<PAGE> 1
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
450 Fifth Street
Washington, D.C. 20549
FORM 10-QSB
-----------
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(D) OF
THE SECURITIES EXCHANGE ACT OF 1934
For Quarter Ended SEPTEMBER 30, 1995
------------------
Commission File NO. 0-3858
----------
INTERNATIONAL LEISURE HOSTS, LTD.
- --------------------------------------------------------------------------------
(Exact name of Registrant as specified in its charter)
Wyoming 86-0224163
- --------------------------------- ---------------------------------
(State or other jurisdiction of (IRS Employer Identification No.)
incorporation or organization)
2525 E. Camelback, # 275, Phoenix, AZ 85016
- --------------------------------- ---------------------------------
(Address of principal executive (Zip Code)
office)
Issuer's telephone number, including area code (602) 955-6100
--------------
Check whether the issuer (1) filed all reports required to be filed by Section
13 or 15(d) of the Securities Exchange Act during the 12 months (or for such
shorter period that the registrant was required to file such reports), and (2)
has been subject to such filing requirements for the past 90 days:
YES X NO
----- -----
State the number of shares outstanding of each of the issuer's classes of
common stock as of the close of the latest practicable date. There were
697,823 shares of $.01 par value common stock outstanding as of November 10,
1995.
<PAGE> 2
PART I - FINANCIAL INFORMATION
PART I
ITEM 1. Summarized Financial Information
INTERNATIONAL LEISURE HOSTS, LTD.
CONSOLIDATED BALANCE SHEETS
<TABLE>
<CAPTION>
September March
30, 1995 31, 1995
----------- ------------
<S> <C> <C>
ASSETS
CURRENT ASSETS:
Cash and cash equivalents $ 681,699 $ 573,279
Marketable investment securities 300,000
Accounts receivable 10,285 10,855
Merchandise inventories 162,424 114,515
Prepaid income taxes 65,850 15,147
Prepaid expenses and other 12,842 6,338
----------- -----------
Total current assets 933,100 1,020,134
----------- -----------
CASH SEGREGATED FOR CONSTRUCTION OF
REPLACEMENT PROPERTY 116,758
PROPERTY AND EQUIPMENT
Buildings, equipment and improvements 6,178,455 2,807,179
Construction in process 104,819 2,841,521
Less accumulated depreciation and amortization (2,438,487) (2,357,201)
----------- -----------
Property and equipment - net 3,844,787 3,291,499
DEPOSITS 2,478 2,478
----------- -----------
4,780,365 4,430,869
=========== ===========
LIABILITIES & SHAREHOLDERS' EQUITY
CURRENT LIABILITIES:
Accounts payable $ 204,301 $ 476,423
Accrued liabilities 285,359 63,005
Advanced deposits 80,371 106,520
----------- -----------
Total current liabilities 570,031 645,948
DEFERRED INCOME TAXES 180,852 180,852
----------- -----------
Total liabilities 750,883 826,800
----------- -----------
COMMITMENTS AND CONTINGENCIES (Note 3)
SHAREHOLDERS' EQUITY:
Preferred stock, $5 par value - authorized 100,000 shares;
issued, none
Common stock, $.01 par value - authorized 2,000,000 shares;
issued, 718,373 shares 7,184 7,184
Additional paid-in capital 656,426 656,426
Retained earnings 3,427,800 2,999,687
Common stock in treasury, at cost - 20,550 and 19,875 shares (61,928) (59,228)
----------- -----------
Total shareholders' equity 4,029,482 3,604,069
----------- -----------
4,780,365 4,430,869
=========== ===========
</TABLE>
See notes to consolidated financial statements.
2
<PAGE> 3
INTERNATIONAL LEISURE HOSTS, LTD.
CONSOLIDATED STATEMENTS OF INCOME
<TABLE>
<CAPTION>
For the six months ended For the three months ended
September 30, September 30,
-------------------------- --------------------------
1995 1994 1995 1994
---------- ---------- ----------- -----------
<S> <C> <C> <C> <C>
REVENUES:
Room, cabin & trailer space rentals $1,361,969 $1,060,431 $1,088,720 $ 789,140
Sales of merchandise 1,334,881 1,356,906 1,037,544 1,012,347
Interest 12,779 45,336 5,145 23,681
Other income 118,055 5,721 91,323 1,919
---------- ---------- ---------- ----------
Total revenues 2,827,684 2,468,394 2,222,732 1,827,087
---------- ---------- ---------- ----------
COSTS & EXPENSES:
Operating 1,072,437 716,736 698,104 418,326
Cost of merchandise 726,926 796,871 542,494 599,255
General & administrative 294,422 220,316 187,663 112,657
Depreciation & amortization 81,286 37,950 51,825 18,645
---------- ---------- ---------- ----------
Total costs and expenses 2,175,071 1,771,873 1,480,086 1,148,883
---------- ---------- ---------- ----------
Income before income tax 652,613 696,521 742,646 678,204
Provision for income tax 224,500 234,500 256,000 230,000
---------- ---------- ---------- ----------
NET INCOME $ 428,113 $ 462,021 $ 486,646 $ 448,204
========== ========== ========== ==========
NET INCOME PER COMMON SHARE $ 0.61 $ 0.66 $ 0.70 $ 0.64
========== ========== ========== ==========
</TABLE>
See notes to consolidated financial statements.
3
<PAGE> 4
INTERNATIONAL LEISURE HOSTS, LTD.
CONSOLIDATED STATEMENT OF SHAREHOLDERS' EQUITY
FOR THE SIX MONTHS ENDED SEPTEMBER 30, 1995
<TABLE>
<CAPTION>
Common Stock Additional
------------------- Paid-In Retained Treasury
Shares Amount Capital Earnings Stock
------ ------ ---------- -------- --------
<S> <C> <C> <C> <C> <C>
Balance, March 31, 1995 718,373 $7,184 $656,426 $2,999,687 $(59,228)
Purchases of common stock (2,700)
Net income 428,113
Balance, September 30, 1995 ------- ------ -------- ---------- --------
718,373 $7,184 $656,426 $3,427,800 $(61,928)
======= ====== ======== ========== ========
</TABLE>
See notes to consolidated financial statements.
4
<PAGE> 5
INTERNATIONAL LEISURE HOSTS, LTD.
CONSOLIDATED STATEMENTS OF CASH FLOWS
<TABLE>
<CAPTION>
Six months ended September 30,
------------------------------
1995 1994
------------ -------------
<S> <C> <C>
OPERATING ACTIVITIES:
Net Income $ 428,113 $ 462,021
Adjustment to reconcile net income to net cash
provided by operations:
Depreciation and amortization 81,286 37,950
Changes in assets and liabilities:
Accounts receivable 570 50,904
Merchandise inventories (47,909) (933)
Prepaid expenses and other (6,504) (20,411)
Accounts payable (272,122) 481,869
Accrued liabilities 222,354 1,192
Advance deposits (26,149)
Income taxes (50,703) 62,840
----------- -----------
Net cash provided by operating activities 328,936 1,075,432
----------- -----------
INVESTING ACTIVITIES:
Increase in property and equipment (3,371,276) (12,258)
Decrease (increase) in construction in process 2,736,702 (1,593,703)
Purchase of marketable investment securities (398,044)
Sale of marketable investment securities 300,000 1,202,048
Use of cash segregated for construction of
replacement property 116,758 554,444
----------- -----------
Net cash provided by (used in) investing activities (217,816) (247,513)
----------- -----------
FINANCING ACTIVITIES:
Common stock purchased for treasury (2,700)
----------- -----------
NET INCREASE IN CASH AND
CASH EQUIVALENTS 108,420 827,919
CASH AND CASH EQUIVALENTS,
BEGINNING OF PERIOD 573,279 95,505
----------- -----------
CASH AND CASH EQUIVALENTS,
END OF PERIOD $ 681,699 $ 923,424
=========== ===========
</TABLE>
See notes to consolidated financial statements.
5
<PAGE> 6
INTERNATIONAL LEISURE HOSTS, LTD.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
For the Six Month Periods Ending September 30, 1995 and 1994
The accompanying unaudited condensed and consolidated financial statements have
been prepared in accordance with generally accepted accounting principles for
interim financial information and with the instructions to Form 10-QSB.
Accordingly, they do not include all of the information and notes required by
generally accepted accounting principles for complete financial statements. In
the opinion of management, all adjustments and reclassifications considered
necessary for a fair and comparable presentation have been included and are of
a normal recurring nature. Operating results for the six months ended
September 30, 1995 are not necessarily indicative of the results that may be
expected for the year ending March 31, 1996. The enclosed financial statements
should be read in conjunction with the consolidated financial statements and
notes thereto included in the Company's Annual Report on Form 10-KSB for the
year ended March 31, 1995.
1. BASIS OF PRESENTATION AND SIGNIFICANT ACCOUNTING POLICIES
Principles of Consolidation - The consolidated financial statements include the
accounts of International Leisure Hosts, Ltd., and Lewis & Clark Lodge, its
wholly-owned subsidiary (collectively, the "Company"). All intercompany
transactions and accounts have been eliminated in consolidation.
Marketable investment securities are carried at cost, which approximates fair
value. The fair values are estimated based on quoted market prices.
Marketable securities are managed as part of the Company's cash management
program. The Financial Accounting Standards Board issued Statement of
Financial Accounting Standards ("SFAS") No. 115, Accounting for Certain
Investments in Debt and Equity Securities, which the Company adopted in fiscal
year 1995. SFAS No. 115 requires the classification of securities of
acquisition into one of three categories: available for sale, held to maturity
or trading. The Company has classified its securities as available for sale.
