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Work Order Subcontract (Exhibit A)

CONTRACTOR:
HENRY CARLSON COMPANY Date:
1205 West Russell Street
Sioux Falls, South Dakota 57104 Project:
Phone: 605-336-2410
Fax: 605-332-1314 Subcontract No:

SUBCONTRACTOR:
Owner:

Subcontractor Representative:
Phone No.
Fax No. Contractor Representative:
Fed Tax ID

UNLESS SPECIFICALLY AGREED TO IN A WRITING SIGNED BY BOTH PARTIES, THE TERMS AND
CONDITIONS OF THE MASTER SUBCONTRACT AGREEMENT BETWEEN CONTRACTOR AND
SUBCONTRACTOR, DATED ________ (“MASTER SUBCONTRACT”) ARE FULLY INCORPORATED
INTO THIS WORK ORDER, AND BIND BOTH PARTIES.

1. SUBCONTRACTOR’S RESPONSIBILITIES. The Subcontractor agrees to furnish all materials,

labor, supervision, tools, equipment and supplies as necessary to perform all of Subcontractor’s Work as
hereafter described in Paragraph 2, in the construction of ________________, (the “Project”), in
accordance with the terms and conditions of the Master Subcontract Agreement between Contractor and
Subcontractor, dated ________ together with all Drawings, Specifications, General, Supplemental or
Special Conditions, Addenda and all other documents referenced or made of part thereof including,
specifically, the General Contract between the Owner and Contractor (collectively, including the Master
Subcontract, the “Contract Documents”). In addition, and notwithstanding any language to the contrary
anywhere else in this Work Order Subcontract or in the Master Subcontract Agreement, Subcontractor
agrees to assume toward Contractor all of the obligations and responsibilities assumed by Contractor
toward Owner as applicable to this Work Order Subcontract, including, without limitation, any
obligation to pay liquidated damages and to participate in and be bound by any specific dispute
resolution procedures. Subcontractor agrees that it has either examined, read and understood the
Contract Agreements, or been given the opportunity to do so.

2. SUBCONTRACTOR’S WORK. “Subcontractor’s Work” shall consist of the following (If necessary,
identify Exhibit describing Work Scope):.

3. SUBCONTRACT PRICE. As total compensation for Subcontractor’s Work, and subject to the
provisions of this Work Order Subcontract and the Contract Documents, Contractor shall pay to
Subcontractor, the lump sum of ________________and 00/100 dollars ($.00). Any increase in the
Contract Price for changes in the Work shall include an amount for profit and overhead not to exceed
ten percent (10%).

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Henry Carlson Company—All Rights Reserved March 2009
Copyright 2001
 Work Order Subcontract
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4. COMMENCEMENT AND COMPLETION. Subcontractor shall commence Subcontractor’s Work

on:
the date specified by Contractor in a written or oral notice to proceed.
the date specified on the project schedule attached to this Work Order as EXHIBIT K.
the following date: as may be amended by Contractor from time to time via the
Project Schedule.
a date to be determined at a later time and amended to this Work Order.

Subcontractor shall achieve final completion of Subcontractor’s Work on or before:

the following date: .
XXX (####) calendar days after the required commencement date.
the date specified on the project schedule attached to this Work Order as Exhibit K.
a date to be determined at a later time and amended to this Work Order.

5. PAYMENT. Subject to the provisions of this Work Order Subcontract and the Contract Documents,
including without limitation, the rights of Owner or Contractor to withhold payment, the Contractor
shall pay Subcontractor the Subcontract Price as follows:

