Common use of Guaranteed Maximum Price Clause in Contracts

Guaranteed Maximum Price. Contractor will cause the Project to be constructed within the Guaranteed Maximum Price ("GMP") as set forth in the Contract Documents, and as calculated per Exhibit A to this Facilities Lease. District shall only be responsible for costs in addition to the GMP if: (a) the District orders changes to the Work pursuant to Section 15 of the General Conditions after the GMP is established and such changes are not clarifications that could have reasonably inferred from the Plans and Specifications at the time of finalizing the GMP; (b) costs increase due to Compensable Delays, each in a manner consistent with Section 14.01 of the General Conditions, or (c) there are concealed or unknown Site conditions (including Pre-Existing Hazardous Materials) discovered after the execution of this Facilities Lease which could not reasonably have been foreseen by Contractor in its review of the Site and which require additional costs. Unless one of these conditions apply, in no event shall the cumulative total of the Tenant Improvement Payments, along with the balance of the Construction Contingency, District Contingency, Lease Payments and anticipated retention, ever exceed the GMP. The GMP includes the Lease Payments, which shall be paid by District, as set forth in Exhibit D. A "Construction Contingency" for Contractor's benefit shall be included in Exhibit A to this Facilities Lease. The Construction Contingency shall be a line item within the GMP. The Construction Contingency may be drawn upon only to cover Contractor's errors and omissions in its review of the Plans and Specifications to satisfy itself that said documents are adequate for the Project's construction, or errors and omissions in carrying out the Completion of the Project or for costs that are incurred in performing the Work that are not included in a specific line item or the basis for a Change Order under the Contract Documents. By way of example, and not as a limitation, such costs include scope gaps and work and material not explicitly stated but reasonably inferable from plans, subcontract buy-out gaps, delays in receipt of material (regardless of contractor’s fault), corrections in the work, and costs to correct damage or fixes resulting from activity without a clearly responsible party, and coordination issues. The Construction Contingency shall not be used for changes to the Work ordered by the District pursuant to Section 15 of the General Conditions. Once the Construction Contingency has been exhausted, the Contractor shall have no further recourse against the District with respect to any category of cost intended to be covered by the Contractor Contingency Fund, including, but not limited to, design omissions or for work defectively performed by the Contractor. Should the amount of the Construction Contingency be exceeded, unless one of the conditions enumerated above applies, the unfunded costs shall be borne by Contractor without increase to the total cost under the GMP. A "District Contingency" for District's benefit shall be included in Exhibit A to this Facilities Lease. The District Contingency shall be a line item within the GMP. The District may, in its sole discretion, use the District Contingency for: (a) the District orders changes to the Work pursuant to Section 15 of the General Conditions after the GMP is established and such changes are not clarifications that could have reasonably inferred from the Plans and Specifications at the time of finalizing the GMP; (b) cost increases due to Compensable Delays, each in a manner consistent with Section 14.01 of the General Conditions, or (c) concealed or unknown Site conditions (including Pre-Existing Hazardous Materials) discovered after the execution of this Facilities Lease which could not reasonably have been foreseen by Contractor in its review of the Site and which require additional costs. The District Contingency shall not be used without the District's prior written consent. Any balance remaining in the Construction Contingency and the District Contingency shall be returned to District or kept by the District on termination of this Agreement. All proposed Construction Contingency and District Contingency draws must be approved in writing prior to payment by District, and shall be supported by detailed Contractor estimates or job cost records, including full documentation of the labor, material, equipment and Subcontractor costs involved, as described in Section 15 of the General Conditions. The timing and processing of approvals of requested Construction Contingency and District Contingency payments shall be the same as the timing of the approval of Contractor's application for normal Tenant Improvement Payments. Should the amount of the Construction Contingency be exceeded, the unfunded costs shall be borne by Contractor without increase to the total cost under the GMP.

Guaranteed Maximum Price. Contractor will cause the Project to be constructed within the 7.1 The "Guaranteed Maximum Price Price" ("also referred to herein as the “GMP"”) as set forth in includes the Contract Documents, and as calculated per Exhibit A to this Facilities Lease. District shall only be responsible for costs in addition to the GMP if: (a) the District orders changes to Cost of the Work pursuant to Section 15 of the General Conditions after the GMP (as such phrase is established and such changes are not clarifications that could have reasonably inferred from the Plans and Specifications at the time of finalizing the GMP; (bdefined herein) costs increase due to Compensable Delays, each in a manner consistent with Section 14.01 of the General Conditions, or (c) there are concealed or unknown Site conditions (including Pre-Existing Hazardous Materials) discovered after the execution of this Facilities Lease which could not reasonably have been foreseen required by Contractor in its review of the Site and which require additional costs. Unless one of these conditions apply, in no event shall the cumulative total of the Tenant Improvement Payments, along with the balance of the Construction Contingency, District Contingency, Lease Payments Documents and anticipated retention, ever exceed the GMPConstruction Manager's Fee (as defined herein). The GMP includes will be established based on design documents prepared by the Lease Payments, which shall be paid by District, as set forth in Exhibit D. A "Construction Contingency" for Contractor's benefit shall be included in Exhibit A to this Facilities LeaseArchitect/Engineer. The Construction Contingency shall be a line item within the GMP. The Construction Contingency may be drawn upon only GMP is subject to cover Contractor's errors and omissions modification for approved changes in its review of the Plans and Specifications to satisfy itself that said documents are adequate for the Project's construction, or errors and omissions in carrying out the Completion of the Project or for costs that are incurred in performing the Work that are not included in a specific line item or which must comply with the basis for a Change Order under the Contract Documents. By way of example, and not as a limitation, such costs include scope gaps and work and material not explicitly stated but reasonably inferable from plans, subcontract buy-out gaps, delays in receipt of material (regardless of contractor’s fault), corrections in the work, and costs to correct damage or fixes resulting from activity without a clearly responsible party, and coordination issues. The Construction Contingency shall not be used for changes to the Work ordered by the District pursuant to Section 15 of the General Conditions. Once the Construction Contingency has been exhausted, the Contractor shall have no further recourse against the District with respect to any category of cost intended to be covered by the Contractor Contingency FundAgreement terms, including, but not limited to, design omissions or for work defectively performed the requirements set forth in the Article entitled “Changes in the Work” hereof. As described herein, the GMP in its totality consists of the Cost of the Work plus Construction Manager’s Fee, as either may be amended on the terms set forth in the Article entitled “Changes in the Work.” Notwithstanding anything in this agreement to the contrary, Construction Manager’s Fee shall be based solely on a percentage of the Cost of the Work, mutually agreed upon by the Contractor. Should parties, and the amount calculation shall not include Construction Manager’s Fee itself. 7.2 The GMP will only include those taxes in the Cost of the Construction Contingency be exceeded, unless one of Work which are legally enacted at the conditions enumerated above applies, the unfunded costs shall be borne by Contractor without increase to the total cost under the GMP. A "District Contingency" for District's benefit shall be included in Exhibit A to this Facilities Lease. The District Contingency shall be a line item within the GMP. The District may, in its sole discretion, use the District Contingency for: (a) the District orders changes to the Work pursuant to Section 15 of the General Conditions after time the GMP is established established. 7.3 All cost savings belong to and such changes are not clarifications that could have reasonably inferred from the Plans and Specifications at the time of finalizing the GMP; (b) cost increases due to Compensable Delays, each in a manner consistent with Section 14.01 of the General Conditions, or (c) concealed or unknown Site conditions (including Pre-Existing Hazardous Materials) discovered after the execution of this Facilities Lease which could not reasonably have been foreseen by Contractor in its review of the Site and which require additional costs. The District Contingency shall not be used without the District's prior written consent. Any balance remaining in the Construction Contingency and the District Contingency shall be returned to District Owner upon Final Completion of the Work, or kept at such earlier time as agreed to by Owner and Construction Manager. "Cost savings" are the District on termination net difference obtained by deducting from the GMP or adjusted GMP, as applicable, the documented Construction Manager's Fee, the expended portions of Construction Manager's contingency and the actual expenditures representing the Cost of the Work. Liquidated damages, if any, are different from, and are not a part of, this calculation. Upon completion of the bidding and award period, Construction Manager's contingency will be adjusted so that it does not exceed the contingency percentage agreed upon in the original GMP proposal. Construction Manager’s use of the contingency shall be subject to Owner’s prior written approval. Those savings which cause the agreed upon contingency to be exceeded will be available for Owner's use as soon as reasonably possible. Changes to the GMP funded by these savings are not eligible for additional Construction Manager overhead and profit as outlined in this Agreement. All proposed Construction Contingency . 7.4 The fees specified in this Agreement and District Contingency draws must any additional fees that may be approved authorized in writing prior to payment by District, and the future shall be supported considered lump sum fees as agreed to by detailed Contractor estimates or job cost records, including full documentation of Owner. 7.5 Adjustments to the labor, material, equipment and Subcontractor costs involved, GMP will be made as described in Section 15 the Conditions of the General Conditions. The timing and processing of approvals of requested Construction Contingency and District Contingency payments Contract. 7.6 Owner’s prior written approval through Owner’s forms shall be the same as the timing required for modification to GMP line items, including transfer or use of the approval of Contractor's application for normal Tenant Improvement Payments. Should the amount of the Construction Contingency be exceeded, the unfunded costs shall be borne by Contractor without increase to the total Manager’s contingency and any cost under the GMPsavings.

Guaranteed Maximum Price. Contractor will cause § 6.2.1 The Cost of the Project to Work plus the CM/GC’s Fee shall be constructed within the Contract Sum. The CM/GC guarantees that the Contract Sum shall not exceed the Guaranteed Maximum Price ("GMP") as set forth in the Guaranteed Maximum Price Amendment, as it is amended from time to time. To the extent the Cost of the Work exceeds the Guaranteed Maximum Price, the CM/GC shall bear such costs in excess of the Guaranteed Maximum Price without reimbursement or additional compensation from the Owner. If the Contract Sum is less than the Guaranteed Maximum Price, adjusted as provided herein, such difference (“Savings”) shall return one hundred percent (100%) to the Owner. The amount of Savings shall initially be determined by the CM/GC and submitted to the Owner as part of the final application for payment. § 6.2.2 The Guaranteed Maximum Price is subject to additions and deductions by Change Order as provided in the Contract Documents and the Date of Substantial Completion shall be subject to adjustment as provided in the Contract Documents. § 6.2.3 In entering this Agreement the CM/GC understands and agrees that the Guaranteed Maximum Price can only be increased in limited circumstances, and as calculated per Exhibit A to in accordance with the provisions of this Facilities LeaseAgreement, including the Change Order procedures set forth herein Article 8 and the claims procedures set forth herein Article 12 and Article 14. District shall only be responsible for costs in addition Subject to the GMP provisions of this Agreement, the Guaranteed Maximum Price can be increased if: (a) the District orders changes .1 The Owner directs or agrees to a change in the Work that increases the reimbursable costs in the Work including a change pursuant to Section 15 of the General Conditions after the GMP is established and such changes are not clarifications that could have reasonably inferred from the Plans and Specifications 2.2.5; .2 The CM/GC encounters subsurface or concealed conditions at the time of finalizing the GMP; (b) costs increase due to Compensable Delays, each in a manner consistent with Section 14.01 of the General Conditions, or (c) there are concealed or unknown Site conditions (including Pre-Existing Hazardous Materials) discovered after the execution of this Facilities Lease which could not reasonably have been foreseen by Contractor in its review of the Site and which require additional costs. Unless one of these conditions apply, in no event shall the cumulative total of the Tenant Improvement Payments, along with the balance of the Construction Contingency, District Contingency, Lease Payments and anticipated retention, ever exceed the GMP. The GMP includes the Lease PaymentsProject Site, which shall be paid by District, as set forth in Exhibit D. A "Construction Contingency" for Contractor's benefit shall be included in Exhibit A meet the requirements of Section 2.10.1 and that cause the CM/GC to this Facilities Lease. The Construction Contingency shall be a line item within the GMP. The Construction Contingency may be drawn upon only to cover Contractor's errors and omissions in its review of the Plans and Specifications to satisfy itself that said documents are adequate for the Project's construction, or errors and omissions in carrying out the Completion of the Project or for incur increased reimbursable costs that are incurred in performing the Work that are not included in a specific line item or the basis for a Change Order under the Contract Documents. By way of example, and not as a limitation, such costs include scope gaps and work and material not explicitly stated but reasonably inferable from plans, subcontract buy-out gaps, delays in receipt of material (regardless of contractor’s fault), corrections in the work, and costs to correct damage or fixes resulting from activity without a clearly responsible party, and coordination issues. The Construction Contingency shall not be used for changes to the Work ordered by the District pursuant to Section 15 of the General Conditions. Once the Construction Contingency has been exhausted, the Contractor shall have no further recourse against the District with respect to any category of cost intended to be covered by the Contractor Contingency Fund, including, but not limited to, design omissions or for work defectively performed by the Contractor. Should the amount of the Construction Contingency be exceeded, unless one of the conditions enumerated above applies, the unfunded costs shall be borne by Contractor without increase to the total cost under the GMP. A "District Contingency" for District's benefit shall be included in Exhibit A to this Facilities Lease. The District Contingency shall be a line item within the GMP. The District may, in its sole discretion, use the District Contingency for: (a) the District orders changes to the Work pursuant to Section 15 of the General Conditions after the GMP is established and such changes are not clarifications that could have reasonably inferred from the Plans and Specifications at the time of finalizing the GMPWork; (b) cost increases due to Compensable Delays, each in a manner consistent with Section 14.01 of the General Conditions, or (c) concealed or unknown Site conditions (including Pre-Existing Hazardous Materials) discovered after the execution of this Facilities Lease which could not reasonably have been foreseen by Contractor in its review of the Site and which require additional costs. The District Contingency shall not be used without the District's prior written consent. Any balance remaining in the Construction Contingency and the District Contingency shall be returned to District or kept by the District on termination of this Agreement. All proposed Construction Contingency and District Contingency draws must be approved in writing prior to payment by District, and shall be supported by detailed Contractor estimates or job cost records, including full documentation of the labor, material, equipment and Subcontractor costs involved, as described in Section 15 of the General Conditions. The timing and processing of approvals of requested Construction Contingency and District Contingency payments shall be the same as the timing of the approval of Contractor's application for normal Tenant Improvement Payments. Should the amount of the Construction Contingency be exceeded, the unfunded costs shall be borne by Contractor without increase to the total cost under the GMP.

Guaranteed Maximum Price. Contractor will cause the Project to be constructed within the 7.1 The "Guaranteed Maximum Price Price" ("also referred to herein as the “GMP"”) includes the “Cost of the Work” (as set forth in such phrase is defined herein) required by the Contract Construction Documents, as defined in this Agreement, and as calculated per Exhibit A to this Facilities Lease. District shall only be responsible for costs in addition to the GMP if: (a) the District orders changes to the Work pursuant to Section 15 of the General Conditions after the GMP is established and such changes are not clarifications that could have reasonably inferred from the Plans and Specifications at the time of finalizing the GMP; (b) costs increase due to Compensable Delays, each in a manner consistent with Section 14.01 of the General Conditions, or (c) there are concealed or unknown Site conditions (including Pre-Existing Hazardous Materials) discovered after the execution of this Facilities Lease which could not reasonably have been foreseen by Contractor in its review of the Site and which require additional costs. Unless one of these conditions apply, in no event shall the cumulative total of the Tenant Improvement Payments, along with the balance of the Construction Contingency, District Contingency, Lease Payments and anticipated retention, ever exceed the GMPManager's Fee (as defined herein). The GMP includes the Lease Payments, which shall will be paid by District, as set forth in Exhibit D. A "Construction Contingency" established based on design documents for Contractor's benefit shall be included in Exhibit A to each Project assigned under this Facilities LeaseAgreement. The Construction Contingency shall be a line item within the GMP. The Construction Contingency may be drawn upon only GMP is subject to cover Contractor's errors and omissions modification for approved changes in its review of the Plans and Specifications to satisfy itself that said documents are adequate for the Project's construction, or errors and omissions in carrying out the Completion of the Project or for costs that are incurred in performing the Work that are not included in a specific line item or which must comply with the basis for a Change Order under the Contract Documents. By way of example, and not as a limitation, such costs include scope gaps and work and material not explicitly stated but reasonably inferable from plans, subcontract buy-out gaps, delays in receipt of material (regardless of contractor’s fault), corrections in the work, and costs to correct damage or fixes resulting from activity without a clearly responsible party, and coordination issues. The Construction Contingency shall not be used for changes to the Work ordered by the District pursuant to Section 15 of the General Conditions. Once the Construction Contingency has been exhausted, the Contractor shall have no further recourse against the District with respect to any category of cost intended to be covered by the Contractor Contingency FundAgreement terms, including, but not limited to, design omissions or for work defectively performed by the Contractorrequirements set forth in the Article entitled “Changes in the Work” hereof. Should As described herein, the amount GMP in its totality consists of the Construction Contingency be exceeded, unless one Cost of the conditions enumerated above appliesWork plus the Construction Manager’s Fee, as either may be amended on the unfunded costs shall be borne by Contractor without increase to terms set forth in the total cost under Article entitled “Changes in the GMP. A "District Contingency" for District's benefit shall be included Work.” 7.2 The GMP will only include those taxes in Exhibit A to this Facilities Lease. The District Contingency shall be a line item within the GMP. The District may, in its sole discretion, use the District Contingency for: (a) the District orders changes to Cost of the Work pursuant to Section 15 of which are legally enacted at the General Conditions after time the GMP is established established. 7.3 All cost savings belong to and such changes are not clarifications that could have reasonably inferred from the Plans and Specifications at the time of finalizing the GMP; (b) cost increases due to Compensable Delays, each in a manner consistent with Section 14.01 of the General Conditions, or (c) concealed or unknown Site conditions (including Pre-Existing Hazardous Materials) discovered after the execution of this Facilities Lease which could not reasonably have been foreseen by Contractor in its review of the Site and which require additional costs. The District Contingency shall not be used without the District's prior written consent. Any balance remaining in the Construction Contingency and the District Contingency shall be returned to District the Owner upon Final Completion of the Work, or kept at such earlier time as agreed to by the District on termination Owner and the Construction Manager. "Cost savings" are the net difference obtained by deducting from the GMP or adjusted GMP, as applicable, the documented Construction Manager's Fee, the expended portions of the Construction Manager's contingency, and the actual expenditures representing the Cost of the Work. Liquidated damages, if any, are different from, and are not a part of, this calculation. Upon completion of the bidding and award period, the Construction Manager's contingency will be adjusted so that it does not exceed the contingency percentage agreed upon in the original GMP proposal. The Construction Manager’s use of the contingency shall be subject to Owner’s prior written approval. Those savings which cause the agreed upon contingency to be exceeded will be available for the Owner's use as soon as reasonably possible. Changes to the GMP funded by these savings are not eligible for additional Construction Manager overhead and profit as outlined in this Agreement. All proposed Construction Contingency and District Contingency draws must . 7.4 Adjustments to the GMP will be approved in writing prior to payment by District, and shall be supported by detailed Contractor estimates or job cost records, including full documentation of the labor, material, equipment and Subcontractor costs involved, made as described in Section 15 the Conditions of the General Conditions. The timing and processing of approvals of requested Construction Contingency and District Contingency payments Contract. 7.5 Owner’s prior written approval through Owner’s forms shall be the same as the timing required for modification to GMP line items, including transfer or use of the approval of Contractor's application for normal Tenant Improvement Payments. Should the amount of the Construction Contingency be exceeded, the unfunded costs shall be borne by Contractor without increase to the total Manager’s contingency and any cost under the GMPsavings.

Guaranteed Maximum Price. Contractor will cause the Project to be constructed within the Guaranteed Maximum Price ("GMP") as set forth in the Contract Documents, and as calculated per Exhibit A to this Facilities Lease. District shall only be responsible for costs in addition to the GMP if: (a) the The District orders changes to the Work pursuant to Section 15 of the General Conditions after the GMP is established and such changes are not clarifications that could have reasonably inferred from the Plans and Specifications at the time of finalizing the GMPestablished; (b) costs increase due to Compensable Delays, each in a manner consistent with Section 14.01 of the General Conditions, or (c) there are concealed or unknown Site conditions (including Pre-Existing Hazardous Materials) discovered after the execution of this Facilities Lease which could not reasonably have been foreseen by Contractor in its review of the Site and which require additional costs. Unless one of these conditions apply, in no event shall the cumulative total of the Tenant Improvement Payments, along with the balance of the Construction Contingency, District Contingency, Lease Payments and anticipated retention, ever exceed the GMP. The GMP includes the Lease Payments, which shall be paid by District, as set forth in Exhibit D. A "Construction Contingency" for Contractor's benefit shall be included in Exhibit A to this Facilities Lease. The Construction Contingency shall be a line item within the GMP. The Construction Contingency may be drawn upon only to cover Contractor's errors and omissions in its review of the Plans and Specifications to satisfy itself that said documents are adequate for the Project's construction, or errors and omissions in carrying out the Completion of the Project or for costs that are incurred in performing the Work that are not included in a specific line item or the basis for a Change Order under the Contract Documents. By way of example, and not as a limitation, such costs include scope gaps and work and material not explicitly stated but reasonably inferable from plans, subcontract buy-out gaps, delays in receipt of material (regardless due to the fault of contractor’s fault)Contractor, corrections in the work, and costs to correct damage or fixes resulting from activity without a clearly responsible party, and coordination issues. The Construction Contingency shall not be used for changes to the Work ordered by the District pursuant to Section 15 of the General Conditions. Once the Construction Contingency has been exhausted, the Contractor shall have no further recourse against the District with respect to any category of cost intended to be covered by the Contractor Contingency Fund, including, but not limited to, design omissions Omissions or for work defectively performed by the Contractor. Should the amount of the Construction Contingency be exceeded, unless one of the conditions enumerated above applies, the unfunded costs shall be borne by Contractor without increase to the total cost under the GMP. A "District Contingency" for District's benefit shall be included in Exhibit A to this Facilities Lease. The District Contingency shall be a line item within the GMP. The District may, in its sole discretion, use the District Contingency for: (a) the District orders ordered changes to the Work pursuant to Section 15 of the General Conditions after the GMP is established and such changes are not clarifications that could have reasonably inferred from the Plans and Specifications at the time of finalizing the GMPestablished; (b) cost increases due to Compensable Delays, each in a manner consistent with Section 14.01 of the General Conditions, or (c) concealed or unknown Site conditions (including Pre-Existing Hazardous Materials) discovered after the execution of this Facilities Lease which could not reasonably have been foreseen by Contractor in its review of the Site and which require additional costs. The District Contingency shall not be used without the District's prior written consent. Any balance remaining in the Construction Contingency and the District Contingency shall be returned to District or kept by the District on termination of this Agreement. All proposed Construction Contingency and District Contingency draws must be approved in writing prior to payment by District, and shall be supported by detailed Contractor estimates or job cost records, including full documentation of the labor, material, equipment and Subcontractor costs involved, as described in Section 15 of the General Conditions. The timing and processing of approvals of requested Construction Contingency and District Contingency payments shall be the same as the timing of the approval of Contractor's application for normal Tenant Improvement Payments. Should the amount of the Construction Contingency be exceeded, the unfunded costs shall be borne by Contractor without increase to the total cost under the GMP.

Guaranteed Maximum Price. Contractor will cause the Project to be constructed within the 7.1 The "Guaranteed Maximum Price Price" ("also referred to herein as the “GMP"”) as set forth in includes the Contract Documents, and as calculated per Exhibit A to this Facilities Lease. District shall only be responsible for costs in addition to the GMP if: (a) the District orders changes to the Work pursuant to Section 15 “Cost of the General Conditions after the GMP Work” (as such phrase is established and such changes are not clarifications that could have reasonably inferred from the Plans and Specifications at the time of finalizing the GMP; (bdefined herein) costs increase due to Compensable Delays, each in a manner consistent with Section 14.01 of the General Conditions, or (c) there are concealed or unknown Site conditions (including Pre-Existing Hazardous Materials) discovered after the execution of this Facilities Lease which could not reasonably have been foreseen required by Contractor in its review of the Site and which require additional costs. Unless one of these conditions apply, in no event shall the cumulative total of the Tenant Improvement Payments, along with the balance of the Construction Contingency, District Contingency, Lease Payments Documents and anticipated retention, ever exceed the GMPConstruction Manager's Fee (as defined herein). The GMP includes the Lease Payments, which shall will be paid by District, as set forth in Exhibit D. A "Construction Contingency" established based on design documents for Contractor's benefit shall be included in Exhibit A to each Project assigned under this Facilities LeaseAgreement. The Construction Contingency shall be a line item within the GMP. The Construction Contingency may be drawn upon only GMP is subject to cover Contractor's errors and omissions modification for approved changes in its review of the Plans and Specifications to satisfy itself that said documents are adequate for the Project's construction, or errors and omissions in carrying out the Completion of the Project or for costs that are incurred in performing the Work that are not included in a specific line item or which must comply with the basis for a Change Order under the Contract Documents. By way terms of example, and not as a limitation, such costs include scope gaps and work and material not explicitly stated but reasonably inferable from plans, subcontract buy-out gaps, delays in receipt of material (regardless of contractor’s fault), corrections in the work, and costs to correct damage or fixes resulting from activity without a clearly responsible party, and coordination issues. The Construction Contingency shall not be used for changes to the Work ordered by the District pursuant to Section 15 of the General Conditions. Once the Construction Contingency has been exhausted, the Contractor shall have no further recourse against the District with respect to any category of cost intended to be covered by the Contractor Contingency Fundthis Agreement, including, but not limited to, design omissions or for work defectively performed the requirements set forth in the Article entitled “Changes in the Work” hereof. As described herein, the GMP in its totality consists of the Cost of the Work plus the Construction Manager’s Fee, as either may be amended on the terms set forth in the Article entitled “Changes in the Work.” Notwithstanding anything in this Agreement to the contrary, the Construction Manager’s Fee shall be based solely on a percentage of the Cost of the Work mutually agreed upon by the Contractor. Should parties, and the amount calculation shall not include the Construction Manager’s Fee itself. 7.2 The GMP will only include those taxes in the Cost of the Construction Contingency be exceeded, unless one of Work which are legally enacted at the conditions enumerated above applies, the unfunded costs shall be borne by Contractor without increase to the total cost under the GMP. A "District Contingency" for District's benefit shall be included in Exhibit A to this Facilities Lease. The District Contingency shall be a line item within the GMP. The District may, in its sole discretion, use the District Contingency for: (a) the District orders changes to the Work pursuant to Section 15 of the General Conditions after time the GMP is established established. 7.3 All cost savings belong to and such changes are not clarifications that could have reasonably inferred from the Plans and Specifications at the time of finalizing the GMP; (b) cost increases due to Compensable Delays, each in a manner consistent with Section 14.01 of the General Conditions, or (c) concealed or unknown Site conditions (including Pre-Existing Hazardous Materials) discovered after the execution of this Facilities Lease which could not reasonably have been foreseen by Contractor in its review of the Site and which require additional costs. The District Contingency shall not be used without the District's prior written consent. Any balance remaining in the Construction Contingency and the District Contingency shall be returned to District Owner upon Final Completion of the Work, or kept at such earlier time as agreed to by Owner and Construction Manager. "Cost savings" are the District on termination net difference obtained by deducting from the GMP or adjusted GMP, as applicable, the documented Construction Manager's Fee, the expended portions of Construction Manager's contingency, and the actual expenditures representing the Cost of the Work. Liquidated damages, if any, are different from, and are not a part of, this calculation. Upon completion of the bidding and award period, Construction Manager's contingency will be adjusted so that it does not exceed the contingency percentage agreed upon in the original GMP proposal. Construction Manager’s use of the contingency shall be subject to Owner’s prior written approval. Those savings which cause the agreed upon contingency to be exceeded will be available for Owner's use as soon as reasonably possible. Changes to the GMP funded by these savings are not eligible for additional Construction Manager overhead and profit as outlined in this Agreement. All proposed Construction Contingency and District Contingency draws must . 7.4 Adjustments to the GMP will be approved in writing prior to payment by District, and shall be supported by detailed Contractor estimates or job cost records, including full documentation of the labor, material, equipment and Subcontractor costs involved, made as described in Section 15 the Conditions of the General Conditions. The timing and processing of approvals of requested Construction Contingency and District Contingency payments Contract. 7.5 Owner’s prior written approval through Owner’s forms shall be the same as the timing required for modification to GMP line items, including transfer or use of the approval of Contractor's application for normal Tenant Improvement Payments. Should the amount of the Construction Contingency be exceeded, the unfunded costs shall be borne by Contractor without increase to the total Manager’s contingency and any cost under the GMPsavings.

Guaranteed Maximum Price. Contractor will cause (1) At the Project conclusion of the Design Development phase, or such other time as the Parties may agree upon when the Drawings and Specifications are sufficiently complete, Construction Manager shall submit a Guaranteed Maximum Price proposal to Owner in the form attached hereto as Exhibit C which shall also state a Contract Time and date of Substantial Completion upon which the proposal is based. If Owner accepts the proposal, both parties shall sign the proposal and the Guaranteed Maximum Price, Contract Time and date of Substantial Completion therein shall become part of the Contract. The Owner's consent may be provided to the Construction Manager at the beginning of Part I Services and does not have to be constructed within requested on an item-by-item basis. Owner, at its sole option and discretion, may specify a different format for Exhibit C, based on particular Project requirements, but the Construction Manager may not modify Exhibit C without the express written authorization of Owner. (2) Owner, at its sole option and discretion may reject the Guaranteed Maximum Price proposal, attempt to renegotiate the proposal with Construction Manager ("GMP"with the right to cease negotiations at any time and reject the proposal), or increase the Project Construction Budget. Construction Manager shall not withdraw its Guaranteed Maximum Price proposal for ninety (90) as set forth days. (3) The Guaranteed Maximum Price proposal must be prepared in the Contract Documentsformat specified by Owner which shall require a breakdown of estimated costs organized by trade, allowances, contingencies, Construction Manager’s Construction Phase Fee, and other approved items as calculated per defined in Attachment 1 to Exhibit A to this Facilities Lease. District shall only be responsible C (Guidelines for costs in addition to the GMP if:Preparation of the GMP). (a4) the District orders changes to the Work pursuant to Section 15 of the General Conditions after the GMP is established The Guaranteed Maximum Price proposal must include a written statement describing how it was derived and such changes are not clarifications that could have reasonably inferred from the Plans and Specifications at the time of finalizing the GMP; (b) costs increase due to Compensable Delays, each in a manner consistent with Section 14.01 of the General Conditions, or (c) there are concealed or unknown Site conditions (including Pre-Existing Hazardous Materials) discovered after the execution of this Facilities Lease which could not reasonably have been foreseen by Contractor in its review of the Site and which require additional costs. Unless one of these conditions apply, in no event shall the cumulative total of the Tenant Improvement Payments, along with the balance of the Construction Contingency, District Contingency, Lease Payments and anticipated retention, ever exceed the GMP. The GMP includes the Lease Paymentsprepared, which shall include, at a minimum, Drawings and Specifications, addenda, Owner’s Standard Uniform General and Supplementary Conditions, allowances, all clarifications and assumptions made by the Construction Manager due to the incompleteness of the Drawings and Specifications, and assumptions as to when Contract Documents will be paid by District, as set forth in Exhibit D. A "Construction Contingency" for Contractor's benefit issued. This information shall be included fully described in Attachment 1 to Exhibit A C. (5) In formulating the Guaranteed Maximum Price proposal, Construction Manager shall allow for the continued development and completion of the Drawings and Specifications which are reasonably inferable, except for material changes in scope, and the Guaranteed Maximum Price proposal shall include a Construction Manager’s contingency to this Facilities Leaseallow for costs arising out of such development and completion which do not qualify for a change order. The Amounts attributable to clarifications, assumptions, and further development and completion of the Drawings and Specifications shall be specified in an itemized breakdown as part of the proposal. (6) In formulating the Guaranteed Maximum Price proposal, include an Owner provided Construction Contingency shall Allowance in an amount to be a line item within determined at the GMP. The Construction Contingency may be drawn upon only to cover Contractor's errors and omissions in its review submittal of the Plans and Specifications to satisfy itself that said documents are adequate for the Project's constructionGuaranteed Maximum Price. Indicate this specified amount under Guaranteed Maximum Price, or errors and omissions in carrying out the Completion of the Project or for costs that are incurred in performing the Work that are not included in a specific line item or the basis for a Change Order under the Contract Documents. By way of exampleExhibit C, Item 6, and not as a limitationunder Attachment 1 to Exhibit C, such costs include scope gaps and work and material not explicitly stated but reasonably inferable from plansTab 3, subcontract buy-out gapsDescription of Work, delays in receipt of material (regardless of contractor’s fault), corrections in the work, and costs to correct damage or fixes resulting from activity without a clearly responsible party, and coordination issues. The Construction Contingency shall not be used for changes to the Work ordered by the District pursuant to Section 15 of the General Conditions. Once the Construction Contingency has been exhausted, the Contractor shall have no further recourse against the District with respect to any category of cost intended to be covered by the Contractor Contingency Fund, including, but not limited to, design omissions or for work defectively performed by the Contractor. Should the amount of the Construction Contingency be exceeded, unless one of the conditions enumerated above applies, the unfunded costs shall be borne by Contractor without increase to the total cost under the GMP. A "District Contingency" for District's benefit shall be included in Exhibit A to this Facilities Lease. The District Contingency shall be a line item within the GMP. The District may, in its sole discretion, use the District Contingency for: (a) the District orders changes to the Work pursuant to Section 15 of the General Conditions after the GMP is established and such changes are not clarifications that could have reasonably inferred from the Plans and Specifications at the time of finalizing the GMP; (b) cost increases due to Compensable Delays, each in a manner consistent with Section 14.01 of the General Conditions, or (c) concealed or unknown Site conditions (including Pre-Existing Hazardous Materials) discovered after the execution of this Facilities Lease which could not reasonably have been foreseen by Contractor in its review of the Site and which require additional costs. The District Contingency shall not be used without the District's prior written consent. Any balance remaining in the Construction Contingency and the District Contingency shall be returned to District or kept by the District on termination of this Agreement. All proposed Construction Contingency and District Contingency draws must be approved in writing prior to payment by District, and shall be supported by detailed Contractor estimates or job cost records, including full documentation of the labor, material, equipment and Subcontractor costs involved, as described in Section 15 of the General Conditions. The timing and processing of approvals of requested Construction Contingency and District Contingency payments shall be the same as the timing of the approval of Contractor's application for normal Tenant Improvement Payments. Should the amount of the Construction Contingency be exceeded, the unfunded costs shall be borne by Contractor without increase to the total cost under the GMPAllowance Schedule.”