Merchandise inventories are stated at the lower of aggregate cost (first-in,
first-out basis) or market.
Property and equipment are stated at cost. Depreciation is computed primarily
by the straight-line method over the estimated useful lives of such assets.
Amortization, by the straight-line method, of improvements to leased property
is based on the shorter of the term of the applicable lease or the estimated
useful lives of such assets.
Income taxes were provided for under provisions of the Statement of Financial
Accounting Standards ("SFAS") No. 109.
Net income per common share is computed by dividing net income by the weighted
average number of common shares outstanding. The weighted average number of
common shares outstanding was 698,318 and 698,498 for the six months ended
September 30, 1995 and 1994 and 698,136 and 698,498 shares for the three months
ended September 30, 1995 and 1994.
Business Segments - The Company considers its operations to be in one business
segment, the ownership and operation of Flagg Ranch, a full-service resort
motel and trailer park located in the John D. Rockefeller Jr. Memorial Parkway,
approximately four miles north
6
<PAGE> 7
of Grand Teton National Park and two miles south of the southern entrance to
Yellowstone National Park.
Statements of Cash Flows - For purposes of the consolidated statements of cash
flows, cash and cash equivalents represent cash in banks, money market funds,
and certificates of deposit with initial maturities of three months or less.
2. MARKETABLE INVESTMENT SECURITIES
Marketable investment securities consist of the following:
<TABLE>
<CAPTION>
September 30, 1995 March 31,1995
------------------ -------------
Cost Market Cost Market
<S> <C> <C> <C> <C>
Available for sale:
Variable rate municipal bonds $ 0 $ 0 $300,000 $300,000
</TABLE>
3. COMMITMENTS AND CONTINGENCIES
The Company receives its operating authorization from the National Park Service
("NPS"). The NPS Contract (the "Contract") which became effective on January
1, 1990, will expire on December 31, 2009. Under the terms of the Contract,
prior to December 31, 1999, the Company is required to move its existing
54-unit riverside motel from its current location to the high ground above the
river, to provide for new employee housing and make certain other improvements.
The cost of making these improvements is estimated to be between $1,700,000 and
$2,000,000.
The fee expense under the Contract is calculated at 2% of gross receipts (as
defined), subject to review and possible adjustment every five years. The
first review period was scheduled for December 31, 1994; however, as of
November 10, 1995, the NPS has not completed its review. Any changes to the
fee will be retroactive to January 1, 1995. For the six months ended September
30, 1995 and 1994, this fee amounted to $52,000 and $46,000, respectively.
4. TRANSACTIONS WITH AFFILIATED COMPANIES AND RELATED
PARTIES
Included in general and administrative expenses for the six months ended
September 30, 1995 and 1994, are management fees and administrative expenses of
approximately $230,000 and $156,000, respectively, paid to affiliated companies
owned by Anthony J. Nicoli and/or family members.
5. BANK CREDIT FACILITY
During fiscal 1995, the Company established a credit facility with a bank. The
credit facility provides for maximum borrowings of $500,000. The draw period
under the facility runs until September 30, 1996, and as of September 30, 1995,
there were no outstanding borrowings. Interest is payable monthly on the
outstanding principal balance at a rate equal to prime plus .50% (9.25% at
November 10, 1995). Commencing October 30, 1996, the principal shall be repaid
in 36 equal monthly principal payments with a maturity date of September 30,
1999. The credit facility is collateralized by all accounts, an assignment of
the Contract and all improvements the Company has made to the Flagg Ranch
property.
7
<PAGE> 8
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
RESULTS OF OPERATIONS
The principal business of the Company is the ownership and operation of Flagg
Ranch Village ("Flagg Ranch"), a full-service resort motel and trailer park
located in the John D. Rockefeller Jr. Memorial Parkway approximately four
miles north of Grand Teton National Park and two miles south of the southern
entrance of Yellowstone National Park.
Flagg Ranch undertook a major redevelopment plan during fiscal year ended March
31, 1995 which included construction of a new main lodge building, plus 50 new
cabin units. The grand opening of the new lodge and cabins was held June 17,
1995. The lodge, which replaces existing facilities, includes a restaurant,
lounge, gift shop, grocery store, front desk and gasoline station. The 50 new
cabin units replaced 42 rustic cabin units which will be removed from the
property.
The Company had net income for the six months ended September 30, 1995 of
$428,000 ($.61 per share). This compares to net income of $462,000 ($.66 per
share) for the six months ended September 30, 1994. The $34,000 decline in
income was due primarily to increased costs associated with opening and
operating the new facilities at Flagg Ranch. Changes to the Company's revenues
and expenses for the six months ended September 30, 1995 and September 30, 1994
are summarized below. All references to years represent six month periods
ending September 30 of stated year.
Flagg Ranch, the principal business of the Company, is operated as a seasonal
resort. The two seasons coincide with the opening and closing dates of
Yellowstone and Grand Teton National Parks. The summer season runs from
approximately May 15 through October 15 and the winter season runs from late
December through mid-March.
Revenues
Total revenues for 1995 increased by $359,000 or 15% from 1994. There were
increases in motel and cabin revenues of $268,000, RV park rentals of $29,000,
restaurant revenues of $96,000, gift shop sales of $29,000, grocery store sales
of $27,000, float trip revenues of $63,000 and horse rentals of $48,000. A
decrease of $163,000 in gasoline station revenues and $33,000 in interest
income, offset the increases in revenues.
The 50 new cabin units are superior in quality to the 42 rustic cabin units
which were replaced, resulting in an average daily rate for cabins of $105 in
1995 compared to $68 in 1994. The average daily rate for the motel units was
$88 in 1995 compared to $81 in 1994. Total motel and cabin rental days
increased from 11,096 in 1994 to 11,631 in 1995. Increases in restaurant, gift
shop and grocery store revenues are due to the new lodge facility. Water
conditions on the Snake River were outstanding in 1995 resulting in the
increased float trip revenues. In 1994 there was no horse rental operation.
The gasoline station was removed from its prime location next to the main
highway and has been replaced by a new gasoline station located approximately
1,000 feet from the main highway. As a result, gasoline sales are down
compared to 1994. Interest income declined in 1995 due to expenditure of cash
funds for the redevelopment of Flagg Ranch.
Costs and Expenses
The ratio of cost of merchandise sold to sales of merchandise decreased from
59% in 1994 to 54% in 1995. The primary cause of this decrease was a
fundamental change in the relative makeup of retail sales resulting from the
significant decline in gasoline sales
8
<PAGE> 9
volume. In 1994 gasoline sales represented 35% of total merchandise sold
compared to only 22% in 1995. Gasoline, which historically has by far the
highest cost of sales ratio for all merchandise sold at Flagg Ranch, had a cost
of sales ratio of 74% in 1995.
Operating expenses increased by $356,000 in 1995. The expanded float trip and
horse rental operations accounted for $90,000 of the increase. The remainder
related to the new facilities in 1995 consisting of increases in labor of
$112,000, supplies of $54,000, insurance of $28,000, utilities of $21,000,
repairs of $14,000 and other costs of $37,000.
General and administrative expenses increased by $74,000 in 1995. The ratio of
general and administrative expenses to total revenues increased to 10% in 1995
compared to 9% in 1994. The increases related to the construction of the new
facilities.
Depreciation increased by $43,000 in 1995 due to completion of the new lodge
and cabins.
Liquidity and Capital Resources
Working capital at September 30, 1995 is $363,000 compared to $374,000 at March
31, 1995. The Company plans to incur costs of $200,000 to $250,000 in the
remaining quarters of fiscal 1996 to complete certain improvements required
under the NPS Contract. The Company also began construction of an additional
42 cabin units during the second quarter of fiscal 1996 which are scheduled to
be completed in fiscal 1997. The total cost of these additional units is
estimated between $1,300,000 and $1,400,000.
The estimated total costs to be incurred for the entire construction planned
for the remainder of fiscal year 1996 through fiscal 2000 is between $3,000,000
and $3,400,000. The Company intends to fund these improvements through
existing cash funds and cash generated from operations, plus a $500,000 bank
credit facility which can be drawn on through September 30, 1996. Cash
generated from operations was $1,001,000, $576,000 and $658,000 in fiscal years
1995, 1994 and 1993, respectively. Cash generated from operations for the six
months ended September 30, 1995 and 1994 was $329,000 and $1,075,000,
respectively. The construction funds will have to be obtained from outside
sources to the extent they exceed cash generated from operations and the
$500,000 bank credit facility.
9
<PAGE> 10
PART II - OTHER INFORMATION
ITEM 1. Legal Proceedings
None
ITEM 2. Changes in Securities
None.
ITEM 3. Defaults upon Senior Securities
None.
ITEM 4. Submission of Matters to a Vote of Securities Holders
None
ITEM 5. Other Materially Important events
None
ITEM 6. Exhibits and Reports on Form 8-K
Exhibit 1. Standard Form Of Agreement Between Owner and
Contractor for forty two lodging units.
10
<PAGE> 11
In accordance with the requirements of the Exchange Act, the registrant caused
this report to be signed by the undersigned, thereunto duly authorized.
INTERNATIONAL LEISURE HOSTS, LTD.
(REGISTRANT)
DATE: 11/13/95 BY: /s/ John L. Bradley
---------------------------- ----------------------------------
John L. Bradley
President
DATE: 11/13/95 BY: /s/ Mark G. Sauder
---------------------------- ----------------------------------
Mark G. Sauder,
Chief Financial Officer
DATE: 11/13/95 By: /s/ Daniel J. Ryan
---------------------------- ----------------------------------
Daniel J. Ryan
Chief Accountant
11
<PAGE> 1
AMERICAN INSTITUTE OF ARCHITECTS
[LOGO]
- --------------------------------------------------------------------------------
AIA Document A101
Standard Form of Agreement Between
Owner and Contractor
where the basis of payment is a
STIPULATED SUM
1987 EDITION
THIS DOCUMENT HAS IMPORTANT LEGAL CONSEQUENCES; CONSULTATION WITH
AN ATTORNEY IS ENCOURAGED WITH RESPECT TO ITS COMPLETION OR MODIFICATION.
