Subcontractors & Lower Tier Subcontractors...

Subcontractors & Lower Tier Subcontractors Procedures

Original certified payrolls for all current jobs are due to Fortune Urban Construction labor compliance officer no

later than 7 days after the week ending date of that specific payroll. Payrolls are to be delivered to the following

office 444 Brickell Ave, Suite 301 Miami, FL 33131, between business hours 9:00AM – 6:00PM.

For example; If certified payroll week ending date is Wednesday 7/5/2017, originals are to be

delivered to our office no later than the following Wednesday 7/12/2017.

Certified Payrolls will be considered late if not receive by the due date.

Due to the urgency of payrolls being submitted on a timely manner, so that our funding is not affected, we have

established a new procedure.

If payrolls have not been received 2 days after the due date, a certified warning letter will be sent to the

owner/principal/qualifier of the company. You will have 24 hours to deliver the late payroll. If not received, a

default letter will be sent out to the owner/principal/qualifier of the company, effectively putting the company

on notice.

Note: Subcontractors with lower tier subs, you are responsible for your sub to maintain compliance.

If you are placed on default, this will negatively affect our future consideration with regards to using your

company on future projects.

If you have any questions, in regards to payroll or other documents due dates, contact the labor compliance

officer;

Jessica Colomer

(305) 460-9900 Ext. 501 [email protected]

Please govern yourself accordingly.

Acknowledgment of Receipt

________________________________

Company Name

_______________________________

Name

_______________________________

Title

_______________________________

Signature

________________________________

Date

mailto:[email protected]

Warning Letter

[Date]

[Name to Whom]

[Company Name]

[Company Address]

[Company Phone Number]

[Project name]

Reference: Past due certified payrolls

As per our procedures, which you have been previously notified of, [Company Name], is not complaint

with the Davis Bacon requirements. [Company Name] has failed to deliver certified payrolls. You have 24

hours from receipt of this warning letter to deliver the required certified payrolls. Required original

certified payrolls and related documents are to be delivered to 444 Brickell Ave, Suite 301 Miami, FL

33131, between our business Hours 9:00AM – 6:00PM, to Jessica Colomer, (305) 460-9900 Ext. 501.

If you fail to deliver certified payrolls within 24 hours, a default letter will be issued to [Company Name],

effective immediately.

Please govern yourself accordingly.

Best Regards,

Project No:

Contract No.:Click here to enter text.

Vendor No.:

Cost Code: Click here to enter text.

Page 1 Contractor ________ Subcontractor ________

SUBCONTRACT AGREEMENT

This Subcontract Agreement (hereinafter, this “Subcontract”), entered into this ______day of _________2017, by and between FORTUNE

URBAN CONSTRUCTION LLC, a Florida limited liability partnership, having an address of 315 S. Biscayne Blvd., Miami, FL 33131 (hereinafter

“Contractor”) and __________________________, a Florida corporation, having an address of __________________________ (hereinafter

“Subcontractor”). Contractor and Subcontractor are hereinafter collectively referred to as the “Parties.”

WHEREAS, Contractor and ___________________________ a Florida limited liability company (hereinafter “Owner”, which term shall cover

all of the Owner’s agents and representatives including as appropriate the Architect and any other person or entity to the extent the Contract Documents-

which are hereby incorporated by reference expressly give functions to such person or entity) have entered into a contract dated ____________________,

for the construction _________________________located at ________________________ (hereinafter the ‘Project’), according to the Contract

Documents listed in Exhibit “B” attached hereto (hereinafter “Contract Documents”) and available for Subcontractor’s review; and

WHEREAS, Contractor desires to subcontract certain work specified in the Contract Documents, and Subcontractor desires to perform said

work at the prices and upon the terms and conditions hereinafter expressed.

NOW THEREFORE, in consideration of the mutual agreements herein expressed, the Parties do contract as follows:

SUMMARY OF CONTRACT TERMS AND DETAILS:

Trade: ___________________________

Owner: ___________________________

Architect/Engineer: ___________________________

Project: ___________________________

Premises: ___________________________

Contractor: Fortune Urban Construction, LLC

Address: 315 S. Biscayne Blvd

City, State, Zip Code: Miami, Florida 33131

Phone: 305-460-9900

Fax No. 305-460-9911

Contact Person: Tomas Mesa

Subcontractor: ___________________________

Address: ___________________________

City, State, Zip Code: ___________________________

Phone: ___________________________

Fax No.

Contact Person: ___________________________

Subcontract Price: $ ___________________________

Payment Application Date: Subcontractor's application for payment is due on the _25_ day of the month with progress

projected thru the end of the month.

Retainage & Percentage: $ ___________________________ Percent (10%)

Work: The scope of the Subcontractor's work to be performed hereunder is attached hereto as Exhibit "A" and made a part hereof, subject

to the terms and conditions of this Agreement and the additional provisions attached hereto as Exhibit "B” and made a part hereof (the

"Additional Provisions"), if any.

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TABLE OF CONTENTS

1. Subcontractor’s Work: ...................................................................................................................................................................................... 2

2. Complete Agreement: ....................................................................................................................................................................................... 3

3. Performance and Payment Bonds: ................................................................................................................................................................... 3

4. Payment ............................................................................................................................................................................................................. 3

5. Subcontractor’s investigations and Representations ..................................................................................................................................... 4

6. Subcontractor’s Liability ................................................................................................................................................................................... 4

7. Subcontractor’s Insurance ............................................................................................................................................................................... 5

8. Time of Performance ......................................................................................................................................................................................... 5

9. Changes ............................................................................................................................................................................................................. 5

10. Subcontractor’s Failure to Perform .................................................................................................................................................................. 6

11. Settlement of Dispute ........................................................................................................................................................................................ 6

12. Warranty ............................................................................................................................................................................................................. 7

13. Lien ..................................................................................................................................................................................................................... 7

14. Inspection and Acceptance .............................................................................................................................................................................. 7

15. Inconsistencies and Omissions ....................................................................................................................................................................... 8

16. Termination for Convenience ........................................................................................................................................................................... 8

17. Approvals ........................................................................................................................................................................................................... 8

18. Cleanup .............................................................................................................................................................................................................. 8

19. Assignment and Subcontracting ...................................................................................................................................................................... 8

20. Patents and Royalties ....................................................................................................................................................................................... 8

21. Taxes and Permits ............................................................................................................................................................................................. 8

22. Laws, Regulations and Ordinances .................................................................................................................................................................. 9

23. Safety ................................................................................................................................................................................................................. 9

24. Labor .................................................................................................................................................................................................................. 9

25. Equal Opportunity ........................................................................................................................................................................................... 10

26. Information Required by Owner ..................................................................................................................................................................... 10

27. Privity ............................................................................................................................................................................................................... 10

28. Notices ............................................................................................................................................................................................................. 10

29. Severability and Waiver .................................................................................................................................................................................. 10

30. Interpretation of Contract Documents............................................................................................................................................................ 10

31. Advertising - Signs .......................................................................................................................................................................................... 11

32. Miscellaneous .................................................................................................................................................................................................. 11

1. Subcontractor’s Work:

a. Subcontractor shall perform all work and shall furnish all supervision, labor, materials, plant, scaffolding, tools, equipment,

supplies and all other things necessary for the construction and completion of the work described in the Scope of Work (attached hereto and incorporated

herein as Exhibit “A”) in strict accordance and full compliance with the terms of the Contract Documents (incorporated herein by reference) and this

Subcontract and to the satisfaction of Contractor and the Owner.

b. In respect of work covered by this Subcontract, Subcontractor shall, except as otherwise provided herein, have all rights

which Contractor has under the Contract Documents toward the Owner. Subcontractor shall assume all obligations, risks and responsibilities which

Contractor has assumed towards the Owner in accordance with the Contract Documents. Subcontractor shall have the right to enforce its rights and

remedies and to defend against claims against it by the Owner as provided in Article II.

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2. Complete Agreement:

This Subcontract, and its corresponding Exhibits, contains the entire agreement between the Parties hereto with respect to the matters covered

herein. No other agreements, representations, warranties, or other matters, oral or written, shall be deemed to bind the Parties hereto.

3. Performance and Payment Bonds:

a. Subcontractor shall / shall not , at the expense of Subcontractor, furnish to Contractor performance and payment

bonds in the form attached hereto (Exhibit “D”) from a surety acceptable to Contractor and Owner, each in the full amount of this Subcontract.

b. If Subcontractor has not been required to furnish bonds or if Contractor desires Subcontractor to provide additional bond

coverage, Contractor may, at any time upon written request, instruct Subcontractor to provide, within ten (10) days, performance and payment bonds, in

a form and from a surety acceptable to Contractor, in an amount up to the then current full value of this Subcontract. In this event, Contractor will reimburse

Subcontractor for reasonable bond premium.

c. The payment of any incremental increase in the cost of bonds arising as a result of changes in the work shall be the

responsibility of Subcontractor and may be included as a part of Subcontractor’s price quotation for proposed changes pursuant to Article 9.

4. Payment

a. The total sum payable to Subcontractor for performance of the work subject to additions and deductions by change order

or other Subcontract provisions is Contract Value of ______________________________________________________ and 00/100 DOLLARS ($

___________ ) (the “Total Sum”). No later than ten (10) days after the execution of this Subcontract, Subcontractor shall submit to Contractor for

Contractor's approval a breakdown of the Subcontract's Total Sum (showing the amount included therein in each principal category of work which may

also be referred to as a schedule of values). If Contractor disapproves the breakdown that Subcontractor provides, then Contractor shall establish, in its

sole, but reasonable discretion, a breakdown which shall serve as the percentage completion basis for all partial or progress payments made hereunder.

b. Partial or progress payments shall be requested by Subcontractor using the then current application form supplied by

Contractor and submitted as directed by Contractor. Each such application submitted shall accurately reflect the Subcontractor’s work in place, expressed

as a percentage of completion of the amounts in each principal category of work in the said breakdown or schedule of values. Each partial or progress

payment shall be based on the amount of the work completed by Subcontractor since commencement or the prior payment application, whichever is more

recent, which amount of work has been approved by Contractor and Owner, and for which payment has been made to Contractor by Owner. Contractor

shall retain ten percent (10%) ("Retainage") of each partial or progress payment for Subcontractor's work. Nothing contained in this Section shall be

deemed a waiver of any other right or remedy of Contractor.

c. Partial payments shall be due on or about the 10th day following receipt of payment from the Owner by Contractor provided

Subcontractor is in compliance with the terms of this Subcontract. Contractor's receipt of payment from Owner is a condition precedent to Contractor's

obligations to make payment to Subcontractor for performance of the work. Nothing in this provision shall be construed to affect Subcontractor's rights to

file a lien against Owner's property in the event Owner fails to pay Contractor all amounts due Subcontractor. In the event of nonpayment by Owner, a

possibility and risk which Subcontractor understands and accepts, Contractor shall assign to Subcontractor Contractor's right to payment from Owner and

Subcontractor accepts such assignment from Contractor and waives any claim against Contractor for amounts assigned to Subcontractor. Promptly after

Contractor's receipt of payment from Owner for Subcontractor's work, Contractor shall pay Subcontractor for performance of the work.

d. Subcontractor shall ensure that all lower-tier subcontractors and employees, at all times, are timely paid all amounts due in

connection with the performance of this Subcontract. After the first partial payment hereunder, Contractor shall have the right to withhold any subsequent

partial payments until Subcontractor submits evidence satisfactory to Contractor that all amounts owed in connection with performance of this Subcontract

have been paid Further, Subcontractor agrees that Contractor, after giving notice to Subcontractor, may pay all persons who have not been paid the

monies due than in connection with this Subcontract whether or not a lien has been filed, unless Subcontractor, within 10 days of receipt of notice or such

shorter period as Contractor finds necessary to meet its obligations to the Owner, (i) demonstrates that such sums are not due and (ii) provides Contractor

adequate security.

e. In the event Contractor pays or indemnifies any person in accordance with this Subcontract, Subcontractor shall immediately

reimburse Contractor for the full cost thereof. Subcontractor shall, to the extent that Contractor has not recovered said amounts pursuant to withholding,

pay said amounts to Contractor upon demand. Subcontractor shall also immediately reimburse Contractor for any amounts paid under Contractor’s

payment bond in connection with this Subcontract and indemnified by Contractor.

f. All material and work incorporated into the Project or for which partial payment has been made shall become the property

of Contractor, or, if the Contract Documents so provide, the property of the Owner; however, this provision shall not relieve Subcontractor from the sole

responsibility and liability for all work and materials upon which payments have been made until final acceptance thereof by the Owner.

g. Contractor may withhold amounts otherwise due under this Subcontract or any other agreement between the Parties to

cover Contractor’s reasonable estimate of any costs or liability Contractor has incurred or may incur for which Subcontractor may be responsible under

this Subcontract or any other agreement between the Parties. For purposes of this paragraph 4g, the phrase any other agreement between the Parties

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shall be deemed to include any agreement between Subcontractor and Contractor or any joint venture or other entity in which Contractor has an ownership

interest. Appropriate adjustments to withholdings shall be made when the exact amounts owed are determined.

h. Final payment, subject to withholdings permitted hereunder, shall not be due until after the last of the following to occur:

after Subcontractor’s work has been completed and approved by the Owner, the entire Project is complete, all final payment prerequisites under the

Contract Documents have been satisfied, satisfactory proof of payment of all amounts owed by Subcontractor in connection with this Subcontract has

been provided, has been complied with, and Contractor has been paid in full for the entire Project.

i. Subcontractor shall cooperate fully with Contractor in securing payment to Contractor by the Owner including but not limited

to providing such supporting documentation as the Owner or Contractor may require.

j. At any time all monies due Contractor from the Owner are not paid because of Owner withholding, Contractor will, in its sole

discretion, apportion the nonpayment equitably and reduce the payments otherwise due Subcontractor accordingly. Subcontractor agrees that It relies for

payment for all work performed pursuant to this Subcontract on the credit and ability to pay of the Owner, and not that of Contractor, and Subcontractor

agrees that payment by the Owner to Contractor for work performed by the Subcontractor or its lower-tier subcontractors is a condition precedent to any

payment obligation of Contractor to Subcontractor. Subcontractor agrees that the liability of Contractor’s sureties on any bond for payment to Subcontractor

is subject to the same conditions precedent as are applicable to Contractor’s liability to Subcontractor.

k. Neither partial nor final payment shall constitute or imply acceptance of work or materials.

l. If item 24. d. or 24. e. applies to this contract, Contractor may withhold amounts otherwise due under this Subcontract or

any other agreement between the Parties until Subcontractor and/or its lower-tier subcontractors are in full compliance with the Davis Bacon Act and/or

Section 3. Subcontractor must conform to the compliance guide attached hereto and incorporated herein as Exhibit “H”.