Guaranteed Maximum Price. Contractor will cause the Project to be constructed within the 2.1 Construction Contractor’s Guaranteed Maximum Price ("“GMP"”) for the Work, including the estimated Cost of the Work as defined in Section 5 of the Agreement and Construction Contractor’s Fee as defined in Section 4 of the Agreement, is ($ ). 2.2 The GMP includes material that may be purchased directly by the Owner (“Owner Direct Purchases”). The estimated value of materials that may be purchased directly by the Owner is ($ ). Construction Contractor will initially process one (1) deductive Change Order under this Agreement for the entire estimated amount of Owner Direct Purchases, inclusive of sales taxes. Prior to final payment, a final reconciliation of the Owner Direct Purchases against the GMP will be performed and such deductive Change Order will be prepared for the Owner’s review and execution. 2.3 The Construction Contractor’s Fee for the entire Work anticipated on this Project is hereby established as a lump sum amount of ($ ), said lump sum amount is included within the above noted GMP. 2.4 The General Condition expenses for the entire Work anticipated on this Project are hereby established as a lump sum amount of ($ ), said lump sum amount is included within the above noted GMP. The items included as General Condition expenses are listed in the List of Itemized General Conditions attached hereto and incorporated herein as Attachment No. as said lump sum amount for General Condition expenses may be expressly adjusted by Change Order or . Except Construction Change Directive, Construction Contractor acknowledges and agrees that Owner shall have no liability for any General Condition expenses beyond payment of the above noted lump sum amount and Construction Contractor agrees that it shall not be entitled to receive any additional compensation from Owner for the General Conditions beyond the above lump sum amount. 2.5 Monthly installment payment of the Construction Contractor’s Fee and the General Condition expenses shall be based upon the percent completion of the designated portion of the Work for each particular month. 2.6 In order to efficiently and timely address any unknown or unanticipated conditions that are within the scope of the required Work and are otherwise reimbursable without duplication as a Cost of the Work, but excluding all items that are to be reimbursed under the lump sum General Condition expense amount noted in paragraph 2.4 above, the parties have agreed to establish a contingency within the GMP in an amount not-to-exceed amount of ($ ). Contingency funds shall be used to cover costs that may result from incomplete design and unanticipated costs that arise during construction that are not identified by the construction documents. Construction Contractor shall not proceed with any portion of the Work which it intends to charge against this contingency without first obtaining Owner’s express written authorization to proceed. The Construction Contractor acknowledges and agrees that any work which is to be charged against the contingency allowance that does not receive such prior written approval from the Owner shall be deemed to be part of Construction Contractor’s basic Work compensated within the GMP and not chargeable against the Owner’s Contingency Allowance. The Owner reserves the right, at its sole discretion, to withhold its consent on contingency expenditures. Further, any contingency expenditures become part of the Contract Documents and are incorporated by reference herein. Unused contingency remaining at the end of the job will be credited from the guaranteed maximum price. Construction Contractor has no entitlement to any portion of any unused contingency. 2.7 The parties have agreed to establish an allowance within the GMP for _ in the amount of ($ ). Construction Contractor shall not proceed with any portion of the Work associated with the aforesaid allowance (“Allowance Work”) without first obtaining Owner’s express written authorization to proceed with said Allowance Work. Allowance Amounts are reflected in Attachments through . 2.8 Pursuant to Exhibit A, Paragraph 12.4 of the Agreement, if at the time final payment is made to Construction Contractor the total Cost of the Work has been increased by approved Change Orders in an amount causing the original GMP as set forth in this Amendment to be exceeded by more than ($ ), then Construction Contractor shall be entitled to an increase in the Contract Documents, and as calculated per Exhibit A to this Facilities Lease. District shall only be responsible for costs Construction Contractor’s Fee in addition to the GMP if: (aamount of ( %) the District orders changes to the Work pursuant to Section 15 of the General Conditions after amount exceeding the sum of ($ ) plus that original GMP is established and such changes are not clarifications amount. 2.9 Construction Contractor recognizes that could have reasonably inferred from this Contract includes work for trench excavation in excess of five feet deep. Construction Contractor acknowledges the Plans and Specifications at the time of finalizing the GMP; (b) costs increase due to Compensable Delays, each in a manner consistent with Section 14.01 of the General Conditions, or (c) there are concealed or unknown Site conditions (including Pre-Existing Hazardous Materials) discovered after the execution of this Facilities Lease which could not reasonably have been foreseen by Contractor in its review of the Site and which require additional costs. Unless one of these conditions apply, in no event shall the cumulative total of the Tenant Improvement Payments, along with the balance of the Construction Contingency, District Contingency, Lease Payments and anticipated retention, ever exceed the GMP. The GMP includes the Lease Payments, which shall be paid by District, as requirements set forth in Exhibit D. A "Section 553.63 of the Florida Statutes titled Trench Safety Act. Construction Contingency" Contractor certifies that the required trench safety standards will be in effect during the period of construction of the Project and Construction Contractor agrees to comply with all such required trench safety standards. 2.9.1 The amount of dollars ($ ) has been separately identified for Contractor's benefit shall be the cost of compliance with the required trench safety standards; said amount is included in Exhibit A to this Facilities Lease. The Construction Contingency shall be a line item within the GMP. The . 2.10 Construction Contingency may be drawn upon only to cover Contractor's errors Contractor is responsible, without reimbursement from Owner, for re-inspection fees and omissions in its review of the Plans and Specifications to satisfy itself that said documents are adequate for the Project's construction, or errors and omissions in carrying out the Completion of the Project or for costs that are incurred in performing the Work that are not included in a specific line item or the basis for a Change Order under the Contract Documents. By way of example, and not as a limitation, such costs include scope gaps and work and material not explicitly stated but reasonably inferable from plans, subcontract buy-out gaps, delays in receipt of material (regardless of contractor’s fault), corrections in the work, and costs to correct damage or fixes resulting from activity without a clearly responsible party, and coordination issues. The Construction Contingency shall not be used for changes costs; to the Work ordered by the District pursuant to Section 15 of the General Conditions. Once the Construction Contingency has been exhausted, the Contractor shall have no further recourse against the District with respect to any category of cost intended to be covered by the Contractor Contingency Fund, including, but not limited to, design omissions or for work defectively performed by the Contractor. Should the amount of the Construction Contingency be exceeded, unless one of the conditions enumerated above applies, the unfunded costs shall be borne by Contractor without increase extent such re-inspections are due to the total cost under the GMP. A "District Contingency" for District's benefit shall be included in Exhibit A to this Facilities Lease. The District Contingency shall be a line item within the GMP. The District may, in its sole discretion, use the District Contingency for: (a) the District orders changes to the Work pursuant to Section 15 fault or neglect of the General Conditions after the GMP is established and such changes are not clarifications that could have reasonably inferred from the Plans and Specifications at the time of finalizing the GMP; (b) cost increases due to Compensable Delays, each in a manner consistent with Section 14.01 of the General Conditions, or (c) concealed or unknown Site conditions (including Pre-Existing Hazardous Materials) discovered after the execution of this Facilities Lease which could not reasonably have been foreseen by Contractor in its review of the Site and which require additional costs. The District Contingency shall not be used without the District's prior written consent. Any balance remaining in the Construction Contingency and the District Contingency shall be returned to District or kept by the District on termination of this Agreement. All proposed Construction Contingency and District Contingency draws must be approved in writing prior to payment by District, and shall be supported by detailed Contractor estimates or job cost records, including full documentation of the labor, material, equipment and Subcontractor costs involved, as described in Section 15 of the General Conditions. The timing and processing of approvals of requested Construction Contingency and District Contingency payments shall be the same as the timing of the approval of Contractor's application for normal Tenant Improvement Payments. Should the amount of the Construction Contingency be exceeded, the unfunded costs shall be borne by Contractor without increase to the total cost under the GMP.

Guaranteed Maximum Price. Contractor will cause the Project to be constructed within the 7.1 The "Guaranteed Maximum Price Price" ("GMP") as set forth in includes the Contract Cost of the Work required by the Construction Documents, as defined in this Agreement, and as calculated per Exhibit A to this Facilities Lease. District shall only be responsible for costs in addition to the GMP if: (a) the District orders changes to the Work pursuant to Section 15 of the General Conditions after the GMP is established and such changes are not clarifications that could have reasonably inferred from the Plans and Specifications at the time of finalizing the GMP; (b) costs increase due to Compensable Delays, each in a manner consistent with Section 14.01 of the General Conditions, or (c) there are concealed or unknown Site conditions (including Pre-Existing Hazardous Materials) discovered after the execution of this Facilities Lease which could not reasonably have been foreseen by Contractor in its review of the Site and which require additional costs. Unless one of these conditions apply, in no event shall the cumulative total of the Tenant Improvement Payments, along with the balance of the Construction ContingencyManager's fee, District Contingency, Lease Payments and anticipated retention, ever exceed the GMPas defined in this Agreement. The GMP includes will be established based on design documents prepared by the Lease Payments, which shall be paid by District, as set forth in Exhibit D. A "Construction Contingency" for Contractor's benefit shall be included in Exhibit A to this Facilities LeaseArchitect/Engineer. The Construction Contingency shall be a line item within the GMP. The Construction Contingency may be drawn upon only GMP is subject to cover Contractor's errors and omissions modification for approved changes in its review of the Plans and Specifications to satisfy itself that said documents are adequate for the Project's construction, or errors and omissions in carrying out the Completion of the Project or for costs that are incurred in performing the Work that are not included in a specific line item or which must comply with the basis for a Change Order under the Contract Documents. By way of example, and not as a limitation, such costs include scope gaps and work and material not explicitly stated but reasonably inferable from plans, subcontract buy-out gaps, delays in receipt of material (regardless of contractor’s fault), corrections in the work, and costs to correct damage or fixes resulting from activity without a clearly responsible party, and coordination issues. The Construction Contingency shall not be used for changes to the Work ordered by the District pursuant to Section 15 of the General Conditions. Once the Construction Contingency has been exhausted, the Contractor shall have no further recourse against the District with respect to any category of cost intended to be covered by the Contractor Contingency FundAgreement terms, including, but not limited to, design omissions or for work defectively performed the requirements set forth in the Article entitled “Changes in the Work” hereof. As described herein, the GMP in its totality consists of the Cost of the Work plus the Construction Manager’s Fee, as either may be amended on the terms set forth in the Article entitled “Changes in the Work.” Notwithstanding anything in this agreement to the contrary, the Construction Manager’s Fee shall be based solely on a percentage of the Cost of the Work, mutually agreed upon by the Contractor. Should parties, and the amount calculation shall not include the Construction Manager’s Fee itself. 7.2 The GMP will only include those taxes in the Cost of the Construction Contingency be exceeded, unless one of Work which are legally enacted at the conditions enumerated above applies, the unfunded costs shall be borne by Contractor without increase to the total cost under the GMP. A "District Contingency" for District's benefit shall be included in Exhibit A to this Facilities Lease. The District Contingency shall be a line item within the GMP. The District may, in its sole discretion, use the District Contingency for: (a) the District orders changes to the Work pursuant to Section 15 of the General Conditions after time the GMP is established and such changes are not clarifications that could have reasonably inferred from established. 7.3 All cost savings for the Plans and Specifications at the time of finalizing the GMP; (b) cost increases due to Compensable Delays, each in a manner consistent with Section 14.01 not-to-exceed value of the General Conditions, or (c) concealed or unknown Site conditions (including Pre-Existing Hazardous Materials) discovered after the execution of this Facilities Lease which could not reasonably have been foreseen by Contractor in its review of the Site and which require additional costs. The District Contingency shall not be used without the District's prior written consent. Any balance remaining in the Construction Contingency and the District Contingency GMP shall be returned to District the Owner as part of the net aggregate savings established when final accounting is submitted upon Final Completion of the Work, or kept at such earlier time as agreed to by the District on termination Owner and the Construction Manager. "Cost savings" are the net difference obtained by deducting from the GMP or Adjusted GMP, as applicable, the documented Construction Manager's Fee, the expended portions of the Construction Manager's contingency and the actual expenditures representing the Cost of the Work as defined herein. Liquidated damages, if any, are different from, and are not a part of, this calculation. Upon completion of the bidding and award period, the Construction Manager's contingency will be adjusted so that it does not exceed the contingency percentage agreed upon in the original GMP proposal. Those savings which cause the agreed upon contingency to be exceeded will be available for the Owner's use as soon as reasonably possible, but in no event later than sixty (60) days after final GMP approval. Changes to the GMP funded by these savings are not eligible for additional Construction Manager overhead and profit as outlined in this Agreement. All proposed Construction Contingency . 7.4 The fees specified in this Agreement and District Contingency draws must any additional fees that may be approved authorized in writing prior to payment by District, and the future shall be supported considered lump sum fees as agreed to by detailed Contractor estimates or job cost records, including full documentation of the labor, material, equipment and Subcontractor costs involved, Owner. 7.5 Adjustments to the GMP will be made as described in Section 15 the Conditions of the General Conditions. The timing and processing of approvals of requested Construction Contingency and District Contingency payments Contract. 7.6 Owner’s prior written approval shall be the same as the timing of the approval of Contractor's application required for normal Tenant Improvement Payments. Should the amount of the Construction Contingency be exceeded, the unfunded costs shall be borne by Contractor without increase modification to the total cost under the GMPGMP line items.

Guaranteed Maximum Price. Contractor will cause § 6.2.1 The Cost of the Project to Work plus the CM/GC’s Fee shall be constructed within the Contract Sum. The CM/GC guarantees that the Contract Sum shall not exceed the Guaranteed Maximum Price ("GMP") as set forth in the Guaranteed Maximum Price Amendment, as it is amended from time to time. To the extent the Cost of the Work exceeds the Guaranteed Maximum Price, the CM/GC shall bear such costs in excess of the Guaranteed Maximum Price without reimbursement or additional compensation from the Owner. If the Contract Sum is less than the Guaranteed Maximum Price, adjusted as provided herein, such difference (“Savings”) shall return one hundred percent (100%) to the Owner. The amount of Savings shall initially be determined by the CM/GC and submitted to the Owner as part of the final application for payment. § 6.2.2 The Guaranteed Maximum Price is subject to additions and deductions by Change Order as provided in the Contract Documents and the Date of Substantial Completion shall be subject to adjustment as provided in the Contract Documents. § 6.2.3 In entering this Agreement the CM/GC understands and agrees that the Guaranteed Maximum Price can only be increased in limited circumstances, and as calculated per Exhibit A to in accordance with the provisions of this Facilities LeaseAgreement, including the Change Order procedures set forth herein Article 8 and the claims procedures set forth herein Article 12. District shall only be responsible for costs in addition Subject to the GMP provisions of this Agreement, the Guaranteed Maximum Price can be increased if: (a) the District orders changes .1 The Owner directs or agrees to a change in the Work that increases the reimbursable costs in the Work including a change pursuant to Section 15 of the General Conditions after the GMP is established and such changes are not clarifications that could have reasonably inferred from the Plans and Specifications 2.2.5; .2 The CM/GC encounters subsurface or concealed conditions at the time Project Site, which meet the requirements of finalizing Section 2.10.1 and that cause the GMPCM/GC to incur increased reimbursable costs in the Work; (b) .3 The CM/GC encounters Hazardous materials not brought to the site by the CM/GC, complies with the requirements of Section 14.4 and incurs increased reimbursable costs increase due to Compensable Delaysin the Work; .4 The CM/GC incurs unavoidable increased reimbursable costs in performing the Work as a direct result of changes, each in a manner consistent with Section 14.01 of the General Conditions, or (c) there are concealed or unknown Site conditions (including Pre-Existing Hazardous Materials) discovered after the execution of this Facilities Lease Agreement, in directly applicable laws, codes, or ordinances, such as changes in life-safety building codes or zoning laws, legislatively enacted new categories of taxes, a legislatively enacted increase in taxes and changes in environmental regulations which relate to the project; .5 An emergency exists not caused by the CM/GC or by any one for whom the CM/GC is responsible, that could not reasonably have been foreseen by Contractor affect the safety of persons or property, and the CM/GC incurs increased reimbursable costs to the Work; .6 The CM/GC experiences a delay in its review the progress of the Site and which require additional costs. Unless one of these conditions applyWork caused by an act or neglect by the Owner, in no event shall the cumulative total of Design Professional, the Tenant Improvement Payments, along with the balance of the Construction Contingency, District Contingency, Lease Payments and anticipated retention, ever exceed the GMP. The GMP includes the Lease Payments, which shall be paid by District, as set forth in Exhibit D. A "Construction Contingency" for Contractor's benefit shall be included in Exhibit A to this Facilities Lease. The Construction Contingency shall be a line item within the GMP. The Construction Contingency may be drawn upon only to cover Contractor's errors and omissions in its review of the Plans and Specifications to satisfy itself that said documents are adequate for the Project's constructionAgency, or errors other Owner consultant, that meets the requirements of Article 12 herein and omissions in carrying out the Completion of the Project or for costs that are incurred in performing the Work that are not included in a specific line item or the basis for a Change Order under the Contract Documents. By way of example, and not as a limitation, such costs include scope gaps and work and material not explicitly stated but reasonably inferable from plans, subcontract buy-out gaps, delays in receipt of material (regardless of contractor’s fault), corrections in the work, and incurs increased reimbursable costs to correct damage the Work; .7 The Owner requests additional insurance coverage under Article 11; .8 The Owner requires replacement of damaged property under Section 11.4; .9 The Design Professional issues clarifications or fixes resulting from activity without a clearly responsible party, and coordination issues. The Construction Contingency shall not be used for changes to the Work ordered by the District instructions pursuant to Section 15 of 2.2 and the General Conditions. Once the Construction Contingency has been exhausted, the Contractor shall have no further recourse against the District with respect to any category of cost intended to be covered by the Contractor Contingency Fund, including, but not limited to, design omissions or for work defectively performed by the Contractor. Should the amount of the Construction Contingency be exceeded, unless one of the conditions enumerated above applies, the unfunded CM/GC incurs increased reimbursable costs shall be borne by Contractor without increase to the total cost under the GMP. A "District Contingency" for District's benefit shall be included in Exhibit A to this Facilities Lease. The District Contingency shall be a line item within the GMP. The District may, in its sole discretion, use the District Contingency for: (a) the District orders changes to the Work pursuant to Section 15 of the General Conditions after the GMP is established and such changes are not clarifications that could have reasonably inferred from the Plans and Specifications at the time of finalizing the GMPWork; (b) cost increases due to Compensable Delays, each in a manner consistent with Section 14.01 of the General Conditions, or (c) concealed or unknown Site conditions (including Pre-Existing Hazardous Materials) discovered after the execution of this Facilities Lease which could not reasonably have been foreseen by Contractor in its review of the Site and which require additional costs. The District Contingency shall not be used without the District's prior written consent. Any balance remaining in the Construction Contingency and the District Contingency shall be returned to District or kept by the District on termination of this Agreement. All proposed Construction Contingency and District Contingency draws must be approved in writing prior to payment by District, and shall be supported by detailed Contractor estimates or job cost records, including full documentation of the labor, material, equipment and Subcontractor costs involved, as described in Section 15 of the General Conditions. The timing and processing of approvals of requested Construction Contingency and District Contingency payments shall be the same as the timing of the approval of Contractor's application for normal Tenant Improvement Payments. Should the amount of the Construction Contingency be exceeded, the unfunded costs shall be borne by Contractor without increase to the total cost under the GMP.

Guaranteed Maximum Price. Contractor will cause the Project to be constructed within the 7.1 The "Guaranteed Maximum Price Price" ("GMP") as set forth in includes the Contract Cost of the Work required by the Construction Documents, as defined in this Agreement, and as calculated per Exhibit A to this Facilities Lease. District shall only be responsible for costs in addition to the GMP if: (a) the District orders changes to the Work pursuant to Section 15 of the General Conditions after the GMP is established and such changes are not clarifications that could have reasonably inferred from the Plans and Specifications at the time of finalizing the GMP; (b) costs increase due to Compensable Delays, each in a manner consistent with Section 14.01 of the General Conditions, or (c) there are concealed or unknown Site conditions (including Pre-Existing Hazardous Materials) discovered after the execution of this Facilities Lease which could not reasonably have been foreseen by Contractor in its review of the Site and which require additional costs. Unless one of these conditions apply, in no event shall the cumulative total of the Tenant Improvement Payments, along with the balance of the Construction ContingencyManager's fee, District Contingency, Lease Payments and anticipated retention, ever exceed the GMPas defined in this Agreement. The GMP includes will be established based on design documents prepared by the Lease Payments, which shall be paid by District, as set forth in Exhibit D. A "Construction Contingency" for Contractor's benefit shall be included in Exhibit A to this Facilities LeaseArchitect/Engineer. The Construction Contingency shall be a line item within the GMP. The Construction Contingency may be drawn upon only GMP is subject to cover Contractor's errors and omissions modification for approved changes in its review of the Plans and Specifications to satisfy itself that said documents are adequate for the Project's construction, or errors and omissions in carrying out the Completion of the Project or for costs that are incurred in performing the Work that are not included in a specific line item or which must comply with the basis for a Change Order under the Contract Documents. By way of example, and not as a limitation, such costs include scope gaps and work and material not explicitly stated but reasonably inferable from plans, subcontract buy-out gaps, delays in receipt of material (regardless of contractor’s fault), corrections in the work, and costs to correct damage or fixes resulting from activity without a clearly responsible party, and coordination issues. The Construction Contingency shall not be used for changes to the Work ordered by the District pursuant to Section 15 of the General Conditions. Once the Construction Contingency has been exhausted, the Contractor shall have no further recourse against the District with respect to any category of cost intended to be covered by the Contractor Contingency FundAgreement terms, including, but not limited to, design omissions or for work defectively performed by the Contractorrequirements set forth in the Article entitled “Changes in the Work” hereof. Should As described herein, the amount GMP in its totality consists of the Construction Contingency be exceeded, unless one Cost of the conditions enumerated above appliesWork plus the Construction Manager’s Fee, as either may be amended on the unfunded costs shall be borne by Contractor without increase to terms set forth in the total cost under Article entitled “Changes in the GMP. A "District Contingency" for District's benefit shall be included Work.” 7.2 The GMP will only include those taxes in Exhibit A to this Facilities Lease. The District Contingency shall be a line item within the GMP. The District may, in its sole discretion, use the District Contingency for: (a) the District orders changes to Cost of the Work pursuant to Section 15 of which are legally enacted at the General Conditions after time the GMP is established and such changes are not clarifications that could have reasonably inferred from established. To the Plans and Specifications at extent required by law, taxes pertaining to the time of finalizing the GMP; (b) cost increases due to Compensable Delays, each in a manner consistent with Section 14.01 Cost of the General Conditions, or (c) concealed or unknown Site conditions (including Pre-Existing Hazardous Materials) discovered Work enacted after the execution of this Facilities Lease which could not reasonably have been foreseen by Contractor in its review establishment of the Site and which require additional costs. The District Contingency GMP shall not be used without subject to a Change Order. 7.3 All cost savings for the District's prior written consent. Any balance remaining in not-to-exceed value of the Construction Contingency and the District Contingency GMP shall be returned to District the Owner as part of the net aggregate savings established when final accounting is submitted upon Final Completion of the Work, or kept at such earlier time as agreed to by the District on termination Owner and the Construction Manager. "Cost savings" are the net difference obtained by deducting from the GMP or Adjusted GMP, as applicable, the documented Construction Manager's Fee, the expended portions of the Construction Manager's contingency and the actual expenditures representing the Cost of the Work as defined herein. Liquidated damages, if any, are different from, and are not a part of, this calculation. Upon completion of the bidding and award period, the Construction Manager's contingency will be adjusted so that it does not exceed the contingency percentage agreed upon in the original GMP proposal. Those savings which cause the agreed upon contingency to be exceeded will be available for the Owner's use as soon as reasonably possible, but in no event later than 120 days after final GMP approval. Changes to the GMP funded by these savings are not eligible for additional Construction Manager overhead and profit as outlined in this Agreement. All proposed Construction Contingency . 7.4 The fees specified in this Agreement and District Contingency draws must any additional fees that may be approved authorized in writing prior to payment by District, and the future shall be supported considered lump sum fees as agreed to by detailed Contractor estimates or job cost records, including full documentation of the labor, material, equipment and Subcontractor costs involved, Owner. 7.5 Adjustments to the GMP will be made as described in Section 15 the Conditions of the General Conditions. The timing and processing of approvals of requested Construction Contingency and District Contingency payments Contract. 7.6 Owner’s prior written approval shall be the same as the timing of the approval of Contractor's application required for normal Tenant Improvement Payments. Should the amount of the Construction Contingency be exceeded, the unfunded costs shall be borne by Contractor without increase modification to the total cost under the GMPGMP line items.

Guaranteed Maximum Price. Contractor will cause 1. At the Project conclusion of the Design Development phase, or such other time as the Parties may agree upon when the Drawings and Specifications are sufficiently complete, Construction Manager shall submit a Guaranteed Maximum Price proposal to Owner in the form attached hereto as Exhibit C which shall also state a Contract Time and date of Substantial Completion upon which the proposal is based. If Owner accepts the proposal, both parties shall sign the proposal and the Guaranteed Maximum Price, Contract Time and date of Substantial Completion therein shall become part of the Contract. The Owner's consent may be provided to the Construction Manager at the beginning of Part I Services and does not have to be constructed within requested on an item-by-item basis. Owner, at its sole option and discretion, may specify a different format for Exhibit C, based on particular Project requirements, but the Construction Manager may not modify Exhibit C without the express written authorization of Owner. 2. Owner, at its sole option and discretion may reject the Guaranteed Maximum Price proposal, attempt to renegotiate the proposal with Construction Manager ("GMP"with the right to cease negotiations at any time and reject the proposal), or increase the Project Construction Budget. Construction Manager shall not withdraw its Guaranteed Maximum Price proposal for ninety (90) as set forth days. 3. The Guaranteed Maximum Price proposal must be prepared in the Contract Documentsformat specified by Owner which shall require a breakdown of estimated costs organized by trade, allowances, contingencies, Construction Manager’s Construction Phase Fee, and other approved items as calculated per defined in Attachment 1 to Exhibit A C (Guidelines for the Preparation of the GMP). 4. The Guaranteed Maximum Price proposal must include a written statement describing how it was derived and prepared, which shall include, at a minimum, Drawings and Specifications, addenda, Owner’s Standard Uniform General and Supplementary Conditions, allowances, all clarifications and assumptions made by the Construction Manager due to this Facilities Leasethe incompleteness of the Drawings and Specifications, and assumptions as to when Contract Documents will be issued. District This information shall only be responsible fully described in Attachment 1 to Exhibit C. 5. In formulating the Guaranteed Maximum Price proposal, Construction Manager shall allow for the continued development and completion of the Drawings and Specifications which are reasonably inferable, except for material changes in scope, and the Guaranteed Maximum Price proposal shall include a Construction Manager’s contingency to allow for costs arising out of such development and completion which do not qualify for a change order. Amounts attributable to clarifications, assumptions, and further development and completion of the Drawings and Specifications shall be specified in addition an itemized breakdown as part of the proposal. Owner shall stipulate the percentage amount of Contractor Contingency prior to the GMP if: (a) the District orders changes to the Work pursuant to Section 15 development of the General Conditions after the GMP is established and such changes are not clarifications that could have reasonably inferred from the Plans and Specifications at the time of finalizing the GMP; (b) costs increase due to Compensable Delays, each in a manner consistent with Section 14.01 of the General Conditions, or (c) there are concealed or unknown Site conditions (including Pre-Existing Hazardous Materials) discovered after the execution of this Facilities Lease which could not reasonably have been foreseen by Contractor in its review of the Site and which require additional costs. Unless one of these conditions apply, in no event shall the cumulative total of the Tenant Improvement Payments, along with the balance of the Construction Contingency, District Contingency, Lease Payments and anticipated retention, ever exceed the GMP. The GMP includes the Lease Payments, which shall be paid by District, as set forth in Exhibit D. A "Construction Contingency" for Contractor's benefit shall be included in Exhibit A to this Facilities Lease. The Construction Contractor Contingency shall be a line item within the GMP. The Construction Contingency may be drawn upon only to cover Contractor's errors placed on total project cost inclusive of all fees, expenses and omissions in its review of the Plans and Specifications to satisfy itself that said documents are adequate for the Project's construction, or errors and omissions in carrying out the Completion of the Project or for costs that are incurred in performing the Work that are not included in a specific line item or the basis for a Change Order under the Contract Documents. By way of example, and not as a limitationproject costs, such costs include scope gaps that fee and work and material expenses will not explicitly stated but reasonably inferable from plans, subcontract buy-out gaps, delays in receipt of material (regardless of contractor’s fault), corrections in the work, and costs to correct damage or fixes resulting from activity without a clearly responsible party, and coordination issues. The Construction Contingency shall not be used for changes to the Work ordered by the District pursuant to Section 15 of the General Conditions. Once the Construction Contingency has been exhausted, the Contractor shall have no further recourse against the District with respect to any category of cost intended to be covered by change when the Contractor Contingency Fund, including, but not limited to, design omissions or is utilized. Construction Manager must provide a detailed request to Owner for work defectively performed by the Contractor. Should the amount use of the Construction Contingency be exceeded, unless one of the conditions enumerated above applies, the unfunded costs shall be borne by Contractor without increase to the total cost under the GMP. A "District Contingency" for District's benefit shall be included in Exhibit A to this Facilities Lease. The District Contingency shall be a line item within the GMP. The District may, in its sole discretion, use the District Contingency for: (a) the District orders changes to the Work pursuant to Section 15 of the General Conditions after the GMP is established and such changes are not clarifications that could have reasonably inferred from the Plans and Specifications at the time of finalizing the GMP; (b) cost increases due to Compensable Delays, each in a manner consistent with Section 14.01 of the General Conditions, or (c) concealed or unknown Site conditions (including Pre-Existing Hazardous Materials) discovered after the execution of this Facilities Lease which could not reasonably have been foreseen by Contractor in its review of the Site and which require additional costs. The District Contingency shall not be used without the District's prior written consent. Any balance remaining in the Construction Contingency and the District secure Owner’s approval prior to any expenditure of Contractor Contingency. Unused Contractor Contingency shall be returned to District or kept by Owner, inclusive of fee and expenses. 6. In formulating the District on termination of this Agreement. All proposed Guaranteed Maximum Price proposal, include an Owner provided Construction Contingency Allowance in an amount to be determined at the submittal of the Guaranteed Maximum Price. Indicate this specified amount under Guaranteed Maximum Price, Exhibit C, Item 6, and District under Attachment 1 to Exhibit C, Tab 3, Description of Work, Allowance Schedule. Owner shall stipulate the percentage amount of Owner Contingency draws must be approved in writing prior to payment by District, and the development of the GMP. Owner Contingency shall be supported by detailed Contractor estimates or job placed on total project cost recordsinclusive of all fees, including full documentation expenses and project costs, such that fee and expenses will not change when the Owner Contingency is utilized. Owner shall direct the use of the labor, material, equipment and Subcontractor costs involved, as described in Section 15 of the General ConditionsOwner Contingency. The timing and processing of approvals of requested Construction Unused Owner Contingency and District Contingency payments shall be the same as the timing returned to Owner, inclusive of the approval of Contractor's application for normal Tenant Improvement Payments. Should the amount of the Construction Contingency be exceeded, the unfunded costs shall be borne by Contractor without increase to the total cost under the GMPfee and expenses.