a. Progress payments will be made on a monthly basis (unless a different payment schedule is set
forth in the Contract Documents), based on the percentage of Subcontractor’s Work completed,
less a retainage of TEN (10%) percent of the amount otherwise owing.
b. Subcontractor shall submit applications for payment on the standardized form on or before the
20th day of each month. Contractor will pay Subcontractor within Seven (7) days after
Contractor receives payment from the Owner.
c. Subcontractor shall include with all applications for payment all supporting documentation
required by this Subcontract and the Contract Documents.
d. Contractor shall make final payment to Subcontractor within ten (10) days after Contractor
receives final payment from Owner and Subcontractor has met all other conditions required for
final payment.
e. Subcontractor shall only be paid provided that a properly completed application for payment, in
the form referenced above, is delivered to Contractor on or before the date provided herein.
Subcontractor agrees that all payments received shall be used solely for the benefit of persons or
firms supplying labor, materials, supplies, tools, equipment or services for the Project, and that
money paid to Subcontractor shall immediately become and constitute labor, materials,
supplies, tools, equipment or services for the Project, and that money paid to Subcontractor
shall immediately become and constitute a trust for the benefit of such persons and firms and
shall not be directed to any other purpose until all obligations arising hereunder have been
satisfied.
f. To the extent these payment terms conflict in any way with any payment terms contained in
AGC 200 (1998 Edition), these terms govern.

6. INSURANCE. Subcontractor shall maintain the types of insurance policies and in the amounts
identified in Exhibit B.

7. BONDS. The Contractor has has not provided the Owner a payment bond. Upon the written
request of the Contractor, the Subcontractor will provide a Payment and/or Performance bond to cover
the Subcontractor’s Work. If requested, the Contractor shall issue a Change Order to the Subcontractor
for the amount of the cost of the bond excluding any markup for profit and overhead.

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Henry Carlson Company—All Rights Reserved March 2009
Copyright 2001
 Work Order Subcontract
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8. SUCCESSORS AND ASSIGNS. The parties hereto, their heirs, executors, administrators, successors,
and assigns, do hereby agree to the full performance of the covenants and agreements herein specified.

9. THE ARCHITECT. The Architect is ____________________.

10. IDENTIFICATION OF TRADES AND SUPPLIERS. Before beginning Work, Subcontractor shall
provide Contractor with a complete list of its Subcontractors and Suppliers performing Work or
supplying materials to the Project.

11. EXHIBITS. The Exhibits identified below are attached hereto and made a part hereof.

IN WITNESS WHEREOF, the parties have executed this Work Order Subcontract effective as of the date and
year first above written.

Henry Carlson Company

Contractor Subcontractor

By: ____________________________________ By: ____________________________________

Printed Name: Michael Bates Printed Name (Officer): ____________________
Title: VP of Operations Title: __________________________________
Date: __________________________________ Date: ___________________________________

2131760v1
Henry Carlson Company—All Rights Reserved March 2009
Copyright 2001
 EXHIBIT “B”
SUBCONTRACTOR INSURANCE REQUIREMENTS
REQUIREMENTS:
1) Insurance Companies and Certificates of Insurance:
a) Insurance Coverage shall be provided by admitted carriers having at least an A.M. Best rating of no less than A-
VIII (except for State Fund for Workers’ Compensation coverage), or in the case of a non-admitted carrier, an A.M.
Best rating of A or better and a financial capacity of X or better.
b) Certificates of Insurance with a 30 day firm cancellation notice must be submitted on an ACORD 25 Form and shall
be furnished by the Subcontractor to Contractor before any work is commenced hereunder by the Subcontractor.
Please include Job Name and Number.
c) All coverage must be Occurrence Basis and so stated on the certificate. Claims Made or Modified Occurrence
coverage is not acceptable.
d) The Certificates of Insurance shall be subject to approval of Contractor, but any acceptance of insurance certificates
by the Contractor shall in no way limit or relieve the Subcontractor of the duties and responsibilities assumed by the
Subcontractor in this Contract. Failure of Contractor to demand such certificate or other evidence of full compliance
with these insurance requirements or failure of Contractor to identify deficiencies from evidence that is provided
shall not be construed as a waiver of Subcontractor’s obligation to maintain such insurance.
e) Allowance of any additional exclusions or coverage limiting endorsements is at the discretion of Contractor, and
Subcontractor’s bid shall be subject to adjustment to compensate for the existence of such exclusions.
f) Payment may be withheld, at the option of the Contractor, until such certificates have been furnished, or, if upon
receipt of a cancellation notice on a policy, under withdrawal of the notice or the reinstatement of the canceled
policy.
g) Subcontractor shall ensure that its Subcontractors, truckers, vendors, or suppliers of any tier shall maintain insurance
in like form and amounts, including the Additional Insured requirements set forth below, and will, if requested,
provide Contractor evidence of sub-subcontractors, truckers, vendors, or suppliers within ten (10) days of written
request from Contractor or Owner.
h) Failure of Subcontractor or its subcontractors, truckers, vendors, or suppliers to maintain the required insurance may
result in termination of this subcontract agreement at Contractor’s option.
i) Copies of policies shall be furnished by Subcontractor, its subcontractors, truckers, vendors, or suppliers within ten
(10) days of written request from Contractor or Owner.