5. Subcontractor’s investigations and Representations

Subcontractor represents that it is fully qualified to perform this Subcontract, and acknowledges that, prior to the execution of this Subcontract,

it has (a) by its own independent investigation ascertained (i) the work required by this Subcontract, (ii) the conditions involved in performing the work, and

(iii) the obligations of this Subcontract and the Contract Documents; and (b) verified all information furnished by Contractor or others satisfying itself as to

the correctness and accuracy of that information. Any failure by Subcontractor to investigate independently and become fully informed will not relieve

Subcontractor from its responsibilities hereunder.

6. Subcontractor’s Liability

a. Subcontractor shall defend, pay, discharge, satisfy, indemnify and hold harmless Owner, Contractor, JMP Contractors, Inc.,

Related NY Holdings, LLC, and all of their respective officers, directors, shareholders, members, managers, partners, general partners, agents,

representatives, affiliates, and employees of the entities that comprise Owner and Contractor, as appropriate (collectively, the “Indemnitees” and each an

“Indemnitee”), from and against any and all liabilities, losses, obligations, debts, claims, demands, liens, cause or causes of action, suits, damages, costs

or expenses, including reasonable attorneys’ fees and costs (collectively, the “Loss”), to the proportionate extent caused by any of the following:

(i) any misfeasance, malfeasance, nonfeasance, breach of warranty or breach of this Subcontract by Subcontractor, its

agent(s), servant(s), employee(s), invitee(s), licensee(s), permitee(s), independent contractor(s) or sub-subcontractor(s) in

the performance of the work;

(ii) the failure by Subcontractor to make any payment to a sub-subcontractor, material supplier or laborer as and when due;

and

(iii) accidents or injuries (including, but not limited to, death) to persons or property occasioned by the negligent, willful, wanton,

intentional, or reckless act or acts of Subcontractor, its employees, agents, representatives, sub-subcontractors,

materialmen, of any tier, or their respective employees, whether or not insured and whether or not singularly or jointly caused

by any third party, except and excluding an Indemnitee; or

(iv) statutory violations or punitive damages caused by or resulting from the acts or omissions of Subcontractor and its sub-

subcontractors, materialmen or agents of any tier or their respective employees.

Should any Loss set forth in Article 6.a, including its subparts, be based in part, but not in whole, upon the Indemnitees’ acts or omissions, then

Subcontractor’s obligations under Article 6.a, including its subparts, shall be limited to that portion of the Loss that is not based upon the Indemnitees’ acts

or omissions.

b. Subcontractor hereby assumes sole responsibility and liability for all work, supervision, labor and materials provided

hereunder, whether or not erected in place, and for all plant, scaffolding, tools, equipment, supplies and other things provided by Subcontractor until final

acceptance of work by the Owner. In the event or any loss, damage or destruction thereof from any cause, Subcontractor shall be liable therefor, and

shall repair, rebuild and make good said loss, damage or destruction at Subcontractor’s cost.

c. Subcontractor shall be liable to Contractor for all costs Contractor incurs as a result of Subcontractor’s failure to perform

this Subcontract in accordance with its terms. Subcontractor’s failure to perform shall include the failure of its lower-tier subcontractors to perform.

Subcontractor’s liability shall include but not be limited to (1) damages and other delay costs payable by Contractor to the Owner; (2) Contractor’s increased

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costs of performance, such as extended overhead and increased performance costs resulting from Subcontractor-caused delays or improper

Subcontractor work; (3) warranty and rework costs; (4) liability to third parties; (5) excess re-procurement costs; (6) consultants’ fees; and (7) attorneys’

fees and related costs.

d. In the event that Subcontractor or any of its agents, employees, suppliers, or lower-tier subcontractors use or operate any

machinery, tools, scaffolding, fail protection devices, hoists, lifts, cranes or any other items or equipment belonging to or under the control of Contractor or

any other indemnified party, Subcontractor shall assume full responsibility for such use or operation and shall be liable to Contractor for any resulting loss

or damage (including bodily injury or death or damage to property), and Subcontractor shall at its own expense and to the extent permitted by applicable

law, indemnity, defend and hold Contractor and all other indemnified parties harmless from any such loss or damage (including bodily injury or death or

damage to property), and Subcontractor shall waive any claims of subrogation by its insurers.

e. Subcontractor’s assumption of liability is independent from, and not limited in any manner by, the Subcontractor’s insurance

coverage obtained pursuant to Article 7, or otherwise. All amounts owed by Subcontractor to Contractor as a result of the liability provisions of this

Subcontract shall be paid upon demand.

f. Subcontractor’s liability for Contractor’s costs under this Article 6, and under Articles 4, 10, 14, 22, and 23, shall include a

10% markup on the costs set forth therein. This markup is not a penalty but is established as liquidated damages to compensate Contractor for its

additional costs not readily ascertainable and/or to allow Contractor a reasonable profit on work which Contractor must perform as a result of

Subcontractors failure to perform property.

g. The Subcontract price includes one hundred dollars ($100.00) as specific consideration for indemnification under this

Subcontract.

7. Subcontractor’s Insurance

a. Subcontractor shall procure, maintain and pay for the following insurance during the entire progress of the Work: (i) Statutory

Worker’s Compensation coverage and employer’s liability with a $500,000 limit; (ii) Commercial Comprehensive General Liability with coverage for

Personal Injury, Bodily Injury, Premises Operations (including X, C and U coverage), and Broad Form Property Damage Liability on an occurrence basis

with combined single limits of $1,000,000 or the amount of Subcontractor’s basic and umbrella comprehensive insurance policy or policies, whichever is

greater and shall include coverage for all operations performed by Subcontractor and include provisions for breach of conditions, cross-liability and

severability of interests; and, (iii) Comprehensive Automobile liability coverage covering all owned, hired and non–owned vehicles of Subcontractor, on a

comprehensive basis with the same limit as the comprehensive general liability insurance. Subcontractor also agrees to furnish Contractor with suitable

evidence that insurance has been taken out, will continue in force until the completion of the Work and will not be canceled without thirty (30) days prior

notice to Contractor. Subcontractor shall obtain and deliver to Contractor, prior to commencement of the Work, endorsements to all required insurance

policies establishing Owner, Contractor, JMP Contractors, Inc., and Related NY Holdings, LLC, as additional insureds under the policies. A copy of the

insurance certificates evidencing the above insurance shall be provided to Contractor prior to commencement of the Work and shall be annexed to this

Subcontract (Form of Certificate-ACORD 25).

b. Subcontractor waives all rights of recovery against Contractor, Owner, and such other parties as are required by Contractor

and/or the Contract Documents, for losses within the scope of Subcontractor’s insurance.

c. Subcontractor shall provide Contractor with certified copies of insurance policies required by Article 7a.

8. Time of Performance

a. Subcontractor will proceed with the work in a prompt and diligent manner, in accordance with Contractor’s schedules as

reasonably amended from time to time. Subcontractor shall be liable to Contractor for failure to adhere to Contractor’s schedules including amendments

even if such schedules differ from schedules set forth in the Contract Documents or the time of completion called for by the Contract Documents. TIME

IS OF THE ESSENCE WITH RESPECT TO ALL OF SUBCONTRACTOR’S OBLIGATIONS HEREUNDER.

b. If requested by Contractor, Subcontractor shall submit detailed schedules for performance of the Subcontract, in a form

acceptable to Contractor, which shall comply with all scheduling requirements of the Contract Documents and of paragraph a. above. Contractor may

from time to time, at its sole discretion, direct Subcontractor to make reasonable modifications and revisions in such schedules.

c. Subcontractor will coordinate its work with the work of Contractor, other subcontractors, and the Owner’s other contractors,

if any, so no delays or interference will occur in completion of any part of, or all of, the Project.

d. In the event of any delay to the Subcontractor that is a critical path item and not the fault of Subcontractor, the Subcontractor

shall be entitled, as its sole and exclusive remedy, to an extension of the Contract Time.

9. Changes

a. Contractor may, at any time, unilaterally or by agreement with Subcontractor, without notice to the sureties, make changes

in the work covered by this Subcontract. Any unilateral order or agreement under this Article 9.a, shall be in writing. Subcontractor shall perform the work

as changed without delay.

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b. Subcontractor shall submit to Contractor any requests or claims for adjustment in the price, schedule or other provisions of

the Subcontract for changes directed by the Owner, as a result of deficiencies or discrepancies in the Contract Documents, or for circumstances otherwise

permitted by the Contract Documents. Said requests or claims shall be submitted in writing by Subcontractor within 3 days of discovery. Contractor shall

process said requests or claims in the manner provided by and according to the provisions of the Contract Documents so as to protect the interest of

Subcontractor and others including Contractor. Subcontract adjustments shall be made only to the extent that Contractor is entitled to relief from or must

grant relief to the Owner. Further, each Subcontract adjustment shall be equal only to Subcontractor’s allocable share adjustment in Contractor’s contract

with the Owner. Subcontractor’s allocable share shall be determined by Contractor, after allowance of Contractor normal overhead’ and profit on any

recovery and Contractor’s expense of recovery, by making a reasonable apportionment, if applicable, between Subcontractor, Contractor and other

subcontractors or persons with interests in the adjustment. Contractor shall include an allowance of three percent (3%) for Subcontractor’s profit, and one

percent (1%) for Subcontractor’s overhead, of the total allocable share amount, in any such allocable share adjustment to Subcontractor. This paragraph

shall also cover other equitable adjustments or other relief allowed by the Contract Documents.

c. Contractor’s receipt of payment from the Owner on account of approved changes made by the Owner shall be a condition

precedent to Contractor’s obligation to make payment for changed work to Subcontractor. Each payment to Subcontractor on account of pending change

orders shall be equal to Subcontractor’s allocable share of Contractor’s payment from the Owner for the pending change as reasonably determined by

Contractor. Amounts paid on account of pending changes are provisional and not an admission of liability and shall be repaid to Contractor on demand

whenever Contractor determines there has been an overpayment.

d. For changes ordered by Contractor independent of the Owner or the Contract Documents, Subcontractor shall be entitled

to equitable adjustment in the Subcontract price. If Subcontractor considers any action or inaction by Contractor other than a formal change order to be a

change, it shall so notify Contractor within three (3) days of said action or inaction and seek a confirmation from Contractor. Failure to comply with said

confirmation procedure shall constitute a waiver of the right to compensation for the action or inaction.

e. Subcontractor shall, within seven (7) days of a Contractor request, submit a reasonable price quotation for proposed

changes with supporting documentation, including detailed estimate and sub subcontractor and vendor negotiated proposals. If Subcontractor does not

and Contractor is required to submit a price quotation to the Owner which includes a proposed change to Subcontractor’s work, Contractor shall use its

best estimate of the proposed change as it affects the Subcontract in its quotation to the Owner, which estimate shall be the maximum equitable adjustment

due to Subcontractor.

10. Subcontractor’s Failure to Perform

a. If, in the opinion of Contractor, Subcontractor shall at any time (1) refuse or fail to provide sufficient properly skilled workers,

adequate supervision or material of the proper quality, (2) fail in any material respect to prosecute the work according to Contractor’s current schedule, (3)

cause, by any action or omission, the stoppage or delay of or interference with the work of Contractor or of any other contractor or subcontractor, (4) fail

to comply with any provision of this Subcontract or the Contract Documents, (5) make a general assignment for the benefit of its creditors, (6) have a

receiver appointed, or (7) become insolvent, then, after serving three (3) days written notice, unless the condition specified in such notice shall have been

eliminated within such three (3) days, Contractor, at its option, without voiding the other provisions of this Subcontract and without notice to the sureties,

may (i) take such steps as are necessary to overcome the condition, In which case the Subcontractor shall be liable to Contractor for the cost thereof, (ii)

terminate for default Subcontractor’s performance of all or a part of the Subcontract work, or (iii) obtain specific performance or interlocutory mandatory

Injunctive relief requiring performance of Subcontractor’s obligations hereunder, it being agreed by Subcontractor that such relief may be necessary to

avoid irreparable harm to Contractor and/or the Owner. In the event of termination for default, Contractor may, at its option, (a) enter on the premises and

take possession, for the purpose of completing the work, of all materials and equipment of Subcontractor, (b) take assignment of any or all of

Subcontractor’s subcontracts, and/or (c) either itself or through others complete the work by whatever method Contractor may deem expedient. In case

of termination for default, Subcontractor shall not be entitled to receive any other payment until the work shall be fully completed and accepted by the

Owner and payment in full made by the Owner. At such time, if the unpaid balance of the price to be paid shall exceed the expense incurred by Contractor

including overhead and profit, such excess shall be paid by Contractor to Subcontractor. If such amount shall exceed such unpaid balance, the

Subcontractor shall pay Contractor the difference on demand.

b. If Contractor wrongfully exercises its option under Article 10.a(i), that action shall be treated as a deductive change. If

Contractor wrongfully exercises its option under Article 10.a.(ii), that termination for default shall be considered a termination for Contractor’s convenience

and Subcontractor shall be entitled to the applicable compensation provided in Article 16. Subcontractor’s remedies under this Article 10b, shall be

exclusive. Nothing herein shall bar withholdings by Contractor permitted by other provisions of this Subcontract.