Guaranteed Maximum Price. Contractor will cause the Project to be constructed within the Guaranteed Maximum Price ("GMP") as set forth in the Contract Documents, and as calculated per Exhibit A to this Facilities Lease. District shall only be responsible for costs in addition to the GMP if: (a) the District orders changes has ordered a modification of the Work which is in addition to the Work pursuant to Section 15 work required for the Completion of the General Conditions after the GMP is established and such changes are not clarifications that could have reasonably inferred from the Plans and Specifications at the time of finalizing the GMP; (b) costs increase due to Compensable Delays, each in a manner consistent with Section 14.01 of the General ConditionsProject, or (cb) there are concealed or unknown Site conditions (including Pre-Existing Hazardous Materials) discovered after the execution of this Facilities Lease which could not reasonably have been foreseen by Contractor in its review of the Site and which require additional costs. Unless one of these conditions condtions apply, in no event shall the cumulative total of the Tenant Improvement Payments, along with the balance of the Construction Contingency, District Contingency, Lease Payments and anticipated retention, ever exceed the GMPGuaranteed Maximum Price. The GMP includes the Lease Payments, which shall be paid monthly by District, in equal parts, as set forth in Exhibit D. A "“Construction Contingency" ” for Contractor's benefit shall be is included in Exhibit A to this Facilities Lease. The Construction Contingency shall be a line item within the GMP. The Construction Contingency may be drawn upon only to cover Contractor's errors and omissions in its review of the Plans and Specifications to satisfy itself that said documents are adequate for the Project's ’s construction, or errors and omissions in carrying out the Completion of the Project or for costs that are incurred in performing the Work that are not included in a specific line item or the basis for a Change Order under the Contract Documents. By way of example, and not as a limitation, such costs include scope gaps and work and material not explicitly stated but reasonably inferable from plans, subcontract buy-out gaps, delays in receipt of material (regardless of contractor’s fault), corrections in the work, and costs to correct damage or fixes resulting from activity without a clearly responsible party, and coordination issues. The Construction Contingency shall not be used for changes to the Work ordered by the District pursuant to Section 15 of the General Conditions. Once the Construction Contingency has been exhausted, the Contractor shall have no further recourse against the District with respect to any category of cost intended to be covered by the Contractor Contingency Fund, including, but not limited to, design omissions or for work defectively performed by the Contractor. Should the amount of the Construction Contingency be exceeded, unless one of the conditions enumerated above applies, the unfunded costs shall be borne by Contractor without increase to the total cost under the GMP. A "District Contingency" for District's benefit shall be included in Exhibit A to this Facilities Lease. The District Contingency shall be a line item within the GMP. The District may, in its sole discretion, use the District Contingency for: (a) the District orders changes to the Work pursuant to Section 15 of the General Conditions after the GMP is established and such changes are not clarifications that could have reasonably inferred from the Plans and Specifications at the time of finalizing the GMP; (b) cost increases due to Compensable Delays, each in a manner consistent with Section 14.01 of the General Conditions, or (c) concealed or unknown Site conditions (including Pre-Existing Hazardous Materials) discovered after the execution of this Facilities Lease which could not reasonably have been foreseen by Contractor in its review of the Site and which require additional costs. The District Contingency shall not be used without the District's prior written consentProject. Any balance remaining in the Construction Contingency and at the District Contingency end of the Project shall be returned to District or kept by the District on termination of this AgreementDistrict. All proposed Construction Contingency and District Contingency draws must be approved in writing prior to payment by District, and shall be supported by detailed Contractor estimates or job cost records, including full documentation of the labor, material, equipment and Subcontractor subcontractor costs involved, as described in Section Article 15 of the General Conditions. The timing and processing of approvals approval of requested Construction Contingency and District Contingency payments draws shall be the same as the timing of the approval of Contractor's ’s application for normal Tenant Improvement Paymentsprogress payments. Should the amount of the Construction Contingency be exceeded, the unfunded costs shall be borne by Contractor without increase to the total cost under the GMPGuaranteed Maximum Price.

Guaranteed Maximum Price. Contractor will cause (1) At the conclusion of the Design Development phase, or such other time as the Parties may agree upon when the Drawings and Specifications are sufficiently complete, Construction Manager shall submit a Guaranteed Maximum Price proposal to Owner in the form attached hereto as Exhibit C which shall also state a Contract Time and date of Substantial Completion upon which the proposal is based. If Owner accepts the proposal, both parties shall sign the proposal and the Guaranteed Maximum Price, Contract Time and date of Substantial Completion therein shall become part of the Contract. Based on particular Project requirements and the development of the Project to be constructed within design, Owner, at its sole option and discretion, may specify a different format than that contained at Exhibit C, which is provided as an example only. (2) Owner, at its sole option and discretion may reject the Guaranteed Maximum Price proposal, attempt to renegotiate the proposal with Construction Manager ("GMP"with the right to cease negotiations at any time and reject the proposal), or increase the Project Construction Budget. Construction Manager shall not withdraw its Guaranteed Maximum Price proposal for ninety (90) as set forth days. (3) The Guaranteed Maximum Price proposal must be prepared in the Contract Documentsformat specified by Owner which shall require a breakdown of estimated costs organized by trade, allowances, contingencies, Construction Manager’s Construction Phase Fee, and other approved items as calculated per defined in Attachment 1 to Exhibit A to this Facilities Lease. District shall only be responsible C (Guidelines for costs in addition to the GMP if:Preparation of the GMP). (a4) the District orders changes to the Work pursuant to Section 15 of the General Conditions after the GMP is established The Guaranteed Maximum Price proposal must include a written statement describing how it was derived and such changes are not clarifications that could have reasonably inferred from the Plans and Specifications at the time of finalizing the GMP; (b) costs increase due to Compensable Delays, each in a manner consistent with Section 14.01 of the General Conditions, or (c) there are concealed or unknown Site conditions (including Pre-Existing Hazardous Materials) discovered after the execution of this Facilities Lease which could not reasonably have been foreseen by Contractor in its review of the Site and which require additional costs. Unless one of these conditions apply, in no event shall the cumulative total of the Tenant Improvement Payments, along with the balance of the Construction Contingency, District Contingency, Lease Payments and anticipated retention, ever exceed the GMP. The GMP includes the Lease Paymentsprepared, which shall include, at a minimum, Drawings and Specifications, addenda, Owner’s Standard Uniform General and Supplementary Conditions, allowances, all clarifications and assumptions made by the Construction Manager due to the incompleteness of the Drawings and Specifications, and assumptions as to when Contract Documents will be paid by District, as set forth in Exhibit D. A "Construction Contingency" for Contractor's benefit issued. This information shall be included fully described in Attachment 1 to Exhibit A C. (5) In formulating the Guaranteed Maximum Price proposal, Construction Manager shall allow for the continued development and completion of the Drawings and Specifications which are reasonably inferable, except for material changes in scope, and the Guaranteed Maximum Price proposal shall include a Construction Manager’s contingency to this Facilities Leaseallow for costs arising out of such development and completion which do not qualify for a change order. The Amounts attributable to clarifications, assumptions, and further development and completion of the Drawings and Specifications shall be specified in an itemized breakdown as part of the proposal. (6) In formulating the Guaranteed Maximum Price proposal, include an Owner provided Construction Contingency shall be a line item within the GMP. The Construction Contingency may be drawn upon only to cover Contractor's errors and omissions Allowance in its review of the Plans and Specifications to satisfy itself that said documents are adequate for the Project's construction, or errors and omissions in carrying out the Completion of the Project or for costs that are incurred in performing the Work that are not included in a specific line item or the basis for a Change Order under the Contract Documents. By way of example, and not as a limitation, such costs include scope gaps and work and material not explicitly stated but reasonably inferable from plans, subcontract buy-out gaps, delays in receipt of material (regardless of contractor’s fault), corrections in the work, and costs to correct damage or fixes resulting from activity without a clearly responsible party, and coordination issues. The Construction Contingency shall not be used for changes to the Work ordered by the District pursuant to Section 15 of the General Conditions. Once the Construction Contingency has been exhausted, the Contractor shall have no further recourse against the District with respect to any category of cost intended to be covered by the Contractor Contingency Fund, including, but not limited to, design omissions or for work defectively performed by the Contractor. Should the amount of the Construction Contingency be exceededTwo Percent (2%) of CCL. Indicate this specified amount under Guaranteed Maximum Price, unless one of the conditions enumerated above appliesExhibit C, the unfunded costs shall be borne by Contractor without increase to the total cost under the GMP. A "District Contingency" for District's benefit shall be included in Exhibit A to this Facilities Lease. The District Contingency shall be a line item within the GMP. The District may, in its sole discretion, use the District Contingency for: (a) the District orders changes to the Work pursuant to Section 15 of the General Conditions after the GMP is established and such changes are not clarifications that could have reasonably inferred from the Plans and Specifications at the time of finalizing the GMP; (b) cost increases due to Compensable Delays, each in a manner consistent with Section 14.01 of the General Conditions, or (c) concealed or unknown Site conditions (including Pre-Existing Hazardous Materials) discovered after the execution of this Facilities Lease which could not reasonably have been foreseen by Contractor in its review of the Site and which require additional costs. The District Contingency shall not be used without the District's prior written consent. Any balance remaining in the Construction Contingency and the District Contingency shall be returned to District or kept by the District on termination of this Agreement. All proposed Construction Contingency and District Contingency draws must be approved in writing prior to payment by DistrictItem 6, and shall be supported by detailed Contractor estimates or job cost recordsunder Attachment 1 to Exhibit C, including full documentation Tab 3, Description of the laborWork, material, equipment and Subcontractor costs involved, as described in Section 15 of the General Conditions. The timing and processing of approvals of requested Construction Contingency and District Contingency payments shall be the same as the timing of the approval of Contractor's application for normal Tenant Improvement Payments. Should the amount of the Construction Contingency be exceeded, the unfunded costs shall be borne by Contractor without increase to the total cost under the GMPAllowance Schedule.

Guaranteed Maximum Price. Contractor will cause the Project to be constructed within the 2.1 Construction Contractor’s Guaranteed Maximum Price ("“GMP"”) for the Work, including the estimated Cost of the Work as defined in Section 5 of the Agreement and Construction Contractor’s Fee as defined in Section 4 of the Agreement, is 2.2 The GMP includes material that may be purchased directly by the Owner (“Owner Direct Purchases”). The estimated value of materials that may be purchased directly by the Owner is ($ ). Construction Contractor will initially process one (1) deductive Change Order under this Agreement for the entire estimated amount of Owner Direct Purchases, inclusive of sales taxes. Prior to final payment, a final reconciliation of the Owner Direct Purchases against the GMP will be performed and such deductive Change Order will be prepared for the Owner’s review and execution. 2.3 The Construction Contractor’s Fee for the entire Work anticipated on this Project is hereby established as a lump sum amount of ($ ), said lump sum amount is included within the above noted GMP. 2.4 The General Condition expenses for the entire Work anticipated on this Project are hereby established as a lump sum amount of ($ ), said lump sum amount is included within the above noted GMP. The items included as General Condition expenses are listed in the List of Itemized General Conditions attached hereto and incorporated herein as Attachment No. . Except as said lump sum amount for General Condition expenses may be expressly adjusted by Change Order or Construction Change Directive, Construction Contractor acknowledges and agrees that Owner shall have no liability for any General Condition expenses beyond payment of the above noted lump sum amount and Construction Contractor agrees that it shall not be entitled to receive any additional compensation from Owner for the General Conditions beyond the above lump sum amount. 2.5 Monthly installment payment of the Construction Contractor’s Fee and the General Condition expenses shall be based upon the percent completion of the designated portion of the Work for each particular month. 2.6 In order to efficiently and timely address any unknown or unanticipated conditions that are within the scope of the required Work and are otherwise reimbursable without duplication as a Cost of the Work, but excluding all items that are to be reimbursed under the lump sum General Condition expense amount noted in paragraph 2.4 above, the parties have agreed to establish a contingency within the GMP in an amount not-to-exceed amount of ($ ). Contingency funds shall be used to cover costs that may result from incomplete design and unanticipated costs that arise during construction that are not identified by the construction documents. Construction Contractor shall not proceed with any portion of the Work which it intends to charge against this contingency without first obtaining Owner’s express written authorization to proceed. The Construction Contractor acknowledges and agrees that any work which is to be charged against the contingency allowance that does not receive such prior written approval from the Owner shall be deemed to be part of Construction Contractor’s basic Work compensated within the GMP and not chargeable against the Owner’s Contingency Allowance. The Owner reserves the right, at its sole discretion, to withhold its consent on contingency expenditures. Further, any contingency expenditures become part of the Contract Documents and are incorporated by reference herein. Unused contingency remaining at the end of the job will be credited from the guaranteed maximum price. Construction Contractor has no entitlement to any portion of any unused contingency. 2.7 The parties have agreed to establish an allowance within the GMP for in the amount of ($ ). Construction Contractor shall not proceed with any portion of the Work associated with the aforesaid allowance (“Allowance Work”) without first obtaining Owner’s express written authorization to proceed with said Allowance Work. Allowance Amounts are reflected in Attachments through . 2.8 Pursuant to Exhibit A, Paragraph 12.4 of the Agreement, if at the time final payment is made to Construction Contractor the total Cost of the Work has been increased by approved Change Orders in an amount causing the original GMP as set forth in this Amendment to be exceeded by more than ($ ), then Construction Contractor shall be entitled to an increase in the Contract Documents, and as calculated per Exhibit A to this Facilities Lease. District shall only be responsible for costs Construction Contractor’s Fee in addition to the GMP if: (aamount of ( %) the District orders changes to the Work pursuant to Section 15 of the General Conditions after amount exceeding the sum of ($ ) plus that original GMP is established and such changes are not clarifications amount. 2.9 Construction Contractor recognizes that could have reasonably inferred from this Contract includes work for trench excavation in excess of five feet deep. Construction Contractor acknowledges the Plans and Specifications at the time of finalizing the GMP; (b) costs increase due to Compensable Delays, each in a manner consistent with Section 14.01 of the General Conditions, or (c) there are concealed or unknown Site conditions (including Pre-Existing Hazardous Materials) discovered after the execution of this Facilities Lease which could not reasonably have been foreseen by Contractor in its review of the Site and which require additional costs. Unless one of these conditions apply, in no event shall the cumulative total of the Tenant Improvement Payments, along with the balance of the Construction Contingency, District Contingency, Lease Payments and anticipated retention, ever exceed the GMP. The GMP includes the Lease Payments, which shall be paid by District, as requirements set forth in Exhibit D. A "Section 553.63 of the Florida Statutes titled Trench Safety Act. Construction Contingency" Contractor certifies that the required trench safety standards will be in effect during the period of construction of the Project and Construction Contractor agrees to comply with all such required trench safety standards. 2.9.1 The amount of dollars ($ ) has been separately identified for Contractor's benefit shall be the cost of compliance with the required trench safety standards; said amount is included in Exhibit A to this Facilities Lease. The Construction Contingency shall be a line item within the GMP. The . 2.10 Construction Contingency may be drawn upon only to cover Contractor's errors Contractor is responsible, without reimbursement from Owner, for re- inspection fees and omissions in its review of the Plans and Specifications to satisfy itself that said documents are adequate for the Project's construction, or errors and omissions in carrying out the Completion of the Project or for costs that are incurred in performing the Work that are not included in a specific line item or the basis for a Change Order under the Contract Documents. By way of example, and not as a limitation, such costs include scope gaps and work and material not explicitly stated but reasonably inferable from plans, subcontract buy-out gaps, delays in receipt of material (regardless of contractor’s fault), corrections in the work, and costs to correct damage or fixes resulting from activity without a clearly responsible party, and coordination issues. The Construction Contingency shall not be used for changes costs; to the Work ordered by the District pursuant to Section 15 of the General Conditions. Once the Construction Contingency has been exhausted, the Contractor shall have no further recourse against the District with respect to any category of cost intended to be covered by the Contractor Contingency Fund, including, but not limited to, design omissions or for work defectively performed by the Contractor. Should the amount of the Construction Contingency be exceeded, unless one of the conditions enumerated above applies, the unfunded costs shall be borne by Contractor without increase extent such re-inspections are due to the total cost under the GMP. A "District Contingency" for District's benefit shall be included in Exhibit A to this Facilities Lease. The District Contingency shall be a line item within the GMP. The District may, in its sole discretion, use the District Contingency for: (a) the District orders changes to the Work pursuant to Section 15 fault or neglect of the General Conditions after the GMP is established and such changes are not clarifications that could have reasonably inferred from the Plans and Specifications at the time of finalizing the GMP; (b) cost increases due to Compensable Delays, each in a manner consistent with Section 14.01 of the General Conditions, or (c) concealed or unknown Site conditions (including Pre-Existing Hazardous Materials) discovered after the execution of this Facilities Lease which could not reasonably have been foreseen by Contractor in its review of the Site and which require additional costs. The District Contingency shall not be used without the District's prior written consent. Any balance remaining in the Construction Contingency and the District Contingency shall be returned to District or kept by the District on termination of this Agreement. All proposed Construction Contingency and District Contingency draws must be approved in writing prior to payment by District, and shall be supported by detailed Contractor estimates or job cost records, including full documentation of the labor, material, equipment and Subcontractor costs involved, as described in Section 15 of the General Conditions. The timing and processing of approvals of requested Construction Contingency and District Contingency payments shall be the same as the timing of the approval of Contractor's application for normal Tenant Improvement Payments. Should the amount of the Construction Contingency be exceeded, the unfunded costs shall be borne by Contractor without increase to the total cost under the GMP.

Guaranteed Maximum Price. Contractor will cause (1) Upon request by the City Engineer, Construction Manager shall submit a Guaranteed Maximum Price proposal for each Construction Phase of the Project to City Engineer in the form attached hereto as Exhibit D which shall also state the Schedule, Contract Time, and dates of Substantial Completion for such Construction Phase (which may be constructed within expressed in terms of amount of time after a Notice to Proceed is issued for such Construction Phase) upon which the proposal is based. It is the intent of the Parties to achieve the best possible price from Subcontractors in developing Construction Manager’s Guaranteed Maximum Price proposal. As such, it is acknowledged by the Construction Manager that the timing of the bid process with potential subcontractors and the subcontracting of the Work to successful Subcontractors is critical due to pricing fluctuations caused by the current economy. Construction Manager agrees to use reasonable commercial efforts to ensure that the prices it receives in the Subcontractor bidding process for purposes of its Guaranteed Maximum Price proposal meet or exceed bid document requirements, by taking into account market forces and timing when advertising for bids from potential Subcontractors. If City Engineer accepts the proposal, it shall automatically become a part of this Agreement as the agreed upon Guaranteed Maximum Price, Contract Time, and date of Substantial Completion for such Phase. Based on particular Project requirements and the development of the Project design, City Engineer, at his sole option and discretion, may reasonably specify a different format than that contained in Exhibit D. Construction Manager shall begin the process of developing a Guaranteed Maximum Price proposal for the Construction Phase only after receiving written notice from the City Engineer to begin such process. Anything to the contrary notwithstanding, the Construction Manager is not bound to a Guaranteed Maximum Price for the Construction Phase after ninety (90) days from the date of final submission to the City Engineer and provided the City appropriates funds covering the Guaranteed Maximum Price proposal for the Construction Phase during such ninety ("GMP"90) day period, unless otherwise agreed to by the City Engineer and Construction Manager. (2) City Engineer, at his sole option and discretion may reject the Guaranteed Maximum Price proposal (with no liability to City except as to accrued yet unpaid invoices, if any), or attempt to renegotiate the proposal with Construction Manager (with the right to cease negotiations at any time and reject the proposal). Construction Manager shall not withdraw and is bound by its Guaranteed Maximum Price proposal for ninety (90) days from the date of submission to the City Engineer. If the Guaranteed Maximum Price proposal for the Construction Phase is ultimately rejected by the City Engineer, this Agreement shall terminate upon five (5) days advance written notice to Construction Manager. City shall have no liability to any of the Subcontractors in the event of such termination. Construction Manager shall include a provision in each Subcontract that is legally sufficient to eliminate any legal or equitable liability the City may have for such termination as to the Subcontractors. (3) The Guaranteed Maximum Price proposal for the Construction Phase of the Project shall set forth the proposed Guaranteed Maximum Price for the Phase. The Guaranteed Maximum Price proposal shall separately set forth the portion of the proposed Guaranteed Maximum Price that is allocated to contingency. The amount shall not exceed the percentage in Section 5.01(h)(4). The Construction Manager shall not include contingency amounts in other portions of the proposed Guaranteed Maximum Price, and the other portions of the proposed Guaranteed Maximum Price shall be based on the cost of actual bids, proposals, and subcontracts for the Work where they exist, or if they do not exist, then on the Construction Manager’s best good faith estimate of what the costs for those portions of the Work will be. The Guaranteed Maximum Price proposal for the Project shall also include the following: (i) a Schedule of Values showing a breakdown of the Guaranteed Maximum Price for the Construction Phase of the Project, including separate line items for any contingency amount, the Construction Phase Fee, the close out of the Project, delivery of record “as-built” drawings, delivery of operation and maintenance manuals, delivery of warranty documents, and final cleanup; (ii) a list of Drawings and Specifications, including all addenda, that were used in preparation of the Guaranteed Maximum Price proposal; (iii) a list of Allowances and a statement of their basis; (iv) a list of the clarifications and assumptions made by Construction Manager in the Guaranteed Maximum Price proposal as well as monetary amounts attributable to them; (v) a breakdown of Construction Manager’s costs organized by trade and contingency amounts, and the Construction Phase Fee; (vi) a list of the unit prices, if any; (vii) a list of the Alternates used in calculating the Guaranteed Maximum Price; (viii) the proposed Contract Time, including dates for Notice to Proceed, Date of Substantial Completion for each definable segment of the Work, Date of Final Completion, and any other milestone dates upon which the Guaranteed Maximum Price proposal is based; and (ix) any other items required by City Engineer. The Guaranteed Maximum Price proposal shall also include all actual supportable General Conditions costs allowed under Document 00700- General Conditions. (4) The Guaranteed Maximum Price proposal shall include a 10% Construction Phase Contingency that may only be used upon prior written approval by the City Engineer and at his sole discretion for (i) any increased costs required to meet accelerated schedules; (ii) any increase in the cost of materials and equipment set forth in the Contract Documents, Construction Manager’s approved GMP; (iii) any increase in cost due to unforeseen conditions; and as calculated per Exhibit A (iv) any other costs that City Engineer deems appropriate to this Facilities Leasebe covered by contingency. District All unused contingency shall only be responsible for costs in addition revert to the GMP if: (a) the District orders changes to the Work pursuant to Section 15 of the General Conditions after the GMP is established and such changes are not clarifications that could have reasonably inferred from the Plans and Specifications City at the time of finalizing the GMP; (b) costs increase due to Compensable Delays, each in a manner consistent with Section 14.01 of the General Conditions, or (c) there are concealed or unknown Site conditions (including Pre-Existing Hazardous Materials) discovered after the execution of this Facilities Lease which could not reasonably have been foreseen by Contractor in its review of the Site and which require additional costs. Unless one of these conditions apply, in no event shall the cumulative total of the Tenant Improvement Payments, along with the balance final completion of the Construction Contingency, District Contingency, Lease Payments and anticipated retention, ever exceed the GMP. The GMP includes the Lease Payments, which shall be paid by District, as set forth in Exhibit D. A "Construction Contingency" for Contractor's benefit shall be included in Exhibit A to this Facilities Lease. Phase. (5) The Construction Contingency Manager shall not be a line item within entitled to an increase in the GMP. The Construction Contingency may be drawn upon only to cover Contractor's errors and omissions in its review of the Plans and Specifications to satisfy itself that said documents are adequate Guaranteed Maximum Price for the Project's construction, or errors and omissions in carrying out the Completion of the Project or for costs that are incurred in performing the Work that are is not included detailed in a specific line item or the basis for a Change Order under Contract Documents but is reasonably inferable from the Contract Documents. By way If an item or system is either shown or specified, all material and equipment required for the proper installation of examplesuch item or system and needed to make a complete operating installation shall be provided whether or not detailed or specified, and not omitting only such parts as a limitationare specifically excepted by the City. Notwithstanding the above, such costs include scope gaps and work and material not explicitly stated but reasonably inferable from plans, subcontract buy-out gaps, delays in receipt of material (regardless of contractor’s fault), corrections in the work, and costs to correct damage or fixes resulting from activity without a clearly responsible party, and coordination issues. The Construction Contingency Manager shall not be used responsible for changes to design, except for portions of the Work ordered which the Contract Documents require Construction Manager to both design and build or portions of the Drawings and Specifications that are in the nature of performance specifications, and incidental designing/detailing as required by the District pursuant to Section 15 of the General Conditions. Once the Construction Contingency has been exhausted, the Contractor shall have no further recourse against the District with respect to any category of cost intended to be covered by the Contractor Contingency Fund, including, but not limited to, design omissions Drawings and Specifications for shop drawing or for work defectively performed by the Contractor. Should the amount of the Construction Contingency be exceeded, unless one of the conditions enumerated above applies, the unfunded costs shall be borne by Contractor without increase to the total cost under the GMPsubmittal purposes. A "District Contingency" for District's benefit shall be included in Exhibit A to this Facilities Lease. The District Contingency shall be a line item within the GMP. The District may, in its sole discretion, use the District Contingency forRTICLE VI - CONSTRUCTION MANAGER’S SERVICES: (a) the District orders changes to the Work pursuant to Section 15 of the General Conditions after the GMP is established and such changes are not clarifications that could have reasonably inferred from the Plans and Specifications at the time of finalizing the GMP; (b) cost increases due to Compensable Delays, each in a manner consistent with Section 14.01 of the General Conditions, or (c) concealed or unknown Site conditions (including Pre-Existing Hazardous Materials) discovered after the execution of this Facilities Lease which could not reasonably have been foreseen by Contractor in its review of the Site and which require additional costs. The District Contingency shall not be used without the District's prior written consent. Any balance remaining in the Construction Contingency and the District Contingency shall be returned to District or kept by the District on termination of this Agreement. All proposed Construction Contingency and District Contingency draws must be approved in writing prior to payment by District, and shall be supported by detailed Contractor estimates or job cost records, including full documentation of the labor, material, equipment and Subcontractor costs involved, as described in Section 15 of the General Conditions. The timing and processing of approvals of requested Construction Contingency and District Contingency payments shall be the same as the timing of the approval of Contractor's application for normal Tenant Improvement Payments. Should the amount of the Construction Contingency be exceeded, the unfunded costs shall be borne by Contractor without increase to the total cost under the GMP.

Guaranteed Maximum Price. Contractor Construction Manager shall provide the City and the Consultant with a GMP Proposal within fifteen (15) working days after the Construction Documents after the 95% complete construction documents, as determined under the Consultant’s agreement with the City, have been provided to the Construction Manager. The GMP shall be the sum of the proposed subcontracts and the Construction Manager’s Construction Manager’s Fee. Further, the GMP Proposal shall be broken down into the categories and level of detail required by the Consultant and the City. At the time Construction Manager submits its GMP Proposal to the Consultant and the City, Construction Manager shall also submit for review a Schedule of Values based upon the GMP Proposal in a format acceptable to the Consultant, listing the major elements of the Construction Work and the dollar value for each element. This Schedule of Values, as further revised to reflect the final negotiated GMP amount, and as approved by City, will cause be used as the Project basis for Construction Manager’s monthly Applications for Payment under the GMP. This revised Schedule of Values shall be updated for the current month, including all Change Orders, and Construction Change Directives and submitted each month to the Consultant along with a completed Application for Payment. For each line item in the GMP, Construction Manager shall develop and maintain a written report which identifies and explains all variances and deviations from the construction estimates originally submitted for that line item, to the final line item price incorporated into the GMP. Construction Manager agrees that all of its books, records and files, with respect to its development of the GMP Proposal, shall be constructed within open to City and the Guaranteed Maximum Price ("GMP") as Consultant for review and copying. The final GMP shall be mutually agreed upon by City and the Construction Manager and shall be set forth in the Contract Documents, and as calculated per Exhibit A an amendment to this Facilities LeaseAgreement. District Construction Manager shall only provide a detailed breakdown acceptable to City of its GMP. By submitting its GMP Proposal, Construction Manager shall be responsible for costs in addition deemed to the GMP if: (a) the District orders changes to the Work pursuant to Section 15 of the General Conditions after the GMP is established and such changes are not clarifications guarantee that could have reasonably inferred from the Plans and Specifications at the time of finalizing the GMP; (b) costs increase due to Compensable Delays, each in a manner consistent with Section 14.01 of the General Conditions, or (c) there are concealed or unknown Site conditions (including Pre-Existing Hazardous Materials) discovered after the execution of this Facilities Lease which could not reasonably have been foreseen by Contractor in its review of the Site and which require additional costs. Unless one of these conditions apply, in no event shall the cumulative Construction Manager’s Fee, the total cost of the Tenant Improvement Paymentssubcontracts, along purchase orders, work performed directly by the Construction Manager and the Construction Manager’s Contractor’s Contingency exceed the GMP. In the event Construction Manager and City fail to reach an agreement on the GMP, the City may elect not to proceed with the Construction Phase. The City, in its sole discretion may elect to solicit other firms for the Construction Phase or seek a GMP from the firm ranked 2nd during the solicitation process. In such event, Construction Manager shall only be entitled to receive that portion of the compensation attributable to the Pre- Construction Phase Services earned through the date of termination. Construction Manager shall include a line item for Construction Manager’s Contingency amount in the Schedule of Values for the Project, which Contingency amount, if accepted by the City, shall be included within the GMP and to the GMP Agreement for the Project, and, subject to the prior agreement of the City. The Contingency shall be used as the source of funds for unforeseen costs that are reasonably and necessarily incurred and paid by the Construction Manager, which costs shall be at rates not higher than the standard paid in Miami-Dade County, as follows: (a) first, in connection with the proper performance of Work required hereunder which Work was unforeseeable by the Construction Manager, the Consultant, and the City at the time of execution of the GMP Agreement, (b) second, to the extent that any portion of the Contingency remains unallocated on the date of Final Completion and after the issuance of final payment for the Project, such remaining portion of the Contingency shall be split between the City and the Construction Manager. The Construction Manger shall receive 40% and the City 60% of the remaining balance of the Construction Contingency, District Contingency, Lease Payments and anticipated retention, ever exceed Manager’s Contingency initially included in the GMP. Any funds remaining in the Construction Manager’s Contingency that exceeded the initially approved Contingency shall accrue 100% to the City. The GMP includes the Lease Payments, which Construction Manager’s Contingency amount shall be paid by District, as set forth in Exhibit D. A "the GMP Agreement for the Project, and within the Schedule of Values attached thereto. Use of the Construction Contingency" for Contractor's benefit Manager’s Contingency shall be included in Exhibit A to this Facilities Leaseat the sole discretion of the City and requires the prior written approval of the City’s Project Manager. The Construction Contingency shall be a line item within the GMP. The Construction Contingency may be drawn upon only to cover Contractor's errors and omissions in its review of the Plans and Specifications to satisfy itself that said documents are adequate for the Project's construction, or errors and omissions in carrying out the Completion of the Project or for costs that are incurred in performing the Work that are not included in a specific line item or the basis for a Change Order under the Contract Documents. By way of example, and not as a limitation, such costs include scope gaps and work and material not explicitly stated but reasonably inferable from plans, subcontract buy-out gaps, delays in receipt of material (regardless of contractorManager’s fault), corrections in the work, and costs to correct damage or fixes resulting from activity without a clearly responsible party, and coordination issues. The Construction Contingency shall not be used for changes rework, cost increase caused by a lack of coordination or communication with the Consultant or Subcontractors, or to correct errors and omissions in the Work ordered Contract Documents. The Agreement amount for the Construction Phase is guaranteed by the District pursuant Construction Manager not to Section 15 of exceed the General ConditionsGMP. Once the Construction Contingency has been exhausted, the Contractor shall have no further recourse against the District with respect to any category of If cost intended to be covered by the Contractor Contingency Fund, including, but not limited to, design omissions or for work defectively performed by the Contractor. Should the amount of the Construction Contingency Phase exceeds the GMP, as may be exceededadjusted by Change Orders, unless one the Construction Manager shall pay the overrun without reimbursement from the City Construction Manager agrees to use all reasonable efforts to maximize cost savings during the Construction Phase. City’s Project Manager must approve any and all expense of Construction Manager to be billed to and paid from the Construction Manager’s Contingency, and such approval shall be requested and approved in advance of incurring such expense, where practicable. Construction Manager shall submit to the City a list of names, addresses, licensing information and phone numbers of the conditions enumerated above applies, the unfunded costs shall be borne by Contractor without increase Subcontractors Construction Manager intends to the total cost under the GMP. A "District Contingency" use for District's benefit shall be included in Exhibit A to this Facilities Lease. The District Contingency shall be a line item within the GMP. The District may, in its sole discretion, use the District Contingency for: (a) the District orders changes to the Work pursuant to Section 15 of the General Conditions after the GMP is established and such changes are not clarifications that could have reasonably inferred from the Plans and Specifications at the time of finalizing the GMP; (b) cost increases due to Compensable Delays, each in a manner consistent with Section 14.01 of the General Conditions, or (c) concealed or unknown Site conditions (including Pre-Existing Hazardous Materials) discovered after the execution of this Facilities Lease which could not reasonably have been foreseen by Contractor in its review of the Site and which require additional costs. The District Contingency shall not be used without the District's prior written consent. Any balance remaining in the Construction Contingency and the District Contingency shall be returned to District or kept by the District on termination of this Agreement. All proposed Construction Contingency and District Contingency draws must be approved in writing prior to payment by District, and shall be supported by detailed Contractor estimates or job cost records, including full documentation of the labor, material, equipment and Subcontractor costs involved, as described in Section 15 of the General Conditions. The timing and processing of approvals of requested Construction Contingency and District Contingency payments shall be the same as the timing of the approval of Contractor's application for normal Tenant Improvement Payments. Should the amount portion of the Construction Contingency be exceededWork, as well as identifying in writing those portions of the unfunded costs shall be borne by Contractor without increase Construction Work it intends to the total cost under the GMPperform with its own employees.