2) Additional Insured and Primary Insured Endorsements:

a) Under the Commercial General Liability policy the Subcontractor shall add the Contractor, its officers, directors and
employees, and if required in the contract documents add the Project Owner as additional insured.
b) The policy shall stipulate that the insurance afforded the Contractor (and Project Owner if required) as additional
insureds shall apply as primary insurance. Any other insurance carried by the Contractor or Project Owner will be
excess only and will not contribute with this insurance.
c) The additional insured coverage as required herein shall include coverage for completed operations and shall be
provided for three years after final payment and shall be provided by an endorsement providing coverage at least as
broad as Additional Insured endorsement form CG 2010 (10-01) and CG 2037 (10-01) as published by the Insurance
Services Office (ISO); or an equivalent.

3) WORKER’S COMPENSATION and Employers Liability Insurance as required by any applicable law or regulation.
a) Employers Liability Insurance shall be provided in amounts not less than:
$100,000 Each employee for bodily injury by accident;
$100,000 Each employee for bodily injury by disease’
$500,000 Policy limit for bodily injury by disease.

b) Waiver of Subrogation endorsement in favor of the Contractor and (if required by the contract documents) in favor
of the Project Owner.

March 2009
4) GENERAL LIABILITY Insurance, either Comprehensive General Liability or Commercial General Liability on
coverage forms at least as broad as ISO occurrence form CG 0001.
a) General Liability Insurance shall be provided in amounts not less than:
$1,000,000 each occurrence Bodily Injury and Property Damage combined;
$1,000,000 for Personal Injury Liability;
$2,000,000 Products & Completed Operations aggregate;
$2,000,000 General Aggregate, per Project.
If either defense costs are included in the General Liability Aggregate limit, or if the General Aggregate limit is not
per project, then the required General Liability Aggregate limit shall be $3,000,000. This additional limit can be
provided by an excess/umbrella policy.
b) Waiver of Subrogation endorsement in favor of the Contractor and (if required by the contract documents) in favor
of the Project Owner.
c) “Claims Made” and “Modified Occurrence” policy forms are not acceptable.
d) Any self-insured retention or deductible greater than $25,000 must be declared to Contractor at time of bid and
approved by Contractor in writing.
5) UMBRELLA LIABILITY Insurance: (Excess Liability Policies will not be accepted.)
a) If higher limits or other forms of insurance are required by either the Owner or the Contractor, the Subcontractor
will comply with such requirements. Subcontractors are required to have the following:
$1,000,000 Combined single per occurrence;
$1,000,000 General Aggregate, per Project;
b) Waiver of Subrogation endorsement in favor of the Contractor and (if required by the contract documents) in favor
of the Project Owner.
c) Follow Form – Primary and non-contributory additional insured requirement in general liability.