11. Settlement of Dispute

a. In the event of any dispute involving the work performed or to be performed, Contractor shall issue a decision which shall

be followed by Subcontractor, without interruption, deficiency, or delay. If Subcontractor does not agree with such decision, Subcontractor may make a

claim under Article 9, and the matter shall be resolved as set forth in Article 11.b, or 11.c, as applicable. If the Subcontractor prevails, Subcontractor’s

sole remedy shall be an equitable adjustment determined as provided in Article 11.b, or 11.c, as applicable. In addition to notice required by Article 9.d or

the Contract Documents, notification of any claim for the equitable adjustment must be asserted in writing not later than ten (10) days after Subcontractor’s

knowledge of the claim, and if Article 11.h is applicable, within sufficient time to allow Contractor to give notice to the Owner under the Contract Documents.

b. In case of any dispute between Contractor and Subcontractor, in any way relating to or arising from any act or omission of

the Owner or involving the Contract Documents, Subcontractor agrees to be bound to Contractor to the same extent that Contractor is bound to the Owner,

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by the terms of the Contract Documents, and by any and all preliminary and final decisions or determinations made thereunder by the party, board or court

so authorized in the Contract Documents or by law, whether or not Subcontractor is a party to such proceedings. In Case of such dispute, Subcontractor

will comply with all provisions of the Contract Documents allowing a reasonable time for Contractor to analyze and forward to the Owner any required

communications or documentation. Contractor will, at its option, (1) present to the Owner, in Contractor’s name, or (2) authorize Subcontractor to present

to the Owner, in Contractor’s name, all of Subcontractor’s claims and answer the Owner’s claims involving Subcontractor’s work, whenever Contractor is

permitted to do so by the terms of the Contract Documents. Contractor will invoke on behalf of Subcontractor, or allow Subcontractor to invoke, those

provisions in the Contract Documents for determining disputes. Nothing herein shall require Contractor to certify a claim under a government contract

when it cannot do so in good faith. If such dispute is prosecuted or defended by Contractor, Subcontractor, at its own expense, agrees to furnish all

documents, statements, witnesses, and other information required by Contractor and to pay or reimburse Contractor for all costs incurred by Contractor

in connection with the dispute including attorneys’ fees. The Total Sum shall be adjusted by Subcontractor’s allocable share determined in accordance

with Article 9 hereof.

c. To the extent not resolved under Article 11.b above, any claims or disputes between Contractor and Subcontractor arising

out of, or relating to, this Subcontract shall be resolved by a court of having jurisdiction over such claims or disputes. Contractor and Subcontractor

expressly consent to, and agree that, the exclusive jurisdiction and venue for any suit relating to or arising from this Subcontract shall be in Miami-Dade

County, Florida only. CONTRACTOR AND SUBCONTRACTOR HEREBY KNOWINGLY, IRREVOCABLY, VOLUNTARILY AND INTENTIONALLY

WAIVE ANY RIGHT EITHER MAY HAVE TO A TRIAL BY JURY IN RESPECT OF ANY ACTION, PROCEEDING OR COUNTERCLAIM BASED UPON

THIS CONTRACT, OR ARISING OUT OF, UNDER, OR IN CONNECTION WITH THE CONSTRUCTION OF THE WORK OR ANY COURSE OF

CONDUCT, COURSE OF DEALING, STATEMENTS (WHETHER VERBAL OR WRITTEN) OR ACTIONS OF ANY PARTY. THE PARTIES

SPECIFICALLY AGREE TO HAVE ALL DISPUTES RELATING TO OR ARISING FROM THIS CONTRACT HEARD BY A JUDGE SITTING WITHOUT

A JURY. The Contract shall be governed by the laws of the State of Florida.

12. Warranty

Subcontractor warrants its work hereunder to Contractor on the same terms, and for the same period, as Contractor warrants the work to the

Owner under the Contract Documents; and, with respect to Subcontractor’s work, Subcontractor shall assume all warranty obligations and responsibilities

of Contractor under the Contract Documents.

13. Lien

a. In the event that liens are filed by anyone in relation to the labor and/or material furnished pursuant to this Subcontract,

Subcontractor agrees to have the same discharged or transferred, by posting a bond with the appropriate authorities, or otherwise, within three (3) days

of notice. In the event such lien in not so discharged or transferred, Contractor may discharge or transfer the lien itself, holding Subcontractor responsible

for all costs and obligations incurred.

b. Subcontractor shall, as part of each request for partial payment other than the initial request, furnish claim releases and lien

waivers with respect to all work performed and materials supplied through the date of the immediately preceding Application for Payment in the form

attached hereto as Exhibit “C”.

c. Prior to final payment, Subcontractor shall provide to Contractor a release of its liens and claims and all liens and claims of

all persons furnishing labor and/or materials for the performance of this Subcontract, and satisfactory evidence that there are no other liens or claims

whatsoever outstanding against the work relating to this Subcontract.

14. Inspection and Acceptance

a. Subcontractor shall provide appropriate facilities at all reasonable times for inspection by Contractor or the Owner of the

work and materials provided under this Subcontract, whether at the Project site or any other place where such work or materials may be in preparation,

manufacture, storage or installation. Subcontractor shall promptly replace or correct any work or materials which Contractor or the Owner shall reject as

failing to conform to the requirements of this Subcontract. If Subcontractor does not do so within a reasonable time, Contractor shall have the right to do

so and Subcontractor shall be liable to Contractor for the cost thereof. If in the opinion of Contractor, it is not expedient to correct or replace all or any part

of rejected work or materials, then Contractor, at its option, may deduct from the payments due, or to become due, to Subcontractor, such amount as, in

Contractor’s reasonable judgment, will represent (i) the difference between the fair value of the rejected work and materials and the value thereof if it

complied with this Subcontract, or (ii) the cost of correction, whichever Contractor determines is more appropriate.

b. Subcontractor’s remedy for wrongful rejection of work pursuant to Article 14.a, shall be limited to Contractor’s remedy under

the Contract Documents if rejection is by the Owner or by Contractor at request of the Owner. Contractor shall be liable for any increased direct costs

caused by its wrongful rejection of work if the Owner was not involved in said rejection.

c. The work shall be accepted according to the terms of the Contract Documents. However, unless otherwise agreed in

writing, entrance and use by the Owner or Contractor, shall not constitute acceptance of the work.

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15. Inconsistencies and Omissions

Should inconsistencies or omissions appear in the Contract Documents, it shall be the duty of Subcontractor to timely notify Contractor in writing.

Upon receipt of said notice, Contractor shall instruct Subcontractor as to the measures to be taken, and Subcontractor shall comply with Contractor’s

instructions. Nothing herein shall bar Subcontractor’s right to seek adjustment under Article 9.b, if allowable under the Contract Documents.

16. Termination for Convenience

Contractor shall have the right to terminate for convenience Subcontractor’s performance of all or a part of the Subcontract work by providing

Subcontractor with a written notice of termination for convenience, to be effective upon receipt by Subcontractor. If there has been a termination of

Contractor’s contract with the Owner, the Subcontractor shall be paid the amount due from the Owner for its work, as provided in the Contract Documents,

after payment therefor by the Owner to Contractor. If Contractor’s contract has not been terminated, Subcontractor shall be paid the reasonable value of

work performed by Subcontractor prior to termination plus reasonable direct close-out costs but in no event shall Subcontractor be entitled to unabsorbed

overhead or anticipatory profit. If no work has been performed by Subcontractor at the time of termination, Subcontractor shall be paid the sum of $100.00

for its undertaking an obligation to perform.

17. Approvals

a. Subcontractor warrants and agrees that all requisite approvals from the Owner as to its eligibility to serve as a subcontractor

and the approvals of all materials and performance of the work as required by the Contract Documents are obtainable.

b. Subcontractor shall deliver to Contractor copies of shop drawings, cuts, samples, material lists and other submissions

required by Contractor or the Contract Documents within sufficient time so as not to delay performance of the Project or within sufficient time for Contractor

to submit the same within the time stated in the Contract Documents, whichever is earlier. Submissions shall be in strict accordance with the Contract

Documents, provided however, that if Subcontractor wishes to propose a deviation from the Contract Documents, such deviation shall be clearly identified

on the submission and accompanied by a letter describing such deviation in detail and the effect, if any, on Subcontractor’s work and time of performance.

Requested deviations will be allowed only when specific written approval referencing the deviation is given to Subcontractor. No general approval granted

by Contractor or the Owner shall relieve Subcontractor from complying with the Contract Documents.

c. Contractor’s review of shop drawings, cuts, samples, material lists and other submissions shall not be construed as a

complete check or approval nor shall it relieve the Subcontractor from responsibility for errors of any sort therein, or from the necessity of furnishing any

work required by the Contract Documents which may have been omitted from the shop drawings, exits, samples, material lists or other submissions.

18. Cleanup

Subcontractor shall clean its work and remove all debris resulting from its work in a manner that will not impede either the progress of the Project

or of other trades. Contractor shall have the right to perform cleanup itself and charge Subcontractor the reasonable cost thereof including an allocation

of the cost of cleanup not identifiable to any source.

19. Assignment and Subcontracting

a. Subcontractor shall not assign or transfer this Subcontract, or funds due hereunder, without the prior written consent of

Subcontractor’s surety and Contractor. Contractor shall not unreasonably withhold its consent to the assignment of funds due hereunder. Lower-tier

subcontracts are subject to the provisions of this Subcontract, and Subcontractor shall insert in Subcontractor’s subcontracts all provisions required by the

Contract Documents or necessary to enable Subcontractor to comply with the terms hereof. Subcontracting by Subcontractor shall not abrogate any

obligation of Subcontractor under this Subcontract.

b. Subcontractor, by execution of this Subcontract, contingently assigns to Contractor all of Subcontractor’s subcontracts. The

assignment of each of Subcontractor’s subcontracts shall take effect only upon Subcontractor’s termination for default under Article 10.a. and Contractor’s

affirmative acceptance of the assignment of the specific subcontract by written notice to Subcontractor and Subcontractor ’s subcontractor. Contractor

shall have no liability to any of Subcontractor’s subcontractors unless and until Contractor affirmatively accepts the assignment as provided above.

20. Patents and Royalties

Except as otherwise provided by the Contract Documents, Subcontractor shall pay all royalties and license fees which may be due with respect

to its work. Subcontractor shall defend all suits or claims for infringement of any patent rights that may be brought against Contractor or the Owner arising

out of its work, and shall be liable to Contractor and the Owner for all loss, including all costs and expenses, on account thereof.

21. Taxes and Permits

a. Except as otherwise provided by the Contract Documents, Subcontractor agrees to pay and comply with and hold Contractor

harmless against the payment of all Federal, state and local contributions, taxes, duties or premiums arising out of the performance of this Subcontract,

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and all sales, use or other duties or taxes of whatever nature levied or encased against the Owner, Contractor, or Subcontractor arising out of this

Subcontract, including any interest or penalties. Subcontractor waives any and all claims for additional compensation because of any new duties or taxes

or any increase in the aforementioned duties or taxes unless payment therefor is specifically provided for in the Contract Documents.

b. Subcontractor shall obtain and pay for all permits, licenses, fees and certificates of inspection necessary for the prosecution

and completion of work, and Subcontractor shall arrange for all necessary inspections and approvals by public officials.

c. Subcontractor acknowledges that Owner and/or Contractor is eligible for certain building materials sales tax refunds or

credits pursuant to Florida Statutes Chapter 212 and Subcontractor agrees to the following:

(i) On a monthly basis upon submission of a pay request to Contractor, Subcontractor agrees to provide copies of invoices

from the vendors from which they purchased the building materials used for the Project.

(ii) In the event that Subcontractor made bulk purchases of materials, some of which may not have been used in the Project,

or, in the event that Subcontractor accrues use tax liability to the State of Florida, Subcontractor agrees to supply Contractor

or Owner. such other information and documentation requested by Contractor or Owner. including, but not limited to, sworn

statements identifying the quantity of material used and that sales tax has been paid, accrued, etc., to prove to the

reasonable satisfaction of the Florida Department of Revenue that sales tax was or will be paid on building materials used

for the Project.

22. Laws, Regulations and Ordinances

a. Subcontractor shall be bound by, and, at its own cost, shall comply with all Federal, state and local laws, codes, ordinances

and regulations applicable to this Subcontract and the performance of the work hereunder whether by reason or general law or by reason of provisions in

the Contract Documents. “Subcontractor shall be required to sign the attached Certification of Compliance as a material term of the Subcontractor

Agreement, See Exhibit “I”. Subcontractor and all lower-tier subcontractors shall be duly licensed to operate under the law of the applicable jurisdictions.

b. Specifically, and without limitation, Subcontractor and all employees and agents thereof shall comply with the applicable

requirements issued pursuant to the Occupational Safety and Health Act of 1970, as amended, all other applicable health and safety laws and regulations,

and all laws and regulations applicable to the hiring of aliens.

c. Subcontractor shall be liable to Contractor and the Owner for all loss, cost and expense attributable to any acts of

commission or omission by Subcontractor, its employees and agents, and lower-tier subcontractors resulting from failure to comply with any Federal, state

or local laws, codes, ordinances or regulations including, but not limited to, any fines, penalties or corrective measures.

d. Unless otherwise provided in the Contract Documents, the terms and conditions of this Subcontract shall be interpreted in

accordance with the laws of the jurisdiction where the Project is located.

23. Safety

a. Subcontractor acknowledges that it has as obligation to perform its work using safe and healthful methods and to comply

with its company safety and health program and hazard communication (HAZCOM) program for the Project, the Project Documents, the Subcontract, the

Occupational Safety and Health Administration standards, and all other federal, state, and local codes, laws, and regulations.

b. Subcontractor accepts responsibility for the management and implementation of its company safety and health program

and HAZCOM program for this Project and shall ensure that its employees, subcontractors and suppliers, regardless of tier, know, understand, properly

implement and are held accountable for the complete project safety and health program requirements. Subcontractor assumes full responsibility to provide

and maintain, within its scope of work, a safe and healthful workplace for its employees, as well as for the benefit of all contractors, fellow workers and the

general public. Subcontractor agrees to assume the obligation to notify Contractor of all hazards discovered that it does not control or did not create.

c. Subcontractor shall be liable to Contractor for any additional costs Contractor incurs as a result of Subcontractor’s failure to

operate safely. Contractor may conduct safety inspections from time to time. Such inspections shall not relieve Subcontractor from its obligations to

adhere to safety requirements nor shall such inspections create any Contractor liability.

24. Labor

a. Should any workers performing work covered by this Subcontract engage in any strike or other work stoppage or cease to

work due to picketing or a labor dispute of any kind, such circumstances shall, notwithstanding any provision of the Contract Documents, be deemed a

failure to perform by Subcontractor and Contractor’s rights shall be governed by Articles 6 and 10 of the Subcontract.

b. Subcontractor understands that Contractor, other Subcontractors and/or other contractors of the Owner may employ both

Union and Non-Union workers on the project. If required by the Contract Documents or specified in an Exhibit to this Subcontract, Subcontractor agrees

to employ union labor.

c. Subcontractor agrees, in the event of a labor dispute, to use all lawful means available under law, any applicable union

agreement or project agreement to cure the dispute as quickly as possible so as to cause the minimum delay to the project. In the event the Subcontractor

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fails to act expeditiously, Contractor may exercise any rights it may have under the law and the Subcontractor will indemnify Contractor for any cost

incurred.

d. If checked , this Project, and by extension, this Subcontract, is subject to the Davis-Bacon Act (Public Law 107-217, as

amended) and other federal, Florida, County and local laws and regulations concerning the minimum wages and benefits that must be paid to laborers

working on the Project, and is subject to the Federal Labor Standards Provisions issued by the Department of Housing and Urban Development and

described in Form HUD-4010 which is more particularly described in Exhibit “E” attached hereto and incorporated herein.

e. If checked , this Project, and by extension, this Subcontract, is subject to the Department of Housing and Urban

Development regulations in 24 CFR Part 135, which implement Section 3, and more particularly described in Exhibit “F” attached hereto and incorporated

herein.