Guaranteed Maximum Price. Contractor will cause (1) At seventy-five (75%) completion of the Construction Documents, or such other time as the Owner may agree, and prior to the procurement of trade bids and subcontracts, the Construction Manager shall submit a Guaranteed Maximum Price proposal to Owner. If Owner accepts the GMP Proposal, both Parties shall sign the GMP Amendment in the form attached as Exhibit D, which shall incorporate the GMP Proposal and supporting documents as exhibits. (2) Owner, at its sole option and discretion, may reject the GMP Proposal, attempt to renegotiate the GMP Proposal with the Construction Manager (with the right to cease negotiations at any time and/or reject the GMP Proposal), or increase the Project budget. During the pendency of the Owner's review and approval of the GMP Proposal, Construction Manager shall not withdraw its GMP Proposal for Hundred and Twenty (120) days. (3) The GMP Proposal must include a written statement describing how the Construction Manager derived and prepared it, which shall include, at a minimum, a list of Drawings and Specifications, addenda, General Conditions costs, Contingency Allowances, all clarifications and assumptions made by the Construction Manager due to the incompleteness of the Drawings and Specifications, the proposed deadline for Substantial Completion and assumptions as to when the Construction Phase will commence. (4) The Construction Manager shall work with the Owner and A/E to identify and confirm components and systems not specifically shown but reasonably inferable and required for a complete, fully functional Project. Owner will direct the A/E to complete the final Construction Documents in accordance with the Project scope agreed upon by all Parties at the time the GMP is established. Notwithstanding the level of detail represented in the GMP Proposal and supporting documents, the GMP will include the entire cost of all components and systems required for a complete, fully functional Project. (5) The GMP Amendment to the Contract shall not be effective unless and until approved by the Board at a duly called meeting held in accordance with the Texas Open Meetings Act. (6) The Construction Manager shall not incur any cost to be constructed within reimbursed as part of the Cost of Work prior to the commencement of the Construction Phase, as set forth in a Notice to Proceed, unless the Owner provides prior written authorization for such costs. (7) After acceptance of the GMP Amendment, the Owner shall authorize the A/E to provide any revisions to the Drawings and Specifications to the extent necessary to incorporate the agreed-upon assumptions and clarifications contained in the Guaranteed Maximum Price Amendment for the Project, if applicable. The Owner shall furnish those revised Drawings and Specifications to the Construction Manager as they are revised, in accordance with schedules agreed upon by the Owner. ("GMP") as set forth 8) The Construction Manager shall not include any taxes in the Guaranteed Maximum Price for which the Owner and Project are exempt. SECTION 6 - CONSTRUCTION MANAGER'S SERVICES: PART 2: CONSTRUCTION PHASE SERVICES 6.01 The Construction Phase shall be deemed to commence the date specified in a Notice to Proceed issued after approval by the Owner of a GMP for the Work and execution of the GMP Amendment or GMP for a portion of the Work specified in such Notice to Proceed and the procurement of subcontractors necessary to commence the Work. If portions of the Work, including but not limited to, subcontractor procurement or buyout, mobilization, submittals, the ordering of materials or site work can be performed, the Owner may designate the Date of Commencement in a partial or limited Notice to Proceed prior to the issuance of permits. Pre-construction Phase Services may overlap with Construction Phase Services. In the implementation of the responsibilities and duties of the Construction Manager for the Construction Phase, the Construction Manager shall provide all services required in the Contract Documents, and as calculated per Exhibit A to this Facilities Lease. District shall only be responsible for costs in addition to the GMP if:services set forth in this Section 6.01. (a1) Within twenty one (21) days of the District orders changes effective date of the Notice to Proceed, Construction Manager shall submit a proposed Baseline Schedule in accordance with Secion 01 32 16 of the Specifications, depicting the date of Substantial completion set forth in the GMP Amendment, which deadline may not be changed in the final, accepted Baseline Schedule. (2) Construction Manager shall expedite, and coordinate delivery and installation of Owner procured material and equipment. (3) Construction Manager shall maintain cost accounting records and all other records created or maintained for the Project in good form on expenditures and materials, or for any other expenditures requiring accounting records; and afford the Owner access to these records and preserve them for a period that is the later of (i) four (4) years after final payment is made by the Owner to the Work pursuant to Section 15 of Construction Manager, or (ii) such period required under the General Conditions after Texas Record Retention Act. Notwithstanding the GMP is established and such changes are not clarifications that could have reasonably inferred from the Plans and Specifications at the time of finalizing the GMP; (b) costs increase due to Compensable Delays, each in a manner consistent with Section 14.01 of the General Conditions, or (c) there are concealed or unknown Site conditions (including Pre-Existing Hazardous Materials) discovered after the execution of this Facilities Lease which could not reasonably have been foreseen by Contractor in its review of the Site and which require additional costs. Unless one of these conditions applyforegoing, in no event shall the cumulative total of the Tenant Improvement Payments, along with the balance lieu of the Construction ContingencyManager maintaining such records, District Contingencythe Construction Manager may deliver all Project records created or maintained by the Construction Manager or any party performing work or providing services, Lease Payments supplies, or equipment related to the Project to the Owner for retention required by applicable law. (4) Construction Manager shall promptly identify all variances between estimated costs and anticipated retentionactual costs and shall promptly report such variances to the Project Team along with recommendations for action, ever exceed the GMPbut in any event, no more than five (5) business days after acquiring such information. The GMP includes the Lease Payments, which All subcontractor and vendor buyout and contracts shall be paid by District, as set forth in Exhibit D. A "Construction Contingency" for Contractor's benefit shall finalized and executed within 90 days of Final GMP acceptance. All buyout savings will be included in Exhibit A transferred to this Facilities Lease. The Construction the Contingency shall be a line item within the GMP. The Construction Contingency may be drawn upon only to cover Contractor's errors and omissions in its review 100 days of approval of the Plans GMP Amendment. (5) Construction Manager shall furnish payment and Specifications to satisfy itself that said documents are adequate for performance bonds covering the Project's construction, or errors and omissions in carrying out the Completion faithful performance of the Project or for costs that are incurred Contract and payment of obligations arising thereunder in performing the Work that are not included in a specific line item or the basis for a Change Order under the Contract Documents. By way of example, and not as a limitation, such costs include scope gaps and work and material not explicitly stated but reasonably inferable from plans, subcontract buy-out gaps, delays in receipt of material (regardless of contractor’s fault), corrections in the work, and costs to correct damage or fixes resulting from activity without a clearly responsible party, and coordination issues. The Construction Contingency shall not be used for changes to the Work ordered by the District pursuant to Section 15 accordance with Article 5 of the Uniform General Conditions. Once the Construction Contingency has been exhausted, the Contractor shall have no further recourse against the District with respect to any category of cost intended to be covered by the Contractor Contingency Fund, including, but not limited to, design omissions or for work defectively performed by the Contractor. Should the amount of the Construction Contingency be exceeded, unless one of the conditions enumerated above applies, the unfunded costs shall be borne by Contractor without increase to the total cost under the GMP. A "District Contingency" for District's benefit shall be included in Exhibit A to this Facilities Lease. The District Contingency shall be a line item within the GMP. The District may, in its sole discretion, use the District Contingency for: (a) the District orders changes to the Work pursuant to Section 15 of the General Conditions after the GMP is established and such changes are not clarifications that could have reasonably inferred from the Plans and Specifications at the time of finalizing the GMP; (b) cost increases due to Compensable Delays, each in a manner consistent with Section 14.01 of the General Conditions, or (c) concealed or unknown Site conditions (including Pre-Existing Hazardous Materials) discovered after the execution of this Facilities Lease which could not reasonably have been foreseen by Contractor in its review of the Site and which require additional costs. The District Contingency shall not be used without the District's prior written consent. Any balance remaining in the Construction Contingency and the District Contingency shall be returned to District or kept by the District on termination of this Agreement. All proposed Construction Contingency and District Contingency draws must be approved in writing prior to payment by District, and shall be supported by detailed Contractor estimates or job cost records, including full documentation of the labor, material, equipment and Subcontractor costs involved, as described in Section 15 of the General Conditions. The timing and processing of approvals of requested Construction Contingency and District Contingency payments shall be the same as the timing of the approval of Contractor's application for normal Tenant Improvement Payments. Should the amount of the Construction Contingency be exceeded, the unfunded costs shall be borne by Contractor without increase to the total cost under the GMP.

Guaranteed Maximum Price. Contractor will cause The contract amount for the Project is guaranteed by the Contractor not to be constructed within exceed the Guaranteed Maximum Price ("GMP") GMAX, as set forth in the Contract DocumentsAgreement. The GMAX shall be supported by a line item cost breakdown for each subcontractor, including Contractor contingency on overall cost of the work, and based on multiple trade subcontractor bids for each trade contract obtained as calculated per Exhibit A provided in these General Conditions. The GMAX shall be subject to additions and deductions by change order as provided in this Facilities LeaseArticle 6, Changes in the Work. District shall only be responsible By signing the construction amendment for costs in addition to the GMP if: (a) Guaranteed Maximum Price, the District Contractor agrees that he has reviewed and accepted the Construction Documents as complete and that he has no right for change orders changes to the Work pursuant to Section 15 of the General Conditions after the GMP is established and such changes are not clarifications that could have reasonably inferred from the Plans and Specifications at the time of finalizing the GMP; (b) costs increase or extra work due to Compensable Delaysconflicts, each ambiguities or omissions in a manner consistent with Section 14.01 of the General ConditionsContract Documents or in the subcontractor bid packages, or (c) there are concealed or unknown Site conditions (including Pre-Existing Hazardous Materials) discovered after and for any construction phase change orders arising from subcontractors’ performance, as determined by the execution of this Facilities Lease which could not reasonably have been foreseen by Contractor in its review of the Site and which require additional costs. Unless one of these conditions apply, in no event shall the cumulative total of the Tenant Improvement Payments, along with the balance of the Construction Contingency, District Contingency, Lease Payments and anticipated retention, ever exceed the GMPAOC. The GMP includes cost of change orders or extra work due to conflicts, ambiguities or omissions in the Lease PaymentsContract Documents or in the subcontractor bid packages and for any construction phase change orders arising from subcontractors’ performance, which as determined by the AOC, shall be paid by Districtthe Contractor from the Contractor contingency, as set forth in Exhibit D. A "Construction Contingency" the Agreement. If the cost of the work, excluding AOC-requested changes and unforeseen conditions, exceeds the GMAX, adjusted from time to time by change order, the Contractor shall pay the overrun without reimbursement by the AOC. If the actual cost of the work, excluding AOC-requested changes, is less than the GMAX, adjusted from time to time by change order, then the Contractor shall return the cost savings to the AOC in the final change order. Contractor agrees to use all reasonable efforts to maximize cost savings for Contractor's the benefit of the AOC. COST CLASSIFICATIONS: Direct cost of the work: The term “direct cost of the work” shall mean costs necessarily incurred by the Contractor in the proper performance of the work. Such costs shall be included in Exhibit A to this Facilities Lease. The Construction Contingency shall be a line item within at rates not higher than the GMP. The Construction Contingency may be drawn upon only to cover Contractor's errors and omissions in its review of standard paid at the Plans and Specifications to satisfy itself that said documents are adequate for the Project's construction, or errors and omissions in carrying out the Completion place of the Project except with prior written consent of the AOC. The “direct cost of the work” shall include only the following items set forth in this Article 6.7.1, Direct Cost of the Work. Labor Costs Wages of construction workers directly employed by the Contractor to perform the construction of the work at the Site or, with the AOC’s agreement, at off-site workshops. Actual costs paid or incurred by the Contractor for costs taxes, insurance, contributions, assessments and benefits, associated with the construction workers directly employed by the Contractor, and as required by law. Trade Contractor Cost: Payments made by the Contractor to trade contractors in accordance with the requirements of the subcontracts. Cost of Materials and Equipment Incorporated in the Completed Construction Actual costs, including transportation of materials and equipment incorporated or to be incorporated in the completed construction. Costs of materials in excess of those actually installed but required to provide reasonable allowance for waste and for spoilage. Unused excess materials, if any, shall be handed over to the AOC at the completion of the work or, at the AOC’s option, shall be sold by the Contractor. Amounts realized, if any, from such sales shall be credited to the AOC as deduction from the cost of the work. Cost of Other Materials and Equipment and Related Items Actual costs, including transportation, installation, maintenance, dismantling and removal of materials, supplies, temporary facilities, machinery, equipment, and hand tools not customarily owned by the construction workers, which are provided by the Contractor at the Site and fully consumed in the performance of the work. Cost for items previously used by the Contractor shall mean fair market value. The AOC reserves the right to dispose of all temporary structures and small tools that have been purchased but no longer required for the work. Costs of removal of debris from the site. Miscellaneous Costs Sales, use or similar taxes imposed by a governmental authority which are incurred in performing related to the Work that are not included in a specific line item work and for which the Contractor or AOC is liable. Fees of testing laboratories for tests required by the basis Contract Documents, except those related to defective or nonconforming work for a Change Order under which reimbursement is excluded by Article 5.06, Testing Materials, Articles, Equipment and Work, or other provisions of the Contract Documents. By way Deposits lost for causes other than the Contractor’s fault or negligence. Cost of example, surveys if required for the work. Costs of obtaining and not as a limitation, such costs include scope gaps and work and material not explicitly stated but reasonably inferable from plans, subcontract buy-out gaps, delays in receipt of material (regardless of contractor’s fault), corrections in using all utility services required for the work, if not paid directly by the AOC. Other Costs: This category includes other costs incurred in the performance of the work if and costs to correct damage or fixes resulting from activity without a clearly responsible party, and coordination issues. The Construction Contingency shall not be used for changes to the Work ordered extent approved in advance in writing by the District pursuant AOC. Costs for Emergencies; Repairs to Section 15 of Damaged, Defective or Nonconforming Work: To the General Conditions. Once the Construction Contingency has been exhausted, the Contractor shall have no further recourse against the District with respect to any category of cost intended to be extent not covered by the proceeds of insurance required under Article 11.1 of this Contract, including deductibles or self-insured retentions associated with the required insurance policies, or from insurance required by the Contractor Contingency Fundfrom Subcontractors, includingor directly from Subcontractors, but trade contractors, or suppliers, the Costs in taking action to prevent threatened damage, injury or loss in case of an emergency affecting the safety of persons and property. Costs in repairing or correcting work damaged or improperly executed by construction workers in the employment of the Contractor or Subcontractor, provided such damage or improper execution did not limited toresult from the fault or negligence, design omissions or for work defectively performed the failure of the Contractor, the Subcontractor or the Contractor’s or Subcontractor’s employees, foremen, engineers or superintendents, or other supervisory, administrative or managerial personnel to supervise adequately the Work of the Subcontractors or suppliers, and then only to the extent that the cost of to fulfill a specific responsibility to the AOC set forth in this Contract by the Contractor. Should Costs in repairing damaged work other than that described in Article 8.03-g (2), provided such damage did not result from the amount fault or negligence of the Construction Contingency be exceededContractor or the Contractor’s personnel. Costs in correcting defective or nonconforming work performed or supplied by a trade contractor or material supplier and not corrected by them, unless one provided such defective or nonconforming work did not result from the fault or neglect of the conditions enumerated above applies, Contractor or the unfunded costs shall be borne by Contractor without increase Contractor’s personnel to adequately supervise and direct the total cost under the GMP. A "District Contingency" for District's benefit shall be included in Exhibit A to this Facilities Lease. The District Contingency shall be a line item within the GMP. The District may, in its sole discretion, use the District Contingency for: (a) the District orders changes to the Work pursuant to Section 15 work of the General Conditions after the GMP is established and such changes are not clarifications that could have reasonably inferred from the Plans and Specifications at the time of finalizing the GMP; (b) cost increases due to Compensable Delays, each in a manner consistent with Section 14.01 of the General Conditions, or (c) concealed trade contractor or unknown Site conditions (including Pre-Existing Hazardous Materials) discovered after the execution of this Facilities Lease which could not reasonably have been foreseen by Contractor in its review of the Site and which require additional costs. The District Contingency shall not be used without the District's prior written consent. Any balance remaining in the Construction Contingency and the District Contingency shall be returned to District or kept by the District on termination of this Agreement. All proposed Construction Contingency and District Contingency draws must be approved in writing prior to payment by District, and shall be supported by detailed Contractor estimates or job cost records, including full documentation of the labor, material, equipment and Subcontractor costs involved, as described in Section 15 of the General Conditions. The timing and processing of approvals of requested Construction Contingency and District Contingency payments shall be the same as the timing of the approval of Contractor's application for normal Tenant Improvement Payments. Should the amount of the Construction Contingency be exceeded, the unfunded costs shall be borne by Contractor without increase to the total cost under the GMPmaterial supplier.

Guaranteed Maximum Price. Contractor will cause the Project to be constructed within the 7.1 The "Guaranteed Maximum Price Price" ("GMP") as set forth in includes the Contract Cost of the Work required by the Construction Documents, as defined in this Agreement, and as calculated per Exhibit A to this Facilities Lease. District shall only be responsible for costs in addition to the GMP if: (a) the District orders changes to the Work pursuant to Section 15 of the General Conditions after the GMP is established and such changes are not clarifications that could have reasonably inferred from the Plans and Specifications at the time of finalizing the GMP; (b) costs increase due to Compensable Delays, each in a manner consistent with Section 14.01 of the General Conditions, or (c) there are concealed or unknown Site conditions (including Pre-Existing Hazardous Materials) discovered after the execution of this Facilities Lease which could not reasonably have been foreseen by Contractor in its review of the Site and which require additional costs. Unless one of these conditions apply, in no event shall the cumulative total of the Tenant Improvement Payments, along with the balance of the Construction ContingencyManager's fee, District Contingency, Lease Payments and anticipated retention, ever exceed the GMPas defined in this Agreement. The GMP includes the Lease Payments, which shall will be paid by District, as set forth in Exhibit D. A "Construction Contingency" established based on design documents for Contractor's benefit shall be included in Exhibit A to each Project assigned under this Facilities LeaseAgreement. The Construction Contingency shall be a line item within the GMP. The Construction Contingency may be drawn upon only GMP is subject to cover Contractor's errors and omissions modification for approved changes in its review of the Plans and Specifications to satisfy itself that said documents are adequate for the Project's construction, or errors and omissions in carrying out the Completion of the Project or for costs that are incurred in performing the Work that are not included in a specific line item or which must comply with the basis for a Change Order under the Contract Documents. By way of example, and not as a limitation, such costs include scope gaps and work and material not explicitly stated but reasonably inferable from plans, subcontract buy-out gaps, delays in receipt of material (regardless of contractor’s fault), corrections in the work, and costs to correct damage or fixes resulting from activity without a clearly responsible party, and coordination issues. The Construction Contingency shall not be used for changes to the Work ordered by the District pursuant to Section 15 of the General Conditions. Once the Construction Contingency has been exhausted, the Contractor shall have no further recourse against the District with respect to any category of cost intended to be covered by the Contractor Contingency FundAgreement terms, including, but not limited to, design omissions or for work defectively performed by the Contractorrequirements set forth in the Article entitled “Changes in the Work” hereof. Should As described herein, the amount GMP in its totality consists of the Construction Contingency be exceeded, unless one Cost of the conditions enumerated above appliesWork plus the Construction Manager’s Fee, as either may be amended on the unfunded costs shall be borne by Contractor without increase to terms set forth in the total cost under Article entitled “Changes in the GMP. A "District Contingency" for District's benefit shall be included Work.” 7.2 The GMP will only include those taxes in Exhibit A to this Facilities Lease. The District Contingency shall be a line item within the GMP. The District may, in its sole discretion, use the District Contingency for: (a) the District orders changes to Cost of the Work pursuant to Section 15 of which are legally enacted at the General Conditions after time the GMP is established and such changes are not clarifications that could have reasonably inferred from established. 7.3 All cost savings for the Plans and Specifications at the time of finalizing the GMP; (b) cost increases due to Compensable Delays, each in a manner consistent with Section 14.01 not-to-exceed value of the General Conditions, or (c) concealed or unknown Site conditions (including Pre-Existing Hazardous Materials) discovered after the execution of this Facilities Lease which could not reasonably have been foreseen by Contractor in its review of the Site and which require additional costs. The District Contingency shall not be used without the District's prior written consent. Any balance remaining in the Construction Contingency and the District Contingency GMP shall be returned to District the Owner as part of the net aggregate savings established when final accounting is submitted upon Final Completion of the Work, or kept at such earlier time as agreed to by the District on termination Owner and the Construction Manager. "Cost savings" are the net difference obtained by deducting from the GMP or Adjusted GMP, as applicable, the documented Construction Manager's Fee, the expended portions of the Construction Manager's contingency and the actual expenditures representing the Cost of the Work as defined herein. Liquidated damages, if any, are different from, and are not a part of, this calculation. Upon completion of the bidding and award period, the Construction Manager's contingency will be adjusted so that it does not exceed the contingency percentage agreed upon in the original GMP proposal. Those savings which cause the agreed upon contingency to be exceeded will be available for the Owner's use as soon as reasonably possible, but in no event later than sixty (60) days after final GMP approval. Changes to the GMP funded by these savings are not eligible for additional Construction Manager overhead and profit as outlined in this Agreement. All proposed Construction Contingency and District Contingency draws must . 7.4 Adjustments to the GMP will be approved in writing prior to payment by District, and shall be supported by detailed Contractor estimates or job cost records, including full documentation of the labor, material, equipment and Subcontractor costs involved, made as described in Section 15 the Conditions of the General Conditions. The timing and processing of approvals of requested Construction Contingency and District Contingency payments Contract. 7.5 Owner’s prior written approval shall be the same as the timing of the approval of Contractor's application required for normal Tenant Improvement Payments. Should the amount of the Construction Contingency be exceeded, the unfunded costs shall be borne by Contractor without increase modification to the total cost under the GMPGMP line items.

Guaranteed Maximum Price. Contractor will cause the Project to be constructed within the 2.1 Construction Manager’s Guaranteed Maximum Price ("“GMP"”) for the Work, including the estimated Cost of the Work as set forth defined in Section 5 of the Agreement and Construction Manager’s Fee as defined in Section 4 of the Agreement, is ($ ). 2.2 The GMP includes material that may be purchased directly by the Owner (“Owner Direct Purchases”). The estimated value of materials that may be purchased directly by the Owner is ($ ). Construction Manager will initially process one (1) deductive Change Order under this Agreement for the entire estimated amount of Owner Direct Purchases, inclusive of sales taxes. Prior to final payment, a final reconciliation of the Owner Direct Purchases against the GMP will be performed and such deductive Change Order will be prepared for the Owner’s review and execution. 2.3 The Construction Manager’s Fee for the entire Work anticipated on this Project is hereby established as a lump sum amount of ($ ), said lump sum amount is included within the above noted GMP, and is subject to adjustment in accordance with the Contract Documents. 2.4 The General Condition expenses for the entire Work anticipated on this Project are hereby established as a lump sum amount of ($ ), said lump sum amount is included within the above noted GMP. The items included as General Condition expenses are listed in the List of Itemized General Conditions attached hereto and incorporated herein as calculated per Exhibit A Attachment No. _ . Except as said lump sum amount for General Condition expenses may be expressly adjusted by Change Order or Construction Change Directive, Construction Manager acknowledges and agrees that Owner shall have no liability for any General Condition expenses beyond payment of the above noted lump sum amount and Construction Manager agrees that it shall not be entitled to this Facilities Lease. District shall only be responsible receive any additional compensation from Owner for costs in addition to the GMP if: (a) the District orders changes to the Work pursuant to Section 15 of the General Conditions after beyond the GMP is established and such changes are not clarifications that could have reasonably inferred from the Plans and Specifications at the time of finalizing the GMP;above lump sum amount. (b) costs increase due to Compensable Delays, each in a manner consistent with Section 14.01 of the General Conditions, or (c) there are concealed or unknown Site conditions (including Pre-Existing Hazardous Materials) discovered after the execution of this Facilities Lease which could not reasonably have been foreseen by Contractor in its review of the Site and which require additional costs. Unless one of these conditions apply, in no event shall the cumulative total of the Tenant Improvement Payments, along with the balance 2.5 Monthly installment payment of the Construction Contingency, District Contingency, Lease Payments Manager’s Fee and anticipated retention, ever exceed the GMP. The GMP includes the Lease Payments, which General Condition expenses shall be paid by Districtbased upon the percent completion of the designated portion of the Work for each particular month. 2.6 In order to efficiently and timely address any unknown or unanticipated conditions that are within the scope of the required Work and are otherwise reimbursable without duplication as a Cost of the Work, as set forth but excluding all items that are to be reimbursed under the lump sum General Condition expense amount noted in Exhibit D. A "Construction Contingency" for Contractor's benefit paragraph 2.4 above, the parties have agreed to establish a contingency within the GMP in an amount not-to-exceed amount of ($ ). Contingency funds shall be included in Exhibit A used to cover costs that may result from incomplete design and unanticipated costs that arise during construction that are not identified by the construction documents. Construction Manager shall not proceed with any portion of the Work which it intends to charge against this Facilities Leasecontingency without first obtaining Owner’s express written authorization to proceed. The Construction Contingency Manager acknowledges and agrees that any work which is to be charged against the contingency allowance that does not receive such prior written approval from the Owner shall be a line item deemed to be part of Construction Manager’s basic Work compensated within the GMPGMP and not chargeable against the Owner’s Contingency Allowance. The Construction Contingency may be drawn upon only to cover Contractor's errors and omissions in its review of Owner reserves the Plans and Specifications to satisfy itself that said documents are adequate for the Project's constructionright, or errors and omissions in carrying out the Completion of the Project or for costs that are incurred in performing the Work that are not included in a specific line item or the basis for a Change Order under the Contract Documents. By way of example, and not as a limitation, such costs include scope gaps and work and material not explicitly stated but reasonably inferable from plans, subcontract buy-out gaps, delays in receipt of material (regardless of contractor’s fault), corrections in the work, and costs to correct damage or fixes resulting from activity without a clearly responsible party, and coordination issues. The Construction Contingency shall not be used for changes to the Work ordered by the District pursuant to Section 15 of the General Conditions. Once the Construction Contingency has been exhausted, the Contractor shall have no further recourse against the District with respect to any category of cost intended to be covered by the Contractor Contingency Fund, including, but not limited to, design omissions or for work defectively performed by the Contractor. Should the amount of the Construction Contingency be exceeded, unless one of the conditions enumerated above applies, the unfunded costs shall be borne by Contractor without increase to the total cost under the GMP. A "District Contingency" for District's benefit shall be included in Exhibit A to this Facilities Lease. The District Contingency shall be a line item within the GMP. The District may, in at its sole discretion, use the District Contingency for: (a) the District orders changes to the Work pursuant to Section 15 withhold its consent on contingency expenditures. Further, any contingency expenditures become part of the General Conditions after Contract Documents and are incorporated by reference herein. Unused contingency remaining at the end of the job will be credited from the guaranteed maximum price. Construction Manager has no entitlement to any portion of any unused contingency. 2.7 The parties have agreed to establish an allowance within the GMP is established and such changes are not clarifications that could have reasonably inferred from the Plans and Specifications at the time of finalizing the GMP; (b) cost increases due to Compensable Delays, each for in a manner consistent with Section 14.01 of the General Conditions, or (c) concealed or unknown Site conditions (including Pre-Existing Hazardous Materials) discovered after the execution of this Facilities Lease which could not reasonably have been foreseen by Contractor in its review of the Site and which require additional costs. The District Contingency shall not be used without the District's prior written consent. Any balance remaining in the Construction Contingency and the District Contingency shall be returned to District or kept by the District on termination of this Agreement. All proposed Construction Contingency and District Contingency draws must be approved in writing prior to payment by District, and shall be supported by detailed Contractor estimates or job cost records, including full documentation of the labor, material, equipment and Subcontractor costs involved, as described in Section 15 of the General Conditions. The timing and processing of approvals of requested Construction Contingency and District Contingency payments shall be the same as the timing of the approval of Contractor's application for normal Tenant Improvement Payments. Should the amount of ($ ). Construction Manager shall not proceed with any portion of the Work associated with the aforesaid allowance (“Allowance Work”) without first obtaining Owner’s express written authorization to proceed with said Allowance Work. Allowance Amounts are reflected in Attachments through . 2.8 Construction Contingency Manager recognizes that this Contract includes work for trench excavation in excess of five feet deep. Construction Manager acknowledges the requirements set forth in Section 553.63 of the Florida Statutes titled Trench Safety Act. Construction Manager certifies that the required trench safety standards will be exceeded, in effect during the unfunded costs shall be borne by Contractor without increase period of construction of the Project and Construction Manager agrees to comply with all such required trench safety standards. 2.9 The amount of dollars ($ ) has been separately identified for the total cost under of compliance with the required trench safety standards; said amount is included within the GMP.