6) AUTOMOBILE LIABILITY Insurance on a coverage form at least as broad as ISO form CA 0001, including:
a) Coverage on all owned, non-owned, and hired automobiles;
b) Waiver of Subrogation endorsement in favor of the Contractor and (if required by the contract documents) in favor
of the Project Owner.
c) $1,000,000 minimum Combined Single limit for bodily injury and property damage.
d) Subcontractor shall provide additional insured for the Contractor for auto-liability coverage.
7) PROPERTY Insurance:
a) Subcontractor shall be responsible for procuring and maintaining at its own expense property and equipment
insurance for Subcontractor’s tools and equipment.
b) IF Builders’ Risk insurance is not provided by Project Owner or Contractor, Subcontractor shall purchase and
maintain installation floater coverage written to cover all risks of physical loss except those specifically excluded in
the policy, and shall insure at least against the perils of fire and extended coverage, theft, vandalism, malicious
mischief and collapse. This insurance shall be written in an amount to provide full protection for Subcontractor’s
work on a replacement cost bases. Any deductible shall be the full responsibility of Subcontractor. Subcontractor
waives all rights against Project Owner and Contractor for recovery of damages pursuant to Section c) below.
c) IF Builders’ Risk Insurance purchased by the Project Owner(s) or Contractor provides coverage for Subcontractor
for loss or damage to Subcontractor’s work, Subcontractor shall be responsible for the insurance policy deductible
amount, up to $5,000 per occurrence.
8) PROFESSIONAL LIABILITY Exposure:
IF work under this subcontract includes professional or design-build services, a $1,000,000 Professional Liability Insurance
Policy shall be carried by Subcontractor or its design professional. Evidence of coverage in the form of a Certificate of
Insurance shall be provided prior to start of the project. Coverage must allow for reporting of claims for a minimum of three
(3) years following completion of the project. However, if Project Owner or Contractor elects to purchase a project specific
design policy, Subcontractor’s policy will be endorsed to provide coverage once the design policy has been exhausted.
9) AIRCRAFT / HELICOPTER Insurance:
IF the Subcontractor or their Subcontractors use any owned, leased, chartered, or hired aircraft of any type in the
performance of this contract, they shall maintain aircraft liability in an amount of not less than $10,000,000 per occurrence
including Passenger Liability. Evidence of coverage in the form of a certificate of insurance shall be provided prior to the
start of the project.
March 2009
10) HAZARDOUS MATERIALS AND POLLUTION LIABILITY INCLUDING EIFS:
a) IF Subcontractor or their Subcontractor or suppliers of any tier are either required to perform remediation of
hazardous materials as those terms are defined in federal, state, or local law or if their operations create an exposure
to hazardous materials, they must, in addition to the above requirements, carry a “Contractor’s Pollution Liability”
policy with limits not less than $1,000,000 per occurrence and not less than $2,000,000 aggregate for Bodily Injury,
Personal Injury and Property Damage, naming Contractor as Additional Insured for operations and completed
operations. The status of Project Owner as an insured under a CGL policy obtained in compliance with Section 2 of
this Agreement shall not restrict coverage under such CGL with respect to the escape or release of pollutants at or
from a site owned or occupied by or rented or loaned to Project Owner.
b) IF Subcontractor or their subcontractors haul hazardous material (including, without limitation, waste), the policy
must extend pollution coverage to the transportation of hazardous materials or pollutants by waste hauling vehicles.
Such coverage requirement may be met through Subcontractor’s or its subcontractor or suppliers Automobile
Liability Policy pursuant to Paragraph 6 by providing coverage equivalent to that provided under the ISO pollution
liability-broadened coverage for covered autos endorsement (CA 99 48). If Subcontractor is subject to the Motor
Carrier Act of 1980, the Motor Carrier Act endorsement MCS-90 must be obtained and attached to the policy.

c) IF EIFS is included in the scope of work: Subcontractor will provide limits of liability insurance - $1,000,000 per
occurrence and not less than 2,000,000 aggregate for bodily injury and property damage naming contractor as an
additional insured for both operations and completed operations coverage. Subcontractor required to carry
completed operations coverage for three years from final payment and provide additional insured status for
contractor for the same period and shall be provided for three (3) years following completion as noted in Section 2
of this Agreement.