25. Equal Opportunity

a. In connection with the performance or work under this Subcontract, Subcontractor agrees not to discriminate against any

employee or applicant for employment because of race, religion, sex, color or national origin. The aforesaid provision shall include, but not be limited to,

the following: employment, upgrading, demotion or transfer; recruitment advertising; layoff or termination; rates of pay or other forms of compensation;

and selection for training, including apprenticeship. Subcontractor agrees to post hereafter, in conspicuous places, available for employees and applicants

for employment, notices, prepared by Subcontractor, and approved by the government when required, setting forth the provisions of this Article 25.

b. Subcontractor shall permit access to its books, records and accounts by representatives of Contractor or the Owner for

purposes of investigation to ascertain compliance with the provisions of this Article 25.

c. In the event of Subcontractor’s noncompliance with the equal opportunity provisions of this Subcontract, this Subcontract

may be terminated for default.

d. Subcontractor shall include the provisions of this Article 25 in Subcontractor’s subcontracts. The requirements of this Article

25 shall be in addition to any equal opportunity provisions of the Contract Documents.

26. Information Required by Owner

In addition to the information to be provided by Subcontractor pursuant to other provisions of this Subcontract, Subcontractor hereby agrees to

provide, at no additional cost to Contractor, and in a prompt and timely fashion so as not to disrupt the performance of this Subcontract or the contract

between Contractor and the Owner, any and all additional information relating to this Subcontract which is required either by the Contract Documents or

by law.

27. Privity

Until Subcontractor’s obligations under this Subcontract are completely fulfilled, Subcontractor agrees not to perform any work directly for the

Owner or any of its tenants or deal directly with the Owner’s representatives in connection with the Project, unless otherwise directed in writing by

Contractor. All work for this Project performed by Subcontractor shall be processed and handled exclusively by Contractor.

28. Notices

All notices shall be addressed to the Parties at the addresses set out herein, and shall be considered as delivered when postmarked if dispatched

by registered or certified nail, when confirmed if sent by telegram or telecopy, when signed for when delivered by hand, and when received in ail other

cases.

29. Severability and Waiver

The partial or complete invalidity of any one or more provisions of this Subcontract shall not affect the validity or continuing force and effect of

any other provision. If any provision is invalid, in whole or in part, the provision shall be considered reformed to reflect the intent thereof to the greatest

extent possible consistent with law. The failure of either party to insist in any one or more instances, upon the performance of any of the terms, covenants,

or conditions of this Subcontract, or to exercise any right herein, shall not be construed as a waiver or relinquishment of such tern, covenant, condition or

right as respects further performance.

30. Interpretation of Contract Documents

a. It is the intention of the Parties that all terms of this Subcontract are to be considered as complementary. However, in the

event that such an interpretation is not possible, the order of precedence of the documents forming this Subcontract shall be (1) modifications of any

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documents forming part of this Subcontract; (2) this Subcontract, unless the Contract Documents impose a higher standard or greater requirement on

Subcontractor, in which case the Contract Documents; (3) the Contract Documents, unless the provisions of (2) apply.

b. In the event of a conflict between or among modifications, the later in date shall prevail; in the event of a conflict between

or among the terms of this Subcontract, the higher standard or greater requirement for Subcontractor shall prevail; and in the event of a conflict between

or among the terms of the Contract Documents, the higher standard or greater requirement for Subcontractor shall prevail.

c. Except as otherwise provided, all references herein to days shall be to calendar days.

d. The term “Subcontractor’s subcontractor” shall mean any subcontractor, vendor or materialman who is supplying material

or performing work in connection with the Subcontract and who has a direct contractual relationship with Subcontractor. The term “lower-tier subcontractor”

shall mean any subcontractor, vendor or materialman at any tier supplying material or performing work in connection with the Subcontract. The term

“subcontract” when referencing contractual arrangements between Subcontractor and Subcontractor’s subcontractor shall include purchase orders and

contracts for construction, materials and/or services relating to the Project.

e. Termination under Articles 10 or 16 shall not relieve Subcontractor from obligations in connection with work performed prior

to termination or abrogate any provisions herein dealing with resolution of disputes.

31. Advertising - Signs

Subcontractor, lower-tier subcontractors, and their employees shall not take photographs of the work on site, publish or display advertising

matter of any description relating to the Project, or display signs at or near the Project without first obtaining the written consent of Contractor and the

Owner.

32. Miscellaneous

a. The headings provided in this Subcontract are for ease of reference only. The headings form no part of the Subcontract

between the Parties and shall be given no weight in the interpretation of construction of this Subcontract.

b. Should any provision of this Subcontract be determined by a court of competent jurisdiction to be unenforceable, such a

termination shall not affect the validity and enforceability of any other section or part hereof.

c. If this Subcontract is not duly and properly executed by the Subcontractor within fourteen (14) calendar days of

Subcontractor’s receipt hereof, it may be declared null and void by the Contractor at its option and without further notice.

d. Attached as Exhibit G is the a copy of Company Detail by Entity Name from the Florida Department of State Division of

Corporations – valid and current as of today’s date.

In Witness Whereof, Contractor and Subcontractor have each executed this Subcontract as of the date set forth above.

CONTRACTOR: SUBCONTRACTOR: FORTUNE URBAN CONSTRUCTION, LLC, A Florida limited liability partnership

___________________________, a Florida Corporation

By: Fortune Construction Company, LLP., a Florida corporation, Its Managing Partner

By: _________________________________________________ JEFFERY HOYOS, Vice President

By: ______________________________________________ ___________________________, President

Date Signed:

Contractor________ Subcontractor ________

EXHIBIT “A”

Scope of Work

See enclosed


EXHIBIT “B”

CONTRACT DOCUMENTS

See enclosed


EXHIBIT “C”

SUBCONTRACTOR’S PARTIAL WAIVER AND RELEASE OF LIEN AND CLAIMS

(To accompany Application for Progress Payment)

TO: FORTUNE URBAN CONSTRUCTION, LLC. (“CONTRACTOR”)

FROM: (“SUBCONTRACTOR”)

RE: Liberty Square Phase I (“PROJECT”)

LAND: Described in the Notice of Commencement recorded in Official Records Book ________________ at Page __________, of _____ County,

Florida. (“LAND”)

Subcontract Agreement between Contractor and Subcontractor dated ________________ (“Contract”)

Last Day of Previous Payment Period

Original Lump Sum Amount: $

Plus (Less) Approved Change Orders: $

Adjusted Lump Sum Amount: $

Less Final Cost of Work: $

Less: Total Payments Received to Date: $

Equals: Balance Due $

Progress Payment Requested: $

Less: Retainage (Click here to enter text.%): $

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Progress Payment Due: $

For and in consideration of the Total Payments Received to Date and the Progress Payment Due made to it by Contractor, Subcontractor hereby

certifies as follows:

1. Subcontractor hereby acknowledges receipt of the Total Payments Received to Date stated above as payment in full, for all labor, services

and materials furnished, stored or fabricated in connection with the construction of the Project through the Last Day of the Previous

Payment Period stated above, and hereby gives and grants this Subcontractor’s Partial Waiver and Release of Lien and Claims (this “Waiver

and Release”) to Contractor as hereafter provided.

2. Subcontractor for and in consideration of the receipt of the Progress Payment Due stated above made to it by Contractor, subject to

clearance of the Progress Payment Due funds, hereby waives and releases its lien and right to claim a lien for labor, services, materials

furnished through _____, 20_____, to Contractor on the Project to the above described Land, and hereby gives and grants this Waiver and

Release to Jack Orr, a Florida limited liability company (hereinafter “Owner”), Owner’s lenders, Contractor, and the Land as payment in

full for labor, services or materials furnished, stored or fabricated in connection with the construction of the Project.

3. Additionally, Subcontractor, for and in consideration of the receipt of the Progress Payment Due made to it by Contractor, the receipt of

which is hereby acknowledged, subject to the clearance of the Progress Payment Due funds, hereby irrevocably waives, releases, quits,

remises, discharges and relinquishes any and all rights, claims, demands, liens, claims for relief, causes of action and the like, whether

arising at law, under the Subcontractor referenced above, in tort, in equity or otherwise and applies to all facts, acts, events, circumstances,

changes, constructive or actual delays, accelerations, extra work, disruptions, interferences and the like which have occurred, or may be

claimed to have occurred on the Project, whether known or unknown, whether discovered or undiscovered, whether presently

ascertainable or not, which Subcontractor or its successors and or assigns ever have, now have or will ever have in the future, against

Owner, Owner’s lenders, Contractor and their members, shareholders, partners, general partners, affiliates, sureties, insurers, agents,

directors, officers, employees, representatives, successors and assigns, any and all title companies which may now or hereafter insure the

title to the Land, any future owner of the Land and any other person claiming any interest in the Land by, through or under Owner and/or

Contractor (collectively, the “Released Parties”); provided, however, that this Waiver and Release does not apply to Retainage, or labor,

services or materials furnished by Subcontractor after the date specified in paragraph 2 above, and the claims by Subcontractor that are

specifically listed below:

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4. Subcontractor does hereby agree to indemnify and hold harmless Owner, Contractor, and the other Released Parties against whom a claim

is asserted by virtue of involvement or relationship with them, from any and any claims, damages, losses, expenses, and the like incurred

by reason of any claim that Subcontractor has not fully paid for all labor, materials and expenses incurred in connection with its work on

the Project, including reasonable attorneys’ fees, court or arbitration costs, and expert witness and consultant fees expended in connection

with the defense of any such claim.

5. This Waiver and Release is freely and voluntarily given and Subcontractor acknowledges, warrants and represents that it has fully reviewed

the terms and conditions of this Waiver and Release, that it is fully informed with respect to the legal effect of this Waiver and Release and

that it has voluntarily chosen to accept the terms and conditions of this Waiver and Release in return for the payment recited above.

6. Subcontractor further affirms under oath that all employees, laborers, material men, vendors and subcontractors employed by

Subcontractor in connection with the Project and all bills currently due for labor, materials, supplies, and taxes furnished by others to

Subcontractor in connection with construction of improvements upon the Project have been fully paid and that no obligations, legal,

equitable or otherwise, are owed by Subcontractor in connection with its work on the Project.

7. No security interest has been given or executed by Subcontractor for or in connection with any materials, appliances, machinery, fixtures,

or furnishings placed upon or installed in the Project.

8. Subcontractor hereby certifies that the amounts set forth above are true and correct and acknowledges that there are no additional costs

or claims for any extras or additions for labor and/or material on the Project.

9. Subcontractor has not assigned any lien or right to perfect a lien against the Project and Subcontractor has the right, power and authority

to execute this document.

SUBCONTRACTOR:

__________________________________

a Florida corporation

By: ____ ____

Name:

Title:

AUTHORIZED REPRESENTATIVE

STATE OF FLORIDA )

)ss.

COUNTY OF ______________ )

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The foregoing instrument was sworn to and subscribed before me this _____ day of ____________, 20____, by

___________________________, the _______________________ of a Florida corporation, who executed the foregoing instrument, as Authorized

Representative, on behalf of said company, who acknowledged to and before me that he/she executed said instrument in his/her official capacity as

an officer of said company and as the act and deed of said company after being duly authorized and directed, and who is personally known to me or

who produced _____________________________ as identification.

_________________________________________

Name:

Notary Public, State of

Commission No.

My Commission expires:

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EXHIBIT “C” (continued)

SUBCONTRACTOR’S FINAL WAIVER AND RELEASE OF LIEN AND CLAIMS

(To accompany Application for Final Payment)

TO: FORTUNE URBAN CONSTRUCTION, LLC. (“CONTRACTOR”)

FROM: (“SUBCONTRACTOR”)

RE: Liberty Square Phase I (“PROJECT”)

LAND: Described in the Notice of Commencement recorded in Official Records Book _____ at Page ______, of ______ County, Florida. (“LAND”)

Subcontract Agreement between Contractor and Subcontractor dated _________ (“Contract”)

Last Day of Previous Payment Period

Original Lump Sum Amount $

Plus (Less) Approved Change Orders: $

Adjusted Lump Sum Amount: $

Less Final Cost of Work: $

Less: Total Payments Received to Date: $

Equals: Balance Due $

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Equals: Final Payment $

Final Payment Due: $

For and in consideration of the payments made to it by Contractor, Subcontractor hereby certifies as follows:

1. Subcontractor hereby acknowledges receipt of the Total Payments Received to Date stated above as payment in full, for all labor, services

and materials furnished, stored or fabricated in connection with the construction of the Project through the Last Day of the Previous

Payment Period, and hereby gives and grants this Subcontractor’s Final Waiver and Release of Lien and Claims (this “Final Waiver and

Release”) to Owner, Owner’s lender. Contractor, and the Land as hereafter provided.

2. Subcontractor for and in consideration of the receipt of the Final Payment made to it by Contractor, the receipt of which is hereby

acknowledged, subject to the clearance of the Final Payment funds, hereby waives and releases its lien and right to claim a lien for labor,

services, or materials furnished to Jack Orr, a Florida limited liability company (hereinafter “Owner”), and Contractor, on Owner’s Project

to the Land.

3. Additionally, Subcontractor, for and in consideration of the receipt of the Final Payment made to it by Contractor, the receipt of which is

hereby acknowledged, subject to the clearance of the Final Payment funds, hereby unconditionally and irrevocably waives, releases, quits,

remises, discharges and relinquishes any and all rights, claims, demands, liens, claims for relief, causes of action and the like, whether

arising at law, under the Subcontractor referenced above, in tort, in equity or otherwise and applies to all facts, acts, events, circumstances,

changes, constructive or actual delays, accelerations, extra work, disruptions, interferences and the like which have occurred, or may be

claimed to have occurred on the Project, whether known or unknown, whether discovered or undiscovered, whether presently

ascertainable or not, which Subcontractor or its successors and or assigns ever have, now have or will ever have in the future, against

Owner, Owner’s lenders, Contractor, and their members, shareholders, partners, affiliates, sureties, insurers, agents, directors, officers,

employees, representatives, successors and assigns, any and all title companies which may now or hereafter insure the title to the Land,

any future owner of the Land and any other person claiming any interest in the Land by, through or under Owner and/or Contractor

(collectively, the “Released Parties”).

4. Subcontractor does hereby agree to indemnify and hold harmless Owner, Contractor, and the other Released Parties against whom a claim

is asserted by virtue of involvement or relationship with them, from any and any claims, damages, losses, expenses, and the like incurred

by reason of any claim that Subcontractor has not fully paid for all labor, materials and expenses incurred in connection with its work on

the Project, including reasonable attorneys’ fees, court or arbitration costs, and expert witness and consultant fees expended in connection

with the defense of any such claim.

5. This Final Waiver and Release is freely and voluntarily given and Subcontractor acknowledges, warrants and represents that it has fully

reviewed the terms and conditions of this Final Waiver and Release, that it is fully informed with respect to the legal effect of this Final

Waiver and Release and that it has voluntarily chosen to accept the terms and conditions of this Waiver and Release in return for the

payment recited above.