The 1987 Edition of AIA Document A201, General Conditions of the Contract
for Construction, is adopted in this document by reference. Do not use
with other general conditions unless this document is modified.
This document has been approved and endorsed by
The Associated General Contractors of America.
- --------------------------------------------------------------------------------
AGREEMENT
made as of the 25th day of July in the year of
Nineteen Hundred and 1995
BETWEEN the Owner: International Leisure Hosts, LTD.
(Name and address) 2525 East Camelback, Suite 275
Phoenix, AZ 85016
and the Contractor: Pacific West Construction, Inc.
(Name and address) P.O. Box 1884
Idaho Falls, Idaho 83403
The Project is: Flagg Ranch Phase II
(Name and location) Flagg Ranch Village
Moran, Wyoming
The Architect is: Robert Kubicek Architects and Associates
(Name and address) 3900 East Camelback Road, Suite 600
Phoenix, Arizona 85018
Prestwich Architects
P.O. Box 2950 - Idaho Falls, Idaho 83403
The Owner and Contractor agree as set forth below.
- --------------------------------------------------------------------------------
Copyright 1915, 1918, 1925, 1937, 1951, 1958, 1961, 1963, 1967, 1974,
1977, (C) 1987 by the American Institute of Architects, 1735 New York
Avenue, N.W., Washington, D.C. 20006. Reproduction of the material
herein or substantial quotation of its provisions without written
permission of the AIA violates the copyright laws of the United States
and will be subject to legal prosecution.
- -------------------------------------------------------------------------------
AIA DOCUMENT A101 - OWNER-CONTRACTOR AGREEMENT - TWELFTH EDITION -
AIA(R) - (C)1987
THE AMERICAN INSTITUTE OF ARCHITECTS, 1735 NEW YORK AVENUE, N.W.,
WASHINGTON, D.C. 20006 A101-1987 1
WARNING: Unlicensed photocopying violates U.S. copyright laws and
is subject to legal prosecution.
<PAGE> 2
ARTICLE 1
---------
THE CONTRACT DOCUMENTS
The Contract Documents consist of this Agreement, Conditions of the Contract
(General, Supplementary and other Conditions), Drawings, Specifications,
addenda issued prior to execution of this Agreement, other documents listed in
this Agreement and Modifications issued after execution of this Agreement;
these form the Contract, and are as fully a part of the Contract as if attached
to this Agreement or repeated herein. The Contract represents the entire and
integrated agreement between the parties hereto and supersedes prior
negotiations, representations or agreements, either written or oral. An
enumeration of the Contract Documents, other than Modifications, appears in
Article 9.
ARTICLE 2
---------
THE WORK OF THIS CONTRACT
The Contractor shall execute the entire Work described in the Contract
Documents, except to the extent specifically indicated in the Contract
Documents to be the responsibility of others, or as follows:
The contractor shall furnish all labor, materials, supervision and equipment
necessary to complete Phase II Flagg Ranch Lodging Units, New Flagg Ranch
Laundry Facility, New Flagg Ranch Maintenance Facility. In accordance with
plans and specifications as prepared by Robert Kubicek Architect & Associates
dated 4/21/94 for the duplexes and four-plexes, and Kay Prestwich Associates
dated May 1995.
The contractor shall also provide the infrastructure for the living units and
the Laundry Facility and the Maintenance Facility which shall consist of
providing utility connections for the sewer and water, phone conduit with pull
wire to each building, an electrical supply from the transformers to each
building. Transformer to be by others. He shall also provide concrete walkways
as per the design drawings the additional parking lot with combination curb and
walk. This contractor shall also provide all clearing, grubbing and earthmoving
to accommodate the infrastructure and the new buildings. The Contractor shall
also be responsible for the scheduling of the Owner supplied floor coverings,
interior decorations where applicable and furniture (See attachment B for
clarification of work of this contract)
Any cost increases or decreases between now and when framing lumber,
approximately $100,000.00 materials are bought next spring will be the
responsibility of the owner.
Concrete walks, Line Item 59, will be billed at a cost of $9.91/Linear Foot
and field verified after completion.
ARTICLE 3
---------
DATE OF COMMENCEMENT AND SUBSTANTIAL COMPLETION
3.1 The date of commencement is the date from which the Contract Time of
Paragraph 3.2 is measured, and shall be the date of this Agreement, as first
written above, unless a different date is stated below or provision is made for
the date to be fixed in a notice to proceed issued by the Owner.
(Insert the date of commencement, if it differs from the date of this
Agreement or, if applicable, state that the date will be fixed in a notice to
proceed.)
Commencement shall be on August 1, 1995
Unless the date of commencement is established by a notice to proceed issued by
the Owner, the Contractor shall notify the Owner in writing not less than five
days before commencing the Work to permit the timely filing of mortgages,
mechanic's liens and other security interests. Note: Project will be shut down
for winter weather. The final completion date shall be November 1, 1996.
3.2 The Contractor shall achieve Substantial Completion of the entire Work not
later than
(Insert the calendar date or number of calendar days after the date of
commencement. Also insert any requirements for earlier Substantial Completion
of certain portions of the Work, if not stated elsewhere in the Contract
Documents.)
, subject to adjustments of this Contract Time as provided in the Contract
Documents.
(Insert provisions, if any, for liquidated damages relating to failure to
complete on time.)
- -------------------------------------------------------------------------------
AIA DOCUMENT A101 - OWNER-CONTRACTOR AGREEMENT - TWELFTH EDITION -
AIA(R) - (C)1987
THE AMERICAN INSTITUTE OF ARCHITECTS, 1735 NEW YORK AVENUE, N.W.,
WASHINGTON, D.C. 20006 A101-1987 2
WARNING: Unlicensed photocopying violates U.S. copyright laws and
is subject to legal prosecution.
<PAGE> 3
ARTICLE 4
---------
CONTRACT SUM
4.1 The Owner shall pay the Contractor in current funds for the Contractor's
performance of the Contract the Contract Sum of one million two hundred four
thousand one hundred twenty one Dollars ($1,204,121.00), subject to additions
and deductions as provided in the Contract Documents.
4.2 The Contract Sum is based upon the following alternates, if any, which
are described in the Contract Documents and are hereby accepted by the Owner:
(State the numbers or other identification of accepted alternates. If decisions
on other alternates are to be made by the Owner subsequent to the execution of
this Agreement, attach a schedule of such other alternates showing the amount
for each and the date until which that amount is valid.)
A) Two handicap units, one to be a standard handicap unit as shown on
drawings, U-28 with tub/shower accommodations. One unit to be a roll
in type of shower unit.
B) Parking lot area and Walkway as per Jorgensen Engineering plans
submitted showing infrastructure and sidewalks as designed.
4.3 Unit prices, if any, are as follows:
<TABLE>
<S> <C>
5 Duplexes 238,905.00
9 4-Plexes 646,455.00
Infrastructure 84,000.00
Additional Parking Area 31,150.00
Sidewalks 23,970.00
Maintenance Facility 96,393.00
Laundry Building 53,150.00
Bonds 16,448.00
Builders Risk 4,850.00
Liability 8,800.00
------------
TOTAL 1,204,121.00
</TABLE>
- -------------------------------------------------------------------------------
AIA DOCUMENT A101 - OWNER-CONTRACTOR AGREEMENT - TWELFTH EDITION -
AIA(R) - (C)1987
THE AMERICAN INSTITUTE OF ARCHITECTS, 1735 NEW YORK AVENUE, N.W.,
WASHINGTON, D.C. 20006 A101-1987 3
WARNING: Unlicensed photocopying violates U.S. copyright laws and
is subject to legal prosecution.
<PAGE> 4
ARTICLE 5
PROGRESS PAYMENTS
5.1 Based upon Applications for Payment submitted to the Owner by the
Contractor, the Owner shall make progress payments on account of the Contract
Sum to the Contractor as provided below and elsewhere in the Contract Documents.
5.2 The period covered by each Application for Payment shall be one calendar
month ending on the last day of the month, or as follows:
The application for payment shall be monthly ending the 25th of the month
and going from the 25th to 25th of each month until completion.
See also Exhibit B.
5.3 Provided an Application for Payment is received by the Owner not later than
the 30th day of a month, the Owner shall make payment to the Contractor not
later than the 10th day of the following month. If an Application for Payment is
received by the Owner after the application date fixed above, payment shall be
made by the Owner on the 10th day from the receipt for application for payment.
5.4 Each Application for Payment shall be based upon the schedule of values
submitted by the Contractor in accordance with the Contract Documents. The
schedule of values shall allocate the entire Contract Sum among the various
portions of the Work and be prepared in such form and supported by such data to
substantiate its accuracy as the Owner may require. This schedule, unless
objected to by the Owner, shall be used as a basis for reviewing the
Contractor's Applications for Payment.
5.5 Applications for Payment shall indicate the percentage of completion of
each portion of the Work as of the end of the period covered by the Application
for Payment.
5.6 Subject to the provisions of the Contract Documents, the amount of each
progress payment shall be computed as follows:
5.6.1 Take that portion of the Contract Sum properly allocable to completed
Work as determined by multiplying the percentage completion of each portion of
the Work by the share of the total Contract Sum allocated to that portion of
the Work in the schedule of values, less retainage of five percent (5%).