11) RIGGERS Liability:

IF Subcontractor’s work involves the moving, lifting, rigging, or hoisting of property or equipment Subcontractor shall carry
Rigger’s Liability Insurance to insure against physical loss or damage to the property or equipment.

12) Work Near RAILROADS:

IF Subcontractor (including any lower tier Subcontractor or supplier) performs any work or conducts any operations within
fifty feet of any railroad (including any light rail, fixed rail, or other rail system), Subcontractor shall obtain an endorsement
to its Commercial General Liability Policy to delete any exclusion, including the “Contractual Liability” exclusion, for work
performed within fifty feet of a railroad. A copy of such endorsement shall be provided to Contractor prior to any work or
operations by Subcontractor within fifty feet of any railroad.

13) OTHER Requirements:

a) Any acceptance of insurance certificates by Contractor shall in no way limit or relieve Subcontract of its duties and
responsibilities under this Agreement including the duty to indemnify and hold harmless Contractor under other
provisions hereof. Insurance coverage in the minimum amounts set forth herein shall not be construed to relieve
Subcontractor for liability in excess of such coverage nor shall it preclude Contractor from taking such other actions
as is available to it under any other provision of the Agreement or law.
b) Subcontractor shall be responsible for any deductible amount or any loss arising out of coverage denials by its
insurance carrier(s).
c) Should any insurance policy lapse or be canceled during the contract period, Subcontractor shall, prior to the
effective expiration or cancellation date, furnish Contractor with evidence of renewal or replacement of the policy.
Failure to continuously satisfy insurance requirements as herein provided is a material breach of contract. In the
event Subcontractor fails to maintain any insurance coverage required, Contractor may, but is not required to,
maintain such coverage and charge the expense to Subcontractor’s work or terminate this contract.
d) Subcontractor’s obligations for loss or damage arising out of Subcontractor’s work is in no way limited to the types
or amounts of insurance set forth above. To the extent Subcontractor maintains insurance greater than these
minimum requirements, Subcontractor agrees that such insurance shall be applicable to any of Subcontractor’s
liability obligations hereunder. In specifying minimum insurance requirements herein, neither Contractor nor
Project Owner assert or recommend this insurance as adequate to Subcontractor’s requirements. Subcontractor is
solely responsible to inform itself of type or amounts of insurance it may need beyond these requirements to protect
itself form loss, damage, or liability.

March 2009
 Agent's Name and Address

Subcontractor's Complete Business Name

Must be the same as name on Subcontract Agreement

$1,000,000
$50,000
$5,000
$1,000,000
XCU $2,000,000
$2,000,000

$1,000,000

Henry Carlson Company

Sample Insurance Requirements

$1,000,000
$1,000,000

$0

$100,000
$100,000
$500,000
Builders Risk, Professional Liability, IF required by Exhibit B. See Exhibit B for specific requirements,
Pollution Liability / EIFS limits, etc.

DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES / EXCLUSIONS ADDED BY ENDORSEMENT / SPECIAL PROVISIONS

Project: ___________________. Owner: __________________. Henry Carlson Company is included as Additional Insured on a primary
basis and non-contributory basis as respects General Liability including Completed Operations Coverage (ISO-Form CG2010 for
Operations Coverage and CG2037 for Completed Operations Coverage or the equivalent) as well as Auto Liability and Umbrella Liability
Coverages. Waiver of Subrogation to be included as respects Builders Risk, General Liability, Auto Liability, Umbrella Liability, and
Workers Compensation Coverages. Completed operations coverage to be carried for three years after final payment.