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6. Subcontractor further affirms under oath that all employees, laborers, material men, vendors and subcontractors employed by

Subcontractor in connection with the Project and all bills currently due for labor, materials, supplies, and taxes furnished by others to

Subcontractor in connection with construction of improvements upon the Project have been fully paid and that no obligations, legal,

equitable or otherwise, are owed by Subcontractor in connection with its work on the Project.

7. No security interest has been given or executed by Subcontractor for or in connection with any materials, appliances, machinery, fixtures,

or furnishings placed upon or installed in the Project.

8. Subcontractor hereby certifies that the amounts set forth above are true and correct and acknowledges that there are no additional costs

or claims for any extras or additions for labor and/or material on the Project.

9. Subcontractor has not assigned any lien or right to perfect a lien against the Project and Subcontractor has the right, power and authority

to execute this document.

SUBCONTRACTOR:

___________________________

a Florida corporation

By:

Name:

Title:

AUTHORIZED REPRESENTATIVE

STATE OF FLORIDA )

)ss.

COUNTY OF ______________ )

The foregoing instrument was sworn to and subscribed before me this _____ day of ____________, 20__, by

___________________________, the _______________________ of ., a Florida corporation, who executed the foregoing instrument,

as Authorized Representative, on behalf of said company, who acknowledged to and before me that he/she executed said instrument in his/her

official capacity as an officer of said company and as the act and deed of said company after being duly authorized and directed, and who is personally

known to me or who produced _____________________________ as identification.

________________________________

Name:

Project No:


Vendor No.:



Notary Public, State of

Commission No.

My Commission expires:


EXHIBIT “D”

FORM OF PAYMENT AND PERFORMANCE BONDS

See Enclosed

If Bond is required, it MUST be a Dual Obligee Bond in an AIA Format made out to:

1. Fortune Urban Construction, LLC.

2. Liberty Square Phase I, LLC

Attached find a blank sample.


EXHIBIT “E”

DAVIS BACON PREVAILING WAGES REQUIREMENT

Enclosed

Federal Labor Standards Provisions U.S. Department of Housingand Urban DevelopmentOffice of Labor Relations

Previous editions are obsolete Page 1 of 5 form HUD-4010 (06/2009)

ref. Handbook 1344.1

Applicabil ityThe Project or Program to which the construct ion work covered by this contract pertains is being assisted by the United States of America and the fol lowing Federal Labor Standards Provisions are included in this Contract pursuant to the provisions applicable to such Federal assistance.

A. 1. (i ) Minimum Wages. All laborers and mechanics employed or working upon the si te of the work, wi l l be paid uncondit ionally and not less often than once a week, and without subsequent deduct ion or rebate on any account (except such payroll deduct ions as are permit ted by regulat ions issued by the Secretary of Labor under the Copeland Act (29 CFR Part 3), the fu l l amount of wages and bona f ide fr inge benef its (or cash equivalents thereof) due at t ime of payment computed at rates not less than those contained in the wage determinat ion of the Secretary of Labor which is attached hereto and made a part hereof, regardless of any contractual relat ionship which may be al leged to exist between the contractor and such laborers and mechanics. Contribut ions made or costs reasonably ant ic ipated for bona f ide fr inge benef its under Sect ion l(b)(2) of the Davis-Bacon Act on behalf of laborers or mechanics are considered wages paid to such laborers or mechanics, subject to the provisions of 29 CFR 5.5(a)(1)(iv); also, regular contribut ions made or costs incurred for more than a weekly period (but not less often than quarterly) under plans, funds, or programs, which cover the part icular weekly period, are deemed to be construct ively made or incurred during such weekly period.

Such laborers and mechanics shall be paid the appropriate wage rate and fr inge benef i ts on the wage determinat ion for the classif icat ion of work actually performed, without regard to ski l l , except as provided in 29 CFR 5.5(a)(4). Laborers or mechanics performing work in more than one classif ication may be compensated at the rate specif ied for each classif icat ion for the t ime actually worked therein: Provided, That the employer’s payrol l records accurately set forth the t ime spent in each classif icat ion in which work is performed. The wage determinat ion (including any addit ional c lassif icat ion and wage rates conformed under 29 CFR 5.5(a)(1)(i i ) and the Davis-Bacon poster (WH-1321) shall be posted at al l t imes by the contractor and its subcontractors at the site of the work in a prominent and accessible, place where i t can be easily seen by the workers.

(i i ) (a) Any class of laborers or mechanics which is not l isted in the wage determinat ion and which is to be employed under the contract shall be classif ied in conformance with the wage determinat ion. HUD shall approve an addit ional c lassif icat ion and wage rate and fr inge benef its therefor only when the fol lowing criter ia have been met:

(1) The work to be performed by the classif icat ion requested is not performed by a classif icat ion in the wage determinat ion; and

(2) The classif ication is ut i l ized in the area by the construct ion industry; and

(3) The proposed wage rate, including any bona f ide fr inge benefits, bears a reasonable relat ionship to the wage rates contained in the wage determinat ion.

(b) I f the contractor and the laborers and mechanics to be employed in the classif icat ion (i f known), or their representat ives, and HUD or i ts designee agree on the classif icat ion and wage rate ( including the amount designated for fr inge benef its where appropriate), a report of the act ion taken shall be sent by HUD or i ts designee to the Administrator of the Wage and Hour Divis ion, Employment Standards Administrat ion, U.S. Department of Labor, Washington, D.C. 20210. The Administrator, or an authorized representat ive, wi l l approve, modify, or disapprove every addit ional c lassif icat ion act ion within 30 days of receipt and so advise HUD or i ts designee or wi l l not i fy HUD or i ts designee within the 30-day period that addit ional t ime is necessary. (Approved by the Off ice of Management and Budget under OMB control number 1215-0140.)

(c) In the event the contractor, the laborers or mechanics to be employed in the classif icat ion or their representat ives, and HUD or i ts designee do not agree on the proposed classif icat ion and wage rate (including the amount designated for f r inge benef its, where appropriate), HUD or i ts designee shal l refer the quest ions, including the views of al l interested part ies and the recommendation of HUD or i ts designee, to the Administrator for determinat ion. The Administrator, or an authorized representative, wil l issue a determination within 30 days of receipt and so advise HUD or i ts designee or wil l not i fy HUD or i ts designee within the 30-day period that addit ional t ime is necessary. (Approved by the Off ice of Management and Budget under OMB Control Number 1215-0140.)

(d) The wage rate ( including fr inge benef i ts where appropriate) determined pursuant to subparagraphs (1)(i i ) (b) or (c) of this paragraph, shal l be paid to al l workers performing work in the classif icat ion under th is contract from the f irst day on which work is performed in the classif icat ion.

(i i i ) Whenever the minimum wage rate prescribed in the contract for a class of laborers or mechanics includes a fr inge benefi t which is not expressed as an hourly rate, the contractor shall either pay the benef it as stated in the wage determinat ion or shall pay another bona f ide fr inge benefit or an hourly cash equivalent thereof.

(iv) I f the contractor does not make payments to a trustee or other third person, the contractor may consider as part

Previous editions are obsoletePage 2 of 5

form HUD-4010 (06/2009)ref. Handbook 1344.1

of the wages of any laborer or mechanic the amount of any costs reasonably ant ic ipated in providing bona f ide fr inge benef its under a plan or program, Provided, That the Secretary of Labor has found, upon the writ ten request of the contractor, that the appl icable standards of the Davis-Bacon Act have been met. The Secretary of Labor may require the contractor to set aside in a separate account assets for the meeting of obligat ions under the plan or program. (Approved by the Off ice of Management and Budget under OMB Control Number 1215-0140.)

2. Withholding. HUD or i ts designee shal l upon i ts ownact ion or upon writ ten request of an authorized representat ive of the Department of Labor withhold or cause to be withheld from the contractor under this contract or any other Federal contract with the same prime contractor, or any other Federally-assisted contract subject to Davis-Bacon prevail ing wage requirements, which is held by the same prime contractor so much of the accrued payments or advances as may be considered necessary to pay laborers and mechanics, including apprent ices, trainees and helpers, employed by the contractor or any subcontractor the ful l amount of wages required by the contract In the event of fai lure to pay any laborer or mechanic, including any apprent ice, trainee or helper, employed or working on the site of the work, al l or part of the wages required by the contract, HUD or i ts designee may, after wr it ten not ice to the contractor, sponsor, applicant, or owner, take such act ion as may be necessary to cause the suspension of any further payment, advance, or guarantee of funds unt i l such violat ions have ceased. HUD or i ts designee may, after writ ten not ice to the contractor, disburse such amounts withheld for and on account of the contractor or subcontractor to the respect ive employees to whom they are due. The Comptrol ler General shall make such disbursements in the case of direct Davis-Bacon Act contracts.

3. (i) Payrolls and basic records. Payrol ls and basicrecords relat ing thereto shall be maintained by the contractor during the course of the work preserved for a period of three years thereafter for al l laborers and mechanics working at the si te of the work. Such records shall contain the name, address, and social secur ity number of each such worker, his or her correct c lassif icat ion, hourly rates of wages paid ( including rates of contribut ions or costs ant ic ipated for bona f ide fr inge benef its or cash equivalents thereof of the types described in Sect ion l (b)(2)(B) of the Davis-bacon Act), dai ly and weekly number of hours worked, deduct ions made and actual wages paid. Whenever the Secretary of Labor has found under 29 CFR 5.5 (a)(1)(iv) that the wages of any laborer or mechanic include the amount of any costs reasonably ant ic ipated in providing benef its under a plan or program described in Sect ion l(b)(2)(B) of the Davis-Bacon Act, the contractor shall maintain records which show that the commitment to provide such benef its is enforceable, that the plan or program is f inancial ly responsible, and that the plan or program has been

communicated in writ ing to the laborers or mechanics affected, and records which show the costs ant ic ipated or the actual cost incurred in providing such benef its. Contractors employing apprent ices or trainees under approved programs shall maintain wr it ten evidence of the registrat ion of apprent iceship programs and cert i f icat ion of trainee programs, the registrat ion of the apprent ices and trainees, and the rat ios and wage rates prescribed in the applicable programs. (Approved by the Off ice of Management and Budget under OMB Control Numbers 1215-0140 and 1215-0017.)

(i i ) (a) The contractor shal l submit weekly for each week in which any contract work is performed a copy of al l payrol ls to HUD or i ts designee if the agency is a party to the contract, but i f the agency is not such a party, the contractor wil l submit the payrol ls to the applicant sponsor, or owner, as the case may be, for transmission to HUD or i ts designee. The payrol ls submitted shal l set out accurately and completely al l of the information required to be maintained under 29 CFR 5.5(a)(3)(i) except that ful l social security numbers and home addresses shall not be included on weekly transmittals. Instead the payrol ls shall only need to include an individually ident ifying number for each employee (e.g., the last four digits of the employee’s social security number). The required weekly payroll information may be submitted in any form desired. Optional Form WH-347 is available for th is purpose from the Wage and Hour Divis ion Web site at http:/ /www.dol.gov/esa/whd/forms/wh347instr.htm or i ts successor site. The prime contractor is responsible for the submission of copies of payrol ls by al l subcontractors. Contractors and subcontractors shall maintain the ful l social security number and current address of each covered worker, and shall provide them upon request to HUD or i ts designee if the agency is a party to the contract, but i f the agency is not such a party, the contractor wil l submit the payrol ls to the applicant sponsor, or owner, as the case may be, for transmission to HUD or i ts designee, the contractor, or the Wage and Hour Divis ion of the Department of Labor for purposes of an invest igation or audit of compliance with prevail ing wage requirements. I t is not a violat ion of this subparagraph for a prime contractor to require a subcontractor to provide addresses and social security numbers to the prime contractor for i ts own records, without weekly submission to HUD or i ts designee. (Approved by the Off ice of Management and Budget under OMB Control Number 1215-0149.)

(b) Each payrol l submitted shall be accompanied by a “Statement of Compliance,” s igned by the contractor or subcontractor or his or her agent who pays or supervises the payment of the persons employed under the contract and shall cert i fy the fol lowing:

(1) That the payroll for the payroll period contains the information required to be provided under 29 CFR 5.5 (a)(3)(i i ), the appropriate information is being maintained under 29 CFR 5.5(a)(3)(i), and that such information is correct and complete;



(2) That each laborer or mechanic ( including each helper, apprent ice, and trainee) employed on the contract during the payroll period has been paid the ful l weekly wages earned, without rebate, either di rect ly or indi rect ly, and that no deduct ions have been made either di rect ly or indirect ly from the ful l wages earned, other than permissible deductions as set forth in 29 CFR Part 3;

(3) That each laborer or mechanic has been paid not less than the applicable wage rates and fr inge benef its or cash equivalents for the classif icat ion of work performed, as specif ied in the applicable wage determinat ion incorporated into the contract.

(c) The weekly submission of a properly executed cert i f icat ion set forth on the reverse side of Optional Form WH-347 shall sat isfy the requirement for submission of the “Statement of Compliance” required by subparagraph A.3.(i i )(b).

(d) The fals if icat ion of any of the above cert i f icat ions may subject the contractor or subcontractor to civi l or c riminal prosecut ion under Sect ion 1001 of Tit le 18 and Sect ion 231 of Tit le 31 of the United States Code.

(i i i ) The contractor or subcontractor shall make the records required under subparagraph A.3.(i) available for inspect ion, copying, or transcript ion by authorized representat ives of HUD or i ts designee or the Department of Labor, and shall permit such representat ives to interview employees during working hours on the job. I f the contractor or subcontractor fai ls to submit the required records or to make them available, HUD or i ts designee may, after writ ten not ice to the contractor, sponsor, applicant or owner, take such act ion as may be necessary to cause the suspension of any further payment, advance, or guarantee of funds. Furthermore, fai lure to submit the required records upon request or to make such records avai lable may be grounds for debarment act ion pursuant to 29 CFR 5.12.

