the Subcontracteddocuments that comprise the Prime Contract including, as is reflected in those signed Job Acceptance Forms that reference this Subcontract - Master Agreement. The parties intend that this Subcontract – Master Agreement shall remain in effect but not limited to, all plans, specifications, special provisions, general and shall not change from project special conditions, general requirements, technical requirements, and drawings and any and all amendments thereto, including modifications issued subsequent to project, unless it is specifically modified or cancelled by a subsequent signed, written agreement. All terms, provisions and conditions the execution of this “Subcontract – Master Agreement” shall apply to the “Work” described in each Job Acceptance Form. The documents comprising the parties’ Subcontract Agreement, including all future referenced agreements between the parties, shall consist of: ; and (a3) This Subcontract - Master Agreement; (b) Any future Subcontract – Job Acceptance Forms between the parties that reference the Subcontract - Master Agreement, and the Subcontractor’s proposal related to each Job Acceptance Form; (c) Any Prime Contract, consisting of any Contract between the Owner(s) and the General Contractor, and the Contract Exhibits as enumerated therein, referenced in any future Subcontract – Job Acceptance Form that is signed by the parties hereto; (d) Any approved change orders or other modifications to any referenced Prime Contract and/or approved change orders or modifications to any Subcontract – Job Acceptance Form; (e) The Project Schedule and any other documents referenced listed below in any Subcontract - Job Acceptance Form, and any approved changes or modifications thereto. Exhibit C. These documents constitute the entire Subcontract form this Agreement between the parties hereto, and are as fully a part of the Subcontract this Agreement as if referenced and attached heretoto this Agreement or repeated herein. These documents represent This Agreement represents the entire Agreement and integrated agreement between the parties, parties hereto and shall supersede supersedes prior negotiations, representations representations, or other agreements, either written or oral. Except for any modifications CS Energy shall make available the Subcontract Documents to the Prime Contract Subcontractor prior to execution of this Agreement, and its exhibitsthereafter, Subcontract Documents may be amended only by a written modification signed by the Subcontractor and the General Contractor. The Subcontractor and any sub-subcontractor shall be furnished copies of any Prime Contract and other Subcontract Documents upon request, but the General Contractor CS Energy may charge the Subcontractor for the reasonable cost of reproduction. All Subcontract Documents, including the Subcontract - Master AgreementThe terms and provisions of this Agreement are in addition to, and not in substitution for, any applicable Prime Contract, shall be available for inspection and review at the office of the General Contractor located at Except for that portion terms and provisions of the “Prime Contract as it relates to the Work” intended . Subcontractor is bound by the Contract Documents. If there is any conflict between any terms of this Agreement bearing on the technical requirements, specifications, plans, etc. applicable to be performed by sub- subcontractorsa determination of the conformity or acceptability of Subcontractor’s work, the Subcontractor Contract Documents shall control. Where this Agreement imposes more stringent requirements or supplemental requirements as to other matters, this Agreement shall control. Subcontractor’s Work will not assign any duty or obligation imposed comply with this Agreement if Subcontractor’s Work will result in a violation by CS Energy of its Prime Contract with the Subcontract Documents without the written consent Project Owner. The following documents are parts of the General Contractor.this Agreement and are incorporated herein by this reference: EXHIBIT A - SUBCONTRACTOR MINIMUM REQUIREMENTS EXHIBIT B - PROJECT SPECIFIC SCOPE OF WORK EXHIBIT C - CONTRACT DOCUMENTS EXHIBIT D - PAYMENT SCHEDULE EXHIBIT E - SUBCONTRACTOR’S WORK SCHEDULE EXHIBIT F - SUBCONTRACTOR /SUB-TIER SUBCONTRACTOR INFORMATION SHEET EXHIBIT G - INSURANCE REQUIREMENTS EXHIBIT H - PERFORMANCE AND PAYMENT BOND FORMS EXHIBIT I - PRODUCT DATA SHEETS EXHIBIT J - MONTHLY SUMMARY OF SUBCONTRACTOR HOURS FOR OSHA REPORTING EXHIBIT K - PROJECT SITE SPECIFIC SAFETY AND HEALTH PLAN EXHIBIT L – LIEN AND CLAIM WAIVERS