Pending final determination of cost to the Owner of changes in the Work,
amounts not in the dispute may be included as provided in Subparagraph 7.3.7 of
the General Conditions even though the Contract Sum has not yet been adjusted
by Change Order;
5.6.2 Add that portion of the Contract Sum properly allocable to materials and
equipment delivered and suitably stored at the site for subsequent
incorporation in the completed construction (or, if approved in advance by the
Owner, suitably stored off the site at a location agreed upon in writing), less
retainage of percent ( %);
5.6.3 Subtract the aggregate of previous payments made by the Owner; and
5.6.4 Subtract amounts, if any, for which the Owner has withheld or
nullified a Certificate for Payment as provided in Paragraph 9.5 of the
General Conditions.
5.7 The progress payment amount determined in accordance with Paragraph 5.6
shall be further modified under the following circumstances:
5.7.1 Add, upon Substantial Completion of the Work, a sum sufficient to
increase the total payments to percent ( %) of the Contract Sum, less
such amounts as the Owner shall determine for incomplete Work and unsettled
claims; and
5.7.2 Add, if final completion of the Work is thereafter materially delayed
through no fault of the Contractor, any additional amounts payable in
accordance with Subparagraph 9.10.3 of the General Conditions.
5.8 Reduction or limitation of retainage, if any, shall be as follows:
(If it is intended, prior to Substantial Completion of the entire Work, to
reduce or limit the retainage resulting from the percentages inserted in
Subparagraphs 5.6.1 and 5.6.2 above, and this is not explained elsewhere in the
Contract Documents, insert here provisions for such reduction or limitation.)
- -------------------------------------------------------------------------------
AIA DOCUMENT A101 - OWNER-CONTRACTOR AGREEMENT - TWELFTH EDITION -
AIA(R) - (C)1987
THE AMERICAN INSTITUTE OF ARCHITECTS, 1735 NEW YORK AVENUE, N.W.,
WASHINGTON, D.C. 20006 A101-1987 4
WARNING: Unlicensed photocopying violates U.S. copyright laws and
is subject to legal prosecution.
<PAGE> 5
ARTICLE 6
FINAL PAYMENT
Final payment, constituting the entire unpaid balance of the Contract Sum, shall
be made by the Owner to the Contractor when (1) the Contract has been fully
performed by the Contractor except for the Contractor's responsibility to
correct nonconforming Work as provided in Subparagraph 12.2.2 of the General
Conditions and to satisfy other requirements, if any, which necessarily survive
final payment; and (2) a final Certificate for Payment has been issued by the
Contractor; such final payment shall be made by the Owner not more than 30 days
after the issuance of the Contractors final Certificate for Payment, or as
follows:
The owner shall pay the entire unpaid balance including the 5% retainage
only after the completion of all items on the final "punch list" as
compiled by the owner and contractor prior to final payment. Or as
agreed upon by both parties.
ARTICLE 7
MISCELLANEOUS PROVISIONS
7.1 Where reference is made in this Agreement to a provision of the General
Conditions or another Contract Document, the reference refers to that provision
as amended or supplemented by other provisions of the Contract Documents.
7.2 Payments due and unpaid under the Contract shall bear interest from the
date payment is due at the rate stated below, or in the absence thereof, at the
legal rate prevailing from time to time at the place where the Project is
located.
(Insert rate of interest agreed upon, if any.)
At annual rate of 6%
(Usury laws and requirements under the Federal Truth in Lending Act, similar
state and local consumer credit laws and other regulations at the Owner's and
Contractor's principal places of business, the location of the Project and
elsewhere may affect the validity of this provision. Legal advice should be
obtained with respect to deletions or modifications, and also regarding
requirements such as written disclosures or waivers.)
7.3 Other provisions:
See attached Exhibit A
See attached Exhibit B
See attached Exhibit C
Supplementary Conditions to General Conditions of the Contract for
Construction between International Leisure Hosts, LTD. and Pacific West
Construction, Inc.
Bond Requirements - 2.2.1 Supplementary Conditions to General
Conditions
ARTICLE 8
TERMINATION OR SUSPENSION
8.1 The Contract may be terminated by the Owner or the Contractor as provided
in Article 14 of the General Conditions.
8.2 The Work may be suspended by the Owner as provided in Article 14 of the
General Conditions.
- --------------------------------------------------------------------------------
AIA DOCUMENT A101 - OWNER-CONTRACTOR AGREEMENT - TWELFTH EDITION -
AIA(R) - (C)1987
THE AMERICAN INSTITUTE OF ARCHITECTS, 1735 NEW YORK AVENUE, N.W.,
WASHINGTON, D.C. 20006 A101-1987 5
WARNING: Unlicensed photocopying violates U.S. copyright laws and
is subject to legal prosecution.
<PAGE> 6
ARTICLE 9
---------
ENUMERATION OF CONTRACT DOCUMENTS
9.1 The Contract Documents, except for Modifications issued after execution of
this Agreement, are enumerated as follows:
9.1.1 The Agreement is this executed Standard Form of Agreement Between Owner
and Contractor, AIA Document A101, 1987 Edition.
9.1.2 The General Conditions are the General Conditions of the Contract for
Construction, AIA Document A201, 1987 Edition.
9.1.3 The Supplementary and other Conditions of the Contract are those
contained in the Project Manual dated , and are
as follows:
Document Title Pages
9.1.4 The Specifications are those contained in the Project Manual dated as in
Subparagraph 9.1.3, and are as follows: (Either list the Specifications here or
refer to an exhibit attached to this Agreement.)
Section Title Pages
- -------------------------------------------------------------------------------
AIA DOCUMENT A101 - OWNER-CONTRACTOR AGREEMENT - TWELFTH EDITION -
AIA(R) - (C)1987
THE AMERICAN INSTITUTE OF ARCHITECTS, 1735 NEW YORK AVENUE, N.W.,
WASHINGTON, D.C. 20006 A101-1987 6
WARNING: Unlicensed photocopying violates U.S. copyright laws and
is subject to legal prosecution.
<PAGE> 7
9.1.5 The Drawings are as follows, and are dated unless
a different date is shown below:
(Either list the Drawings here or refer to an exhibit attached to this
Agreement.)
Number Title Date
Infrastructure plans are submitted to Mickey.
Laundry building as prepared by Prestwich Associates
Maintenance Facility as prepared by Prestwich Associates
2400 Total Square Foot 30 x 80
9.1.6 The addenda, if any, are as follows:
Number Date Pages
Portions of addenda relating to bidding requirements are not part of the
Contract Documents unless the bidding requirements are also enumerated in this
Article 9.
- -------------------------------------------------------------------------------
AIA DOCUMENT A101 - OWNER-CONTRACTOR AGREEMENT - TWELFTH EDITION -
AIA(R) - (C)1987
THE AMERICAN INSTITUTE OF ARCHITECTS, 1735 NEW YORK AVENUE, N.W.,
WASHINGTON, D.C. 20006 A101-1987 7
WARNING: Unlicensed photocopying violates U.S. copyright laws and
is subject to legal prosecution.
<PAGE> 8
9.1.7 Other documents, if any, forming part of the Contract Documents are as
follows:
(List here any additional documents which are intended to form part of the
Contract Documents. The General Conditions provide that bidding requirements
such as advertisement or invitation to bid, Instructions to Bidders, sample
forms and the Contractor's bid are not part of the Contract Documents unless
enumerated in this Agreement. They should be listed here only if intended to be
part of the Contract Documents.)
This Agreement is entered into as of the day and year first written above and
is executed in at least three original copies of which one is to be delivered
to the Contractor, one to the Architect for use in the administration of the
Contract, and the remainder to the Owner.
<TABLE>
<CAPTION>
<S> <C>
Pacific West Construction, Inc.
OWNER CONTRACTOR
/s/ JOHN L. BRADLEY /s/ LYNDEN P. KUNDE
- ------------------------------ -------------------------------
(Signature) (Signature)
John L. Bradley, President Lynden P. Kunde, President
- ------------------------------ --------------------------------
(Printed name and title) (Printed name and title)
International Leisure Hosts, LTD.
</TABLE>
[LOGO] CAUTION: You should sign an original AIA document which has this caution
printed in red. An original assures that changes will not be
obscured as may occur when documents are reproduced.
- -------------------------------------------------------------------------------
AIA DOCUMENT A101 - OWNER-CONTRACTOR AGREEMENT - TWELFTH EDITION -
AIA(R) - (C)1987
THE AMERICAN INSTITUTE OF ARCHITECTS, 1735 NEW YORK AVENUE, N.W.,
WASHINGTON, D.C. 20006 A101-1987 8
WARNING: Unlicensed photocopying violates U.S. copyright laws and
is subject to legal prosecution.
<PAGE> 9
SUPPLEMENTARY CONDITIONS TO GENERAL
CONDITIONS OF THE CONTRACT FOR THE CONSTRUCTION
BETWEEN INTERNATIONAL LEISURE HOMES, LTD. AND
PACIFIC WEST CONSTRUCTION, INC.
The following supplements modify, change, delete from and add to the
General Conditions of the Contract for Construction, AIA Document A201, 1987
("the General Conditions"). When any portion of the General Conditions
is modified or any paragraph, subparagraph of clause thereof is modified or
deleted by these supplementary conditions, the unaltered provisions of the
General Conditions shall remain in effect.
ARTICLE 1
1.1.1 In line 10 of subparagraph 1.1.1, delete the phrase "issued by the
Architect."
1.1.3 Add the following sentence at the end of subparagraph 1.1.3:
Contractor acknowledges that the Contract Documents are adequate and
sufficient to provide for the completion of the Work, and include all
work, whether or not shown or described, which reasonably may be
required for the completion of the Work in accordance with all
applicable laws, codes and industry standards.