4. Apprentices and Trainees.(i) Apprentices. Apprentices wil l be permitted to work at less than the predetermined rate for the work they performed when they are employed pursuant to and individual ly registered in a bona f ide apprent iceship program registered with the U.S. Department of Labor, Employment and Training Administrat ion, Off ice of Apprent iceship Training, Employer and Labor Services, or with a State Apprent iceship Agency recognized by the Off ice, or i f a person is employed in his or her f i rst 90 days of probat ionary employment as an apprent ice in such an apprent iceship program, who is not individually registered in the program, but who has been cert i f ied by the Off ice of Apprent iceship Training, Employer and Labor Services or a State Apprent iceship Agency (where appropriate) to be el igible for probat ionary employment as an apprent ice. The al lowable rat io of apprent ices to journeymen on the job site in any craft c lassif icat ion shall not be greater than the rat io permit ted to the contractor as to the ent ire work force under the registered program. Any worker l isted on a payrol l at an apprent ice wage rate, who

is not registered or otherwise employed as stated above, shall be paid not less than the applicable wage rate on the wage determinat ion for the classif icat ion of work actual ly performed. In addit ion, any apprent ice performing work on the job site in excess of the rat io permit ted under the registered program shall be paid not less than the applicable wage rate on the wage determinat ion for the work actually performed. Where a contractor is performing construct ion on a project in a locali ty other than that in which its program is registered, the rat ios and wage rates (expressed in percentages of the journeyman’s hourly rate) specif ied in the contractor’s or subcontractor’s registered program shall be observed. Every apprent ice must be paid at not less than the rate specif ied in the registered program for the apprent ice’s level of progress, expressed as a percentage of the journeymen hourly rate specif ied in the applicable wage determinat ion. Apprent ices shall be paid fr inge benef its in accordance with the provisions of the apprent iceship program. I f the apprent iceship program does not specify fr inge benef its, apprent ices must be paid the ful l amount of f r inge benef its l isted on the wage determinat ion for the applicable classif icat ion. I f the Administrator determines that a dif ferent pract ice prevails for the appl icable apprent ice classif icat ion, fr inges shall be paid in accordance with that determinat ion. In the event the Off ice of Apprent iceship Training, Employer and Labor Services, or a State Apprent iceship Agency recognized by the Off ice, withdraws approval of an apprent iceship program, the contractor wil l no longer be permitted to ut i l ize apprent ices at less than the applicable predetermined rate for the work performed unt i l an acceptable program is approved.

(i i ) Trainees. Except as provided in 29 CFR 5.16, trainees wil l not be permitted to work at less than the predetermined rate for the work performed unless they are employed pursuant ‘ , to and individually registered in a program which has received prior approval, evidenced by formal cert i f icat ion by the U.S. Department of Labor, Employment and Training Administrat ion. The rat io of t rainees to journeymen on the job site shall not be greater than permit ted under the plan approved by theEmployment and Training Administrat ion. Every trainee must be paid at not less than the rate specif ied in the approved program for the trainee’s level of progress, expressed as a percentage of the journeyman hourly rate specif ied in the appl icable wage determinat ion. Trainees shall be paid fr inge benef its in accordance with the provisions of the trainee program. I f the trainee program does not mention fr inge benef its, t rainees shall be paid the ful l amount of f r inge benef its l isted on the wage determinat ion unless the Administrator of the Wage and Hour Divis ion determines that there is an apprent iceship program associated with the corresponding journeyman wage rate on the wage determinat ion which provides for less than ful l f r inge benef i ts for apprent ices. Any employee l isted on the payrol l at a trainee rate who is not registered and part ic ipat ing in a training plan approved by



the Employment and Training Administrat ion shall be paid not less than the applicable wage rate on the wage determinat ion for the work actual ly performed. In addit ion, any trainee performing work on the job site in excess of the rat io permit ted under the registered program shall be paid not less than the appl icable wage rate on the wage determinat ion for the work actually performed. In the event the Employment and Training Administrat ion withdraws approval of a tra ining program, the contractor wi l l no longer be permit ted to ut i l ize trainees at less than the applicable predetermined rate for the work performed unt i l an acceptable program is approved.

(i i i ) Equal employment opportunity. The ut i l izat ion of apprentices, trainees and journeymen under 29 CFR Part 5 shall be in conformity with the equal employment opportunity requirements of Execut ive Order 11246, as amended, and 29 CFR Part 30.

5. Compliance with Copeland Act requirements. Thecontractor shall comply with the requirements of 29 CFR Part 3 which are incorporated by reference in this contract

6. Subcontracts. The contractor or subcontractor wil linsert in any subcontracts the clauses contained in subparagraphs 1 through 11 in th is paragraph A and such other clauses as HUD or i ts designee may by appropr iate instruct ions require, and a copy of the applicable prevail ing wage decision, and also a clause requiring the subcontractors to include these clauses in any lower t ier subcontracts. The prime contractor shall be responsible for the compliance by any subcontractor or lower t ier subcontractor with al l the contract c lauses in this paragraph.

7. Contract termination; debarment. A breach of thecontract c lauses in 29 CFR 5.5 may be grounds for terminat ion of the contract and for debarment as a contractor and a subcontractor as provided in 29 CFR 5.12.

8. Compliance with Davis-Bacon and Related Act Requirements.All rul ings and interpretat ions of the Davis-Bacon and Related Acts contained in 29 CFR Parts 1, 3, and 5 are herein incorporated by reference in this contract

9. Disputes concerning labor standards. Disputesaris ing out of the labor standards provisions of this contract shall not be subject to the general disputes clause of this contract. Such disputes shall be resolved in accordance with the procedures of the Department of Labor set forth in 29 CFR Parts 5, 6, and 7. Disputes within the meaning of this c lause include disputes between the contractor (or any of i ts subcontractors) and HUD or i ts designee, the U.S. Department of Labor, or the employees or their representat ives.

10. (i) Certification of Eligibil ity. By entering into th iscontract the contractor cert i f ies that neither i t (nor he or she) nor any person or f irm who has an interest in the contractor’s f irm is a person or f i rm ineligible to be awarded Government contracts by virtue of Sect ion 3(a) of the Davis-Bacon Act or 29 CFR 5.12(a)(1) or to be

awarded HUD contracts or part ic ipate in HUD programs pursuant to 24 CFR Part 24.

(i i ) No part of this contract shall be subcontracted to any person or f irm ineligible for award of a Government contract by virtue of Sect ion 3(a) of the Davis-Bacon Act or 29 CFR 5.12(a)(1) or to be awarded HUD contracts or part ic ipate in HUD programs pursuant to 24 CFR Part 24.

(i i i ) The penalty for making false statements is prescribed in the U.S. Criminal Code, 18 U.S.C. 1001. Addit ional ly, U.S. Criminal Code, Sect ion 1 01 0, Tit le 18, U.S.C., “Federal Housing Administrat ion transact ions”, provides in part : “Whoever, for the purpose of . . . inf luencing in any way the act ion of such Administrat ion.. . . . makes, utters or publ ishes any statement knowing the same to be false. . . . . shall be f ined not more than $5,000 or imprisoned not more than two years, or both.”

11. Complaints, Proceedings, or Testimony byEmployees. No laborer or mechanic to whom the wage, salary, or other labor standards provisions of this Contractare applicable shall be discharged or in any other manner discriminated against by the Contractor or any subcontractor because such employee has f i led any complaint or inst i tuted or caused to be inst i tuted any proceeding or has test i f ied or is about to test ify in any proceeding under or relat ing to the labor standards appl icable under this Contract to his employer.

B. Contract Work Hours and Safety Standards Act. The provisions of this paragraph B are applicable where the amount of the prime contract exceeds $100,000. As used in this paragraph, the terms “laborers” and “mechanics” include watchmen and guards.

(1) Overtime requirements. No contractor or subcontractor contracting for any part of the contract work which may require or involve the employment of laborers or mechanics shall require or permit any such laborer or mechanic in any workweek in which the individual is employed on such work to work in excess of 40 hours in such workweek unless such laborer or mechanic receives compensation at a rate not less than one and one-half times the basic rate of pay for all hours worked in excess of 40 hours in such workweek.

(2) Violation; l iabil ity for unpaid wages; l iquidated damages. In the event of any violat ion of the clause set forth in subparagraph (1) of this paragraph, the contractor and any subcontractor responsible therefor shall be l iable for the unpaid wages. In addit ion, such contractor and subcontractor shall be l iable to the United States (in the case of work done under contract for the District of Columbia or a terri tory, to such District or to such terri tory), for l iquidated damages. Such l iquidated damages shal l be computed with respect to each individual laborer or mechanic, including watchmen and guards, employed in violat ion of the clause set forth in subparagraph (1) of this paragraph, in the sum of $10 for each calendar day on which such individual was required or permitted to work in excess of the standard workweek of 40 hours without payment of the overtime wages required by the clause set forth in sub paragraph (1) of this paragraph.



(3) Withholding for unpaid wages and liquidated damages. HUD or i ts designee shal l upon i ts own act ion or upon writ ten request of an authorized representat ive of the Department of Labor withhold or cause to be withheld, f rom any moneys payable on account of work performed by the contractor or subcontractor under any such contract or any other Federal contract with the same prime contract, or any other Federally-assisted contract subject to the Contract Work Hours and Safety Standards Act which is held by the same prime contractor such sums as may be determined to be necessary to sat isfy any l iabi l i t ies of such contractor or subcontractor for unpaid wages and l iquidated damages as provided in the clause set forth in subparagraph (2) of this paragraph.

(4) Subcontracts. The contractor or subcontractor shall insert in any subcontracts the clauses set forth in subparagraph (1) through (4) of this paragraph and also a clause requiring the subcontractors to include these clauses in any lower t ier subcontracts. The prime contractor shall be responsible for compliance by any subcontractor or lower t ier subcontractor with the clauses set forth in subparagraphs (1) through (4) of this paragraph.

C. Health and Safety. The provisions of this paragraph C are applicable where the amount of the prime contract exceeds $100,000.

(1) No laborer or mechanic shall be required to work in surroundings or under working condit ions which are unsanitary, hazardous, or dangerous to his health and safety as determined under construct ion safety and heal th standards promulgated by the Secretary of Labor by regulat ion.

(2) The Contractor shall comply with al l regulat ions issued by the Secretary of Labor pursuant to Tit le 29 Part 1926 and fa i lure to comply may result in imposit ion of sanct ions pursuant to the Contract Work Hours and Safety Standards Act, (Public Law 91-54, 83 Stat 96). 40 USC 3701 et seq.

(3) The contractor shall include the provisions of this paragraph in every subcontract so that such provisions wi l l be binding on each subcontractor. The contractor shall take such act ion with respect to any subcontractor as the Secretary of Housing and Urban Development or the Secretary of Labor shall di rect as a means of enforcing such provisions.


EXHIBIT “F”

SECTION 3 REQUIREMENTS

Enclosed

24 C.F.R. § 135.38 Section 3 clause.

Title 24 - Housing and Urban Development

Title 24: Housing and Urban Development

PART 135—ECONOMIC OPPORTUNITIES FOR LOW- AND VERY LOW-INCOME PERSONS

Subpart B—Economic Opportunities for Section 3 Residents and Section 3 Business Concerns

§ 135.38 Section 3 clause.

All section 3 covered contracts shall include the following clause (referred to as the section 3 clause):

A. The work to be performed under this contract is subject to the requirements of section 3 of the Housing and Urban

Development Act of 1968, as amended, 12 U.S.C. 1701u (section 3). The purpose of section 3 is to ensure that employment

and other economic opportunities generated by HUD assistance or HUD-assisted projects covered by section 3, shall, to the

greatest extent feasible, be directed to low- and very low-income persons, particularly persons who are recipients of HUD

assistance for housing.

B. The parties to this contract agree to comply with HUD's regulations in 24 CFR part 135, which implement section 3. As

evidenced by their execution of this contract, the parties to this contract certify that they are under no contractual or other

impediment that would prevent them from complying with the part 135 regulations.

C. The contractor agrees to send to each labor organization or representative of workers with which the contractor has a

collective bargaining agreement or other understanding, if any, a notice advising the labor organization or workers'

representative of the contractor's commitments under this section 3 clause, and will post copies of the notice in conspicuous

places at the work site where both employees and applicants for training and employment positions can see the notice. The

notice shall describe the section 3 preference, shall set forth minimum number and job titles subject to hire, availability of

apprenticeship and training positions, the qualifications for each; and the name and location of the person(s) taking applications

for each of the positions; and the anticipated date the work shall begin.

D. The contractor agrees to include this section 3 clause in every subcontract subject to compliance with regulations in 24 CFR

part 135, and agrees to take appropriate action, as provided in an applicable provision of the subcontract or in this section 3

clause, upon a finding that the subcontractor is in violation of the regulations in 24 CFR part 135. The contractor will not

subcontract with any subcontractor where the contractor has notice or knowledge that the subcontractor has been found in

violation of the regulations in 24 CFR part 135.

E. The contractor will certify that any vacant employment positions, including training positions, that are filled (1) after the

contractor is selected but before the contract is executed, and (2) with persons other than those to whom the regulations of 24

CFR part 135 require employment opportunities to be directed, were not filled to circumvent the contractor's obligations under

24 CFR part 135.

F. Noncompliance with HUD's regulations in 24 CFR part 135 may result in sanctions, termination of this contract for default,

and debarment or suspension from future HUD assisted contracts.

G. With respect to work performed in connection with section 3 covered Indian housing assistance, section 7(b) of the Indian

Self-Determination and Education Assistance Act (25 U.S.C. 450e) also applies to the work to be performed under this contract.

Section 7(b) requires that to the greatest extent feasible (i) preference and opportunities for training and employment shall be

given to Indians, and (ii) preference in the award of contracts and subcontracts shall be given to Indian organizations and

Indian-owned Economic Enterprises. Parties to this contract that are subject to the provisions of section 3 and section 7(b)

agree to comply with section 3 to the maximum extent feasible, but not in derogation of compliance with section 7(b).

Initials: ___________

http://law.justia.com/us/cfr/title24/24-1.2.1.2.10.html

http://law.justia.com/us/cfr/title24/24-1.2.1.2.10.2.html


EXHIBIT “G”

CORPORATION DETAIL BY ENTITY

Enclosed


EXHIBIT “H”

DAVIS BACON & SECTION 3 COMPLIANCE GUIDE

Enclosed

Subcontractor: ________

Subcontractors and all sub-subcontractor (lower tier subs) performing work on the project site are required to comply with Davis Bacon requirements. All subcontractors are required to register on Elation Systems, this is a onetime registration process, you do not need to register again if you already have. NOTE: This is a dual reporting project. Proceed to step 4 for more information. Step 1: Register on Elation Systems

1. Visit https://www.elationsys.com/app/registration Promotional code: PHCD-2017

2. Subcontractor will receive a confirmation email after registration. Please make sure to click on the link provided in the email to complete the registration process.

3. Subcontractor will receive a 2nd email for account activation. Subcontractor may now login.

Step 2: The following forms are required to be emailed to the GC immediately;

1. Sunbiz.org printout 2. Contractor Debarment Certification 3. Certificate of Receipt 4. Initialed HUD 4010 5. Initialed Wage Determination 6. Executed contract with full scope of services (including contracts with lower tier sub) 7. Assurance Statement

DAVIS BACON ACT REQUIREMENTS


Contractor Debarment Certification


Certificate of Receipt

Revised 6/10/2010

o

o

o

Revised 6/10/2010

Revised 6/10/2010

ooo

oo

o

Revised 6/10/2010


HUD 4010

Federal Labor Standards Provisions U.S. Department of Housingand Urban DevelopmentOffice of Labor Relations

Previous editions are obsolete Page 1 of 5 form HUD-4010 (06/2009)

ref. Handbook 1344.1

Applicabil ityThe Project or Program to which the construct ion work covered by this contract pertains is being assisted by the United States of America and the fol lowing Federal Labor Standards Provisions are included in this Contract pursuant to the provisions applicable to such Federal assistance.