Guaranteed Maximum Price. Contractor will cause 6.3.1 At the Project conclusion of the Design Development Phase, the Design Build Entity shall deliver to be constructed within the Principal Representative, a Guaranteed Maximum Price proposal which shall agree to perform all of the work even though all of the Construction Documents have not all been finalized and released for construction, and guarantee the maximum price to the Principal Representative for the entire cost of the Work, as adjusted by deductive alternates required to maintain the Guaranteed Maximum Price ("GMP") below the Fixed Limit of Construction Cost which have been previously approved by the Principal Representative pursuant to paragraph 3.2. 6.3.2 The Guaranteed Maximum Price shall include all of the Design Build Entity's obligations to be performed pursuant to the terms of the Contract Documents and may include, but not be limited to, the total of the following: .1 The total of all prices already received for all items bid before the establishment of the Guaranteed Maximum Price; .2 The Design Build Entity’s estimate of the cost of all other work to be performed but not yet bid, excluding the approved deductive alternates unless said work can be incorporated into the Contract Documents by application of the contingency per the provisions of paragraphs 3.4.1 through 3.4.5, with the consent of the Design/Build Entity which consent shall not be unreasonably withheld; .3 The installation cost of items to be procured by the Principal Representative and assigned to the Design Build Entity for installation, as set forth defined in the Contract Documents; .4 The estimated maximum cost of all work to be performed by the Design Build Entity; .5 Architect/Engineer’s Fee and Design/Build Entity 's fee as provided under this Agreement and General Condition costs, as provided under this Agreement; .6 The cost of all Performance and as calculated per Exhibit A to this Facilities Lease. District shall only be responsible for costs in addition Labor and Material Payment Bonds furnished by the Design Build Entity pursuant to the GMP if: (a) the District orders changes to the Work pursuant to Section 15 of the General Conditions after the GMP is established and such changes are not clarifications that could have reasonably inferred from the Plans and Specifications at the time of finalizing the GMP; (b) costs increase due to Compensable Delays, each in a manner consistent with Section 14.01 of the Contract General Conditions, or (c) there are concealed or unknown Site conditions (including Pre-Existing Hazardous Materials) discovered after the execution of this Facilities Lease which could not reasonably have been foreseen by Contractor in its review of the Site and which require additional costs. Unless one of these conditions apply, in no event shall the cumulative total of the Tenant Improvement Payments, along with the balance of the Construction Contingency, District Contingency, Lease Payments and anticipated retention, ever exceed the GMP. Article 16; .7 The GMP includes the Lease Payments, which shall be paid by District, as set forth in Exhibit D. A "Construction Contingency" premiums for Contractor's benefit shall be included in Exhibit A insurance to this Facilities Lease. The Construction Contingency shall be a line item within the GMP. The Construction Contingency may be drawn upon only to cover Contractor's errors and omissions in its review of the Plans and Specifications to satisfy itself that said documents are adequate for the Project's construction, or errors and omissions in carrying out the Completion of protect the Project or for costs that are incurred in performing the Work that are not included in a specific line item or the basis for a Change Order under pursuant to the Contract Documents. By way of example, and not as a limitation, such costs include scope gaps and work and material not explicitly stated but reasonably inferable from plans, subcontract buy-out gaps, delays in receipt of material (regardless of contractor’s fault), corrections in the work, and costs to correct damage or fixes resulting from activity without a clearly responsible party, and coordination issues. The Construction Contingency shall not be used for changes to the Work ordered by the District pursuant to Section 15 of the General Conditions. Once the Construction Contingency has been exhausted, the Contractor shall have no further recourse against the District with respect to any category of cost intended to be covered by the Contractor Contingency Fund, including, but not limited to, design omissions or for work defectively performed by the Contractor. Should the amount of the Construction Contingency be exceeded, unless one of the conditions enumerated above applies, the unfunded costs shall be borne by Contractor without increase to the total cost under the GMP. A "District Contingency" for District's benefit shall be included in Exhibit A to this Facilities Lease. The District Contingency shall be a line item within the GMP. The District may, in its sole discretion, use the District Contingency for: (a) the District orders changes to the Work pursuant to Section 15 of the General Conditions after the GMP is established and such changes are not clarifications that could have reasonably inferred from the Plans and Specifications at the time of finalizing the GMP; (b) cost increases due to Compensable Delays, each in a manner consistent with Section 14.01 of the General Conditions, or (c) concealed or unknown Site conditions (including Pre-Existing Hazardous Materials) discovered after the execution of this Facilities Lease which could not reasonably have been foreseen by Contractor in its review of the Site and which require additional costs. The District Contingency shall not be used without the District's prior written consent. Any balance remaining in the Construction Contingency and the District Contingency shall be returned to District or kept by the District on termination of this Agreement. All proposed Construction Contingency and District Contingency draws must be approved in writing prior to payment by District, and shall be supported by detailed Contractor estimates or job cost records, including full documentation of the labor, material, equipment and Subcontractor costs involved, as described in Section 15 of the General Conditions. The timing and processing of approvals of requested Construction Contingency and District Contingency payments shall be the same as the timing of the approval of Contractor's application for normal Tenant Improvement Payments. Should the amount of the Construction Contingency be exceeded, the unfunded costs shall be borne by Contractor without increase to the total cost under the GMP.Article 25; and

Guaranteed Maximum Price. The Owner shall pay the Contractor will cause for the Project to be constructed within Contractor’s performance of the Contract the following: Cost of the Work (as defined in Art. 6) $ __________ (a) Subcontract packages $ ________ (b) General Conditions Allowance $ ________ Plus Contractor’s Contingency (as define in Art. 5.4) $ _________ Plus Contractor’s Lump Sum Fee $ _________ Which equal Guaranteed Maximum Price $ _________ The Contractor guarantees that the Guaranteed Maximum Price ("GMP") as set forth shall not be exceeded, subject to additions, if any, for Changes in the Contract DocumentsScope of Work as defined in Art. 7. Costs which would cause the Guaranteed Maximum Price to be exceeded, and as calculated per Exhibit A to this Facilities Lease. District shall only be responsible for costs in addition to the GMP if: (a) the District orders changes to the Work pursuant to Section 15 of the General Conditions after the GMP is established and such changes are not clarifications that could have reasonably inferred from the Plans and Specifications at the time of finalizing the GMP; (b) costs increase due to Compensable Delays, each in a manner consistent with Section 14.01 of the General Conditions, or (c) there are concealed or unknown Site conditions (including Pre-Existing Hazardous Materials) discovered after the execution of this Facilities Lease which could not reasonably have been foreseen by Contractor in its review of the Site and which require additional costs. Unless one of these conditions apply, in no event shall the cumulative total of the Tenant Improvement Payments, along with the balance of the Construction Contingency, District Contingency, Lease Payments and anticipated retention, ever exceed the GMP. The GMP includes the Lease Payments, which shall be paid by District, as set forth in Exhibit D. A "Construction Contingency" for Contractor's benefit the Contractor without reimbursement by the Owner. There shall be included no increases in the Contractor’s Fee allowed regardless of Changes in Scope of the Work or changes in the Cost of the Work, unless additional funds beyond the original project budget are appropriated to accomplish changes in the Scope of Work. In the event of such additional appropriation, the Contractor’s fee may be adjusted by negotiation and Contract. The Guaranteed Maximum Price is for the performance of the Work in accordance with the Contract Documents listed below and attached to this Contract as marked Exhibits A through G as follows, and which were used by the Contractor to compute the Guaranteed Maximum Price: Exhibit A: Drawings, Specifications, General, Supplementary and other Conditions of the Contract on which the Guaranteed Maximum Price is based, dated (date). Exhibit B: Allowance items, dated (date). Exhibit C: Not Used Exhibit D: Project schedule, dated (date). Exhibit E: Alternate prices, dated (date). Exhibit F: Unit prices, dated (date). Exhibit G: Addenda to be added to solicitation of trade packages to be issued on or about (date). The Contractor shall provide in the Guaranteed Maximum Price sufficient monies for all construction that is reasonably inferable from the Contract Documents described in Exhibit A to this Facilities Leaseand which may be further described through further development of the drawings and specifications by the Designer that is consistent with the Contract Documents and reasonably inferable therefrom. Such further development does not include changes in scope. The Construction Contingency Guaranteed Maximum Price shall be include the Contractor’s Contingency, a line item within the GMP. The Construction Contingency may be drawn upon only to cover Contractor's errors and omissions in its review of the Plans and Specifications to satisfy itself that said documents are adequate for the Project's construction, or errors and omissions in carrying out the Completion of the Project or for costs that are incurred in performing the Work that are not included in a specific line item or the basis for a Change Order under the Contract Documents. By way of example, and not as a limitation, such costs include scope gaps and work and material not explicitly stated but reasonably inferable from plans, subcontract buy-out gaps, delays in receipt of material (regardless of contractor’s fault), corrections in the work, and costs to correct damage or fixes resulting from activity without a clearly responsible party, and coordination issues. The Construction Contingency shall not be used for changes to the Work ordered by the District pursuant to Section 15 of the General Conditions. Once the Construction Contingency has been exhausted, the Contractor shall have no further recourse against the District with respect to any category of cost intended to be covered sum established by the Contractor Contingency Fund, including, but not limited to, design omissions or for work defectively performed the Contractor’s exclusive use to cover costs arising out of the assumptions and clarifications (Exhibits B and C) provided by the Contractor. Should Contractor to the amount Owner and Designer, and other costs which are properly reimbursable as Cost of the Construction Contingency be exceeded, unless one of the conditions enumerated above applies, the unfunded costs Work. The Contractor’s contingency shall be borne by Contractor without increase used to the total cost under the GMP. A "District Contingency" for District's benefit shall be included in Exhibit A to this Facilities Lease. The District Contingency shall be a line item within the GMP. The District may, in its sole discretion, use the District Contingency for: (a) the District orders changes to the Work pursuant to Section 15 cover costs arising out of the General Conditions after the GMP is established and such changes are not clarifications that could have reasonably inferred from the Plans and Specifications at the time of finalizing the GMP; (b) cost increases due to Compensable Delays, each in a manner consistent with Section 14.01 of the General Conditions, or (c) concealed or unknown Site conditions (including Pre-Existing Hazardous Materials) discovered after the execution of this Facilities Lease which could not reasonably have been reasonably foreseen by or anticipated from the reports or other data provided pursuant to Article 9 of this Contract; however, should the Contractor encounter such concealed conditions, the Contractor’s compensation shall be limited to that amount computed per the Unit Prices specified in its review of the Site and which require additional costsExhibit F to this Contract. The District Contingency Contractor shall not not, on account of such concealed conditions, be used entitled to any additional payments for any amounts, including without the District's prior written consentlimitation, damages, whether for delay or otherwise. Any balance remaining in the Construction Contingency and the District Contingency The Contractor shall be returned entitled to District or kept by seek an uncompensated extension of time for such concealed conditions pursuant to the District on termination terms and conditions of this Agreement. All proposed Construction Contingency and District Contingency draws must be approved in writing prior to payment by District, and shall be supported by detailed Contractor estimates or job cost records, including full documentation of the labor, material, equipment and Subcontractor costs involved, as described in Section 15 of the General Conditions. The timing and processing of approvals of requested Construction Contingency and District Contingency payments shall be the same as the timing of the approval of Contractor's application for normal Tenant Improvement Payments. Should the amount of the Construction Contingency be exceeded, the unfunded costs shall be borne by Contractor without increase to the total cost under the GMPContract.

Guaranteed Maximum Price. Contractor will cause the Project to be constructed within the 7.1 The "Guaranteed Maximum Price Price" ("also referred to herein as the “GMP"”) as set forth in includes the Contract Documents, and as calculated per Exhibit A to this Facilities Lease. District shall only be responsible for costs in addition to the GMP if: (a) the District orders changes to Cost of the Work pursuant to Section 15 of the General Conditions after the GMP (as such phrase is established and such changes are not clarifications that could have reasonably inferred from the Plans and Specifications at the time of finalizing the GMP; (bdefined herein) costs increase due to Compensable Delays, each in a manner consistent with Section 14.01 of the General Conditions, or (c) there are concealed or unknown Site conditions (including Pre-Existing Hazardous Materials) discovered after the execution of this Facilities Lease which could not reasonably have been foreseen required by Contractor in its review of the Site and which require additional costs. Unless one of these conditions apply, in no event shall the cumulative total of the Tenant Improvement Payments, along with the balance of the Construction Contingency, District Contingency, Lease Payments Documents and anticipated retention, ever exceed the GMPConstruction Manager's Fee (as defined herein). The GMP includes will be established based on design documents prepared by the Lease Payments, which shall be paid by District, as set forth in Exhibit D. A "Construction Contingency" for Contractor's benefit shall be included in Exhibit A to this Facilities LeaseArchitect/Engineer. The Construction Contingency shall be a line item within the GMP. The Construction Contingency may be drawn upon only GMP is subject to cover Contractor's errors and omissions modification for approved changes in its review of the Plans and Specifications to satisfy itself that said documents are adequate for the Project's construction, or errors and omissions in carrying out the Completion of the Project or for costs that are incurred in performing the Work that are not included in a specific line item or which must comply with the basis for a Change Order under the Contract Documents. By way of example, and not as a limitation, such costs include scope gaps and work and material not explicitly stated but reasonably inferable from plans, subcontract buy-out gaps, delays in receipt of material (regardless of contractor’s fault), corrections in the work, and costs to correct damage or fixes resulting from activity without a clearly responsible party, and coordination issues. The Construction Contingency shall not be used for changes to the Work ordered by the District pursuant to Section 15 of the General Conditions. Once the Construction Contingency has been exhausted, the Contractor shall have no further recourse against the District with respect to any category of cost intended to be covered by the Contractor Contingency FundAgreement terms, including, but not limited to, design omissions or for work defectively performed the requirements set forth in the Article entitled “Changes in the Work” hereof. As described herein, the GMP in its totality consists of the Cost of the Work plus the Construction Manager’s Fee, as either may be amended on the terms set forth in the Article entitled “Changes in the Work.” Notwithstanding anything in this agreement to the contrary, the Construction Manager’s Fee shall be based solely on a percentage of the Cost of the Work, mutually agreed upon by the Contractor. Should parties, and the amount calculation shall not include the Construction Manager’s Fee itself. 7.2 The GMP will only include those taxes in the Cost of the Construction Contingency be exceeded, unless one of Work which are legally enacted at the conditions enumerated above applies, the unfunded costs shall be borne by Contractor without increase to the total cost under the GMP. A "District Contingency" for District's benefit shall be included in Exhibit A to this Facilities Lease. The District Contingency shall be a line item within the GMP. The District may, in its sole discretion, use the District Contingency for: (a) the District orders changes to the Work pursuant to Section 15 of the General Conditions after time the GMP is established established. 7.3 All cost savings belong to and such changes are not clarifications that could have reasonably inferred from the Plans and Specifications at the time of finalizing the GMP; (b) cost increases due to Compensable Delays, each in a manner consistent with Section 14.01 of the General Conditions, or (c) concealed or unknown Site conditions (including Pre-Existing Hazardous Materials) discovered after the execution of this Facilities Lease which could not reasonably have been foreseen by Contractor in its review of the Site and which require additional costs. The District Contingency shall not be used without the District's prior written consent. Any balance remaining in the Construction Contingency and the District Contingency shall be returned to District the Owner upon Final Completion of the Work, or kept at such earlier time as agreed to by the District on termination Owner and the Construction Manager. "Cost savings" are the net difference obtained by deducting from the GMP or adjusted GMP, as applicable, the documented Construction Manager's Fee, the expended portions of the Construction Manager's contingency and the actual expenditures representing the Cost of the Work. Liquidated damages, if any, are different from, and are not a part of, this calculation. Upon completion of the bidding and award period, the Construction Manager's contingency will be adjusted so that it does not exceed the contingency percentage agreed upon in the original GMP proposal. The Construction Manager’s use of the contingency shall be subject to Owner’s prior written approval. Those savings which cause the agreed upon contingency to be exceeded will be available for the Owner's use as soon as reasonably possible. Changes to the GMP funded by these savings are not eligible for additional Construction Manager overhead and profit as outlined in this Agreement. All proposed Construction Contingency . 7.4 The fees specified in this Agreement and District Contingency draws must any additional fees that may be approved authorized in writing prior to payment by District, and the future shall be supported considered lump sum fees as agreed to by detailed Contractor estimates or job cost records, including full documentation of the labor, material, equipment and Subcontractor costs involved, Owner. 7.5 Adjustments to the GMP will be made as described in Section 15 the Conditions of the General Conditions. The timing and processing of approvals of requested Construction Contingency and District Contingency payments Contract. 7.6 Owner’s prior written approval through Owner’s forms shall be the same as the timing required for modification to GMP line items, including transfer or use of the approval of Contractor's application for normal Tenant Improvement Payments. Should the amount of the Construction Contingency be exceeded, the unfunded costs shall be borne by Contractor without increase to the total Manager’s contingency and any cost under the GMPsavings.

Guaranteed Maximum Price. Contractor will cause the Project Subject to additions and deductions which may be constructed within the Guaranteed Maximum Price ("GMP") as set forth made only in accordance with the Contract Documents, Contractor represents, warrants and as calculated per Exhibit A guarantees to this Facilities Lease. District shall only be responsible for costs in addition Owner that the total maximum cost to the GMP if: (a) the District orders changes to the Work pursuant to Section 15 of the General Conditions after the GMP is established and such changes are not clarifications that could have reasonably inferred from the Plans and Specifications at the time of finalizing the GMP; (b) costs increase due to Compensable Delays, each in a manner consistent with Section 14.01 of the General Conditions, or (c) there are concealed or unknown Site conditions (including Pre-Existing Hazardous Materials) discovered after the execution of this Facilities Lease which could not reasonably have been foreseen by Contractor in its review of the Site and which require additional costs. Unless one of these conditions apply, in no event shall the cumulative total of the Tenant Improvement Payments, along with the balance of the Construction Contingency, District Contingency, Lease Payments and anticipated retention, ever exceed the GMP. The GMP includes the Lease Payments, which shall be paid by District, as set forth in Exhibit D. A "Construction Contingency" Owner for Contractor's benefit shall be included in Exhibit A to this Facilities Lease. The Construction Contingency shall be a line item within the GMP. The Construction Contingency may be drawn upon only to cover Contractor's errors and omissions in its review of the Plans and Specifications to satisfy itself that said documents are adequate for the Project's construction, or errors and omissions in carrying out the Completion of the Project or for costs that are incurred in performing the Work that are not included in a specific line item or the basis for a Change Order ’s complete performance under the Contract Documents. By way of example, and not as a limitation, such costs include scope gaps and work and material not explicitly stated but reasonably inferable from plans, subcontract buy-out gaps, delays in receipt of material (regardless of contractor’s fault), corrections in the work, and costs to correct damage or fixes resulting from activity without a clearly responsible party, and coordination issues. The Construction Contingency shall not be used for changes to the Work ordered by the District pursuant to Section 15 of the General Conditions. Once the Construction Contingency has been exhausted, the Contractor shall have no further recourse against the District with respect to any category of cost intended to be covered by the Contractor Contingency Fund, including, but not limited to, design omissions or for work defectively performed Final Completion of all Work, all services of Contractor under the Contract, and all fees, compensation and reimbursements to Contractor, shall not exceed the total amount of Two Hundred Fifty Five Million Five Hundred Thousand United States Dollars (US$255,500,000) (“Guaranteed Maximum Price”). Costs which would cause the Guaranteed Maximum Price (as may be adjusted pursuant to the Contract Documents) to be exceeded shall be paid by the ContractorContractor without reimbursement by Owner. Should Contractor acknowledges that the amount Guaranteed Maximum Price is stated and is payable in U.S. dollars, and that no adjustment will be made thereto on account of change in any exchange rate relevant to the performance of the Construction Contingency Work, including, but not limited to, any changes in exchange rates of the U.S. dollar, Hong Kong dollar, Macau pataca and PRC renminbi. The Guaranteed Maximum Price is inclusive of all Taxes assessed in any jurisdiction for the performance by Contractor (including Subcontractors and Vendors at any tier) of its obligations under the Contract Documents. Further, Contractor shall be exceeded, unless one deemed to have satisfied itself before entering into this Agreement as to (a) all of the conditions enumerated above appliesand circumstances which may affect the Guaranteed Maximum Price, including the nature and character of the Work to be executed, the unfunded costs shall be borne by Contractor without increase to prevailing geotechnical, environmental and ambient conditions, local uses, the total cost under existing installations (if any), the GMP. A "District Contingency" for District's benefit shall be included in Exhibit A to this Facilities Lease. The District Contingency shall be a line item within the GMP. The District may, in its sole discretion, use the District Contingency for: (a) the District orders changes to the Work pursuant to Section 15 of the General Conditions after the GMP is established and such changes are not clarifications that could have reasonably inferred from the Plans and Specifications general circumstances at the time of finalizing Site and the GMP; general labor position at the Site and in the region generally; and (b) cost increases due to Compensable Delays, each in a manner consistent with Section 14.01 the correctness and sufficiency of the General ConditionsGuaranteed Maximum Price to cover all of its obligations under the Contract Documents. Contractor shall be responsible for obtaining all information necessary for the Work and shall be deemed to have included and accounted for in the Guaranteed Maximum Price all risks, or contingencies, Taxes, local and national conditions, laws, customs, policies and practices and other conditions affecting the Work, the Project or the performance thereof, in each case whether known or unknown, or foreseeable or unforeseeable (c) concealed or unknown Site conditions (including Pre-Existing Hazardous Materials) discovered after subject to the execution provisions of this Facilities Lease which could not reasonably have been foreseen Agreement relating to Permissible Delay and Excepted Risks). Contractor shall be responsible for all errors made and for any misunderstanding or incorrect information provided by any person or entity or relied upon by Contractor, except to the extent otherwise provided for in the Contract Documents. Notwithstanding the preceding sentence, Contractor in its review of the Site and which require additional costs. The District Contingency shall not be used without responsible for errors made or for any incorrect information provided by any of Owner’s Consultants or Owner’s Contractors, except to the District's prior written consent. Any balance remaining extent that Contractor has failed in the Construction Contingency its duty of coordination, supervision and the District Contingency shall be returned management with respect to District or kept by the District on termination of Owner’s Consultants and Owner’s Contractors, as set forth in this Agreement. All proposed Construction Contingency and District Contingency draws must be approved in writing prior to payment by District, and shall be supported by detailed Contractor estimates or job cost records, including full documentation of the labor, material, equipment and Subcontractor costs involved, as described in Section 15 of the General Conditions. The timing and processing of approvals of requested Construction Contingency and District Contingency payments shall be the same as the timing of the approval of Contractor's application for normal Tenant Improvement Payments. Should the amount of the Construction Contingency be exceeded, the unfunded costs shall be borne by Contractor without increase to the total cost under the GMP.

Guaranteed Maximum Price. § 5.2.1 The parties agree to establish an Initial Guaranteed Maximum Price (“IGMP”) at the completion of the Design Development documents (to be added by Amendment) as further defined in Exhibit J. This maximum sum includes the estimated cost of the Work, Contractor’s Fee and Contractor’s General Conditions. This maximum sum shall be called the IGMP and the Contractor will guarantee not to exceed subject to changes in project the project scope outlined in Exhibit J. It is anticipated by both parties that the IGMP will not be exceeded by the FGMP as outlined below. Any savings between the IGMP and the FGMP will be returned to the Owner. The parties agree that, when the Drawings and Specifications for the construction of the Core and Shell Work of the Project, including all agreed-upon phases and packages are sufficiently complete to permit the Contractor to fix the estimated Cost of the entire Work of the Project with some reasonable degree of reliability and predictability, the Contractor shall propose a maximum sum of the Cost of the Work and the Contractor’s Fee that Contractor will guarantee not to exceed (to be added by Amendment) subject to additions and deductions by Change Order as provided in the Contract Documents. Such maximum sum is referred to in the Contract Documents as the Final Guaranteed Maximum Price or “FGMP”. Once the FGMP has been accepted by the Owner, any costs or expenses which would cause the Project Final Guaranteed Maximum Price to be constructed within exceeded shall be paid by the Contractor without reimbursement by the Owner. Any savings between the FGMP and the actual cost of work, including Contractor’s Fee, will be returned to the Owner. § 5.2.1.1 Contractor shall include with its Final Guaranteed Maximum Price proposal a written statement of its basis, which shall include: .1 A list of the Drawings and Specifications, including all addenda thereto and the Conditions of the Contract, which were used in preparation of the Guaranteed Maximum Price ("GMP") as set forth proposal. .2 A list of allowances and a statement of their basis. .3 A list of the clarifications and assumptions made by the Contractor in the Contract Documentspreparation of the FGMP proposal to supplement the information contained in the Drawings and Specifications. .4 The proposed FGMP, including a detailed, itemized statement of the estimated cost organized by trade categories, allowances, applicable Construction Contingency [see Section 5.2.1.4 below], Contractor’s Fee, Insurance, Bonds and such other items comprising the FGMP under the terms hereof (see Section 5.2.1.6 below). .5 The Date of Substantial Completion upon which the proposed FGMP is based, together with such Interim Completion Dates made a part thereof, and a schedule of the Construction Documents issuance dates upon which the date of Substantial Completion is based. .6 Notwithstanding any other provision, the FGMP shall be the sum of the following: a. the Contractor’s Estimated Cost of the Work (as calculated per Exhibit A approved by the Owner) which consists of the sum of the guaranteed or fixed prices of the Work and the reasonable, good faith estimate of the cost of the balance of the Work; b. the “not to exceed” amount of the Contractor’s Reimbursable Conditions Costs; c. a deductive amount for buy-out and/or savings incurred for completed or partially completed Work included in duly executed Work Authorization approved prior to establishing the FGMP; d. the Construction Contingency; e. the Contractor’s Fee f. Insurance and Bonds and g. allowances as approved by the Owner. § 5.2.1.2 Owner shall have no less than thirty (30) days after receipt of sufficient information to evaluate Contractor’s FGMP proposal in which to accept or reject such proposal. Owner’s acceptance of Contractor’s FGMP Proposal shall be by written amendment to this Facilities LeaseAgreement, duly executed by Owner and Contractor. § 5.2.1.3 Until a Final Guaranteed Maximum Price has been established and accepted by the Owner, the Contractor and Owner agree to use the Work Authorization to authorize work to begin based on a specified scope and a specified “not to exceed” price. District shall only Price and the scope of work identified with each previously approved Work Authorization will be responsible for costs included in addition the Final Guaranteed Maximum Price at the time the Contract Documents are sufficiently complete to establish the Final Guaranteed Maximum Price (“FGMP”). Prior to the GMP if:Owner’s acceptance of the FGMP under Section 5.2.1.2 above, Contractor shall not incur any cost to be reimbursed as part of the Cost of the Work, except as the Owner may specifically authorize in an executed Work Authorization as required herein. (a) the District orders changes to § 5.2.1.4 The Final Guaranteed Maximum Price of the Work pursuant shall contain a separately identified contingency factor (the “Construction Contingency”) not to Section 15 exceed 2% (to be added by Work Authorization upon establishment of the General Conditions after FGMP) of the GMP estimated Cost of the Work. The Construction Contingency is not allocated to any particular item of the Cost of the Work and is established and such changes are for increases in cost in the Work incurred by the Contractor from unforeseen causes or details not clarifications that could have reasonably inferred from the Plans and Specifications capable of reasonable anticipation at the time of finalizing the GMP; (b) costs increase due to Compensable Delays, each in a manner consistent with Section 14.01 Owner’s approval of the General Conditions, or (c) there are concealed or unknown Site conditions (including Pre-Existing Hazardous Materials) discovered after FGMP and is not intended for changes in the execution of this Facilities Lease which could not reasonably have been foreseen by Contractor in its review scope of the Site and Work, design errors, differing site conditions, suspensions or delays for which require the Owner is responsible, or additional costscosts of allowances beyond the dollar values included in the Guaranteed Maximum Price. Unless one of these conditions apply, in no event shall It is understood that the cumulative total of the Tenant Improvement Payments, along with the balance amount of the Construction Contingency, District Contingencyexcept as otherwise provided in this Agreement, Lease Payments is the maximum sum available to the Contractor to cover cost incurred as a result of such unforeseeable causes or details and anticipated retention, ever exceed that cost overruns in excess of the GMP. The GMP includes amount of the Lease Payments, which shall be paid by District, as set forth in Exhibit D. A "Construction Contingency" for Contractor's benefit shall be included in Exhibit A to this Facilities Lease. The Construction Contingency shall will be a line item within borne by Contractor. Contractor will not be permitted to use any part of the GMP. The Construction Contingency may be drawn upon only to cover Contractor's errors and omissions in its review without the prior written approval of the Plans and Specifications to satisfy itself that said documents are adequate for the Project's construction, or errors and omissions in carrying out the Completion of the Project or for costs that are incurred in performing the Work that are not included in a specific line item Owner or the basis for a Change Order under the Contract Documents. By way of example, and not as a limitationOwner’s Designated Representative, such costs include scope gaps and work and material approval not explicitly stated but reasonably inferable from plans, subcontract buy-out gaps, delays in receipt of material (regardless of contractor’s fault), corrections in the work, and costs to correct damage or fixes resulting from activity without a clearly responsible party, and coordination issuesbe unreasonably withheld. The Construction Contingency shall not be used for changes cost to the Work ordered by the District pursuant to Section 15 of the General Conditions. Once the Construction Contingency has been exhausted, the Contractor shall have no further recourse against the District with respect to any category of cost intended to be covered by the Contractor Contingency Fund, including, but not limited to, design omissions or for work defectively performed by the Contractor. Should the amount of the Construction Contingency be exceeded, unless one of the conditions enumerated above applies, the unfunded costs shall be borne by Contractor without increase to the total cost under the GMP. A "District Contingency" for District's benefit shall be included in Exhibit A to this Facilities Leaserepair and/or replace defective work. The District Contingency shall be a line item within the GMP. The District may, in its sole discretion, use the District Contingency for: (a) the District orders changes to the Work pursuant to Section 15 of the General Conditions after the GMP is established and such changes are not clarifications that could have reasonably inferred from the Plans and Specifications at the time of finalizing the GMP; (b) cost increases due to Compensable Delays, each in a manner consistent with Section 14.01 of the General Conditions, or (c) concealed or unknown Site conditions (including Pre-Existing Hazardous Materials) discovered after the execution of this Facilities Lease which could not reasonably have been foreseen by Contractor in its review of the Site and which require additional costs. The District Construction Contingency shall not be used without greater than 3% for the District's prior written consentIGMP and 2% for the FGMP. § 5.2.1.5 In determining the Final Guaranteed Maximum Price, the Contractor hereby agrees to exercise the best skill and efforts of the Contractor to make (1) appropriate judgments and inferences in connection with the requirements of the Contract Documents, and (2) all inquiries of the Owner to clarify the Contract Documents as necessary to calculate and establish the Final Guaranteed Maximum Price. § 5.2.2 The Final Guaranteed Maximum Price is based on alternates, if any, which are described in Exhibit J and the Contract Documents, and accepted by the Owner. § 5.2.3 The Contractor and the Owner agree and acknowledge that the cost of certain portions to the Work may be incapable of exact determination at the time that the Final Guaranteed Maximum Price is established and accepted by the Owner. Any balance remaining The Contractor and the Owner will establish reasonable estimates of these costs based upon availability of information for such portions of the Work. The estimates are herein called “Allowances” and will be shown in Exhibit J as “Allowances” and will be subject to Article 3.8 of the AIA A201-2007 General Conditions. § 5.2.4 To the extent that the Drawings and Specifications are anticipated to require further development by the Architect, the Contractor has provided in the Construction Contingency Initial Guaranteed Maximum Price for such further development consistent with the Contract Documents and the District Contingency reasonably inferable therefrom. Such further development does not include such things as changes in scope, systems, kinds and quality of materials, finishes or equipment, all of which, if required, shall be returned to District or kept incorporated by the District on termination of this Agreement. All proposed Construction Contingency and District Contingency draws must be approved in writing prior to payment by District, and shall be supported by detailed Contractor estimates or job cost records, including full documentation of the labor, material, equipment and Subcontractor costs involved, as described in Section 15 of the General Conditions. The timing and processing of approvals of requested Construction Contingency and District Contingency payments shall be the same as the timing of the approval of Contractor's application for normal Tenant Improvement Payments. Should the amount of the Construction Contingency be exceeded, the unfunded costs shall be borne by Contractor without increase to the total cost under the GMPChange Order.