1.2.1 Delete the second sentence of subparagraph 1.2.1 in its entirety.
1.2.3 Add the following language to the end of subparagraph 1.2.3:
In the event of inconsistencies within or between parts of the
Contract Documents, or between the Contract Documents and applicable
standards, codes and ordinances, the Contractor shall (1) provide the
better quality or greater quantity of Work or (2) comply with the most
stringent requirement.
1.3.1 Deletes subparagraph 1.3.1 and substitute the following:
All Drawings, Specifications and other documents prepared by the
Architect are and shall remain the property of the Owner, and Owner
shall retain all common law, statutory and other reserved rights with
respect thereto. They shall not be used on any other project without
the prior written consent of the Owner, and Contractor shall take such
action as may be necessary to prevent their use on any other project
or for additions to the Project outside the scope of the Work by any
subcontractor, sub-subcontractor or material or equipment supplier.
The Contractor, subcontractors, sub-subcontractors and
<PAGE> 10
material and equipment suppliers are granted a limited license to use
and reproduce applicable portions of the Drawings, Specifications and
other documents prepared by the Architect appropriate to and for use
in the execution of their Work under the Contract Documents. All copies
made under this license shall bear the statutory copyright notice, if
any, shown on the Drawings, Specifications and other documents prepared
by the Architect. Submittals or distributions necessary to meet
official regulatory requirements or for other purposes relating to
completion of the Project are not to be construed as a publications in
derogation of the Owner's copyright or other reserved rights.
ARTICLE 2
2.2.1
2.2.2 Delete subparagraph 2.2.2 and substitute in its place "Owner shall
supply National Park Service infrastructural construction drawings for
the Project site."
2.2.4 Delete the work "Information" at the beginning of subparagraph 2.2.4
and substitute "Upon receipt of a written request therefore from the
Contractor, information."
2.2.5 Delete subparagraph 2.2.5 and substitute in its place the following:
Owner shall furnish to Contractor, free of charge, twenty copies of
(a) the Drawings and Specifications prepared by the Architect; and
(b) other drawings and documents necessary for performance of the Work.
2.3.1 Delete the word "persistently" in the first sentence of
<PAGE> 11
subparagraph 2.3.1. In addition, delete the clause, "except to the
extent required by subparagraph 6.1.3", at the end of subparagraph
2.3.1, and insert in its place the following:
This right shall be in addition to, and not in restriction of, the
Owner's rights under Paragraph 12.2.
2.4.1 Delete the first two sentences of subparagraph 2.4.1 and
substitute the following in its place:
If the Contractor defaults or neglects to carry out the Work in
accordance with the Contract Documents and fails within a seventy-two
hour period after receipt of written notice from the Owner to commence
and continue correction of such default or neglect with diligence and
promptness, the Owner may, without prejudice to other remedies the Owner
may have, commence and continue to carry out the Work.
Delete the fourth sentence of subparagraph 2.4.1 in its entirety. Add
at the end of subparagraph 2.4.1 the following sentence:
The right of the Owner to stop the Work pursuant to this subparagraph
2.4.1 shall not give rise to any duty on the part of the Owner to
exercise this right for the benefit of the Contractor or any other
person or entity.
2.5 Add the following paragraph at the end of Article 2:
2.5 EXTENT OF OWNER'S RIGHTS.
2.5.1 The rights stated in this article and elsewhere in these Contract
Documents are cumulative and not in limitation of any rights of the
owner granted in the Contract Documents, at law or in equity.
2.5.2 In no event shall the Owner have control over, charge or, or any
responsibility for construction means, methods, techniques, sequences or
procedures or for safety precautions and programs in connection with the
Work, notwithstanding any of the rights and authority granted the Owner
in the Contract Documents.
Article 3
3.2.1 Delete subparagraph 3.2.1 and substitute in its place the following:
The Contractor hereby specifically acknowledges and declares that
Contract Documents are full and complete, are sufficient to have enabled
it to determine the cost of the Work and that the Drawings, the
Specifications
<PAGE> 12
and all addenda are sufficient to enable the Contractor to construct the
Work outlined therein in accordance with applicable laws, statutes,
building codes and regulations, and otherwise to fulfill all of its
obligations under the Contract Documents. In addition, if the Contractor
performs any construction activity and if it knows or should have known
that any of the Contract Documents contains a recognized error,
inconsistency or omission, the Contractor shall be responsible for such
performance and shall bear the cost for correction thereof.
3.5.1 In line 14 of subparagraph 3.5.1, add the words "or Owner" after
"Architect".
3.5 Add the following paragraph to paragraph 3.5:
3.5.2 The Contractor agrees to assign to the Owner at the time of final
completion of the Work any and all manufacturer's warranties relating to
materials and labor used in the Work and further agrees to perform the
Work in such manner so as to preserve any and all such manufacturer's
warranties.
3.7.3 Delete subparagraph 3.7.3 and substitute the following in its place:
It shall be the obligation of the Contractor to review the Contract
Documents to determine and to notify the Owner and the Architect of any
discrepancy between building codes and regulations of which the
Contractor has knowledge or should be reasonably able to determine. The
Contractor shall not violate any zoning, setback or other locational
requirements of applicable laws, codes and ordinances, or of any
recorded covenants of which the Contractor has knowledge. If the
Contractor observes that portions of the Contract Documents are at
variance with applicable laws, statutes, ordinances, building codes,
rules or regulations, the Contractor promptly shall notify the Owner and
Architect in writing, and necessary changes shall be accomplished by
appropriate modification.
3.10.1 Delete subparagraph 3.10.1 and substitute in its place the following:
The Contractor, immediately after being awarded the Contract, shall
prepare in consultation with the Owner and submit for the Owner's
approval a contractor's construction schedule for the Work. The
construction schedule shall not exceed time limits current under the
Contract Documents, shall be updated and revised at appropriate
intervals as required by the conditions of the Work and Project, shall
be related to the entire
<PAGE> 13
Project to the extent required by the Contract Documents shall provide
for expeditious and practicable execution of the Work and shall not be
modified or extended without the prior approval of the Owner in each
instance.
3.10.2 Delete subparagraph 3.10.2 and substitute in its place the following:
The Contractor shall prepare at least monthly a progress report in a
form, in sufficient detail, and of a character approved by the Owner
for the Project. The progress report shall specify, among other things,
an estimated percentage of completion, whether the Project is on
schedule, and if not, the reasons therefor and the new schedule, as
well as the number of man-days worked for each category of labor and
the projected Work to be completed in the next succeeding month.
Accompanying the progress report shall be an updated current Project
schedule and a listing and the status of all change orders,
modifications, bulletins and other relevant documents.
The Contractor also shall prepare not later than 30 days after the
Contract is awarded a materials report which shall include a complete
list of suppliers and fabricators, items to be purchased from the
suppliers or fabricators, time required for fabrication and the
scheduled delivery dates for each item to be purchased. As soon as
available, the Contractor shall furnish copies of purchase orders to
the Owner.
The Contractor shall provide monthly progress reports with each monthly
pay Application. The Contractor shall hold weekly progress meetings at
the Project site. Progress of the Work shall be reported in detail with
reference to construction schedules. Each interested subcontractor shall
have present a competent representative to report the condition of its
work and to receive information.
The Contractor shall prepare and keep current, for the Owner's approval,
a schedule of submittals which shall be coordinated with the
Contractor's construction schedule and allows the Owner reasonable
time to review submittals.
3.11.1 In lines 7 and 8, delete "Architect and shall be delivered to Architect
for submittal to" and substitute in its place "Owner and shall be
delivered to."
3.12.4 Delete the last sentence of subparagraph 3.12.4 in its entirety.
<PAGE> 14
3.18.1 In line 10 of subparagraph 3.18.1, delete the phrase "but only to the
extent". In line 11, delete "negligent". In line 14 of subparagraph
3.18.1, insert the following after "in part by a": "negligent act or
omission, whether passive or active, or Owner or any other."
Article 4
4.2.1 Delete the following language from the first sentence of subparagraph
4.2.1:
, and will be the Owner's representative (1) during construction,
(2) until final payment is due and (3) with the Owner's concurrence,
from time to time during the correction period described in paragraph
12.2.
In addition, insert the following language immediately after the first
sentence of subparagraph 4.2.1:
The owner may select the Architect or any other designee, including an
employee or agent of the Owner, to be the Owner's representative. In
addition to any specific responsibilities assigned elsewhere in the
Contract Documents, the Owner's representative shall decide any and
all questions which may arise as to the rate of progress as to the Work.
4.2.2 Delete subparagraph 4.2.2 in its entirety.
4.2.3 Delete subparagraph 4.2.3 in its entirety.
4.2.4 Delete subparagraph 4.2.4 in its entirety and substitute in its place
the following:
Owner and Contractor may communicate with each other directly.
Contractor shall communicate directly with separate suppliers and
separate subcontractors retained by the Owner.
4.2.5 Substitute "Owner" or "Owner's" whenever "Architect" or "Architect's" is
mentioned in subparagraph 4.2.5.
4.2.6 Substitute "Owner" whenever "the Architect" is mentioned in
subparagraph 4.2.6
4.2.8 In line 1, delete "the Architect" and insert the "the Owner".
4.2.9 In line 1 of subparagraph 4.2.9, insert the following after "Architect":
or the Owner, at Owner's discretion."