A. 1. (i ) Minimum Wages. All laborers and mechanics employed or working upon the si te of the work, wi l l be paid uncondit ionally and not less often than once a week, and without subsequent deduct ion or rebate on any account (except such payroll deduct ions as are permit ted by regulat ions issued by the Secretary of Labor under the Copeland Act (29 CFR Part 3), the fu l l amount of wages and bona f ide fr inge benef its (or cash equivalents thereof) due at t ime of payment computed at rates not less than those contained in the wage determinat ion of the Secretary of Labor which is attached hereto and made a part hereof, regardless of any contractual relat ionship which may be al leged to exist between the contractor and such laborers and mechanics. Contribut ions made or costs reasonably ant ic ipated for bona f ide fr inge benef its under Sect ion l(b)(2) of the Davis-Bacon Act on behalf of laborers or mechanics are considered wages paid to such laborers or mechanics, subject to the provisions of 29 CFR 5.5(a)(1)(iv); also, regular contribut ions made or costs incurred for more than a weekly period (but not less often than quarterly) under plans, funds, or programs, which cover the part icular weekly period, are deemed to be construct ively made or incurred during such weekly period.

Such laborers and mechanics shall be paid the appropriate wage rate and fr inge benef i ts on the wage determinat ion for the classif icat ion of work actually performed, without regard to ski l l , except as provided in 29 CFR 5.5(a)(4). Laborers or mechanics performing work in more than one classif ication may be compensated at the rate specif ied for each classif icat ion for the t ime actually worked therein: Provided, That the employer’s payrol l records accurately set forth the t ime spent in each classif icat ion in which work is performed. The wage determinat ion (including any addit ional c lassif icat ion and wage rates conformed under 29 CFR 5.5(a)(1)(i i ) and the Davis-Bacon poster (WH-1321) shall be posted at al l t imes by the contractor and its subcontractors at the site of the work in a prominent and accessible, place where i t can be easily seen by the workers.

(i i ) (a) Any class of laborers or mechanics which is not l isted in the wage determinat ion and which is to be employed under the contract shall be classif ied in conformance with the wage determinat ion. HUD shall approve an addit ional c lassif icat ion and wage rate and fr inge benef its therefor only when the fol lowing criter ia have been met:

(1) The work to be performed by the classif icat ion requested is not performed by a classif icat ion in the wage determinat ion; and

(2) The classif ication is ut i l ized in the area by the construct ion industry; and

(3) The proposed wage rate, including any bona f ide fr inge benefits, bears a reasonable relat ionship to the wage rates contained in the wage determinat ion.

(b) I f the contractor and the laborers and mechanics to be employed in the classif icat ion (i f known), or their representat ives, and HUD or i ts designee agree on the classif icat ion and wage rate ( including the amount designated for fr inge benef its where appropriate), a report of the act ion taken shall be sent by HUD or i ts designee to the Administrator of the Wage and Hour Divis ion, Employment Standards Administrat ion, U.S. Department of Labor, Washington, D.C. 20210. The Administrator, or an authorized representat ive, wi l l approve, modify, or disapprove every addit ional c lassif icat ion act ion within 30 days of receipt and so advise HUD or i ts designee or wi l l not i fy HUD or i ts designee within the 30-day period that addit ional t ime is necessary. (Approved by the Off ice of Management and Budget under OMB control number 1215-0140.)

(c) In the event the contractor, the laborers or mechanics to be employed in the classif icat ion or their representat ives, and HUD or i ts designee do not agree on the proposed classif icat ion and wage rate (including the amount designated for f r inge benef its, where appropriate), HUD or i ts designee shal l refer the quest ions, including the views of al l interested part ies and the recommendation of HUD or i ts designee, to the Administrator for determinat ion. The Administrator, or an authorized representative, wil l issue a determination within 30 days of receipt and so advise HUD or i ts designee or wil l not i fy HUD or i ts designee within the 30-day period that addit ional t ime is necessary. (Approved by the Off ice of Management and Budget under OMB Control Number 1215-0140.)

(d) The wage rate ( including fr inge benef i ts where appropriate) determined pursuant to subparagraphs (1)(i i ) (b) or (c) of this paragraph, shal l be paid to al l workers performing work in the classif icat ion under th is contract from the f irst day on which work is performed in the classif icat ion.

(i i i ) Whenever the minimum wage rate prescribed in the contract for a class of laborers or mechanics includes a fr inge benefi t which is not expressed as an hourly rate, the contractor shall either pay the benef it as stated in the wage determinat ion or shall pay another bona f ide fr inge benefit or an hourly cash equivalent thereof.

(iv) I f the contractor does not make payments to a trustee or other third person, the contractor may consider as part



of the wages of any laborer or mechanic the amount of any costs reasonably ant ic ipated in providing bona f ide fr inge benef its under a plan or program, Provided, That the Secretary of Labor has found, upon the writ ten request of the contractor, that the appl icable standards of the Davis-Bacon Act have been met. The Secretary of Labor may require the contractor to set aside in a separate account assets for the meeting of obligat ions under the plan or program. (Approved by the Off ice of Management and Budget under OMB Control Number 1215-0140.)

2. Withholding. HUD or i ts designee shal l upon i ts ownact ion or upon writ ten request of an authorized representat ive of the Department of Labor withhold or cause to be withheld from the contractor under this contract or any other Federal contract with the same prime contractor, or any other Federally-assisted contract subject to Davis-Bacon prevail ing wage requirements, which is held by the same prime contractor so much of the accrued payments or advances as may be considered necessary to pay laborers and mechanics, including apprent ices, trainees and helpers, employed by the contractor or any subcontractor the ful l amount of wages required by the contract In the event of fai lure to pay any laborer or mechanic, including any apprent ice, trainee or helper, employed or working on the site of the work, al l or part of the wages required by the contract, HUD or i ts designee may, after wr it ten not ice to the contractor, sponsor, applicant, or owner, take such act ion as may be necessary to cause the suspension of any further payment, advance, or guarantee of funds unt i l such violat ions have ceased. HUD or i ts designee may, after writ ten not ice to the contractor, disburse such amounts withheld for and on account of the contractor or subcontractor to the respect ive employees to whom they are due. The Comptrol ler General shall make such disbursements in the case of direct Davis-Bacon Act contracts.

3. (i) Payrolls and basic records. Payrol ls and basicrecords relat ing thereto shall be maintained by the contractor during the course of the work preserved for a period of three years thereafter for al l laborers and mechanics working at the si te of the work. Such records shall contain the name, address, and social secur ity number of each such worker, his or her correct c lassif icat ion, hourly rates of wages paid ( including rates of contribut ions or costs ant ic ipated for bona f ide fr inge benef its or cash equivalents thereof of the types described in Sect ion l (b)(2)(B) of the Davis-bacon Act), dai ly and weekly number of hours worked, deduct ions made and actual wages paid. Whenever the Secretary of Labor has found under 29 CFR 5.5 (a)(1)(iv) that the wages of any laborer or mechanic include the amount of any costs reasonably ant ic ipated in providing benef its under a plan or program described in Sect ion l(b)(2)(B) of the Davis-Bacon Act, the contractor shall maintain records which show that the commitment to provide such benef its is enforceable, that the plan or program is f inancial ly responsible, and that the plan or program has been

communicated in writ ing to the laborers or mechanics affected, and records which show the costs ant ic ipated or the actual cost incurred in providing such benef its. Contractors employing apprent ices or trainees under approved programs shall maintain wr it ten evidence of the registrat ion of apprent iceship programs and cert i f icat ion of trainee programs, the registrat ion of the apprent ices and trainees, and the rat ios and wage rates prescribed in the applicable programs. (Approved by the Off ice of Management and Budget under OMB Control Numbers 1215-0140 and 1215-0017.)

(i i ) (a) The contractor shal l submit weekly for each week in which any contract work is performed a copy of al l payrol ls to HUD or i ts designee if the agency is a party to the contract, but i f the agency is not such a party, the contractor wil l submit the payrol ls to the applicant sponsor, or owner, as the case may be, for transmission to HUD or i ts designee. The payrol ls submitted shal l set out accurately and completely al l of the information required to be maintained under 29 CFR 5.5(a)(3)(i) except that ful l social security numbers and home addresses shall not be included on weekly transmittals. Instead the payrol ls shall only need to include an individually ident ifying number for each employee (e.g., the last four digits of the employee’s social security number). The required weekly payroll information may be submitted in any form desired. Optional Form WH-347 is available for th is purpose from the Wage and Hour Divis ion Web site at http:/ /www.dol.gov/esa/whd/forms/wh347instr.htm or i ts successor site. The prime contractor is responsible for the submission of copies of payrol ls by al l subcontractors. Contractors and subcontractors shall maintain the ful l social security number and current address of each covered worker, and shall provide them upon request to HUD or i ts designee if the agency is a party to the contract, but i f the agency is not such a party, the contractor wil l submit the payrol ls to the applicant sponsor, or owner, as the case may be, for transmission to HUD or i ts designee, the contractor, or the Wage and Hour Divis ion of the Department of Labor for purposes of an invest igation or audit of compliance with prevail ing wage requirements. I t is not a violat ion of this subparagraph for a prime contractor to require a subcontractor to provide addresses and social security numbers to the prime contractor for i ts own records, without weekly submission to HUD or i ts designee. (Approved by the Off ice of Management and Budget under OMB Control Number 1215-0149.)

(b) Each payrol l submitted shall be accompanied by a “Statement of Compliance,” s igned by the contractor or subcontractor or his or her agent who pays or supervises the payment of the persons employed under the contract and shall cert i fy the fol lowing:

(1) That the payroll for the payroll period contains the information required to be provided under 29 CFR 5.5 (a)(3)(i i ), the appropriate information is being maintained under 29 CFR 5.5(a)(3)(i), and that such information is correct and complete;



(2) That each laborer or mechanic ( including each helper, apprent ice, and trainee) employed on the contract during the payroll period has been paid the ful l weekly wages earned, without rebate, either di rect ly or indi rect ly, and that no deduct ions have been made either di rect ly or indirect ly from the ful l wages earned, other than permissible deductions as set forth in 29 CFR Part 3;

(3) That each laborer or mechanic has been paid not less than the applicable wage rates and fr inge benef its or cash equivalents for the classif icat ion of work performed, as specif ied in the applicable wage determinat ion incorporated into the contract.

(c) The weekly submission of a properly executed cert i f icat ion set forth on the reverse side of Optional Form WH-347 shall sat isfy the requirement for submission of the “Statement of Compliance” required by subparagraph A.3.(i i )(b).

(d) The fals if icat ion of any of the above cert i f icat ions may subject the contractor or subcontractor to civi l or c riminal prosecut ion under Sect ion 1001 of Tit le 18 and Sect ion 231 of Tit le 31 of the United States Code.

(i i i ) The contractor or subcontractor shall make the records required under subparagraph A.3.(i) available for inspect ion, copying, or transcript ion by authorized representat ives of HUD or i ts designee or the Department of Labor, and shall permit such representat ives to interview employees during working hours on the job. I f the contractor or subcontractor fai ls to submit the required records or to make them available, HUD or i ts designee may, after writ ten not ice to the contractor, sponsor, applicant or owner, take such act ion as may be necessary to cause the suspension of any further payment, advance, or guarantee of funds. Furthermore, fai lure to submit the required records upon request or to make such records avai lable may be grounds for debarment act ion pursuant to 29 CFR 5.12.

4. Apprentices and Trainees.(i) Apprentices. Apprentices wil l be permitted to work at less than the predetermined rate for the work they performed when they are employed pursuant to and individual ly registered in a bona f ide apprent iceship program registered with the U.S. Department of Labor, Employment and Training Administrat ion, Off ice of Apprent iceship Training, Employer and Labor Services, or with a State Apprent iceship Agency recognized by the Off ice, or i f a person is employed in his or her f i rst 90 days of probat ionary employment as an apprent ice in such an apprent iceship program, who is not individually registered in the program, but who has been cert i f ied by the Off ice of Apprent iceship Training, Employer and Labor Services or a State Apprent iceship Agency (where appropriate) to be el igible for probat ionary employment as an apprent ice. The al lowable rat io of apprent ices to journeymen on the job site in any craft c lassif icat ion shall not be greater than the rat io permit ted to the contractor as to the ent ire work force under the registered program. Any worker l isted on a payrol l at an apprent ice wage rate, who

is not registered or otherwise employed as stated above, shall be paid not less than the applicable wage rate on the wage determinat ion for the classif icat ion of work actual ly performed. In addit ion, any apprent ice performing work on the job site in excess of the rat io permit ted under the registered program shall be paid not less than the applicable wage rate on the wage determinat ion for the work actually performed. Where a contractor is performing construct ion on a project in a locali ty other than that in which its program is registered, the rat ios and wage rates (expressed in percentages of the journeyman’s hourly rate) specif ied in the contractor’s or subcontractor’s registered program shall be observed. Every apprent ice must be paid at not less than the rate specif ied in the registered program for the apprent ice’s level of progress, expressed as a percentage of the journeymen hourly rate specif ied in the applicable wage determinat ion. Apprent ices shall be paid fr inge benef its in accordance with the provisions of the apprent iceship program. I f the apprent iceship program does not specify fr inge benef its, apprent ices must be paid the ful l amount of f r inge benef its l isted on the wage determinat ion for the applicable classif icat ion. I f the Administrator determines that a dif ferent pract ice prevails for the appl icable apprent ice classif icat ion, fr inges shall be paid in accordance with that determinat ion. In the event the Off ice of Apprent iceship Training, Employer and Labor Services, or a State Apprent iceship Agency recognized by the Off ice, withdraws approval of an apprent iceship program, the contractor wil l no longer be permitted to ut i l ize apprent ices at less than the applicable predetermined rate for the work performed unt i l an acceptable program is approved.