Guaranteed Maximum Price. Contractor will cause 6.6.1 The contract amount for the Project is guaranteed by the Contractor not to be constructed within exceed the Guaranteed Maximum Price ("GMP") GMAX, as set forth in the Contract DocumentsAgreement. The GMAX shall be supported by a line item cost breakdown for each subcontractor, including Contractor contingency on overall cost of the work, and based on multiple trade subcontractor bids for each trade contract obtained as calculated per Exhibit A provided in these General Conditions. The GMAX shall be subject to additions and deductions by change order as provided in this Facilities Lease. District shall only be responsible Article 6, Changes in the Work. 6.6.2 By signing the construction amendment for costs in addition to the GMP if: (a) Guaranteed Maximum Price, the District Contractor agrees that he has reviewed and accepted the Construction Documents as complete and that he has no right for change orders changes to the Work pursuant to Section 15 of the General Conditions after the GMP is established and such changes are not clarifications that could have reasonably inferred from the Plans and Specifications at the time of finalizing the GMP; (b) costs increase or extra work due to Compensable Delaysconflicts, each ambiguities or omissions in a manner consistent with Section 14.01 of the General ConditionsContract Documents or in the subcontractor bid packages, or (c) there are concealed or unknown Site conditions (including Pre-Existing Hazardous Materials) discovered after and for any construction phase change orders arising from subcontractors’ performance, as determined by the execution of this Facilities Lease which could not reasonably have been foreseen by Contractor in its review of the Site and which require additional costs. Unless one of these conditions apply, in no event shall the cumulative total of the Tenant Improvement Payments, along with the balance of the Construction Contingency, District Contingency, Lease Payments and anticipated retention, ever exceed the GMPAOC. The GMP includes cost of change orders or extra work due to conflicts, ambiguities or omissions in the Lease PaymentsContract Documents or in the subcontractor bid packages and for any construction phase change orders arising from subcontractors’ performance, which as determined by the AOC, shall be paid by Districtthe Contractor from the Contractor contingency, as set forth in Exhibit D. A "Construction Contingency" for Contractor's benefit shall be included in Exhibit A to this Facilities Lease. The Construction Contingency shall be a line item within the GMP. The Construction Contingency may be drawn upon only to cover Contractor's errors and omissions in its review Agreement. 6.6.3 If the cost of the Plans and Specifications to satisfy itself that said documents are adequate for the Project's construction, or errors and omissions in carrying out the Completion of the Project or for costs that are incurred in performing the Work that are not included in a specific line item or the basis for a Change Order under the Contract Documents. By way of example, and not as a limitation, such costs include scope gaps and work and material not explicitly stated but reasonably inferable from plans, subcontract buy-out gaps, delays in receipt of material (regardless of contractor’s fault), corrections in the work, excluding AOC-requested changes and costs unforeseen conditions, exceeds the GMAX, adjusted from time to correct damage or fixes resulting from activity without a clearly responsible party, and coordination issues. The Construction Contingency shall not be used for changes to the Work ordered time by the District pursuant to Section 15 of the General Conditions. Once the Construction Contingency has been exhaustedchange order, the Contractor shall have no further recourse against pay the District with respect to any category of cost intended to be covered overrun without reimbursement by the Contractor Contingency Fund, including, but not limited to, design omissions or for work defectively performed by AOC. If the Contractor. Should the amount actual cost of the Construction Contingency be exceededwork, unless one excluding AOC-requested changes, is less than the GMAX, adjusted from time to time by change order, then the Contractor shall return the cost savings to the AOC in the final change order. Contractor agrees to use all reasonable efforts to maximize cost savings for the benefit of the conditions enumerated above applies, the unfunded costs shall be borne by Contractor without increase to the total cost under the GMP. A "District Contingency" for District's benefit shall be included in Exhibit A to this Facilities Lease. The District Contingency shall be a line item within the GMP. The District may, in its sole discretion, use the District Contingency for: (a) the District orders changes to the Work pursuant to Section 15 of the General Conditions after the GMP is established and such changes are not clarifications that could have reasonably inferred from the Plans and Specifications at the time of finalizing the GMP; (b) cost increases due to Compensable Delays, each in a manner consistent with Section 14.01 of the General Conditions, or (c) concealed or unknown Site conditions (including Pre-Existing Hazardous Materials) discovered after the execution of this Facilities Lease which could not reasonably have been foreseen by Contractor in its review of the Site and which require additional costs. The District Contingency shall not be used without the District's prior written consent. Any balance remaining in the Construction Contingency and the District Contingency shall be returned to District or kept by the District on termination of this Agreement. All proposed Construction Contingency and District Contingency draws must be approved in writing prior to payment by District, and shall be supported by detailed Contractor estimates or job cost records, including full documentation of the labor, material, equipment and Subcontractor costs involved, as described in Section 15 of the General Conditions. The timing and processing of approvals of requested Construction Contingency and District Contingency payments shall be the same as the timing of the approval of Contractor's application for normal Tenant Improvement Payments. Should the amount of the Construction Contingency be exceeded, the unfunded costs shall be borne by Contractor without increase to the total cost under the GMPAOC.

Guaranteed Maximum Price. Contractor will cause the Project to be constructed within the 5.1 The "Guaranteed Maximum Price Price" ("GMP") includes the Cost of the Work required by the Contract Documents for each Project, and the Construction Manager's fee as set forth defined in this Agreement. The GMP will be established based on Contract Documents provided by the Owner. The GMP is subject to modification for approved changes in the Contract DocumentsWork which must comply with the Agreement terms, including but not limited to Article 8 hereof. 5.2 The GMP will only include those taxes in the Cost of the Work which are legally enacted at the time the GMP is established. 5.3 All cost savings for the not-to-exceed value of the GMP shall be returned to the Owner as part of the net aggregate savings established when final accounting is submitted upon Final Completion of the Work. "Cost savings" are the difference between the final GMP and (i) the documented Construction Manager's Fee, (ii) the expended portions of the contingency, and (iii) the actual expenditures representing the Cost of the Work as calculated per Exhibit A to defined in Article 7 herein. Liquidated damages, if any, are different from, and are not a part of, this Facilities Leasecalculation. District shall only Upon completion of the bidding period, the Construction Manager's contingency will be responsible adjusted so that it does not exceed the contingency percentage agreed upon in the original GMP proposal approved by Owner. Cost savings resulting from favorable bids will be available for costs in addition Owner's use immediately following the bidding period. Changes to the GMP if: (a) the District orders changes to the Work pursuant to Section 15 of the General Conditions after the GMP is established and such changes funded by these savings are not clarifications eligible for additional Construction Manager's overhead and profit. At the end of each Project, any remaining contingency shall be refunded to Owner together with a proportionate share of Construction Manager's fee. 5.4 By execution of this Agreement, the Construction Manager certifies that could have reasonably inferred from all factual unit costs supporting the Plans fees specified in this Agreement are accurate, complete and Specifications current at the time of finalizing negotiations; and that any other factual unit costs that may be furnished the GMP; (b) costs increase Owner in the future to support any additional fees that may be authorized will also be accurate and complete. The fees specified in this Agreement and any additional fees that may be authorized in the future shall be adjusted to exclude any significant sums which the Owner determines the fee was increased due to Compensable Delaysinaccurate, each incomplete, or non-current factual unit costs. 5.5 Adjustments to the GMP will be made as described in a manner consistent with Section 14.01 of the General Conditions, or (c) there are concealed or unknown Site conditions (including Pre-Existing Hazardous Materials) discovered after the execution of this Facilities Lease which could not reasonably have been foreseen by Contractor in its review of the Site and which require additional costs. Unless one of these conditions apply, in no event shall the cumulative total of the Tenant Improvement Payments, along with the balance of the Construction Contingency, District Contingency, Lease Payments and anticipated retention, ever exceed the GMP. The GMP includes the Lease Payments, which shall be paid by District, as set forth in Exhibit D. A "Construction Contingency" for Contractor's benefit shall be included in Exhibit A to this Facilities Lease. The Construction Contingency shall be a line item within the GMP. The Construction Contingency may be drawn upon only to cover Contractor's errors and omissions in its review of the Plans and Specifications to satisfy itself that said documents are adequate for the Project's construction, or errors and omissions in carrying out the Completion of the Project or for costs that are incurred in performing the Work that are not included in a specific line item or the basis for a Change Order under the Contract Documents. By way of example, and not as a limitation, such costs include scope gaps and work and material not explicitly stated but reasonably inferable from plans, subcontract buy-out gaps, delays in receipt of material (regardless of contractor’s fault), corrections in the work, and costs to correct damage or fixes resulting from activity without a clearly responsible party, and coordination issues. The Construction Contingency shall not be used for changes to the Work ordered by the District pursuant to Section 15 of the General Conditions. Once the Construction Contingency has been exhausted, the Contractor shall have no further recourse against the District with respect to any category of cost intended to be covered by the Contractor Contingency Fund, including, but not limited to, design omissions or for work defectively performed by the Contractor. Should the amount of the Construction Contingency be exceeded, unless one of the conditions enumerated above applies, the unfunded costs shall be borne by Contractor without increase to the total cost under the GMP. A "District Contingency" for District's benefit shall be included in Exhibit A to this Facilities Lease. The District Contingency shall be a line item within the GMP. The District may, in its sole discretion, use the District Contingency for: (a) the District orders changes to the Work pursuant to Section 15 of the General Conditions after the GMP is established and such changes are not clarifications that could have reasonably inferred from the Plans and Specifications at the time of finalizing the GMP; (b) cost increases due to Compensable Delays, each in a manner consistent with Section 14.01 of the General Conditions, or (c) concealed or unknown Site conditions (including Pre-Existing Hazardous Materials) discovered after the execution of this Facilities Lease which could not reasonably have been foreseen by Contractor in its review of the Site and which require additional costs. The District Contingency shall not be used without the District's prior written consent. Any balance remaining in the Construction Contingency and the District Contingency shall be returned to District or kept by the District on termination of this Agreement. All proposed Construction Contingency and District Contingency draws must be approved in writing prior to payment by District, and shall be supported by detailed Contractor estimates or job cost records, including full documentation of the labor, material, equipment and Subcontractor costs involved, as described in Section 15 of the General Conditions. The timing and processing of approvals of requested Construction Contingency and District Contingency payments shall be the same as the timing of the approval of Contractor's application for normal Tenant Improvement Payments. Should the amount of the Construction Contingency be exceeded, the unfunded costs shall be borne by Contractor without increase to the total cost under the GMP.

Guaranteed Maximum Price. Contractor will cause Within fourteen (14) days after the Architect’s completion of the Design for Construction, Construction Manager shall submit to the Owner a proposed GMP. If and when accepted by Owner, and subject to the Construction Manager providing payment and performance bonds in accordance with Article 17, the proposed GMP shall become the GMP for the Project to and shall be constructed within the Guaranteed Maximum Price ("GMP") established as set forth in subparagraph 14.2.1 herein below. The GMP shall be the maximum amount that Construction Manager shall receive for achieving Final Completion in strict accordance with the Contract Documents and performance of all the Work and the Services required by the Contract Documents, subject to additions and as calculated per Exhibit A to this Facilities Leasedeductions by written Change Order. District All Subcontract Costs, Reimbursable Expenses, or other costs of any kind incurred by Construction Manager in connection with the Project in excess of the GMP shall only be responsible for costs in addition paid by Construction Manager without reimbursement by Owner unless otherwise compensable by written Change Order pursuant to the GMP if: (a) the District orders changes to the Work pursuant to Section 15 of the General Conditions after the GMP is established and such changes are not clarifications Contract Documents; provided, however, that could have reasonably inferred from the Plans and Specifications at the time of finalizing the GMP; (b) costs increase due to Compensable Delays, each in a manner consistent with Section 14.01 of the General Conditions, or (c) there are concealed or unknown Site conditions (including Pre-Existing Hazardous Materials) discovered after the execution of this Facilities Lease which could not reasonably have been foreseen by Contractor in its review of the Site and which require additional costs. Unless one of these conditions apply, in no event shall the cumulative total Construction Manager off-set overages of its Reimbursable Expenses against savings of its Subcontract Costs. Subject to the preceding sentence’s prohibition against off-setting overages of Reimbursable Expenses against savings of Subcontract Costs which must be reconciled by the Construction Manager to the Owner’s reasonable satisfaction as a condition precedent to Final Payment, should the combined, and reconciled, sum of final Subcontract Costs, Reimbursable Expenses, Construction Phase Fee, and Design Phase Fee be less than the GMP, all of the Tenant Improvement Payments, along with the balance of the Construction Contingency, District Contingency, Lease Payments and anticipated retention, ever exceed the GMP. The GMP includes the Lease Payments, which resulting savings shall be paid by District, as set forth in Exhibit D. A "Construction Contingency" for Contractor's benefit shall be included in Exhibit A to this Facilities Lease. The Construction Contingency shall be a line item within the GMP. The Construction Contingency may be drawn upon only to cover Contractor's errors and omissions in its review of the Plans and Specifications to satisfy itself that said documents are adequate for the Project's construction, or errors and omissions in carrying out the Completion of the Project or for costs that are incurred in performing the Work that are not included in a specific line item or the basis for a Change Order under the Contract Documents. By way of exampleallocated, and not as a limitationrevert, such costs include scope gaps and work and material not explicitly stated but reasonably inferable from plans, subcontract buy-out gaps, delays in receipt of material (regardless of contractor’s fault), corrections in the work, and costs to correct damage or fixes resulting from activity without a clearly responsible party, and coordination issues. The Construction Contingency shall not be used for changes to the Work ordered by the District pursuant to Section 15 of the General Conditions. Once the Construction Contingency has been exhausted, the Contractor shall have no further recourse against the District with respect to any category of cost intended to be covered by the Contractor Contingency Fund, including, but not limited to, design omissions or for work defectively performed by the Contractor. Should the amount of the Construction Contingency be exceeded, unless one of the conditions enumerated above applies, the unfunded costs shall be borne by Contractor without increase to the total cost under the GMP. A "District Contingency" for District's benefit shall be included in Exhibit A to this Facilities Lease. The District Contingency shall be a line item within the GMP. The District may, in its sole discretion, use the District Contingency for: (a) the District orders changes to the Work pursuant to Section 15 of the General Conditions after the GMP is established and such changes are not clarifications that could have reasonably inferred from the Plans and Specifications at the time of finalizing the GMP; (b) cost increases due to Compensable Delays, each in a manner consistent with Section 14.01 of the General Conditions, or (c) concealed or unknown Site conditions (including Pre-Existing Hazardous Materials) discovered after the execution of this Facilities Lease which could not reasonably have been foreseen by Contractor in its review of the Site and which require additional costs. The District Contingency shall not be used without the District's prior written consent. Any balance remaining in the Construction Contingency and the District Contingency shall be returned to District or kept by the District on termination of this Agreement. All proposed Construction Contingency and District Contingency draws must be approved in writing prior to payment by District, and shall be supported by detailed Contractor estimates or job cost records, including full documentation of the labor, material, equipment and Subcontractor costs involved, as described in Section 15 of the General Conditions. The timing and processing of approvals of requested Construction Contingency and District Contingency payments shall be the same as the timing of the approval of Contractor's application for normal Tenant Improvement Payments. Should the amount of the Construction Contingency be exceeded, the unfunded costs shall be borne by Contractor without increase to the total cost under the GMPOwner.

Guaranteed Maximum Price. Contractor will cause the Project to be constructed within the 7.1 The "Guaranteed Maximum Price Price" ("GMP") as set forth in includes the Cost of the Work required by the Contract Documents, as defined in Article 9 hereof, and the Construction Manager's fee, as calculated per Exhibit A defined in Paragraph 8.2 hereof. The GMP will be established based on design documents prepared by the Architect/Engineer. The GMP is subject to this Facilities Leasemodification for approved changes in the Work which must comply with the Agreement terms, including but not limited to Article 10 hereof. District shall only be responsible for costs in addition to As described herein, the GMP if: (a) in its totality consists of the District orders changes to Cost of the Work pursuant to Section 15 plus the Construction Manager’s Fee, as either may be amended by Article 10. 7.2 The GMP will only include those taxes in the Cost of the General Conditions after Work which are legally enacted at the time the GMP is established and such changes are not clarifications that could have reasonably inferred from established. 7.3 All cost savings for the Plans and Specifications at the time of finalizing the GMP; (b) costs increase due to Compensable Delays, each in a manner consistent with Section 14.01 not-to-exceed value of the General Conditions, or (c) there are concealed or unknown Site conditions (including Pre-Existing Hazardous Materials) discovered after the execution of this Facilities Lease which could not reasonably have been foreseen by Contractor in its review of the Site and which require additional costs. Unless one of these conditions apply, in no event shall the cumulative total of the Tenant Improvement Payments, along with the balance of the Construction Contingency, District Contingency, Lease Payments and anticipated retention, ever exceed the GMP. The GMP includes the Lease Payments, which shall be paid by District, as set forth in Exhibit D. A "Construction Contingency" for Contractor's benefit shall be included in Exhibit A to this Facilities Lease. The Construction Contingency shall be a line item within the GMP. The Construction Contingency may be drawn upon only to cover Contractor's errors and omissions in its review of the Plans and Specifications to satisfy itself that said documents are adequate for the Project's construction, or errors and omissions in carrying out the Completion of the Project or for costs that are incurred in performing the Work that are not included in a specific line item or the basis for a Change Order under the Contract Documents. By way of example, and not as a limitation, such costs include scope gaps and work and material not explicitly stated but reasonably inferable from plans, subcontract buy-out gaps, delays in receipt of material (regardless of contractor’s fault), corrections in the work, and costs to correct damage or fixes resulting from activity without a clearly responsible party, and coordination issues. The Construction Contingency shall not be used for changes to the Work ordered by the District pursuant to Section 15 of the General Conditions. Once the Construction Contingency has been exhausted, the Contractor shall have no further recourse against the District with respect to any category of cost intended to be covered by the Contractor Contingency Fund, including, but not limited to, design omissions or for work defectively performed by the Contractor. Should the amount of the Construction Contingency be exceeded, unless one of the conditions enumerated above applies, the unfunded costs shall be borne by Contractor without increase to the total cost under the GMP. A "District Contingency" for District's benefit shall be included in Exhibit A to this Facilities Lease. The District Contingency shall be a line item within the GMP. The District may, in its sole discretion, use the District Contingency for: (a) the District orders changes to the Work pursuant to Section 15 of the General Conditions after the GMP is established and such changes are not clarifications that could have reasonably inferred from the Plans and Specifications at the time of finalizing the GMP; (b) cost increases due to Compensable Delays, each in a manner consistent with Section 14.01 of the General Conditions, or (c) concealed or unknown Site conditions (including Pre-Existing Hazardous Materials) discovered after the execution of this Facilities Lease which could not reasonably have been foreseen by Contractor in its review of the Site and which require additional costs. The District Contingency shall not be used without the District's prior written consent. Any balance remaining in the Construction Contingency and the District Contingency shall be returned to District the Owner as part of the net aggregate savings established when final accounting is submitted upon Final Completion of the Work, or kept at such earlier time as agreed to by the District on termination Owner and the Construction Manager. "Cost savings" are the net difference obtained by deducting from the GMP or Adjusted GMP, as applicable, the documented Construction Manager's Fee, the expended portions of the Construction Manager's contingency and the actual expenditures representing the Cost of the Work as defined in Article 9 hereof. Liquidated damages, if any, are different from, and are not a part of, this calculation. Upon completion of the bidding and award period, the Construction Manager's contingency will be adjusted so that it does not exceed the contingency percentage agreed upon in the original GMP proposal. Those savings which cause the agreed upon contingency to be exceeded will be available for the Owner's use, immediately following the bidding and award period. Changes to the GMP funded by these savings are not eligible for additional Construction Manager overhead and profit as outlined in this Agreement. All proposed Construction Contingency . 7.4 The fees specified in this Agreement and District Contingency draws must any additional fees that may be approved authorized in writing prior to payment by District, and the future shall be supported considered lump sum fees as agreed to by detailed Contractor estimates or job cost records, including full documentation of the labor, material, equipment and Subcontractor costs involved, Owner. 7.5 Adjustments to the GMP will be made as described in Section 15 the Conditions of the General Conditions. The timing and processing of approvals of requested Construction Contingency and District Contingency payments Contract. 7.6 Owner’s prior written approval shall be the same as the timing of the approval of Contractor's application required for normal Tenant Improvement Payments. Should the amount of the Construction Contingency be exceeded, the unfunded costs shall be borne by Contractor without increase modification to the total cost under the GMPGMP line items.

Guaranteed Maximum Price. Contractor will cause (1) At the conclusion of the Design Development phase, or such other time as the Parties may agree upon when the Drawings and Specifications are sufficiently complete, Construction Manager shall submit a Guaranteed Maximum Price proposal to Owner in the form attached hereto as Exhibit C which shall also state a Contract Time and date of Substantial Completion upon which the proposal is based. If Owner accepts the proposal, both parties shall sign the proposal and the Guaranteed Maximum Price, Contract Time and date of Substantial Completion therein shall become part of the Contract. Based on particular Project requirements and the development of the Project to be constructed within design, Owner, at its sole option and discretion, may specify a different format than that contained at Exhibit C, which is provided as an example only. (2) Owner, at its sole option and discretion may reject the Guaranteed Maximum Price proposal, attempt to renegotiate the proposal with Construction Manager ("GMP"with the right to cease negotiations at any time and reject the proposal), or increase the Project Construction Budget. Construction Manager shall not withdraw its Guaranteed Maximum Price proposal for ninety (90) as set forth days. (3) The Guaranteed Maximum Price proposal must be prepared in the Contract Documentsformat specified by Owner which shall require a breakdown of estimated costs organized by trade, allowances, contingencies, Construction Manager’s Construction Phase Fee, and other approved items as calculated per defined in Attachment 1 to Exhibit A to this Facilities Lease. District shall only be responsible C (Guidelines for costs in addition to the GMP if:Preparation of the GMP). (a4) the District orders changes to the Work pursuant to Section 15 of the General Conditions after the GMP is established The Guaranteed Maximum Price proposal must include a written statement describing how it was derived and such changes are not clarifications that could have reasonably inferred from the Plans and Specifications at the time of finalizing the GMP; (b) costs increase due to Compensable Delays, each in a manner consistent with Section 14.01 of the General Conditions, or (c) there are concealed or unknown Site conditions (including Pre-Existing Hazardous Materials) discovered after the execution of this Facilities Lease which could not reasonably have been foreseen by Contractor in its review of the Site and which require additional costs. Unless one of these conditions apply, in no event shall the cumulative total of the Tenant Improvement Payments, along with the balance of the Construction Contingency, District Contingency, Lease Payments and anticipated retention, ever exceed the GMP. The GMP includes the Lease Paymentsprepared, which shall include, at a minimum, Drawings and Specifications, addenda, Owner’s Standard Uniform General and Supplementary Conditions, allowances, all clarifications and assumptions made by the Construction Manager due to the incompleteness of the Drawings and Specifications, and assumptions as to when Contract Documents will be paid by District, as set forth in Exhibit D. A "Construction Contingency" for Contractor's benefit issued. This information shall be included fully described in Attachment 1 to Exhibit A C. (5) In formulating the Guaranteed Maximum Price proposal, Construction Manager shall allow for the continued development and completion of the Drawings and Specifications which are reasonably inferable, except for material changes in scope, and the Guaranteed Maximum Price proposal shall include a Construction Manager’s contingency to this Facilities Leaseallow for costs arising out of such development and completion which do not qualify for a change order. The Amounts attributable to clarifications, assumptions, and further development and completion of the Drawings and Specifications shall be specified in an itemized breakdown as part of the proposal. (6) In formulating the Guaranteed Maximum Price proposal, include an Owner provided Construction Contingency shall be a line item within the GMP. The Construction Contingency may be drawn upon only to cover Contractor's errors and omissions Allowance in its review of the Plans and Specifications to satisfy itself that said documents are adequate for the Project's construction, or errors and omissions in carrying out the Completion of the Project or for costs that are incurred in performing the Work that are not included in a specific line item or the basis for a Change Order under the Contract Documents. By way of example, and not as a limitation, such costs include scope gaps and work and material not explicitly stated but reasonably inferable from plans, subcontract buy-out gaps, delays in receipt of material (regardless of contractor’s fault), corrections in the work, and costs to correct damage or fixes resulting from activity without a clearly responsible party, and coordination issues. The Construction Contingency shall not be used for changes to the Work ordered by the District pursuant to Section 15 of the General Conditions. Once the Construction Contingency has been exhausted, the Contractor shall have no further recourse against the District with respect to any category of cost intended to be covered by the Contractor Contingency Fund, including, but not limited to, design omissions or for work defectively performed by the Contractor. Should the amount of the Construction Contingency be exceeded$500,000 per Pricing and Delivery schedule. Indicate this specified amount under Guaranteed Maximum Price, unless one of the conditions enumerated above appliesExhibit C, the unfunded costs shall be borne by Contractor without increase to the total cost under the GMP. A "District Contingency" for District's benefit shall be included in Exhibit A to this Facilities Lease. The District Contingency shall be a line item within the GMP. The District may, in its sole discretion, use the District Contingency for: (a) the District orders changes to the Work pursuant to Section 15 of the General Conditions after the GMP is established and such changes are not clarifications that could have reasonably inferred from the Plans and Specifications at the time of finalizing the GMP; (b) cost increases due to Compensable Delays, each in a manner consistent with Section 14.01 of the General Conditions, or (c) concealed or unknown Site conditions (including Pre-Existing Hazardous Materials) discovered after the execution of this Facilities Lease which could not reasonably have been foreseen by Contractor in its review of the Site and which require additional costs. The District Contingency shall not be used without the District's prior written consent. Any balance remaining in the Construction Contingency and the District Contingency shall be returned to District or kept by the District on termination of this Agreement. All proposed Construction Contingency and District Contingency draws must be approved in writing prior to payment by DistrictItem 6, and shall be supported by detailed Contractor estimates or job cost recordsunder Attachment 1 to Exhibit C, including full documentation Tab 3, Description of the laborWork, material, equipment and Subcontractor costs involved, as described in Section 15 of the General Conditions. The timing and processing of approvals of requested Construction Contingency and District Contingency payments shall be the same as the timing of the approval of Contractor's application for normal Tenant Improvement Payments. Should the amount of the Construction Contingency be exceeded, the unfunded costs shall be borne by Contractor without increase to the total cost under the GMPAllowance Schedule.

Guaranteed Maximum Price. Contractor will cause the Project to be constructed within the Guaranteed Maximum Price ("GMP") as set forth in the Contract Documents, and as calculated per Exhibit A to this Facilities Lease. District shall only be responsible for costs in addition to the GMP if: (a) the District orders changes to the Work pursuant to Section 15 of the General Conditions after the GMP is established and such changes are not clarifications that could have reasonably inferred from the Plans and Specifications at the time of finalizing the GMP; (b) costs increase due to Compensable Delays, each in a manner consistent with Section 14.01 of the General Conditions, or (c) there are concealed or unknown Site conditions (including Pre-Existing Hazardous Materials) discovered after the execution of this Facilities Lease which could not reasonably have been foreseen by Contractor in its review of the Site and which require additional costs. Unless one of these conditions apply, in no event shall the cumulative total of the Tenant Improvement Payments, along with the balance of the Construction Contingency, District Contingency, Lease Payments and anticipated retention, ever exceed the GMP. The GMP includes the Lease Payments, which shall be paid by District, as set forth in Exhibit D. A "Construction Contingency" for Contractor's benefit shall be included in Exhibit A to this Facilities Lease. The Construction Contingency shall be a line item within the GMP. The Construction Contingency may be drawn upon only to cover Contractor's errors and omissions in its review of the Plans and Specifications to satisfy itself that said documents are adequate for the Project's construction, or errors and omissions in carrying out the Completion of the Project or for costs that are incurred in performing the Work that are not included in a specific line item or the basis for a Change Order under the Contract Documents. By way of example, and not as a limitation, such costs include scope gaps and work and material not explicitly stated but reasonably inferable from plans, subcontract buy-out gaps, delays in receipt of material (regardless of contractor’s fault)UHJDUGOHVV RI , FRQWUDF corrections in the work, and costs to correct damage or fixes resulting from activity without a clearly responsible party, and coordination issues. The Construction Contingency shall not be used for changes to the Work ordered by the District pursuant to Section 15 of the General Conditions. Once the Construction Contingency has been exhausted, the Contractor shall have no further recourse against the District with respect to any category of cost intended to be covered by the Contractor Contingency Fund, including, but not limited to, design omissions or for work defectively performed by the Contractor. Should the amount of the Construction Contingency be exceeded, unless one of the conditions enumerated above applies, the unfunded costs shall be borne by Contractor without increase to the total cost under the GMP. A "District Contingency" for District's benefit shall be included in Exhibit A to this Facilities Lease. The District Contingency shall be a line item within the GMP. The District may, in its sole discretion, use the District Contingency for: (a) the District orders changes to the Work pursuant to Section 15 of the General Conditions after the GMP is established and such changes are not clarifications that could have reasonably inferred from the Plans and Specifications at the time of finalizing the GMP; (b) cost increases due to Compensable Delays, each in a manner consistent with Section 14.01 of the General Conditions, or (c) concealed or unknown Site conditions (including Pre-Existing Hazardous Materials) discovered after the execution of this Facilities Lease which could not reasonably have been foreseen by Contractor in its review of the Site and which require additional costs. The District Contingency shall not be used without the District's prior written consent. Any balance remaining in the Construction Contingency and the District Contingency shall be returned to District or kept by the District on termination of this Agreement. All proposed Construction Contingency and District Contingency draws must be approved in writing prior to payment by District, and shall be supported by detailed Contractor estimates or job cost records, including full documentation of the labor, material, equipment and Subcontractor costs involved, as described in Section 15 of the General Conditions. The timing and processing of approvals of requested Construction Contingency and District Contingency payments shall be the same as the timing of the approval of Contractor's application for normal Tenant Improvement Payments. Should the amount of the Construction Contingency be exceeded, the unfunded costs shall be borne by Contractor without increase to the total cost under the GMP.