4.2.10 Delete subparagraph 4.2.10 in its entirety.
<PAGE> 15
4.2.11 Delete subparagraph 4.2.11 and substitute in its place the following:
Upon request of the Owner, claims, disputes and other matters in
question relating to the execution or progress of the Work or the
interpretation of the Contract Documents may be referred to the
Architect for initial decision, which the Architect shall render in
writing within a reasonable time, not to exceed 15 days after the
date on which such request is made. The Owner is not required to
submit anything to the Architect.
4.2.13 In line 1 of subparagraph 4.2.13, delete "Architect's" and substitute
"Owner's".
4.3.2 Delete subparagraph 4.3.2.
4.3.6 In lines 11 and 12, delete "the Architect" and insert "the Owner" in
its place. In line 16, delete "the Architect" and inset "the Owner" in
its place. In lines 19 and 20, delete "the Architect shall so notify
the Owner" and insert in its place "the Owner shall so notify the". In
line 22, delete "the Architect" and insert "the Owner" in its place.
Delete the last sentence of subparagraph 4.3.6.
4.4 Delete subparagraph 4.4 and its subparts.
4.5.1 Insert in line 3 of subparagraph 4.5.1 after "the breach thereof" the
following phrase: "if the amount in controversy of all Claims subject
to arbitration is less than $100,000". Delete the last two sentences in
subparagraph 4.5.1. Add the following language at the end of
subparagraph 4.5.1:
The Contractor and the Owner shall not be obligated to resolve by
arbitration any claims or disputes related to the contract which
cumulatively total in excess of $100,000.
4.5.2 In line 2 of subparagraph 4.5.2, delete "not resolved under Paragraph
4.4".
4.5.4 Delete subparagraph 4.5.4 in its entirety and add the following in its
place:
All demands for arbitration and all answering statements thereto, which
include any monetary claim, must contain a statement that the total
sum or value in controversy as alleged by the party making such demand
or answering statement is not more than $100,000 (exclusive of interest
and arbitration fees and costs). The arbitrators will not have
jurisdiction, power or authority to consider or make findings (except
in denial of their own
<PAGE> 16
jurisdiction) concerning any controversy where the amount at issue is
more than $100,000 (exclusive of interest and arbitration fees and
costs) or to render a monetary award in response thereto against any
party which totals more than $100,000 (exclusive of interest and
arbitration fees and costs).
4.5.4.1 Delete subparagraph 4.5.4.1 in its entirety.
4.5.4.2 In lines 1, 2 and 3 of subparagraph 4.5.4.2, delete "the time limits
specified in subparagraphs 4.5.1 and 4.5.4 and clause 4.5.4.1 as
applicable, and in other cases."
4.5.5 Delete subparagraph 4.5.5 and insert in its place the following:
The American Arbitration Association may join to any arbitration under
this Agreement an entity not a party to this Agreement or other
arbitrations, who has consented to such joinder, involving this
Project is such joinder is necessary to a complete resolution of any
common issues of law or fact. The award rendered by the arbitrators
will be final, not subject to appeal, and judgment may be entered upon
it in any court having jurisdiction thereof.
Article 5
5.2.1 In line 4 of subparagraph 5.2.1, delete the phrase "through the
"Architect". In line 7, delete "the Architect" and insert in its place
"the Owner".
Article 6
6.1 Add the following paragraph to the end of subparagraph 6.1:
6.1.5 Owner will contract directly with separate contractors for the
supply and installation of certain floor coverings, interior
decorations and furniture. The Contractor shall be responsible to
coordinate and direct separate contractors for any items purchased by
Owner as if the Contractor were the original purchaser. All warranty
work for the equipment provided by such separate contractors only
shall be the responsibility of the Owner. All warranty work for the
electrical, plumbing, and venting on any other required work by
subcontractors to connect equipment to the building shall be the
responsibility of Contractor and subcontractors.
<PAGE> 17
6.1.3 In line 1 of subparagraph 6.1.3, delete "the Owner" and substitute "the
Contractor". Delete the second, third and fourth sentences of
subparagraph 6.1.3. Insert the following at the end of subparagraph
6.1.3: The Contractor shall prepare construction schedules to be used by
the Contractor and separate contractors.
6.2.2 In line 5 of subparagraph 6.2.2, delete "the Architect" and insert in
its place "the Owner."
6.3.1 In line 6 or subparagraph 6.3.1, delete "the Architect" and insert in
its place "the Owner."
Article 7
7.1.2 Delete all references to "Architect"
7.2.1 Delete the first three lines of subparagraph 7.2.1 and insert the
following:
A Change Order is a written instrument prepared by the Owner and signed
by the Owner and Contractor, stating their agreement upon all of the
following:
7.3.1 In line 2 of subparagraph 7.3.1, delete both references to "Architect"
and insert in place of the first deletion "Owner".
7.3.4 In line 3 of subparagraph 7.3.4, delete "Architect" and insert "Owner".
7.3.6 In line 3 of subparagraph 7.3.6, delete "the Architect" and insert in
its place "the Owner".
7.3.7 In line 7, delete "Architect" and insert "Owner" in its place.
7.3.8 Delete subparagraph 7.3.8.
7.3.9 In line 2 of subparagraph 7.3.9, delete the "Architect" and insert "the
Owner" in its place.
7.4.1 In line 1, delete "the Architect" and insert "the Owner" in its place.
Article 8
8.1.3 In line 2 of 8.1.3, delete "Architect" and insert "Owner" in its place.
8.3.1 In line 8 of subparagraph 8.3.1, delete "the Architect" and insert "the
Owner" in its place. In line 11 of subparagraph 8.3.1, delete "the
Architect" and insert "the Owner" in its place.
<PAGE> 18
Article 9
9.2.1 Delete all references to "the Architect" in this subparagraph and insert
"the Owner" in their places.
9.3.1 In line 2 of subparagraph 9.3.1, delete "the Architect" and insert "the
Owner" in its place. In line 7 of subparagraph 9.3.1, delete "or
Architect." Add the following clause to the end of the subparagraph
9.3.1:
Each application for payment shall be accompanied by the following, all
in form and substance satisfactory to the Owner: a current lien waiver
from the Contractor and duly executed waivers of mechanic's and
materialmen's liens from all subcontractors and, when appropriate, from
materialmen and lower tier subcontractors establishing payment or
satisfaction of payment of amounts requested by the contractor on behalf
of such entities or persons.
9.3.2 Insert the following sentence at the end of subparagraph 9.3.2:
The Contractor shall submit, within 30 days after the date of
commencement of the Work and thereafter as the Owner requires, schedules
of materials and equipment for each category or subcontract for which
application for payment under subparagraph 9.3.2 will be made, which
schedules shall include items, quantities, value or unit prices with
extensions and the month in which Application for Payment with respect
thereto is expected to occur. Schedules shall be updated on a monthly
basis and submitted as an attachment to the Contractor's Application for
Payment.
9.4.1 In line 1 of subparagraph 9.4.1, delete "Architect" and insert "Owner"
in its place. In lines 2 and 3 of subparagraph 9.4.1, delete "to the
Owner". In lines 3 and 4, delete "with a copy to the Contractor". In
line 4 of subparagraph 9.4.1, delete "Architect" and insert "Owner" in
its place. In lines 6 and 7 of subparagraph 9.4.1, delete "and Owner in
writing of the Architect's" and insert "of the Owner's".
9.4.2 Delete the first two sentences of subparagraph 9.4.2. In line 16, delete
"the Architect" and insert "the Owner" in its place.
9.5.1 In line 1 of subparagraph 9.5.1, delete "the Architect" and insert "the
Owner." In line 4 of subparagraph 9.5.1, delete "Architect's" and insert
"Owner's". In lines 5 and 7, delete "Architect" and substitute "Owner"
in its places. In line 7, delete "and Owner". In line 8, delete
"Architect" and substitute "Owner" in its place. In line 9, delete
"Architect" and substitute "Owner" in
<PAGE> 19
its place. In line 11, delete "to the Owner." In lines 11 and 12,
delete "Architect" and substitute "Owner" in its place. In line 16,
delete "Architect's" and substitute "Owner's."
9.6.1 In line 1 of subparagraph 9.6.1, delete "Architect has issued" and
insert "Contractor has submitted." In lines 3 and 4 of subparagraph
9.6.1, delete "and shall so notify the Architect."
9.6.3 Delete subparagraph 9.6.3 in its entirety.
9.7.1 Delete subparagraph 9.7.1 and substitute in its place:
If the Owner does not pay the Contractor within seven days after the
date established in the Contract Documents the amount certified, then
the Contractor may, upon seven additional days' written notice to the
Owner, stop the Work until payment of the amount owing has been
received.
9.8.2 In line 4 of subparagraph 9.8.2, insert "and Owner" after "Architect".
In line 9 of subparagraph 9.8.2, insert "or Owner" after "Architect".
In line 12 of subparagraph 9.8.2, insert "or Owner's" after
"Architect's". In line 17 of subparagraph 9.8.2, insert "or Owner"
after "Architect". In line 18 of 9.8.2, insert "or Owner" after
"Architect". In line 20, insert "or Owner" after "Architect".
9.8.3 In line 3, insert "or Owner after "Architect".
9.9.1 In line 16 of subparagraph 9.9.1, insert "and Owner" after "Architect".
At the end of 9.9.1, delete "or, if no agreement is reached, by
decision of the Architect".
9.9.2 In line 2 of subparagraph 9.9.2, delete "and" and insert "and/or" in
its place.
9.10.1 In line 3 of subparagraph 9.10.1, insert "or Owner" after "Architect".
In line 4, insert, "or Owner" after "Architect". In line 6, insert "or
Owner" after "Architect". In line 7, insert "or Owner's" after
"Architect's".