CANCELLATION CLAUSE:
CERTIFICATE HOLDER
SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE
CANCELLED BEFORE THE EXPIRATION DATE THEREOF, THE
Henry Carlson Company
ISSUING INSUROR WILL MAIL 30 DAYS WRITTEN NOTICE TO
1205 W. Russell St. PO Box 84010
THE CERTIFICATE HOLDER NAMES TO THE LEFT.
Sioux Falls, SD 57104

March 2009
March 2009
 Exhibit D
Page 1 of 2

Subcontractor Acknowledgement Form

I ______________________, as subcontractor, sub-subcontractor, or material

(authorized signor)

supplier doing business as ______________________________________________

(name of business)

acknowledge that I understand the attached Extra Work/Backcharge Form. The Henry
Carlson Company Superintendent shall sign the form acknowledging the actual quantities
of labor, material, equipment, etc. necessary to complete the scope of work specifically
detailed on the Extra Work/Backcharge Form. The Henry Carlson Company Project
Manager shall determine if the scope of work is or is not included in the subcontractor’s
contract agreement scope of work. No payments for extra work or backcharges will
be made between companies without this form being properly completed.

Name of Company __________________________

Address __________________________________

__________________________________

Phone ____________________________________

Signature__________________________________

March 2009
 Exhibit F

HARMONY CLAUSE

It is understood that the contracts will be awarded and labor will be employed on the
project herein described without discrimination as to whether employees of any
contractor, subcontractor, or those employed by the owner of the project are members or
non-members of any labor organization, and the subcontractor accepts this contract with
that understanding.

Notwithstanding the provisions of the agreement, should there be a work stoppage caused
by a strike, picketing, boycott or by any voluntary or involuntary cessation of work by
employees of the subcontractor, which in the judgment of the contractor will cause, or is
likely to cause, unreasonable delay in the progress of construction, then upon twenty-four
(24) hours written notice, the contractor shall have the right to declare the subcontractor
in default of this understanding and agreement and take such steps as are necessary to
finish the uncompleted portion of work. In such event the contractor shall have the right
to take possession of and use all of the subcontractor’s materials (exclusive of tools)
intended for use on the work. The cost of completion shall be charged against the
subcontractor’s remaining interest in the contract price. If the subcontractor’s remaining
interest in the contract price exceeds the cost of completion, the subcontractor shall be
entitled to the difference. If, however, the cost of the completion exceeds the
subcontractor’s remaining interest in the contract price, then the subcontractor agrees to
pay the contractor such excess within thirty (30) days after written demand for such
excess has been made upon him by the contractor.

March 2009
EXHIBIT G - SAFETY

General Safety Policy and Requirements

1. Safety in all Henry Carlson Company operations is not just a corporate goal; it is a
requirement.

2. Toward this end, HCC has formulated this written Safety exhibit and policy to govern
the operations of all Subcontractors (including all employees, sub-subcontractors, and
agents of Subcontractors) on HCC construction projects and jobsites. Subcontractor
shall adhere faithfully to the requirements of this policy and exhibit, as well as the
safety rules, instructions, and procedures issued in conjunction with it, while on HCC
jobsites.

3. It is the policy of HCC to adhere to all applicable state, federal, and local codes and
regulations in promoting a safe work place.

4. It is a condition of this Subcontract, and all Subcontracts issued by HCC, that all
Subcontractors adhere to this policy and exhibit and the accompanying safety
requirements. Failure to comply is a breach of the Subcontract.

5. All visitors including but not limited to contractors, subcontractors, suppliers, owners
representatives, agents of the architect or engineer, regulatory authorities, and
insurance company representatives shall be required to follow all safety rules and
regulations in effect during their visit to the HCC jobsite operations. This includes,
but is not limited, to OSHA regulations, HCC safety rules and policies, and HCC
insurance company’s loss control and safety rules and policies.