Guaranteed Maximum Price. Contractor will cause 1. At the Project conclusion of the Design Development phase, or such other time as the Parties may agree upon when the Drawings and Specifications are sufficiently complete, Construction Manager shall submit a Guaranteed Maximum Price proposal to Owner in the form attached hereto as Exhibit C which shall also state a Contract Time and date of Substantial Completion upon which the proposal is based. If Owner accepts the proposal, both parties shall sign the proposal and the Guaranteed Maximum Price, Contract Time and date of Substantial Completion therein shall become part of the Contract. The Owner's consent may be provided to the Construction Manager at the beginning of Part I Services and does not have to be constructed within requested on an item‐by‐item basis. Owner, at its sole option and discretion, may specify a different format for Exhibit C, based on particular Project requirements, but the Construction Manager may not modify Exhibit C without the express written authorization of Owner. 2. Owner, at its sole option and discretion may reject the Guaranteed Maximum Price proposal, attempt to renegotiate the proposal with Construction Manager ("GMP"with the right to cease negotiations at any time and reject the proposal), or increase the Project Construction Budget. Construction Manager shall not withdraw its Guaranteed Maximum Price proposal for ninety (90) as set forth days. 3. The Guaranteed Maximum Price proposal must be prepared in the Contract Documentsformat specified by Owner which shall require a breakdown of estimated costs organized by trade, allowances, contingencies, Construction Manager’s Construction Phase Fee, and other approved items as calculated per defined in Attachment 1 to Exhibit A to this Facilities Lease. District shall only be responsible C (Guidelines for costs in addition to the GMP if: (a) the District orders changes to the Work pursuant to Section 15 Preparation of the General Conditions after the GMP is established and such changes are not clarifications that could have reasonably inferred from the Plans and Specifications at the time of finalizing the GMP;). (b) costs increase due to Compensable Delays, each in a manner consistent with Section 14.01 of the General Conditions, or (c) there are concealed or unknown Site conditions (including Pre-Existing Hazardous Materials) discovered after the execution of this Facilities Lease which could not reasonably have been foreseen by Contractor in its review of the Site and which require additional costs. Unless one of these conditions apply, in no event shall the cumulative total of the Tenant Improvement Payments, along with the balance of the Construction Contingency, District Contingency, Lease Payments and anticipated retention, ever exceed the GMP4. The GMP includes the Lease PaymentsGuaranteed Maximum Price proposal must include a written statement describing how it was derived and prepared, which shall include, at a minimum, Drawings and Specifications, addenda, Owner’s Standard Uniform General and Supplementary Conditions, allowances, all clarifications and assumptions made by the Construction Manager due to the incompleteness of the Drawings and Specifications, and assumptions as to when Contract Documents will be paid by District, as set forth in Exhibit D. A "Construction Contingency" for Contractor's benefit issued. This information shall be included fully described in Attachment 1 to Exhibit A C. 5. In formulating the Guaranteed Maximum Price proposal, Construction Manager shall allow for the continued development and completion of the Drawings and Specifications which are reasonably inferable, except for material changes in scope, and the Guaranteed Maximum Price proposal shall include a Construction Manager’s contingency to this Facilities Leaseallow for costs arising out of such development and completion which do not qualify for a change order. The Amounts attributable to clarifications, assumptions, and further development and completion of the Drawings and Specifications shall be specified in an itemized breakdown as part of the proposal. 6. In formulating the Guaranteed Maximum Price proposal, include an Owner provided Construction Contingency shall Allowance in an amount to be a line item within determined at the GMP. The Construction Contingency may be drawn upon only to cover Contractor's errors and omissions in its review submittal of the Plans and Specifications to satisfy itself that said documents are adequate for the Project's constructionGuaranteed Maximum Price. Indicate this specified amount under Guaranteed Maximum Price, or errors and omissions in carrying out the Completion of the Project or for costs that are incurred in performing the Work that are not included in a specific line item or the basis for a Change Order under the Contract Documents. By way of exampleExhibit C, Item 6, and not as a limitationunder Attachment 1 to Exhibit C, such costs include scope gaps and work and material not explicitly stated but reasonably inferable from plansTab 3, subcontract buy-out gapsDescription of Work, delays in receipt of material (regardless of contractor’s fault), corrections in the work, and costs to correct damage or fixes resulting from activity without a clearly responsible party, and coordination issues. The Construction Contingency shall not be used for changes to the Work ordered by the District pursuant to Section 15 of the General Conditions. Once the Construction Contingency has been exhausted, the Contractor shall have no further recourse against the District with respect to any category of cost intended to be covered by the Contractor Contingency Fund, including, but not limited to, design omissions or for work defectively performed by the Contractor. Should the amount of the Construction Contingency be exceeded, unless one of the conditions enumerated above applies, the unfunded costs shall be borne by Contractor without increase to the total cost under the GMP. A "District Contingency" for District's benefit shall be included in Exhibit A to this Facilities Lease. The District Contingency shall be a line item within the GMP. The District may, in its sole discretion, use the District Contingency for: (a) the District orders changes to the Work pursuant to Section 15 of the General Conditions after the GMP is established and such changes are not clarifications that could have reasonably inferred from the Plans and Specifications at the time of finalizing the GMP; (b) cost increases due to Compensable Delays, each in a manner consistent with Section 14.01 of the General Conditions, or (c) concealed or unknown Site conditions (including Pre-Existing Hazardous Materials) discovered after the execution of this Facilities Lease which could not reasonably have been foreseen by Contractor in its review of the Site and which require additional costs. The District Contingency shall not be used without the District's prior written consent. Any balance remaining in the Construction Contingency and the District Contingency shall be returned to District or kept by the District on termination of this Agreement. All proposed Construction Contingency and District Contingency draws must be approved in writing prior to payment by District, and shall be supported by detailed Contractor estimates or job cost records, including full documentation of the labor, material, equipment and Subcontractor costs involved, as described in Section 15 of the General Conditions. The timing and processing of approvals of requested Construction Contingency and District Contingency payments shall be the same as the timing of the approval of Contractor's application for normal Tenant Improvement Payments. Should the amount of the Construction Contingency be exceeded, the unfunded costs shall be borne by Contractor without increase to the total cost under the GMPAllowance Schedule.

Guaranteed Maximum Price. Contractor [GMP] and Contract Time (i) GMP is the maximum amount due from the LCCC to the XXXX for construction services. It includes the cost of the Work, contingencies, allowances, and the XXXX’x Fee. The GMP allows for reasonably expected changes and refinements in the drawings and specifications through completion of all Construction Documents. All costs which exceed the GMP which are not authorized by change order will cause be paid by the Project to be constructed XXXX. (ii) The GMP proposal shall include, within the Guaranteed Maximum Price ("estimated cost of the Work, a contingency amount. The contingency is part of the GMP") as set forth in the Contract Documents, and as calculated per Exhibit A to this Facilities Lease. District The contingency shall only be responsible used to cover costs for labor, materials, equipment and similar costs for items or Work to be furnished during the construction phase of the Project. It is not the intent of the Contract to use the contingency for cost incurred during the preconstruction phase or bidding phase or for costs in addition to the GMP ifcorrect errors, omissions, mistakes or rejected Work caused by subcontractors. The contingency may be used to cover XXXX’x following costs: (a) Arising from estimating cost overruns in the District orders changes to the Work pursuant to Section 15 costs of the General Conditions after the GMP is established and such changes are not clarifications that could have reasonably inferred from the Plans and Specifications at the time of finalizing the GMP;allowance schedule other than estimate errors. (b) Unexpected additional trade coordination costs increase due to Compensable Delays, each in a manner consistent with Section 14.01 of the General Conditions, orincurred for Work directly performed by XXXX that could not have been reasonably contemplated. (c) there are concealed Items required and reasonably inferable from the Contract Documents which the XXXX can show were not specifically called out within estimates or unknown Site conditions bid documents of XXXX or any subcontractor. (d) Losses or damages to property related to the Work not covered by insurance provided by XXXX, but not including Pre-Existing Hazardous Materialsany insurance deductible(s). (e) discovered after Arising from expediting or acceleration of the execution Project schedule where such cost is not a basis for an increase in the GMP. (f) Bid package buyout overrun costs for additional bid packages that were not part of this Facilities Lease which could anticipated bid packages, but only if required bidding procedures were followed and the bidding contingency, as defined by the GMP, has been exhausted. (g) Other costs incurred not reasonably to have been foreseen expected that are approved by Contractor in its review of the Site LCCC Representative, so long as these costs are not recovered under any insurance policy provided pursuant to this Contract and which require additional costs. Unless one of these conditions apply, in no event shall so long as the cumulative total of the Tenant Improvement Payments, along with the balance of the Construction Contingency, District Contingency, Lease Payments and anticipated retention, ever costs under this Contract do not exceed the GMP. The GMP includes . (iii) No expenditure from the Lease Paymentscontingency for any matters or work activities shall be made without the prior written approval of the LCCC Representative, which shall be paid by Districtapproval, as set forth in Exhibit D. A "Construction Contingency" for Contractor's benefit shall be included in Exhibit A to this Facilities Lease. The Construction Contingency shall be a line with the exception of item within the GMP. The Construction Contingency may be drawn upon only to cover Contractor's errors and omissions in its review of the Plans and Specifications to satisfy itself that said documents are adequate for the Project's construction(g) above, or errors and omissions in carrying out the Completion of the Project or for costs that are incurred in performing the Work that are not included in a specific line item or the basis for a Change Order under the Contract Documents. By way of example, and not as a limitation, such costs include scope gaps and work and material not explicitly stated but reasonably inferable from plans, subcontract buy-out gaps, delays in receipt of material (regardless of contractor’s fault), corrections in the work, and costs to correct damage or fixes resulting from activity without a clearly responsible party, and coordination issues. The Construction Contingency shall not be used for changes unreasonably withheld. Expenditures from the contingency shall be made only by Change Order. (iv) Upon final completion of the Work, all savings shall be distributed to the Work ordered by LCCC. Savings returned to the District pursuant to Section 15 LCCC shall not include return of the General Conditions. Once the Construction Contingency has been exhausted, the Contractor shall have no further recourse against the District with respect to any category of cost intended to be covered by the Contractor Contingency Fund, including, but not limited to, design omissions or XXXX’x fee for work defectively performed by the Contractor. Should the amount of the Construction Contingency be exceeded, unless one of savings. Allocations to the conditions enumerated above applies, the unfunded costs GMP for allowance and contingency items that remain unused upon final completion shall be borne by Contractor without increase returned to the total cost under the GMP. A "District Contingency" for District's benefit shall be included in Exhibit A to this Facilities Lease. The District Contingency shall be a line item within the GMP. The District may, in its sole discretion, use the District Contingency for:LCCC. (a) If the District orders changes allowable, final, verified, audited amount of the cost of General Conditions, Cost of the Work, Allowance items, and Contingency is less than the amount established for all of those categories in the originally approved GMP, the entire difference shall be credited to the Work pursuant to Section 15 LCCC as savings and the final Contract amount shall be adjusted accordingly. When buyout of the General Conditions after Project is at least 85% complete, LCCC may recognize any savings achieved to that point by issuing a deductive change order for the GMP is established and such changes are not clarifications that could have reasonably inferred from the Plans and Specifications at the time of finalizing the GMP;saved amount. (b) cost increases due The LCCC shall be entitled to Compensable Delaysdeduct amounts for balances remaining on any allowance, each in a manner consistent with Section 14.01 of contingency, or any other identified Contract savings from any Application for Payment or from the General Conditions, orRequest for Final Payment submitted by XXXX. (c) concealed or unknown Site conditions (including Pre-Existing Hazardous Materials) discovered after LCCC shall be entitled to recover any savings realized between the execution of this Facilities Lease which could not reasonably have been foreseen by Contractor in its review of GMP and the Site and which require additional costs. The District Contingency shall not be used without buyout price for subcontracting work, provided, however, that XXXX may use such savings to offset other buyout packages that exceed the District's prior written consent. Any balance remaining amounts identified in the Construction Contingency and the District Contingency shall be returned to District or kept by the District on termination of this Agreement. All proposed Construction Contingency and District Contingency draws must be approved in writing prior to payment by Districtinitial GMP, and shall be supported by detailed Contractor estimates or job cost records, including full documentation of the labor, material, equipment and Subcontractor costs involved, so long as described in Section 15 of the General Conditions. The timing and processing of approvals of requested Construction Contingency and District Contingency payments shall be the same as the timing of the approval of Contractor's application for normal Tenant Improvement Payments. Should the amount of the Construction Contingency be exceeded, the unfunded costs shall be borne by Contractor without increase to the total cost under of Work proposed in the GMPGMP does not increase. XXXX general conditions costs are included in any savings recovery or offset with the exception of supervision included within the aforementioned. (d) LCCC shall be entitled to recognize and recover 100% of any savings identified by cost review or audit at any time, before or after Final Payment.

Guaranteed Maximum Price. Contractor will cause The Construction Manager guarantees that the Project to be constructed within Contract Sum shall not exceed the Guaranteed Maximum Price ("the “Guaranteed Maximum Price” or “GMP"”) as set forth in the Contract DocumentsGuaranteed Maximum Price Amendment, and as calculated per Exhibit A it is amended from time to this Facilities Leasetime. District To the extent the Cost of the Work exceeds the Guaranteed Maximum Price, the Construction Manager shall only be responsible for bear such costs in addition to excess of the Guaranteed Maximum Price without reimbursement or additional compensation from the Owner. If the GMP if: Breakdown includes one or more separate line items for Self-Performed Work (a) the District orders changes to “Self-Performed Line Items”), the Work pursuant to Section 15 maximum cost of the General Conditions after Self-Performed Line Items shall not exceed the values allocated to such Self-Performed Line Items in the GMP is established and Breakdown. Costs which would cause the amounts allocated to such changes are not clarifications that could have reasonably inferred from Self-Performed Line Items in the Plans and Specifications at the time of finalizing the GMP; (b) costs increase due GMP Breakdown to Compensable Delays, each in a manner consistent with Section 14.01 of the General Conditions, or (c) there are concealed or unknown Site conditions (including Pre-Existing Hazardous Materials) discovered after the execution of this Facilities Lease which could not reasonably have been foreseen by Contractor in its review of the Site and which require additional costs. Unless one of these conditions apply, in no event shall the cumulative total of the Tenant Improvement Payments, along with the balance of the Construction Contingency, District Contingency, Lease Payments and anticipated retention, ever exceed the GMP. The GMP includes the Lease Payments, which be exceeded shall be paid by Districtthe Construction Manager without reimbursement by the Owner unless there are Owner approved Change Orders, as set forth in Exhibit D. A "which event the Construction Contingency" for Contractor's benefit Manager shall be reimbursed accordingly. Each Application for Payment for any portion of the Self-Performed Work that is performed on a basis other than a lump sum approved in writing by the Owner shall be supported by daily payroll records, including time cards for each of the Construction Manager’s personnel whose time is included in Exhibit A such Application for Payment, and material and equipment invoices, and the Owner shall have the right to this Facilities Leaseaudit the actual costs of all such Self-Performed Work to confirm that such costs do not exceed the values allocated to such Self-Performed Line Items on the GMP Breakdown. The Construction Contingency shall be a line item within If the GMP. The Construction Contingency may be drawn upon only to cover Contractor's errors and omissions in its review sum of the Plans Cost of the Work plus the Construction Manager’s Fee at the final completion of the Work and Specifications to satisfy itself that said documents are adequate for the Project's construction, or errors and omissions in carrying close-out the Completion of the Project or for costs that are incurred in performing is less than the Work that are not included in a specific line item or Guaranteed Maximum Price (the basis for a Change Order under the Contract Documents. By way of example, and not as a limitation“Savings”), such costs include scope gaps Savings shall be shared with Seventy-Five percent (75%) being retained by the Owner and work and material not explicitly stated but reasonably inferable from plans, subcontract buyTwenty-out gaps, delays in receipt of material Five percent (regardless of contractor’s fault), corrections 25%) being paid to the Construction Manager. No Savings shall be split in the work, and costs to correct damage or fixes resulting from activity without a clearly responsible party, and coordination issues. The Construction Contingency shall not be used event the Owner terminates this Agreement for changes to the Work ordered by the District pursuant to Section 15 of the General Conditions. Once the Construction Contingency has been exhausted, the Contractor shall have no further recourse against the District with respect to any category of cost intended to be covered by the Contractor Contingency Fund, including, but not limited to, design omissions or for work defectively performed by the Contractor. Should the amount of the Construction Contingency be exceeded, unless one of the conditions enumerated above applies, the unfunded costs shall be borne by Contractor without increase to the total cost under the GMP. A "District Contingency" for District's benefit shall be included in Exhibit A to this Facilities Lease. The District Contingency shall be a line item within the GMP. The District may, in its sole discretion, use the District Contingency for: (a) the District orders changes to the Work pursuant to Section 15 of the General Conditions after the GMP is established and such changes are not clarifications that could have reasonably inferred from the Plans and Specifications at the time of finalizing the GMP; (b) cost increases due to Compensable Delays, each in a manner consistent with Section 14.01 of the General Conditions, or (c) concealed or unknown Site conditions (including Pre-Existing Hazardous Materials) discovered after the execution of this Facilities Lease which could not reasonably have been foreseen by Contractor in its review of the Site and which require additional costs. The District Contingency shall not be used without the District's prior written consentcause. Any balance remaining in the Construction Contingency and line item will be used in the District Contingency shall be returned to District or kept by the District on termination of this Agreement. All proposed Construction Contingency and District Contingency draws must be approved calculation in writing prior to payment by District, and shall be supported by detailed Contractor estimates or job cost records, including full documentation of the labor, material, equipment and Subcontractor costs involved, Savings as described in Section 15 of the General Conditions. The timing and processing of approvals of requested Construction Contingency and District Contingency payments shall be the same as the timing of the approval of Contractor's application for normal Tenant Improvement Payments. Should the amount of the Construction Contingency be exceeded, the unfunded costs shall be borne by Contractor without increase to the total cost under the GMPoutlined above along with any other line item savings.

Guaranteed Maximum Price. Contractor will cause (1) Upon request by the City Engineer, XXXX shall submit a Guaranteed Maximum Price proposal for each Construction Phase of the Project to City Engineer in the form attached hereto as Exhibit “F” which shall also state the Schedule, Contract Time and dates of Substantial Completion for such Construction Phase (which may be constructed within expressed in terms of amount of time after a Notice to Proceed is issued for such Construction Phase) upon which the proposal is based. It is the intent of the Parties to achieve the best possible price from Subcontractors in developing XXXX’x Guaranteed Maximum Price proposal. As such, it is acknowledged by the XXXX that the timing of the bid process with potential subcontractors and the subcontracting of the Work to successful Subcontractors is critical due to pricing fluctuations caused by the current economy. XXXX agrees to use reasonable commercial efforts to ensure that the prices it receives in the Subcontractor bidding process for purposes of its Guaranteed Maximum Price proposal meet or exceed bid document requirements, by taking into account market forces and timing when advertising for bids from potential Subcontractors. If City Engineer accepts the proposal, it shall automatically become a part of this Contract as the agreed upon Guaranteed Maximum Price, Contract Time and date of Substantial Completion for such Phase. Based on particular Project requirements and the development of the Project design, City Engineer, at his sole option and discretion, may reasonably specify a different format than that contained in Exhibit “F”. XXXX shall begin the process of developing a Guaranteed Maximum Price proposal for the Construction Phase only after receiving written notice from the City Engineer to begin such process. (2) City Engineer, at his sole option and discretion may reject the Guaranteed Maximum Price proposal ("GMP"with no liability to City except as to accrued yet unpaid invoices, if any), or attempt to renegotiate the proposal with XXXX (with the right to cease negotiations at any time and reject the proposal). XXXX shall not withdraw and is bound by its Guaranteed Maximum Price proposal for ninety (90) days from the date of submission to the City Engineer. If the Guaranteed Maximum Price proposal for the Construction Phase is ultimately rejected by the City Engineer, this Contract shall terminate upon 5 days advance written notice to XXXX. City shall have no liability to any of the Subcontractors in the event of such termination. XXXX shall include a provision in each Subcontract that is legally sufficient to eliminate any legal or equitable liability the City may have for such termination as to the Subcontractors. (3) The Guaranteed Maximum Price proposal for the Construction Phase of the Project shall set forth the proposed Guaranteed Maximum Price for the Phase. The Guaranteed Maximum Price proposal shall separately set forth the portion of the proposed Guaranteed Maximum Price that is allocated to contingency. The XXXX shall not include contingency amounts in other portions of the Contract Documentsproposed Guaranteed Maximum Price, and as calculated per Exhibit A to this Facilities Leasethe other portions of the proposed Guaranteed Maximum Price shall be based on the cost of actual bids, proposals, and subcontracts for the Work where they exist, or if they do not exist, then on the XXXX’x best good faith estimate of what the costs for those portions of the Work will be. District The Guaranteed Maximum Price proposal for the Project shall only be responsible for costs in addition to also include the GMP iffollowing: (ai) the District orders changes to the Work pursuant to Section 15 a Schedule of Values showing a breakdown of the General Conditions after Guaranteed Maximum Price for the GMP is established Construction Phase of the Project, including separate line items for any contingency amount, the close out of the Project, delivery of record “as-built” drawings, delivery of operation and such changes are not clarifications that could have reasonably inferred from the Plans maintenance manuals, delivery of warranty documents, and Specifications at the time of finalizing the GMPfinal cleanup; (bii) costs increase due to Compensable Delaysa list of Drawings and Specifications, each including all addenda, that were used in a manner consistent with Section 14.01 preparation of the General Conditions, orGuaranteed Maximum Price proposal; (ciii) there are concealed or unknown Site conditions a list of Allowances and a statement of their basis; (including Pre-Existing Hazardous Materialsiv) discovered after the execution of this Facilities Lease which could not reasonably have been foreseen by Contractor in its review a list of the Site clarifications and which require additional costs. Unless one assumptions made by XXXX in the Guaranteed Maximum Price proposal as well as monetary amounts attributable to them; (v) a breakdown of these conditions apply, in no event shall the cumulative total XXXX’x costs organized by trade and contingency amounts; (vi) a list of the Tenant Improvement Paymentsunit prices, along with the balance if any; (vii) a list of the Construction Contingencyalternates used in calculating the Guaranteed Maximum Price; (viii) the proposed Contract Time, District Contingencyincluding dates for Notice to Proceed, Lease Payments Date of Substantial Completion for each definable segment of the Work, Date of Final Completion, and anticipated retention, ever exceed any other milestone dates upon which the GMPGuaranteed Maximum Price proposal is based; and (ix) any other items required by City Engineer. The GMP includes the Lease Payments, which Guaranteed Maximum Price proposal shall be paid by District, as set forth in Exhibit D. A "Construction Contingency" for Contractor's benefit shall be included in Exhibit A to this Facilities Lease. The Construction Contingency shall be a line item within the GMP. The Construction Contingency may be drawn upon only to cover Contractor's errors and omissions in its review of the Plans and Specifications to satisfy itself that said documents are adequate for the Project's construction, or errors and omissions in carrying out the Completion of the Project or for also include all actual supportable General Conditions costs that are incurred in performing the Work that are not included in a specific line item or the basis for a Change Order allowed under the Contract Documents. By way of example, . (4) The Guaranteed Maximum Price proposal shall include a ___% Construction Phase Contingency that may only be used upon prior written approval by the City Engineer and not as a limitation, such at his sole discretion for (i) any increased costs include scope gaps and work and material not explicitly stated but reasonably inferable from plans, subcontract buy-out gaps, delays in receipt of material required to meet accelerated schedules; (regardless of contractor’s fault), corrections ii) any increase in the work, cost of materials and equipment set forth in XXXX’x approved GMP; (iii) any increase in cost due to unforeseen conditions; and (iv) any other costs to correct damage or fixes resulting from activity without a clearly responsible party, and coordination issues. The Construction Contingency shall not be used for changes to the Work ordered by the District pursuant to Section 15 of the General Conditions. Once the Construction Contingency has been exhausted, the Contractor shall have no further recourse against the District with respect to any category of cost intended that City Engineer deems appropriate to be covered by contingency. All unused contingency shall revert to the Contractor Contingency Fund, including, but not limited to, design omissions or for work defectively performed by the Contractor. Should the amount City at final completion of the Construction Contingency be exceeded, unless one of the conditions enumerated above applies, the unfunded costs shall be borne by Contractor without increase to the total cost under the GMP. A "District Contingency" for District's benefit shall be included in Exhibit A to this Facilities Lease. The District Contingency shall be a line item within the GMP. The District may, in its sole discretion, use the District Contingency for:Phase. (a5) the District orders changes to the Work pursuant to Section 15 of the General Conditions after the GMP is established and such changes are not clarifications that could have reasonably inferred from the Plans and Specifications at the time of finalizing the GMP; (b) cost increases due to Compensable Delays, each in a manner consistent with Section 14.01 of the General Conditions, or (c) concealed or unknown Site conditions (including Pre-Existing Hazardous Materials) discovered after the execution of this Facilities Lease which could not reasonably have been foreseen by Contractor in its review of the Site and which require additional costs. The District Contingency XXXX shall not be used without the District's prior written consent. Any balance remaining entitled to an increase in the Construction Contingency Guaranteed Maximum Price for Work that is not detailed in the Contract Documents but is reasonably inferable from the Contract Documents. If an item or system is either shown or specified, all material and equipment required for the District Contingency proper installation of such item or system and needed to make a complete operating installation shall be returned to District provided whether or kept not detailed or specified, omitting only such parts as are specifically excepted by the District on termination of this AgreementCity. All proposed Construction Contingency and District Contingency draws must be approved in writing prior to payment by District, and shall be supported by detailed Contractor estimates or job cost records, including full documentation of Notwithstanding the labor, material, equipment and Subcontractor costs involved, as described in Section 15 of the General Conditions. The timing and processing of approvals of requested Construction Contingency and District Contingency payments shall be the same as the timing of the approval of Contractor's application for normal Tenant Improvement Payments. Should the amount of the Construction Contingency be exceededabove, the unfunded costs XXXX shall not be borne responsible for design, except for incidental designing/detailing as required by Contractor without increase to the total cost under the GMPDrawings and Specifications for shop drawing or submittal purposes.

Guaranteed Maximum Price. Contractor will cause (1) At the Project time 80% of the cost of the Work for a Phase has been bid and costs agreed upon, Construction Manager shall submit a Guaranteed Maximum Price proposal for such Phase to Owner in an agreed upon form which shall also state the Schedule, Contract Time and dates of Substantial Completion for such Phase (which may be constructed within expressed in terms of amount of time after a Notice to Proceed is issued for such Phase) upon which the proposal is based. If Owner accepts the proposal, an amendment or Change Order (if required, as determined by the Owner’s Legal Counsel) to this Agreement shall be prepared incorporating the agreed upon Guaranteed Maximum Price, Contract Time and date of Substantial Completion for such Phase. The Guaranteed Maximum Price proposals for each Phase shall be submitted by Construction Manager upon request from Owner. Anything to the contrary notwithstanding, the Construction Manager is not bound to a Guaranteed Maximum Price for a Phase until the Owner appropriates funds covering the Guaranteed Maximum Price proposal for that Phase. ("GMP"2) Owner, at its sole option and discretion may reject the Guaranteed Maximum Price proposal (with no liability to Owner except as to accrued yet unpaid invoices, if any), or attempt to renegotiate the proposal with Construction Manager (with the right to cease negotiations at any time and reject the proposal). Construction Manager shall not withdraw its Guaranteed Maximum Price proposal for 90 days from the date of submission to the Owner Engineer. If the Guaranteed Maximum Price proposal is ultimately rejected by the Owner, this Agreement shall terminate upon 5 days advance written notice to Construction Manager. Owner shall have no liability to any of the Subcontractors in the event of such termination. Construction Manager shall include a provision in each Subcontract that is legally sufficient to eliminate any legal or equitable liability the Owner may have for such termination as to the Subcontractors. (3) The Guaranteed Maximum Price proposal for each Phase must be prepared in an agreed upon format. The Guaranteed Maximum Price proposal for each Phase of the Project shall set forth the proposed Guaranteed Maximum Price for that particular Phase. The Guaranteed Maximum Price proposal shall separately set forth the portion of the proposed Guaranteed Maximum Price that is allocated to contingency (which may not exceed certain percentages established from time to time by Owner). The Construction Manager shall not include contingency amounts in other portions of the proposed Guaranteed Maximum Price, and the other portions of the proposed Guaranteed Maximum Price shall be based on the cost of actual bids, proposals, and subcontracts for the Work where they exist, or if they do not exist, then on the Construction Manager’s best good faith estimate of what the costs for those portions of the Work will be. The Guaranteed Maximum Price proposal for each Phase of the Project shall also include the following: (i) a Schedule of Values showing a breakdown of the Guaranteed Maximum Price for that Phase of the Project, including separate line items for any contingency amount, the Construction Phase Fee, the close out of the Project, delivery of record “as-built” drawings, delivery of operation and maintenance manuals, delivery of warranty documents, and final cleanup; (ii) a list of Drawings and Specifications, including all addenda, that were used in preparation of the Guaranteed Maximum Price proposal; (iii) a list of Allowances and a statement of their basis; (iv) a list of the clarifications and assumptions made by Construction Manager in the Guaranteed Maximum Price proposal as well as monetary amounts attributable to them; (v) a breakdown of Construction Manager’s costs organized by trade, contingency amounts, and the Construction Phase Fee; (vi) a list of the unit prices, if any; (vii) a list of the Alternates used in calculating the Guaranteed Maximum Price; (viii) the proposed Contract Time, including dates for Notice to Proceed, Date of Substantial Completion for each definable segment of the Work, Date of Final Completion, and any other milestone dates upon which the Guaranteed Maximum Price proposal is based; and (ix) any other items required by Owner. The Guaranteed Maximum Price proposal for each Phase of the Project shall also include a Guaranteed Maximum Price for General Conditions costs. (4) A percentage of the Guaranteed Maximum Price is contingency that may be used by the Construction Manager, at its sole discretion, for direct unanticipated cost of the Work including but not limited to (i) Work arising from further development or completion of the drawings and/or specifications due to incorporation of reasonably inferable requirements following acceptance of the Guaranteed Maximum Price proposal (ii) Work not under subcontract (iii) acceleration costs due to unexcused delay and (iv) Subcontractor default and/or omissions. This portion of the contingency may not be used for costs unrelated to the direct prosecution of the Work and may not be used for additional General Condition expenses resulting from unexcused delay. Construction Manager shall not be required to use this contingency for causes for which Construction Manager is entitled to a change order hereunder. All unused contingency shall revert to the Owner at final completion of each Phase without regard to the party possessing the discretion over contingency expenditures. (5) The Construction Manager shall not be entitled to an increase in the Guaranteed Maximum Price for Work that is not detailed in the Contract Documents, and as calculated per Exhibit A to this Facilities Lease. District shall only be responsible for costs in addition to the GMP if: (a) the District orders changes to the Work pursuant to Section 15 of the General Conditions after the GMP Documents but is established and such changes are not clarifications that could have reasonably inferred inferable from the Plans and Specifications at the time of finalizing the GMP; (b) costs increase due to Compensable Delays, each in a manner consistent with Section 14.01 of the General Conditions, or (c) there are concealed or unknown Site conditions (including Pre-Existing Hazardous Materials) discovered after the execution of this Facilities Lease which could not reasonably have been foreseen by Contractor in its review of the Site and which require additional costs. Unless one of these conditions apply, in no event shall the cumulative total of the Tenant Improvement Payments, along with the balance of the Construction Contingency, District Contingency, Lease Payments and anticipated retention, ever exceed the GMP. The GMP includes the Lease Payments, which shall be paid by District, as set forth in Exhibit D. A "Construction Contingency" for Contractor's benefit shall be included in Exhibit A to this Facilities Lease. The Construction Contingency shall be a line item within the GMP. The Construction Contingency may be drawn upon only to cover Contractor's errors and omissions in its review of the Plans and Specifications to satisfy itself that said documents are adequate for the Project's construction, or errors and omissions in carrying out the Completion of the Project or for costs that are incurred in performing the Work that are not included in a specific line item or the basis for a Change Order under the Contract Documents. By way If an item or system is either shown or specified, all material and equipment required for the proper installation of examplesuch item or system and needed to make a complete operating installation shall be provided whether or not detailed or specified, and not omitting only such parts as a limitationare specifically excepted by the Owner. Notwithstanding the above, such costs include scope gaps and work and material not explicitly stated but reasonably inferable from plans, subcontract buy-out gaps, delays in receipt of material (regardless of contractor’s fault), corrections in the work, and costs to correct damage or fixes resulting from activity without a clearly responsible party, and coordination issues. The Construction Contingency Manager shall not be used responsible for changes to design, except for portions of the Work ordered which the Contract Documents require Construction Manager to both design and build, portions of the Drawings and Specifications that are in the nature of performance specifications, and incidental designing/detailing as required by the District pursuant to Section 15 of the General Conditions. Once the Construction Contingency has been exhausted, the Contractor shall have no further recourse against the District with respect to any category of cost intended to be covered by the Contractor Contingency Fund, including, but not limited to, design omissions or for work defectively performed by the Contractor. Should the amount of the Construction Contingency be exceeded, unless one of the conditions enumerated above applies, the unfunded costs shall be borne by Contractor without increase to the total cost under the GMP. A "District Contingency" for District's benefit shall be included in Exhibit A to this Facilities Lease. The District Contingency shall be a line item within the GMP. The District may, in its sole discretion, use the District Contingency for: (a) the District orders changes to the Work pursuant to Section 15 of the General Conditions after the GMP is established and such changes are not clarifications that could have reasonably inferred from the Plans Drawings and Specifications at the time of finalizing the GMP; (b) cost increases due to Compensable Delays, each in a manner consistent with Section 14.01 of the General Conditions, or (c) concealed for shop drawing or unknown Site conditions (including Pre-Existing Hazardous Materials) discovered after the execution of this Facilities Lease which could not reasonably have been foreseen by Contractor in its review of the Site and which require additional costs. The District Contingency shall not be used without the District's prior written consent. Any balance remaining in the Construction Contingency and the District Contingency shall be returned to District or kept by the District on termination of this Agreement. All proposed Construction Contingency and District Contingency draws must be approved in writing prior to payment by District, and shall be supported by detailed Contractor estimates or job cost records, including full documentation of the labor, material, equipment and Subcontractor costs involved, as described in Section 15 of the General Conditions. The timing and processing of approvals of requested Construction Contingency and District Contingency payments shall be the same as the timing of the approval of Contractor's application for normal Tenant Improvement Payments. Should the amount of the Construction Contingency be exceeded, the unfunded costs shall be borne by Contractor without increase to the total cost under the GMPsubmittal purposes.

