SUBCONTRACTOR TERMS AND CONDITIONS

1) CONTRACT DOCUMENTS:
Subcontractor has reviewed the plans, specifications, conditions and amendments to the contract between Contractor and Owner for
the Project and is bound to Contractor on the same terms Contractor is bound to Owner, including any guarantees and warranties.
2) SCOPE OF WORK:
Subcontractor agrees to commence its work described herein upon notification by Contractor, and to perform and complete such work
in strict accordance with the Contract Documents and under the general direction of Contractor in accordance with Contractor's latest
schedule. Subcontractor shall furnish all labor, material, equipment, incidentals, clean up, sales and use taxes, and necessary services to
fully complete the subcontract Work in accordance with the Project Plans and Specifications and as described on the Scope of Work.
Subcontractor has inspected the job site and is acquainted with the actual conditions. Subcontractor shall not impede traffic on streets
or sidewalks and shall properly store materials as directed by Contractor. Subcontractor is hereby rendered responsible for keeping a
neat and orderly work site as the Project progresses, and for final clean up of areas affected by Subcontractor's performance of its scope
of work. Subcontractor understands and agrees that Contractor retains the right to back charge for any clean up work necessitated by
Subcontractor's failure to properly perform progress or final clean up duties.
3) SUBCONTRACT PAYMENTS:
Subcontractor's requests for payment shall be billed to Contractor on the 25th day of the month in a form acceptable to Contractor.
All required Sales Tax Reports, Certified Payroll Reports and other information/documentation as required by the Owner shall be
submitted with each Request for Payment. Progress payments less ten percent (10%) shall be made to Subcontractor for work
satisfactorily performed no later than seven (7) days after receipt by Contractor of payment from Owner for Subcontractors Work.
These payments are subject to receipt of such lien waivers, affidavits, sales and use tax reports, certified payrolls, warranties and
guarantees as required by Contract Documents or Contractor. Contractor may deduct for any sum owed it or to protect against any
Claims or Liens asserted.
Contractor agrees to submit to Owner the Subcontractor's request for payment for stored materials warehoused on the job site at
Subcontractor's expense. With each request for payment for stored materials, Subcontractor sh all submit to Contractor proof of
insurance covering stored materials under Subcontractor's policy, and documentation of Subcontractor's purchase of material specifying
said purchase for the project and receipt for payment by Owner.
Subcontractor agrees to submit with each request for payment a fully executed Waiver of Lien in a form acceptable to Contractor and
Owner. Subcontractor understands and hereby agrees that no payment request will be considered by Contractor unless accompanied by
the required form of Lien Waiver. Prior to making application for payment, subcontractor shall submit to Contractor a complete
listing of all material suppliers/subcontractors used in association with the Project. Contractor shall retain the right to verify account
balances with any material supplier/sub- subcontractor, to compel the production of Lien Waivers from subcontractor's material
suppliers/sub-subcontractors, and to provide the joint payment to Subcontractor and its material suppliers/subcontractors at
Contractor's sole discretion.
4) SCHEDULE AND COORDINATION:
Time is of the essence. Subcontractor shall provide Contractor with any requested scheduling information for Subcontractor's work.
The Project schedule and any updates thereto, including the work of Subcontractor, will be available for inspection through
Contractor's on site Project Representative. This schedule will be prepared by the Contractor and revised as necessary while the work
progresses without additional cost unless allowed and paid for by the Owner. It is the sole responsibility of Subcontractor to schedule,
coordinate and expedite its work in accordance with Contractor's scheduling requirements and the work of all other trades.
Subcontractor shall hold Contractor and Owner harmless for any and all conflicts and related expenses, inclusive of Contractor's
overhead expenses, arising from failure of Subcontractor to properly coordinate and execute its Work both with Contractor's
designated representative and with all other trades. Said conflicts will be resolved to the Contractor and Owner's satisfaction without
additional cost.
5) CHANGE ORDER:
Contractor may direct Subcontractor in writing to make changes in Subcontractor's Work. Claims for extra or changed work wi ll be
allowed only upon prior written authorization. In the absence of such signed change orders, no payment shall be made for extra or
changes in work.
6) INSURANCE:
Subcontractor shall obtain, at its sole expense, all insurance required under this Agreement and Subcontractor shall not commence work
until such insurance is in force. All required insurance shall be procured from insurance companies licensed to do business in North
Carolina with a Best's Insurance Guide Rating of "A" or better. Coverage in accordance with the following schedule shall be maintained
continuously during the life of the Project until Final Completion of the Work. Uninsured subcontractors will be billed accordingly.
A. GENERAL LIABILITY:
Comprehensive Form Premises/Operations Products/Completed Operations
General Aggregate
Bodily Injury and Property Damage Combined: Each Occurrence - $1,000,000 Aggregate - $2,000,000
$2,000,000
B. AUTOMOBILE LIABILITY:
Hired Autos Non-Owned Autos Scheduled Autos
Bodily Injury & Property Damage Combined: Each Occurrence - $1,000,000 Aggregate - $1,000,000
C. WORKERS COMPENSATION:
Statutory $100,000 Each Accident $500,000 Disease Policy Limit $100,000 Disease Each Employee
D. ADDITIONAL INSURED
The Design Build Group LLC, Shall be listed as additional insured on subcontractor policy per ISO Form CG 2010 and CG 2037
7) INDEMNITY:
To the fullest extent permitted by law, Subcontractor shall indemnify and hold harmless Contractor, Owner, Architect, and their agents
and employees from any and all claims, damages, losses, and expenses including attorney's fees, caused in whole or in part by any act
or omission of Subcontractor or any of it's agents, employees or Subcontractors.