9.10.2 In line 3 of subparagraph 9.10.2, insert "or Owner" after "Architect".
9.10.3 In line 4, delete "and the Architect so confirms". In line 6, insert
"or Owner" after "Architect". In line 13 of subparagraph 9.10.3,
insert "or Owner" after "Architect".
<PAGE> 20
Article 11
11.1.2 Subparagraph 11.1.2 shall be deleted in its entirety and replaced by
the following provisions:
11.1.2 Insurance required of Contractor under subparagraph 11.1.1
shall be maintained at the following minimum limits:
Commercial General Liability: Broad Form Comprehensive or Commercial
General Liability Insurance written on an occurrence basis (including
Premises/Operations Liability, Products and Completed Operations
Liability Independent Contractors Liability, Contractual Liability,
Broad Form Property Damage Liability, Personal Injury Liability and, if
required by Owner, Explosion, Collapse and Underground Hazard
Liability) in the following amounts:
$1,000,000 -- Per Occurrence
$1,000,000 -- General Aggregate
$1,000,000 -- Products/Completed Operations Aggregate
The Completed Operations and Products Coverage shall be maintained in
full force and effect for not less than two (2) years following the
date of completion of the Project.
Business Automobile Liability: Comprehensive Automobile Liability
Insurance to cover owned, long-term leased, hired and non-owned
automobiles (including medical payments and uninsured motorist
coverages) in the minimum amount of $1,000,000 combined single limit.
Workers Compensation and Employers Liability:
Workers Compensation: Statutory Limits
Employers Liability:
$1,000,000 Each Accident -- Bodily Injury by Accident
$1,000,000 Policy Limit -- Bodily Injury by Disease
$1,000,000 Each Employee -- Bodily Injury by Disease
Excess Liability: Bodily injury and Property damage -
Combined Single Limit:
$2,000,000 -- per occurrence
$2,000,000 -- aggregate
If the Contractor fails to purchase and maintain any insurance required
under this article, the Owner may, but shall not be obligated to, upon
five (5) days' written notice to the Contractor, purchase such insurance
<PAGE> 21
on behalf of the Contractor and shall be entitled to be reimbursed by
the Contractor promptly upon demand or deduct the amount of such
premiums from the Contract Sum.
Add the following subparagraphs after subparagraph 11.1.3:
11.1.4 Owner shall be named as additional insured on Contractor's
Commercial General Liability Insurance and Excess Liability Insurance.
11.1.5 All insurance required above shall be written by companies
authorized to transact business in the State of Wyoming reasonably
acceptable to Owner. Where applicable, the following shall apply: such
insurance shall be primary insurance, noncontributing with any other
insurance, noncontributing with any other insurance carried by owner of
any other person working on the Project; such insurance shall provide
that the coverage thereunder shall not be affected by any act or
omission of Owner, any agent, employee or person acting on behalf of
Owner or any other person working on the Project; and Owner shall be
named as an additional insured thereunder.
11.3 Delete subparagraphs 11.3.1, 11.3.1.1, 11.3.1.2, 11.3.1.3, 11.3.1.4 and
11.3.2 in their entirety.
11.4.1 Delete subparagraph 11.4.1 and substitute the following:
The Contractor shall furnish a performance bond and a labor and material
payment bond in form and substance satisfactory to the Owner. The
performance bond and the labor and material bond shall each be in an
amount equal to the contract sum. The bond shall be executed by a
responsible surety acceptable to the Owner and authorized to transact
business in Wyoming.
Article 12
12.1.1 In line 2, delete "Architect's" and insert "Owner's." In line 4, delete
"Architect" and "Architect's" and insert "Owner" and "Owner's"
respectively. In line 4, delete the words "Architect, be uncovered for
the Architect's observation" and insert in their place "the Owner or
any governmental agency, be uncovered for their observation."
12.1.2 In lines 2 and 3 of subparagraph 12.1.2, delete "Architect" and insert
"Owner" in both places.
12.2.1 In line 4, delete "Substantial Completion" and substitute in its place
"final payment". In line 2 of subparagraph 12.2.1, delete "Architect"
and insert "Owner."
<PAGE> 22
12.2.4 In line 6 of subparagraph 12.2.4, insert "or Owner" after "Architect".
Article 14
14.1.1 Delete .3, .4 and .5 in subparagraph 14.1.1.
14.1.2 In lines 2 and 3 of subparagraph 14.1.2, delete "and Architect."
14.1.3 In lines 9 and 10, delete "and the Architect."
14.2.2 In lines 1 through 3, delete "upon certification by Architect that
sufficient cause exists to justify such action".
<PAGE> 23
EXHIBIT A
Exhibit B has been provided as a clarification of the extent of the work to be
performed under Article 2 of the contract.
Item 1: Duplexes and 4 Plexes
The duplexes and 4 plexes shall be completed as per drawings by Robert
Kubicek Architects and Associates of Phoenix, Arizona including all the
change orders that were incorporated under Phase I of the Living Unit
Contract, including but not limited to the changes in the electrical
fixtures the plumbing, changes made by the Forest Service for the
Flagg Ranch footings additional fiber mesh in the concrete etc.
Item 2: Infrastructure for the individual cabin units
The contractor shall clear and grub all the units which will be clearly
laid out and elevations provided by the Park Service. The contractor
intends to build the cabin units to six inches above the existing
elevations he then will provide all sewer laterals, and connections to
Park Service provided mains. Water laterals and individual sewer
laterals at each building in connection to the Park Service main, power
transfer lines from the buildings to the transformers then connected at
the individual building units. Transformers shall be provided and the
final connection shall be by others. Phone trench will be provided and
conduit in the phone trench with the pull wire, phone system by others.
The contractor will also provide the sidewalks as outlined by the
original submittal.
Item 3: Parking Lot
The contractor will provide the additional parking lot which includes
approximately 12,000 s.f. which will include removal of the trees,
clearing and grubbing six inches of the existing topsoil and then
placing ten inches of engineered fill compacting and grading this
material. Then the contractor will provide six inches of crushed gravel
which will be placed and compacted and graded over the entire parking
area. Along the southside of the parking area, the contractor will
provide a walk which is five feet wide and four inches thick. There will
be a bumper curb provided along this walk that is six inches wide and
eighteen inches deep. This will provide a restrictive bumper so that
cars will not drive back to the living units. The Contractor will also
provide one strategically placed cut out for handicap access to the new
unit areas.
Item 4: The maintenance facility shall be approximately 2400 s.f. 30 x 80
design. This building will be a pre-engineered metal building and
inside provide office and storage areas
<PAGE> 24
along with an utility and bathroom as outlined on the preliminary
design. The building will be insulated and provided with three overhead
doors and one man access door.
Item 5: The laundry building will be built and provided as per the design by
Prestwich & Associates. This building will be a slab on grade framed
building with log siding to match the existing four plex and duplex
structures. This will be provided with an eight foot ceiling and all
the stub outs will be provided in the concrete for owner installed
laundry facility items, which will include the dryers and the washers
and all the shelving. All these items are to be provided and installed
by others.