Guaranteed Maximum Price. “GMP”) 9.5.1 At an agreed upon Milestone, the Contractor will cause the Project to be constructed within the Guaranteed Maximum Price ("GMP") as set forth in the Contract Documents, and as calculated per Exhibit A to this Facilities Lease. District shall only be responsible for costs in addition deliver to the Town, a LLTP GMP if: (a) proposal in which the District orders changes Contractor shall agree to procure the LLTP and guarantee the maximum price to the Work Town for the entire cost of such LLTP, as adjusted by deductive alternates required to maintain the aggregate of all LLTP GMPs and Construction GMPs below the Fixed Limit of Construction Cost, which have been previously approved by the Town pursuant to Section 15 3.4. 9.5.2 At an agreed upon Milestone, the Contractor shall deliver to the Town, a Construction GMP proposal in which the Contractor shall agree to perform all of the General Conditions after Work required for such Construction Phase, even though all of the construction documents have not all been finalized and released for construction, and guarantee the maximum price to the Town for the entire cost of the Work required for the applicable Construction Phase, as adjusted by deductive alternates required to maintain the aggregate of all LLTP GMPs and Construction GMPs below the Fixed Limit of Construction Cost, which have been previously approved by the Town pursuant to Section 3.4. 9.5.3 Each LLTP GMP is established and Construction GMP proposal shall include all of the Contractor's obligations to be performed pursuant to the terms of the Contract Documents for such changes are LLTP or Construction Phase and shall include, but not clarifications that could have reasonably inferred from be limited to, the Plans following: 1. The total of all unit prices for the applicable Bid Package for such LLTP GMP or Construction GMP, as applicable; 2. For each Construction GMP, the installation cost of items to be procured by the Town or Contractor in any LLTP and Specifications at for the time of finalizing the applicable Construction GMP; (b) costs increase due 3. The estimated maximum direct cost of Work for such LLTP or Construction Phase to Compensable Delaysbe performed by the Contractor; 4. Costs for all Performance Bonds, each in a manner consistent with Section 14.01 of the General Conditions, or (c) there are concealed or unknown Site conditions (including Pre-Existing Hazardous Materials) discovered after the execution of this Facilities Lease which could not reasonably have been foreseen Payment Bonds and insurance premiums required by Contractor in its review of pursuant to this Agreement for such LLTP GMP or Construction GMP, as applicable; 5. For each Construction GMP and LLTP GMP, the Site and which require additional costsCM/GC Management Price Percentage shall be included; 6. Unless one of these conditions apply, in no event shall the cumulative total of the Tenant Improvement Payments, along with the balance of the Construction Contingency, District Contingency, Lease Payments and anticipated retention, ever exceed the GMPAn aggregate amount for items 1 through 5 above (as applicable); 7. The GMP includes the Lease PaymentsSchedule of Bid Items, which shall be paid by Districtconsistent with previously approved Schedules of Bid Items, as set forth in Exhibit D. A "Construction Contingency" for Contractor's benefit shall adjusted as required pursuant to the agreed upon OPCC; 8. Contain no conditions, exceptions or allowances; 9. Be substantiated with complete supporting documentation acceptable to the Town to clearly define the anticipated Work to be included in Exhibit A to this Facilities Lease. The Construction Contingency shall be performed by the Contractor and facilitate a line item within the GMP. The Construction Contingency may be drawn upon only to cover Contractor's errors and omissions in its review of the determination when final Drawings, Plans and Specifications are released for construction, as to satisfy itself that said whether there has been an increase in the Work required of the Contractor in the documents are adequate released for construction from the agreed upon Milestone documents on which the LLTP GMP or Construction GMP (as applicable) was based. 9.5.4 If, through no fault on the part of the Contractor, and after receiving reasonable cooperation by the Town and Design Consultant, the Contractor submits a LLTP GMP or Construction GMP proposal contrary to the provisions of Sections 9.5.1, 9.5.2, and/or 9.5.3, the proposal may be rejected by the Town. The Town shall be under no obligation to accept such LLTP GMP or Construction GMP proposals or any subsequent proposals. The Town may declare the Contractor to be in default; and payment may be withheld from the Contractor, excepting the Contractor's CM/GC Preconstruction Fee for the Project's constructionCM/GC Services and all previously approved LLTPs, until a satisfactory LLTP GMP or errors and omissions Construction GMP is furnished in carrying out the Completion of the Project or for costs that are incurred in performing the Work that are not included in a specific line item or the basis for a Change Order under the Contract Documents. By way of examplecompliance with Sections 9.5.1, 9.5.2, and 9.5.3. 9.5.5 If, in developing a LLTP GMP or Construction GMP, the Contractor believes any documentation or information, consistent with the agreed upon Milestone Drawings, Plans and Specifications, is not as a limitation, such costs include scope gaps and work and material not explicitly stated but reasonably inferable from plans, subcontract buy-out gaps, delays in receipt of material (regardless of contractor’s fault), corrections in sufficiently complete to clearly define the work, and costs to correct damage or fixes resulting from activity without a clearly responsible party, and coordination issues. The Construction Contingency shall not be used for changes to the Work ordered by the District pursuant to Section 15 of the General Conditions. Once the Construction Contingency has been exhaustedanticipated Work, the Contractor shall have no further recourse against be responsible for making all necessary inquires and requests to establish the District with respect to same. 9.5.6 When any category of cost intended to be covered LLTP GMP is agreed upon and accepted by the Contractor Contingency FundTown, including, but not limited to, design omissions or for work defectively performed it shall be made a part of this Agreement by Amendment; and shall be subject to modification in accordance with Article 10. If the Contractor. Should , in good faith, furnishes the amount Town with a LLTP GMP proposal which meets the criteria of Sections 9.5.1 and 9.5.3 and the Parties fail to mutually agree to that number as set forth above, the Parties expressly agree that default termination of the Construction Contingency be exceeded, unless one of the conditions enumerated above applies, the unfunded costs shall be borne by Contractor without increase to the total cost under the GMP. A "District Contingency" for District's benefit shall be included in Exhibit A to this Facilities Lease. The District Contingency shall be a line item within the GMP. The District may, in its sole discretion, use the District Contingency for: (a) the District orders changes to the Work pursuant to Section 15 of the General Conditions after the GMP is established and such changes are not clarifications that could have reasonably inferred from the Plans and Specifications at the time of finalizing the GMP; (b) cost increases due to Compensable Delays, each in a manner consistent with Section 14.01 of the General Conditions, or (c) concealed or unknown Site conditions (including Pre-Existing Hazardous Materials) discovered after the execution of this Facilities Lease which could not reasonably have been foreseen by Contractor in its review of the Site and which require additional costs. The District Contingency shall not be used without a remedy therefor under this Agreement, and the District's prior written consentTown shall be entitled to proceed with the Work as set forth elsewhere in this Agreement. 9.5.7 When any Construction GMP is agreed upon and accepted by the Town, it shall be made a part of a separate CM/GC Construction Contract and subject to the terms thereof. Any balance remaining If the Contractor, in good faith, furnishes the Town with a Construction GMP proposal which meets the criteria of Sections 9.5.2 and 9.5.3, and the Parties fail to mutually agree to that number as set forth above, the Parties expressly agree that default termination of the Contractor shall not be a remedy therefor under this Agreement, and the Town shall be entitled to proceed with the Work as set forth elsewhere in this Agreement. 9.5.8 When the Contractor provides a LLTP GMP or Construction GMP, the subcontracts for the Work shall either be with the Contractor or shall contain the necessary provisions to allow the Contractor to control the performance of the Work. The Town shall also authorize the Contractor to take all steps necessary in the Construction Contingency and the District Contingency shall be returned to District or kept by the District on termination of this Agreement. All proposed Construction Contingency and District Contingency draws must be approved in writing prior to payment by District, and shall be supported by detailed Contractor estimates or job cost records, including full documentation name of the laborTown to assure that any separate contractors, materialhaving separate contracts with the Town for the Project, equipment and Subcontractor costs involved, as described perform their contracts in Section 15 of the General Conditions. The timing and processing of approvals of requested Construction Contingency and District Contingency payments shall be the same as the timing of the approval of Contractor's application for normal Tenant Improvement Payments. Should the amount of the Construction Contingency be exceeded, the unfunded costs shall be borne by Contractor without increase to the total cost under the GMPaccordance with their terms.

Guaranteed Maximum Price. Contractor § 6.3.1 The Contract Sum is guaranteed by the CM/GC not to exceed that amount established by the GMP Amendment, all of which will be included in, and become part of, the Guaranteed Maximum Price, subject to additions and deductions by later Change Order as provided in the Contract Documents. This maximum sum is referred to in the Contract Documents as the Guaranteed Maximum Price. Costs which would cause the Project to be constructed within the Guaranteed Maximum Price ("GMP") as set forth in to be exceeded shall be paid by the Contract DocumentsCM/GC without reimbursement by the Owner. Should Owner and CM/GC be unable to mutually agree upon the Guaranteed Maximum Price by Change Order, and as calculated per Exhibit A Owner shall have the right to this Facilities Lease. District shall only be responsible terminate for costs in addition to the GMP if: (a) the District orders changes to the Work convenience pursuant to Section 15 14.4 of the modified A201-2017, General Conditions after of the GMP is established Contract for Construction, but payment for Work executed and such changes services provided shall be limited to the actual costs as allowed under this Agreement plus CM/GC’s Fee. § 6.3.2 Any and all costs authorized and actually incurred by signed Letters of Authorization by Owner preceding the execution date of this Agreement, including preconstruction services, are to be included in the Guaranteed Maximum Price. Preconstruction services shall be billed with the first construction progress pay the CM/GC become aware of cost saving opportunities during the performance of the Work, the CM/GC shall so advise the Owner in writing in order to provide the Owner the option to minimize the final Cost of the Work. Examples include, but are not clarifications that could have reasonably inferred from the Plans and Specifications at the time limited to, vehicles, equipment, or tools purchase versus rental, resale of finalizing the GMP;structural preload materials, or surplus or recyclable consumable materials or supplies. (b§ 6.3.3 The Guaranteed Maximum Price includes a construction contingency of percent ( %) costs increase due to Compensable Delays, each in a manner consistent with Section 14.01 of the General Conditions, or (c) there are concealed or unknown Site conditions (including Pre-Existing Hazardous Materials) discovered after the execution of this Facilities Lease which could not reasonably have been foreseen by Contractor in its review Cost of the Site and Work, which require additional costs. Unless one of these conditions apply, is for the CM/GC’s use in no event shall the cumulative total addressing unanticipated Costs of the Tenant Improvement PaymentsWork within the scope of the CM/GC’s responsibility ("Construction Contingency"). The CM/GC may, along upon prior written authorization by the Owner before incurring the cost or performing the Work, apply an amount up to the Construction Contingency towards cost overruns, circumstances in which actual cost of an item exceeds the amount allocated to such item in the Guaranteed Maximum Price, warranty costs prior to final completion, and all costs allowed by this Agreement. The CM/GC shall provide the Owner with the balance monthly accounting of the Construction Contingency, District Contingency, Lease Payments and anticipated retention, ever exceed the GMP. Documentation for contingency expenditures shall be separate from Change Order documentation. The GMP includes expensing of Construction Contingency budget funds does not alter the Lease Payments, which Guaranteed Maximum Price. Any unused Construction Contingency funds shall be paid by District, as set forth credited to the Owner in Exhibit D. A "Construction Contingency" for Contractor's benefit shall be included in Exhibit A the form of a reduction to this Facilities Lease. The Construction Contingency shall be a line item within the GMP. The Construction Contingency may be drawn upon only to cover Contractor's errors and omissions in its review of the Plans and Specifications to satisfy itself that said documents are adequate for the Project's construction, or errors and omissions in carrying out the Completion of the Project or for costs that are incurred in performing the Work that are not included in a specific line item or the basis for a Change Order under the Contract Documents. By way of example, Sum and not as a limitation, such costs include scope gaps and work and material not explicitly stated but reasonably inferable from plans, subcontract buy-out gaps, delays in receipt of material (regardless of contractor’s fault), corrections in the work, and costs to correct damage or fixes resulting from activity without a clearly responsible party, and coordination issues. The Construction Contingency shall not be used for changes to the Work ordered by the District pursuant to Section 15 of the General Conditions. Once the Construction Contingency has been exhausted, the Contractor shall have no further recourse against the District with respect to any category of cost intended to be covered by the Contractor Contingency Fund, including, but not limited to, design omissions or for work defectively performed by the Contractor. Should the amount of the Construction Contingency be exceeded, unless one of the conditions enumerated above applies, the unfunded costs shall be borne by Contractor without increase to the total cost under the GMP. A "District Contingency" for District's benefit shall be included in Exhibit A to this Facilities Lease. The District Contingency shall be a line item within the GMP. The District may, in its sole discretion, use the District Contingency for: (a) the District orders changes to the Work pursuant to Section 15 of the General Conditions after the GMP is established and such changes are not clarifications that could have reasonably inferred from the Plans and Specifications at the time of finalizing the GMP; (b) cost increases due to Compensable Delays, each in a manner consistent with Section 14.01 of the General Conditions, or (c) concealed or unknown Site conditions (including Pre-Existing Hazardous Materials) discovered after the execution of this Facilities Lease which could not reasonably have been foreseen by Contractor in its review of the Site and which require additional costs. The District Contingency shall not be used without the District's prior written consent. Any balance remaining in the Construction Contingency and the District Contingency shall be returned to District or kept by the District on termination of this Agreement. All proposed Construction Contingency and District Contingency draws must be approved in writing prior to payment by District, and shall be supported by detailed Contractor estimates or job cost records, including full documentation of the labor, material, equipment and Subcontractor costs involved, as described in Section 15 of the General Conditions. The timing and processing of approvals of requested Construction Contingency and District Contingency payments shall be the same as the timing of the approval of Contractor's application for normal Tenant Improvement Payments. Should the amount of the Construction Contingency be exceeded, the unfunded costs shall be borne by Contractor without increase to the total cost under the GMPGuaranteed Maximum Price.

Guaranteed Maximum Price. Contractor will cause the Project to be constructed within the 2.1 Construction Contractor’s Guaranteed Maximum Price ("“GMP"”) for the Work, including the estimated Cost of the Work as defined in Section 5 of the Agreement and Construction Contractor’s Fee as defined in Section 4 of the Agreement, and the Owner’s Construction Contingency is ($ 2.2 The GMP includes material that may be purchased directly by the Owner (“Owner Direct Purchases”). The estimated value of materials that may be purchased directly by the Owner is zero ($ -0- ). Construction Contractor will initially process a deductive Change Order under this Agreement for the entire estimated amount of Owner Direct Purchases, inclusive of sales taxes. Additional deductive Change Orders will be processed as necessary. Prior to final payment, a final reconciliation of the Owner Direct Purchases against the GMP will be performed and such deductive Change Order will be prepared for the Owner’s review and execution. 2.3 The Construction Contractor’s Fee for the entire Work anticipated on this Project is hereby established as a lump sum amount of ($ ), said lump sum amount is included within the above noted GMP. percent completion of the designated portion of the Work for each particular month. Monthly installment payment of the Construction Contractor’s Fee shall be based upon the 2.5 In order to efficiently and timely address any unknown or unanticipated conditions that are within the scope of the required Work, , the parties have agreed to establish a contingency (Owner’s Construction Contingency) within the GMP in an amount of ($ ). Contingency funds shall be used to cover costs that may result from incomplete design, Owner requested changes, and unanticipated costs that arise during construction that are not identified by the construction documents. Contingency funds are set aside solely for the Owner’s use and benefit. Any use of contingency funds requires the express written authorization of Owner provided by a fully approved and executed Pricing Bulletin per Paragraph 12.7 of the General Terms and Conditions. Any contingency expenditures become part of the Contract Documents and are incorporated by reference herein. Unused contingency remaining at the end of the job will be credited from the guaranteed maximum price. Construction Contractor has no entitlement to any portion of any unused contingency. 2.6 Construction Contractor recognizes that this Contract may include work for trench excavation in excess of five feet deep. Construction Contractor acknowledges the requirements set forth in Section 553.63 of the Contract DocumentsFlorida Statutes titled Trench Safety Act. Construction Contractor certifies that the required trench safety standards will be in effect during the period of construction of the Project and Construction Contractor agrees to comply with all such required trench safety standards, and as calculated per Exhibit A to this Facilities Lease. District shall only be responsible for costs in addition to certifies that the GMP if: (a) the District orders changes to the Work pursuant to Section 15 cost of the General Conditions after the GMP compliance is established and such changes are not clarifications that could have reasonably inferred from the Plans and Specifications at the time of finalizing the GMP; (b) costs increase due to Compensable Delays, each in a manner consistent with Section 14.01 of the General Conditions, or (c) there are concealed or unknown Site conditions (including Pre-Existing Hazardous Materials) discovered after the execution of this Facilities Lease which could not reasonably have been foreseen by Contractor in its review of the Site and which require additional costs. Unless one of these conditions apply, in no event shall the cumulative total of the Tenant Improvement Payments, along with the balance of the Construction Contingency, District Contingency, Lease Payments and anticipated retention, ever exceed the GMP. The GMP includes the Lease Payments, which shall be paid by District, as set forth in Exhibit D. A "Construction Contingency" for Contractor's benefit shall be included in Exhibit A to this Facilities Lease. The Construction Contingency shall be a line item within the GMP. The Construction Contingency may be drawn upon only to cover Contractor's errors and omissions in its review of the Plans and Specifications to satisfy itself that said documents are adequate for the Project's construction, or errors and omissions in carrying out the Completion of the Project or for costs that are incurred in performing the Work that are not included in a specific line item or the basis for a Change Order under the Contract Documents. By way of example, and not as a limitation, such costs include scope gaps and work and material not explicitly stated but reasonably inferable from plans, subcontract buy-out gaps, delays in receipt of material (regardless of contractor’s fault), corrections in the work, and costs to correct damage or fixes resulting from activity without a clearly responsible party, and coordination issues. The Construction Contingency shall not be used for changes to the Work ordered by the District pursuant to Section 15 of the General Conditions. Once the Construction Contingency has been exhausted, the Contractor shall have no further recourse against the District with respect to any category of cost intended to be covered by the Contractor Contingency Fund, including, but not limited to, design omissions or for work defectively performed by the Contractor. Should the amount of the Construction Contingency be exceeded, unless one of the conditions enumerated above applies, the unfunded costs shall be borne by Contractor without increase to the total cost under the GMP. A "District Contingency" for District's benefit shall be included in Exhibit A to this Facilities Lease. The District Contingency shall be a line item within the GMP. The District may, in its sole discretion, use the District Contingency for: (a) the District orders changes to the Work pursuant to Section 15 of the General Conditions after the GMP is established and such changes are not clarifications that could have reasonably inferred from the Plans and Specifications at the time of finalizing the GMP; (b) cost increases due to Compensable Delays, each in a manner consistent with Section 14.01 of the General Conditions, or (c) concealed or unknown Site conditions (including Pre-Existing Hazardous Materials) discovered after the execution of this Facilities Lease which could not reasonably have been foreseen by Contractor in its review of the Site and which require additional costs. The District Contingency shall not be used without the District's prior written consent. Any balance remaining in the Construction Contingency and the District Contingency shall be returned to District or kept by the District on termination of this Agreement. All proposed Construction Contingency and District Contingency draws must be approved in writing prior to payment by District, and shall be supported by detailed Contractor estimates or job cost records, including full documentation of the labor, material, equipment and Subcontractor costs involved, as described in Section 15 of the General Conditions. The timing and processing of approvals of requested Construction Contingency and District Contingency payments shall be the same as the timing of the approval of Contractor's application for normal Tenant Improvement Payments. Should the amount of the Construction Contingency be exceeded, the unfunded costs shall be borne by Contractor without increase to the total cost under the GMP.

Guaranteed Maximum Price. Contractor will cause 2.1 The Guaranteed Maximum Price for the Project Work, as defined in Section 3B of the Agreement, is Dollars ($ ). 2.2 Monthly installment payment of the Guaranteed Maximum Price shall be based upon the percent completion of the designated portion of the Work for each particular month. 2.3 In order to be constructed efficiently and timely address certain Change Order situations that may arise during Phase 2, the parties have agreed to establish an Owner controlled contingency within the Guaranteed Maximum Price ("GMP") as set forth in the Contract Documents, and as calculated per Exhibit A to this Facilities Lease. District shall only be responsible for costs in addition to the GMP if: amount of _ (a$ ) the District orders changes to the Work pursuant to Section 15 of the General Conditions after the GMP is established and such changes are not clarifications that could have reasonably inferred from the Plans and Specifications at the time of finalizing the GMP; (b) costs increase due to Compensable Delays, each in a manner consistent with Section 14.01 of the General Conditions, or (c) there are concealed or unknown Site conditions (including Pre-Existing Hazardous Materials) discovered after the execution of this Facilities Lease which could not reasonably have been foreseen by Contractor in its review of the Site and which require additional costs. Unless one of these conditions apply, in no event shall the cumulative total of the Tenant Improvement Payments, along with the balance of the Construction “Owner’s Contingency, District Contingency, Lease Payments and anticipated retention, ever exceed the GMP”). The GMP includes Design Builder acknowledges and agrees that any change work which is to be charged against the Lease Payments, which shall Owner’s Contingency must be paid by District, as set forth approved in Exhibit D. A "Construction Contingency" for Contractor's benefit shall be included advance in Exhibit A to this Facilities Lease. The Construction Contingency shall be a line item within the GMP. The Construction Contingency may be drawn upon only to cover Contractor's errors and omissions in its review of the Plans and Specifications to satisfy itself that said documents are adequate for the Project's construction, or errors and omissions in carrying out the Completion of the Project or for costs that are incurred in performing the Work that are not included in a specific line item or the basis for a Change Order under the Contract Documents. By way of example, and not as a limitation, such costs include scope gaps and work and material not explicitly stated but reasonably inferable from plans, subcontract buy-out gaps, delays in receipt of material (regardless of contractor’s fault), corrections in the work, and costs to correct damage or fixes resulting from activity without a clearly responsible party, and coordination issuesConstruction Change Directive signed by . The Construction Contingency shall not be used for changes to Owner reserves the Work ordered by the District pursuant to Section 15 of the General Conditions. Once the Construction Contingency has been exhaustedright, the Contractor shall have no further recourse against the District with respect to any category of cost intended to be covered by the Contractor Contingency Fund, including, but not limited to, design omissions or for work defectively performed by the Contractor. Should the amount of the Construction Contingency be exceeded, unless one of the conditions enumerated above applies, the unfunded costs shall be borne by Contractor without increase to the total cost under the GMP. A "District Contingency" for District's benefit shall be included in Exhibit A to this Facilities Lease. The District Contingency shall be a line item within the GMP. The District may, in at its sole discretion, use to withhold its consent on Owner’s Contingency expenditures. Unused Owner’s Contingency remaining at Substantial Completion will be deducted from the District Contingency for:Guaranteed Maximum Price. Design Builder has no entitlement to any portion of any unused Owner’s Contingency. (a) 2.4 If the District orders changes parties agree to establish Allowances within the Guaranteed Maximum Price, said Allowances items and amounts will be identified in Attachment 6. Design Builder shall not proceed with any portion of the Work pursuant associated with the aforesaid Allowances (“Allowance Work”) without first obtaining Owner’s express written authorization to proceed with said Allowance Work. 2.5 Design Builder recognizes that this Contract includes work for trench excavation in excess of five feet deep. Design Builder acknowledges the requirements set forth in Section 15 553.63 of the General Conditions after Florida Statutes titled Trench Safety Act. Design Builder certifies that the GMP is established and such changes are not clarifications that could have reasonably inferred from required trench safety standards will be in effect during the Plans and Specifications at the time period of finalizing the GMP; (b) cost increases due to Compensable Delays, each in a manner consistent with Section 14.01 construction of the General Conditions, orProject and Design Builder agrees to comply with all such required trench safety standards. (c) concealed or unknown Site conditions (including Pre-Existing Hazardous Materials) discovered after the execution of this Facilities Lease which could not reasonably have been foreseen by Contractor in its review of the Site and which require additional costs. 2.5.1 The District Contingency shall not be used without the District's prior written consent. Any balance remaining in the Construction Contingency and the District Contingency shall be returned to District or kept by the District on termination of this Agreement. All proposed Construction Contingency and District Contingency draws must be approved in writing prior to payment by District, and shall be supported by detailed Contractor estimates or job cost records, including full documentation of the labor, material, equipment and Subcontractor costs involved, as described in Section 15 of the General Conditions. The timing and processing of approvals of requested Construction Contingency and District Contingency payments shall be the same as the timing of the approval of Contractor's application for normal Tenant Improvement Payments. Should the amount of dollars ($ _) has been separately identified in Attachment 2, Schedule of Values, for the Construction Contingency be exceeded, cost of compliance with the unfunded costs shall be borne by Contractor without increase to required trench safety standards; said amount is included within the total cost under the GMPGuaranteed Maximum Price.

Guaranteed Maximum Price. Contractor will cause (1) When the Drawings and Specifications are sufficiently complete, Construction Manager shall submit a Guaranteed Maximum Price proposal to Owner in the form attached hereto as Exhibit “B” which shall also state a Contract Time and date of Substantial Completion upon which the proposal is based. If Owner accepts the proposal, both parties shall sign the proposal and the Guaranteed Maximum Price, Contract Time and date of Substantial Completion therein shall become part of the Contract. Based on particular Project requirements and the development of the Project to be constructed within design, Owner, at its sole option and discretion, may specify a different format than that contained at Exhibit “B”, which is provided as an example only. (2) Owner, at its sole option and discretion, may reject the Guaranteed Maximum Price proposal, or attempt to renegotiate the proposal with Construction Manager ("GMP"with the right to cease negotiations at any time and reject the proposal). Construction Manager shall not withdraw its Guaranteed Maximum Price proposal, and its proposal shall be irrevocable and open to acceptance by Owner for ninety (90) as set forth days after Owner’s receipt of the proposal. (3) The Guaranteed Maximum Price proposal must be prepared in the Contract Documentsformat specified by Owner which shall require a breakdown of estimated costs organized by trade, allowances, contingencies, insurance, bonds, Construction Manager’s General Conditions Work, and Construction Manager’s Construction Phase Fee. (4) The Guaranteed Maximum Price Proposal must include a written statement describing how it was derived and prepared, which shall include, at a minimum, a list of the Drawings and Specifications (including all addenda), and Owner’s General and/or Supplemental Conditions which were used in the preparation of the Guaranteed Maximum Price Proposal as calculated per Exhibit A well as any allowances, clarifications and assumptions made by the Construction Manager due to this Facilities Leasethe incompleteness of the Drawings and Specifications, and assumptions as to when Contract Documents will be issued. District The proposed Guaranteed Maximum Price Proposal must also include a statement of the estimated cost organized by trade categories, allowances, contingencies, insurance, bonds, and other items and the fee that comprise the Guaranteed Maximum Price. (5) In formulating the Guaranteed Maximum Price Proposal, Construction Manager shall only be responsible allow for the continued development and completion of the Drawings and Specifications which are reasonably inferable, except for material changes in scope, and the Guaranteed Maximum Price Proposal shall include a Construction Manager’s contingency to allow for costs in addition arising out of such development and completion which do not qualify for a change order. Amounts attributable to the GMP if: (a) the District orders changes to the Work pursuant to Section 15 clarifications, assumptions, and further development and completion of the General Conditions after the GMP is established and such changes are not clarifications that could have reasonably inferred from the Plans Drawings and Specifications at the time of finalizing the GMP; (b) costs increase due to Compensable Delays, each in a manner consistent with Section 14.01 of the General Conditions, or (c) there are concealed or unknown Site conditions (including Pre-Existing Hazardous Materials) discovered after the execution of this Facilities Lease which could not reasonably have been foreseen by Contractor in its review of the Site and which require additional costs. Unless one of these conditions apply, in no event shall the cumulative total of the Tenant Improvement Payments, along with the balance be specified as part of the Construction ContingencyManager’s contingency in an itemized breakdown as part of the proposal. (6) In formulating the Guaranteed Maximum Price Proposal, District Contingency, Lease Payments and anticipated retention, ever exceed the GMP. The GMP includes the Lease Payments, which Construction Manager shall be paid entitled to add no more than to the total of all costs by Districttrade, as set forth in Exhibit D. A "Construction Contingency" for Contractor's benefit shall be included in Exhibit A to this Facilities Lease. The Construction Contingency shall be a line item within the GMP. The Construction Contingency may be drawn upon only allowances and contingencies to cover Contractor's errors and omissions in its review of the Plans and Specifications to satisfy itself Construction Manager’s General Conditions Work, provided that said documents are adequate for the Project's construction, or errors and omissions in carrying out the Completion of the Project or for costs that are incurred in performing the Work that are not included in a specific line item or the basis for a Change Order under the Contract Documents. By way of example, and not as a limitation, such costs include scope gaps and work and material not explicitly stated but reasonably inferable from plans, subcontract buy-out gaps, delays in receipt of material (regardless of contractor’s fault), corrections in the work, and costs to correct damage or fixes resulting from activity without a clearly responsible party, and coordination issues. The Construction Contingency this markup shall not be used for changes allowed to the Work ordered by extent that Construction Manager has provided for the District pursuant to Section 15 cost of any of its General Conditions Work, as defined in Exhibit “I” within another category of its cost. Upon the determination of the Guaranteed Maximum Price for the entire Project, there will be no line item Guaranteed Maximum Price for General Conditions. Once the Construction Contingency has been exhaustedConditions Work, the Contractor shall have no further recourse against the District with respect to any category of cost intended to be covered by the Contractor Contingency Fund, including, but not limited to, design omissions or for work defectively performed by any other item in the Contractor. Should Schedule of Values. (7) Whenever the amount of words “Contract Sum” are used in the Construction Contingency be exceededOwner’s General and/or Supplemental Conditions, unless one of the conditions enumerated above applies, the unfunded costs they shall be borne by Contractor without increase deemed to the total cost under the GMP. A "District Contingency" for District's benefit shall be included in Exhibit A to this Facilities Lease. The District Contingency shall be a line item within the GMP. The District may, in its sole discretion, use the District Contingency for: (a) the District orders changes to the Work pursuant to Section 15 of the General Conditions after the GMP is established and such changes are not clarifications that could have reasonably inferred from the Plans and Specifications at the time of finalizing the GMP; (b) cost increases due to Compensable Delays, each in a manner consistent with Section 14.01 of the General Conditions, or (c) concealed or unknown Site conditions (including Pre-Existing Hazardous Materials) discovered after the execution of this Facilities Lease which could not reasonably have been foreseen by Contractor in its review of the Site and which require additional costs. The District Contingency shall not be used without the District's prior written consent. Any balance remaining in the Construction Contingency and the District Contingency shall be returned to District or kept by the District on termination of this Agreement. All proposed Construction Contingency and District Contingency draws must be approved in writing prior to payment by District, and shall be supported by detailed Contractor estimates or job cost records, including full documentation of the labor, material, equipment and Subcontractor costs involved, as described in Section 15 of the General Conditions. The timing and processing of approvals of requested Construction Contingency and District Contingency payments shall be the same as the timing of the approval of Contractor's application for normal Tenant Improvement Payments. Should the amount of the Construction Contingency be exceeded, the unfunded costs shall be borne by Contractor without increase to the total cost under the GMPmean “Guaranteed Maximum Price”.