(i i ) Trainees. Except as provided in 29 CFR 5.16, trainees wil l not be permitted to work at less than the predetermined rate for the work performed unless they are employed pursuant ‘ , to and individually registered in a program which has received prior approval, evidenced by formal cert i f icat ion by the U.S. Department of Labor, Employment and Training Administrat ion. The rat io of t rainees to journeymen on the job site shall not be greater than permit ted under the plan approved by theEmployment and Training Administrat ion. Every trainee must be paid at not less than the rate specif ied in the approved program for the trainee’s level of progress, expressed as a percentage of the journeyman hourly rate specif ied in the appl icable wage determinat ion. Trainees shall be paid fr inge benef its in accordance with the provisions of the trainee program. I f the trainee program does not mention fr inge benef its, t rainees shall be paid the ful l amount of f r inge benef its l isted on the wage determinat ion unless the Administrator of the Wage and Hour Divis ion determines that there is an apprent iceship program associated with the corresponding journeyman wage rate on the wage determinat ion which provides for less than ful l f r inge benef i ts for apprent ices. Any employee l isted on the payrol l at a trainee rate who is not registered and part ic ipat ing in a training plan approved by



the Employment and Training Administrat ion shall be paid not less than the applicable wage rate on the wage determinat ion for the work actual ly performed. In addit ion, any trainee performing work on the job site in excess of the rat io permit ted under the registered program shall be paid not less than the appl icable wage rate on the wage determinat ion for the work actually performed. In the event the Employment and Training Administrat ion withdraws approval of a tra ining program, the contractor wi l l no longer be permit ted to ut i l ize trainees at less than the applicable predetermined rate for the work performed unt i l an acceptable program is approved.

(i i i ) Equal employment opportunity. The ut i l izat ion of apprentices, trainees and journeymen under 29 CFR Part 5 shall be in conformity with the equal employment opportunity requirements of Execut ive Order 11246, as amended, and 29 CFR Part 30.

5. Compliance with Copeland Act requirements. Thecontractor shall comply with the requirements of 29 CFR Part 3 which are incorporated by reference in this contract

6. Subcontracts. The contractor or subcontractor wil linsert in any subcontracts the clauses contained in subparagraphs 1 through 11 in th is paragraph A and such other clauses as HUD or i ts designee may by appropr iate instruct ions require, and a copy of the applicable prevail ing wage decision, and also a clause requiring the subcontractors to include these clauses in any lower t ier subcontracts. The prime contractor shall be responsible for the compliance by any subcontractor or lower t ier subcontractor with al l the contract c lauses in this paragraph.

7. Contract termination; debarment. A breach of thecontract c lauses in 29 CFR 5.5 may be grounds for terminat ion of the contract and for debarment as a contractor and a subcontractor as provided in 29 CFR 5.12.

8. Compliance with Davis-Bacon and Related Act Requirements.All rul ings and interpretat ions of the Davis-Bacon and Related Acts contained in 29 CFR Parts 1, 3, and 5 are herein incorporated by reference in this contract

9. Disputes concerning labor standards. Disputesaris ing out of the labor standards provisions of this contract shall not be subject to the general disputes clause of this contract. Such disputes shall be resolved in accordance with the procedures of the Department of Labor set forth in 29 CFR Parts 5, 6, and 7. Disputes within the meaning of this c lause include disputes between the contractor (or any of i ts subcontractors) and HUD or i ts designee, the U.S. Department of Labor, or the employees or their representat ives.

10. (i) Certification of Eligibil ity. By entering into th iscontract the contractor cert i f ies that neither i t (nor he or she) nor any person or f irm who has an interest in the contractor’s f irm is a person or f i rm ineligible to be awarded Government contracts by virtue of Sect ion 3(a) of the Davis-Bacon Act or 29 CFR 5.12(a)(1) or to be

awarded HUD contracts or part ic ipate in HUD programs pursuant to 24 CFR Part 24.

(i i ) No part of this contract shall be subcontracted to any person or f irm ineligible for award of a Government contract by virtue of Sect ion 3(a) of the Davis-Bacon Act or 29 CFR 5.12(a)(1) or to be awarded HUD contracts or part ic ipate in HUD programs pursuant to 24 CFR Part 24.

(i i i ) The penalty for making false statements is prescribed in the U.S. Criminal Code, 18 U.S.C. 1001. Addit ional ly, U.S. Criminal Code, Sect ion 1 01 0, Tit le 18, U.S.C., “Federal Housing Administrat ion transact ions”, provides in part : “Whoever, for the purpose of . . . inf luencing in any way the act ion of such Administrat ion.. . . . makes, utters or publ ishes any statement knowing the same to be false. . . . . shall be f ined not more than $5,000 or imprisoned not more than two years, or both.”

11. Complaints, Proceedings, or Testimony byEmployees. No laborer or mechanic to whom the wage, salary, or other labor standards provisions of this Contractare applicable shall be discharged or in any other manner discriminated against by the Contractor or any subcontractor because such employee has f i led any complaint or inst i tuted or caused to be inst i tuted any proceeding or has test i f ied or is about to test ify in any proceeding under or relat ing to the labor standards appl icable under this Contract to his employer.

B. Contract Work Hours and Safety Standards Act. The provisions of this paragraph B are applicable where the amount of the prime contract exceeds $100,000. As used in this paragraph, the terms “laborers” and “mechanics” include watchmen and guards.

(1) Overtime requirements. No contractor or subcontractor contracting for any part of the contract work which may require or involve the employment of laborers or mechanics shall require or permit any such laborer or mechanic in any workweek in which the individual is employed on such work to work in excess of 40 hours in such workweek unless such laborer or mechanic receives compensation at a rate not less than one and one-half times the basic rate of pay for all hours worked in excess of 40 hours in such workweek.

(2) Violation; l iabil ity for unpaid wages; l iquidated damages. In the event of any violat ion of the clause set forth in subparagraph (1) of this paragraph, the contractor and any subcontractor responsible therefor shall be l iable for the unpaid wages. In addit ion, such contractor and subcontractor shall be l iable to the United States (in the case of work done under contract for the District of Columbia or a terri tory, to such District or to such terri tory), for l iquidated damages. Such l iquidated damages shal l be computed with respect to each individual laborer or mechanic, including watchmen and guards, employed in violat ion of the clause set forth in subparagraph (1) of this paragraph, in the sum of $10 for each calendar day on which such individual was required or permitted to work in excess of the standard workweek of 40 hours without payment of the overtime wages required by the clause set forth in sub paragraph (1) of this paragraph.



(3) Withholding for unpaid wages and liquidated damages. HUD or i ts designee shal l upon i ts own act ion or upon writ ten request of an authorized representat ive of the Department of Labor withhold or cause to be withheld, f rom any moneys payable on account of work performed by the contractor or subcontractor under any such contract or any other Federal contract with the same prime contract, or any other Federally-assisted contract subject to the Contract Work Hours and Safety Standards Act which is held by the same prime contractor such sums as may be determined to be necessary to sat isfy any l iabi l i t ies of such contractor or subcontractor for unpaid wages and l iquidated damages as provided in the clause set forth in subparagraph (2) of this paragraph.

(4) Subcontracts. The contractor or subcontractor shall insert in any subcontracts the clauses set forth in subparagraph (1) through (4) of this paragraph and also a clause requiring the subcontractors to include these clauses in any lower t ier subcontracts. The prime contractor shall be responsible for compliance by any subcontractor or lower t ier subcontractor with the clauses set forth in subparagraphs (1) through (4) of this paragraph.

C. Health and Safety. The provisions of this paragraph C are applicable where the amount of the prime contract exceeds $100,000.

(1) No laborer or mechanic shall be required to work in surroundings or under working condit ions which are unsanitary, hazardous, or dangerous to his health and safety as determined under construct ion safety and heal th standards promulgated by the Secretary of Labor by regulat ion.

(2) The Contractor shall comply with al l regulat ions issued by the Secretary of Labor pursuant to Tit le 29 Part 1926 and fa i lure to comply may result in imposit ion of sanct ions pursuant to the Contract Work Hours and Safety Standards Act, (Public Law 91-54, 83 Stat 96). 40 USC 3701 et seq.

(3) The contractor shall include the provisions of this paragraph in every subcontract so that such provisions wi l l be binding on each subcontractor. The contractor shall take such act ion with respect to any subcontractor as the Secretary of Housing and Urban Development or the Secretary of Labor shall di rect as a means of enforcing such provisions.


Step 3: Add company user setup 1. Go to configuration tab and click “new” to add up to 2 company users.

2. Assign users to projects

Step 4: Electronic signature setup

1. Section A [if you are an officer of the company listed on Sunbiz, proceed directly to Section B]

2. Section B [Section A needs to be completed if the person in this section is not an officer of the company]

Step 4: Subcontractors will complete the following on Elation Systems; Certified Payrolls – completed weekly (Wage determination will be available to view per project)

o No work statement o Correction and amendments

Certificate form contractor appointing officer or employee to supervise payment of employee (if applicable)

Section 3 Reporting o Workforce report o Subcontract report

Section 3 Certification Application Request for Additional Work Classification & Rate (if applicable) Fringe Benefits Statement (if applicable) Apprentice Certificate (if applicable) Authorization of “Other” Deductions (if applicable)

NOTE: All employees must sign in daily when entering the jobsite, they must know their wage rate, and their work classification


Certified Payroll Reports Information All certified payrolls, section 3 monthly forms, and related forms stated above will be completed on

Elation Systems. In addition to that, certified payrolls/no work statements will need to be printed out and signed by an officer of the company or appointee and send originals to the GC. Original City of

Miami Section 3 monthly reporting, Assurance Statement, Request for Additional Work Classification & Rate (if applicable), Authorization of “Other” Deductions (if applicable), and Certificate form

contractor appointing officer or employee to supervise payment of employee (if applicable), will also be requested.

Internally companies must do weekly payrolls, biweekly payrolls not accepted, Net wages must equal

the amount on check Rate of pay: Per the wage determination provided per project, the rate should be equal to or

greater. Overtime Rate of Pay: Overtime hours are defined as all hours worked more than 40 hours in any work

week. Overtime hours must be paid at no less than time and a half of the regular rate of basic pay plus the straight-time rate of any required fringe benefits.

Note: If you will not be paying employee overtime for that payroll, do not list the overtime wage rate. Only list the OT wage rate, when you will pay that employee OT

Calculating overtime: Example 1: wage decision requires $22/hour, the overtime rate would be $22 x 1½=$33/hour. Example 2: w/fringe: wage decision requires $10/hour basic plus $5/hour fringe benefits, the

overtime rate would be: ($10 x 1 ½) + $5 = $20/hour. 1099 Subcontractors: Validity of 1099 subcontractor is required. Contract between 1099 sub and

your company, and sunbiz/company registration, proof will be required. Otherwise, they are considered employees. If using and reporting 1099 contractor on your certified payrolls make a note in the remarks section (2nd page), putting “1099 Subcontractor.”

Ratio: When completing scopes such as Electrical, Plumbing, Sheet Metal Work, Iron Work, HVAC, Masonry and Form Work, please are sure to classify your workers accordingly and to keep the working ratio in mind when classifying Labors and apprentices. For example, if you have 10 employees in a week worth of work, there should not have 3 journeymen (Electrician, Plumber, etc.) and 7 Laborers.

Note: Laborers: General or Common – Only cleans, sweeps, pass tools, dig holes, holds ladder, and carries materials, things of that sort. DOES NOT USE TOOLS.

Split Classifications: For an employee that worked in a split classification, make a separate entry for each classification of work performed distributing the hours of work to each classification, accordingly, and reflecting the rate of pay and gross earnings for each classification. Deductions and net pay may be based upon the total gross amount earned for all classifications. In a case this worker worked more than 40 hours for both jobs, overtime is due.

Split classification can only be within the same trade; i.e., Plumber and Carpenter are fine. But what is not permitted when there is split classifications such as for instance being a plumber and then general laborer


EXHIBIT “I”

CERTIFICATION OF COMPLIANCE

Enclosed

1

CERTIFICATION OF COMPLIANCE

1. I, (Subcontractor) _______________________________________________, hereby certify that all of

my employees who will be performing work for _____________________________ (the “Project”) have

provided (or if not yet hired, will be required to provide) my company with proper documentation

demonstrating that they are legally authorized to work in the United States.

2. I have properly classified my workers as independent contractors or employees in accordance with the

Internal Revenue Code, and applicable labor and employment laws (Florida and Federal), including but not

limited to, the Fair Labor Standards Act and Florida’s workers’ compensation statute.

3. I have classified my workers as “employees” in all cases where the applicable legal standard did not

provide a clear answer concerning the worker’s employment status.

4. I have, and will continue to, consult with appropriate professionals (e.g., labor/employment attorneys,

tax attorneys, accountants, Human Resources professionals, and employee benefit consultants) in classifying

my workers to perform services for the Project.

5. I have educated myself concerning the legal requirements under applicable Florida and Federal laws

regarding worker classification.

6. I will maintain and preserve all relevant records to support my worker classification determinations.

7. I have attached a list reflecting the total (approximate) number of workers to be performing services on

behalf of my company on this Project (and whose salaries/wages/compensation formed the basis of the bid that

I am submitting), and the number of those workers that I have classified as independent contractors. I

understand that if any worker has multiple classifications depending on which law is applied, that fact has been

noted on the list.

8. I understand that if I submit a bid with a majority of my workers classified as independent contractors, I

will be required to provide further information substantiating that such worker classifications comply with the

above-referenced laws and regulations.

9. I have been advised that Miami-Dade County’s Department of Public Housing and Community

Development (“PHCD”) will monitor certified payrolls on this Project and that any anomalies will initiate

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consultation between PHCD and other appropriate governmental agencies. I acknowledge that review of

payroll records and/or similar documents by PHCD or other governmental agency shall not relieve my company

from ensuring Davis-Bacon Compliance and appropriate worker classification in accordance with all applicable

requirements.

10. I acknowledge and understand that any payments that my company may be contractually entitled for any

work performed on this Project will only be made, among other things, after satisfactory resolution of any

questions by Related Urban, the Contractor, or applicable governmental agencies regarding the classification of

workers.

11. I acknowledge that this Certification of Compliance is a material term of the Subcontract Agreement,

and understand my obligation to update this Certification if at any time I determine that information provided

herein is erroneous when submitted, or has become erroneous by reason of changed circumstances.

12. I acknowledge that any false statement made in this Certification of Compliance is grounds to terminate

the Subcontract Agreement, and that my company will be responsible for any damages to Contractor or the

Developer of the Project, resulting therefrom.

____________________________ (Subcontractor)

By:

Name:

Title:

STATE OF FLORIDA )

)SS:

COUNTY OF MIAMI-DADE )

The foregoing instrument was acknowledged before me this _____ day of _____________, 2017

by ________________________________, who is personally known to me or who has produced a driver's

license as identification and who did (did not) take an oath.

______________________________________________________

Print or Stamp Name:

Notary Public, State of Florida at Large

Commission No.:

My Commission Expires:

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LIST OF SUBCONTRACTOR’S WORKERS

TITLE NUMBER CLASSIFICATION(S)

Subcontractors & Lower Tier Subcontractors...

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