8) DAMAGE TO WORK:
 All loss to Subcontractor's work resulting from negligence by Subcontractor shall be sole risk of the subcontractor until final
acceptance. Subcontractor shall at all times and at its expense protect all labor, materials, supplies, tools, and equipment against any
damage, injury, destruction, theft or loss. The Subcontractor shall in no way hold the Contractor liable for the negligence of its
mechanics, laborers, and material men, for all of which Subcontractor shall be solely responsible. Subcontractor shall at its expense
promptly repair or replace damage to work of others, or to the project, resulting from its activities.
9) COMPLIANCE WITH LAW AND SAFETY:
All work to be furnished by Subcontractor must strictly comply with all applicable federal, state and local laws, regulations, statutes,
codes, ordinance and directives (hereinafter "Laws") now in force or hereafter in effect. All work, labor, services or materials
necessary to comply with said Laws will be furnished by Subcontractor without additional compensation. Subcontractor agrees to
indemnify and save Contractor and Owner harmless against any and all claims, loss or expense caused directly or indirectly by its failure
to comply within.
Subcontractor agrees that the prevention of accidents to workmen engaged in Subcontract Work is solely its responsibility.
Subcontractor shall comply with all applicable safety laws and to any safety standards established during the progress of the work by the
Contractor. The subcontractor shall provide their safety and hazcom program to the contractor for review prior to commencement of
any work. Subcontractor shall provide the contractor with the name of the competent person in charge for their work. Any
subcontractor using a forklift shall be licensed, and perform daily pre-shift inspections of equipment. The review of any safety plan by
Contractor shall not be deemed to release Subcontractor or in any way diminish its liability, by way of indemnity or otherwise, as
assumed by it under this Subcontract. Subcontractor shall be responsible for all OSHA fines including general contractor’s fine from
negligence by subcontractor.
When so ordered, subcontractor shall stop any part of the work which Contractor deems unsafe until corrective measures satisfactory
to Contractor have been taken. Should Subcontractor neglect to adopt such corrective measures, Contractor may do so and deduct the
cost from payments due the Subcontractor. Subcontractor shall timely submit copies of all accident or injury reports to Contractor.
10) PERFORMANCE:
Should Subcontractor fail in any respect to prosecute the work with promptness and diligence or fail to correct defective work
promptly, or fail as to any of the requirements herein, Contractor may perform for Subcontractor and charge all costs to
Subcontractor, including overhead, profit and attorney's fees. Contractor shall provide 24-hour notice to Subcontractor except in an
emergency.
11) TERMINATION:
Should Subcontractor fail to rectify any contractual deficiencies, including failure to pay its creditors, within two (2) working days from
receipt of Contractor's written notice, Contractor shall have the right to take whatever steps he deems necessary to correct said
deficiencies and charge the cost thereof to Subcontractor, who shall be liable for the full cost of Contractor's corrective action,
including reasonable overhead, profit and attorneys' fees.
Contractor may at any time and for any reason terminate Subcontractor's services hereunder at Contractor's convenience; in the event
of termination for convenience, Subcontractor shall recover only the actual cost of work completed to the date of termination plus ten
percent (10%) of the actual cost of the work for overhead and profit. Subcontractor shall not be entitled to any claim or lien against
Contractor or Owner for any additional compensation or damages in the event of such termination.
12) ASSIGNMENTS:
This subcontract or any interest therein may not be transferred or assigned, or the Work or any part thereof by subcontracted, without
the written consent of Contractor.
13) CHOICE OF LAW:
This agreement shall be construed and governed by the laws of North Carolina. The venue of any proceeding related to this
Subcontract shall be WAKE.
14) QUALITY OF WORKMANSHIP:
Subcontractor and Contractor agree that all materials, methods of installation and quality of workmanship are subject to the approval
and acceptance of Owner, Architect and Contractor as to quality, color selection and conformity with the requirements of the Project
Plans and Specifications. No material substitutions may be made unless specifically approved for use.
15) SUBMITTAL DOCUMENTS:
Subcontractor shall submit to Contractor all shop drawings, technical and proprietary data, color samples, diagrams, sketches, schedules,
Material Safety Data Sheets, and other such
Submittal information required by the Project Plans and Specifications upon acceptance of this Agreement.
Subcontractor shall provide Contractor with as all as-built drawings, letters of warranty, operation and maintenance information and
stock items in accordance with the Project Plans and Specifications immediately upon completion of the Project.
16) ACCEPTANCE:
Expediting any Work associated with this Agreement shall constitute acceptance thereof by Subcontractor; inclusive of all Terms and
Conditions as herein set forth.
17) WARRANTY
All work performed by subcontractor shall be guaranteed for (1) year from certificate of occupancy.