<PAGE> 25
*** PROGRESS BILLING ***
EXHIBIT B
Project Name : FLAGG RANCH PHASE 2 Report Number : BIDPRO
Project Number : 73 Report Date : 07/25/95
Period Covered : From 07/25/95 To 07/25/95 Page : 1
<TABLE>
<CAPTION>
SCHEDULED PREVIOUS WORK IN STORED TOTAL COMPLETE % BALANCE TO
ITEM WORK DESCRIPTION VALUE APPLICATION PLACE MATERIAL AND STORED COMPLETE FINISH RETAINAGE
A B C D E F G H I
- ----------------------------------------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C> <C> <C> <C>
001 DUPLEX UNITS 5 EACH 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00
002 EARTHWORK 8,400.00 0.00 0.00 0.00 0.00 0.00 8,400.00 0.00
003 CONCRETE WORK 29,240.00 0.00 0.00 0.00 0.00 0.00 29,240.00 0.00
004 FRAMING LUMBER 48,891.00 0.00 0.00 0.00 0.00 0.00 48,891.00 0.00
005 FRAMING LABOR 17,975.00 0.00 0.00 0.00 0.00 0.00 17,975.00 0.00
006 LOG TRIM 4,255.00 0.00 0.00 0.00 0.00 0.00 4,255.00 0.00
007 INSULATION 6,445.00 0.00 0.00 0.00 0.00 0.00 8,445.00 0.00
008 ROOFING 11,625.00 0.00 0.00 0.00 0.00 0.00 11,625.00 0.00
009 DOORS 5,670.00 0.00 0.00 0.00 0.00 0.00 5,670.00 0.00
010 WINDOWS 2,875.00 0.00 0.00 0.00 0.00 0.00 2,875.00 0.00
011 HARDWARE 1,475.00 0.00 0.00 0.00 0.00 0.00 1,475.00 0.00
012 FINISH CARPENTRY 8,880.00 0.00 0.00 0.00 0.00 0.00 8,880.00 0.00
013 SPECIALTIES 4,035.00 0.00 0.00 0.00 0.00 0.00 4,035.00 0.00
014 DRYWALL 12,250.00 0.00 0.00 0.00 0.00 0.00 12,250.00 0.00
015 PAINTING 9,205.00 0.00 0.00 0.00 0.00 0.00 9,205.00 0.00
016 PLUMBING 27,955.00 0.00 0.00 0.00 0.00 0.00 27,955.00 0.00
017 MECHANICAL 1,795.00 0.00 0.00 0.00 0.00 0.00 1,795.00 0.00
018 ELECTRICAL 16,810.00 0.00 0.00 0.00 0.00 0.00 16,810.00 0.00
019 GENERAL CONDITIONS 6,699.00 0.00 0.00 0.00 0.00 0.00 6,699.00 0.00
020 CONTRACTORS MARKUP 14,425.00 0.00 0.00 0.00 0.00 0.00 14,425.00 0.00
021 EIGHT FOUR PLEX'S 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00
022 EARTHWORK 19,248.00 0.00 0.00 0.00 0.00 0.00 19,248.00 0.00
023 CONCRETE 75,768.00 0.00 0.00 0.00 0.00 0.00 75,768.00 0.00
024 FRAMING LUMBER 136,951.00 0.00 0.00 0.00 0.00 0.00 136,951.00 0.00
025 FRAMING LABOR 60,740.00 0.00 0.00 0.00 0.00 0.00 60,740.00 0.00
026 LOG TRIMS 6,400.00 0.00 0.00 0.00 0.00 0.00 6,400.00 0.00
027 INSULATION 21,202.00 0.00 0.00 0.00 0.00 0.00 21,202.00 0.00
028 ROOFING 22,780.00 0.00 0.00 0.00 0.00 0.00 22,780.00 0.00
029 DOORS 15,960.00 0.00 0.00 0.00 0.00 0.00 15,960.00 0.00
030 WINDOWS 9,562.00 0.00 0.00 0.00 0.00 0.00 9,562.00 0.00
031 HARDWARE 4,800.00 0.00 0.00 0.00 0.00 0.00 4,800.00 0.00
032 FINISH CARPENTRY 26,056.00 0.00 0.00 0.00 0.00 0.00 26,056.00 0.00
033 SPECIALTIES 11,544.00 0.00 0.00 0.00 0.00 0.00 11,544.00 0.00
034 DRYWALL 38,044.00 0.00 0.00 0.00 0.00 0.00 38,044.00 0.00
035 PAINTING 18,564.00 0.00 0.00 0.00 0.00 0.00 18,564.00 0.00
036 MECHANICAL 4,076.00 0.00 0.00 0.00 0.00 0.00 4,076.00 0.00
037 PLUMBING 75,376.00 0.00 0.00 0.00 0.00 0.00 75,376.00 0.00
038 ELECTRICAL 52,328.00 0.00 0.00 0.00 0.00 0.00 52,328.00 0.00
039 GENERAL CONDITIONS 15,556.00 0.00 0.00 0.00 0.00 0.00 15,556.00 0.00
040 CONTRACTORS MARKUP 31,500.00 0.00 0.00 0.00 0.00 0.00 31,500.00 0.00
041 PARKING LOT 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00
042 CLEAR AND GRUB 5,700.00 0.00 0.00 0.00 0.00 0.00 5,700.00 0.00
043 ENGINEERED FILL 9,125.00 0.00 0.00 0.00 0.00 0.00 9,125.00 0.00
044 CRUSH GRAVEL 6,944.00 0.00 0.00 0.00 0.00 0.00 6,944.00 0.00
045 THICKEN EDGE WALK 7,000.00 0.00 0.00 0.00 0.00 0.00 7,000.00 0.00
046 GENERAL CONDITIONS 1,000.00 0.00 0.00 0.00 0.00 0.00 1,000.00 0.00
047 CONTRACTORS MARKUP 1,481.00 0.00 0.00 0.00 0.00 0.00 1,481.00 0.00
048 INFRASTRUCTURE 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00
049 CLEAR AND GRUB 8,500.00 0.00 0.00 0.00 0.00 0.00 8,500.00 0.00
- ----------------------------------------------------------------------------------------------------------------------------------
925,110.00 0.00 0.00 0.00 0.00 0.00 925,110.00 0.00
</TABLE>
<PAGE> 26
<TABLE>
<CAPTION>
*** PROGRESS BILLING ***
Project Name : FLAGG RANCH PHASE 2 Report Number : BIDPRO
Project Number : 73 Report Date : 07/25/95
Period Covered : From 07/25/95 To 07/25/95 Page : 2
SCHEDULED PREVIOUS WORK IN STORED TOTAL COMPLETE % BALANCE TO
ITEM WORK DESCRIPTION VALUE APPLICATION PLACE MATERIAL AND STORED COMPLETE FINISH RETAINAGE
A B C D E F G H I
- ----------------------------------------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C>
050 SEWER LINES 15,970.00 0.00 0.00 0.00 0.00 0.00 15,970.00 0.00
051 WATER LINES 26,751.00 0.00 0.00 0.00 0.00 0.00 26,751.00 0.00
052 POWER LINES 9,225.00 0.00 0.00 0.00 0.00 0.00 9,225.00 0.00
053 PHONE CONDUIT 8,500.00 0.00 0.00 0.00 0.00 0.00 8,500.00 0.00
054 GENERAL CONDITIONS 7,000.00 0.00 0.00 0.00 0.00 0.00 7,000.00 0.00
055 CONTRACTORS MARKUP 8,054.00 0.00 0.00 0.00 0.00 0.00 8,054.00 0.00
056 CONCRETE WALKS 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00
057 CONCRETE WALKS 23,970.00 0.00 0.00 0.00 0.00 0.00 23,970.00 0.00
058 LAUNDRY BUILDING 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00
059 EARTHWORK 1,500.00 0.00 0.00 0.00 0.00 0.00 1,500.00 0.00
060 CONCRETE 7,225.00 0.00 0.00 0.00 0.00 0.00 7,225.00 0.00
061 FRAMING 14,075.00 0.00 0.00 0.00 0.00 0.00 14,075.00 0.00
062 INSULATION 2,200.00 0.00 0.00 0.00 0.00 0.00 2,200.00 0.00
063 ROOFING 2,850.00 0.00 0.00 0.00 0.00 0.00 2,850.00 0.00
064 DRYWALL 4,050.00 0.00 0.00 0.00 0.00 0.00 4,050.00 0.00
065 PAINTING 2,500.00 0.00 0.00 0.00 0.00 0.00 2,500.00 0.00
066 ELECTRICAL 5,800.00 0.00 0.00 0.00 0.00 0.00 5,800.00 0.00
067 PLUMBING 5,500.00 0.00 0.00 0.00 0.00 0.00 5,500.00 0.00
068 ARCH. FEES 1,500.00 0.00 0.00 0.00 0.00 0.00 1,500.00 0.00
069 GENERAL CONDITIONS 1,500.00 0.00 0.00 0.00 0.00 0.00 1,500.00 0.00
070 CONTRACTORS MARKUP 4,450.00 0.00 0.00 0.00 0.00 0.00 4,450.00 0.00
071 MAINTENANCE FACILITY 96,293.00 0.00 0.00 0.00 0.00 0.00 96,293.00 0.00
072 BONDS 16,448.00 0.00 0.00 0.00 0.00 0.00 16,448.00 0.00
073 BUILDERS RISK 4,850.00 0.00 0.00 0.00 0.00 0.00 4,850.00 0.00
074 LIABILITY INSURANCE 8,800.00 0.00 0.00 0.00 0.00 0.00 8,800.00 0.00
080 END OF LINE ITEMS 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00
080 END OF LINE ITEMS 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00
- -------------------------------------------------------------------------------------------------------------------------------
279,011.00 0.00 0.00 0.00 0.00 0.00 279,011.00 0.00
JOB TOTALS 1,204,121.00 0.00 0.00 0.00 0.00 0.00 1,204,121.00 0.00
</TABLE>
<PAGE> 27
EXHIBIT C
Form A101
A. Owner agrees to pay contractor 20% of any reduction in contract sum which
benefits the owner at recommendation of the contractor, with the exception
of the heating (mechanical) system. The remaining 80% reduction is credited
to the owner.
B. The contractor shall submit with the monthly payment requests completed
conditional lien waivers for his portion of the work and all sub-contractors
work. The next month's billing shall have Unconditional Lien Waivers for the
previous month's billing from the contractor and sub-contractors and shall
continue through the final payment. The owner shall issue checks payable to
the contractor.
C. The contractor warrants all material and workmanship for one year after
final payment.
D. Contractor will provide property builder risk insurance including boiler and
mechanical, for the contract amount of 1,204,121.00. The owner's usual
liability insurance referenced in 11.2.1 provides the following coverage as
listed below:
General Aggregate Limited (Other than products
-- Completed Operations) $2,000,000
Products -- Completed Operations Aggregate Limit 2,000,000
Personal and Advertising Injury Limit 1,000,000
Each Occurrence Limit 1,000,000
Fire Damage Limit -- Any one fire 50,000
Medical Expense Limit -- Any one person 5,000
Umbrella 5,000,000
Owner is maintaining no other liability insurance.
<TABLE> <S> <C>
<ARTICLE> 5
<S> <C>
<PERIOD-TYPE> 6-MOS
<FISCAL-YEAR-END> MAR-31-1996
<PERIOD-START> APR-1-1995
<PERIOD-END> SEP-30-1995
<CASH> 681,699
<SECURITIES> 0
<RECEIVABLES> 10,285
<ALLOWANCES> 0
<INVENTORY> 162,424
<CURRENT-ASSETS> 933,100
<PP&E> 6,283,274
<DEPRECIATION> 2,438,487
<TOTAL-ASSETS> 4,780,365
<CURRENT-LIABILITIES> 570,031
<BONDS> 0
<COMMON> 7,184
0
0
<OTHER-SE> 4,022,298
<TOTAL-LIABILITY-AND-EQUITY> 4,780,365
<SALES> 1,334,881
<TOTAL-REVENUES> 2,827,684
<CGS> 726,926
<TOTAL-COSTS> 2,175,071
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 0
<INCOME-PRETAX> 652,613
<INCOME-TAX> 224,500
<INCOME-CONTINUING> 428,113
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 428,113
<EPS-PRIMARY> .61
<EPS-DILUTED> .61
</TABLE>