6. HCC and its Subcontractors will make every effort to ensure that the on-site
operations do not endanger the safety of their employees. To this end, all on site
personnel, from any trade, are required to report hazardous conditions and/or unsafe
activities to the appropriate HCC officials.

7. The HCC Project Superintendents, Project Managers, Safety Director, Foremen, and
Safety Committee Members have the full support of management in enforcing the
provisions of this policy.

Safety Violation Enforcement

HCC, acting through its Superintendents, Project Managers, or the Safety Director, will
provide Subcontractor with written a “Subcontractor Safety Warning Notice” of any
safety violations/deficiencies on the jobsite by hand delivery to the Subcontractor’s field
lead persons and by hand delivery, U.S. Mail, faxed, or electronic delivery to the office of
the Subcontractor to the attention of the party listed in the Subcontract.

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Each violation of the HCC safety policy, as evidenced by a Subcontractor Safety
Warning Notice, shall be an event of default and grounds for suspension or termination of
the Subcontract under Article 10 of AGC Document 655. HCC’s remedies for such
default may include, without limitation, completion of the Subcontractor’s work by HCC,
withholding further payment to the Subcontractor until HCC completes such work, and
withholding or recovering from Subcontractor any costs incurred by HCC completing
Subcontractor’s work.

Notwithstanding any cure periods otherwise allowed under the Subcontract, the
Subcontractor must take immediate corrective action for all “Subcontractor Safety
Warning Notices.” HCC may withhold the payment to Subcontractor until Subcontractor
corrects the safety violation.

Specific Safety Policies and Procedures

The following safety policies and procedures are required of all contractors,
subcontractors, employees, and visitors on this project.

1. Safety Regulations, Rules, and Policies - All OSHA regulations, HCC safety rules
and policies, and HCC insurance company’s loss control and safety rules and policies
shall be adhered to on this project and jobsite by all contractors, subcontractors,
employees, and visitors. All subcontractors and contractors shall abide by all OSHA
standards pertaining to construction sites with special emphasis on:

Excavation and trenching

Fall protection
Scaffolding erection and use
Forklift and man lift operation
Electrical and proper GFI
Personal protective equipment

Any potential hazards or procedures performed, which conflict with any of these
regulations, safety rules, or policies, should be noted on the weekly inspection forms
and corrected in a timely manner.

Failure of the contractor or subcontractor to be in compliance with OSHA standards

on HCC jobsites which results in HCC sustaining and monetary penalties or fines
shall be required to reimburse HCC for the amount of the fine plus twenty percent
(20%) for administrative burdens.

2. Personal Safety Equipment – All workers and visitors to the jobsite will be
required to wear a hardhat and safety glasses at ALL TIMES, WITHOUT
EXCEPTION.

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3. Weekly On-Site Inspections – Representative employees from the contractors as
well as all subcontractors on the jobsite may be required to perform an inspection of
the job premises, perhaps as often as weekly, noting any potential hazards, safety
concerns, or suggestions for improvements in safety related procedures. A standard
form will be developed and used for this purpose with space for comments from all
trades involved in the inspections. Corrective or proactive actions should be
recommended and documented on the form.

4. Hazardous Material Compliance – In compliance with OSHA regulations, all

contractors and subcontractors shall maintain proper documentation on all hazardous
materials brought on site and comply with all OSHA HAZCOM procedures. If
requested by the contractor, the subcontractor shall provide all HAZCOM
information for review. Inadequate HAZCOM procedures must be upgraded to meet
OSHA and industry standards. Material Safety Data Sheets shall be maintained in a
location that is accessible to other contractors who may want to review them.

5. Cleanup and Housekeeping – Subcontractor must maintain good housekeeping and

shall perform cleanup of its work areas on a minimum of a weekly basis (more often
if needed or requested by the HCC Superintendent or Project Manager) and shall
remove all debris from his operations off of the site. If the subcontractor fails to
perform cleanup, HCC may do so and charge actual cost plus twenty five percent
(25%). Cleanup and good housekeeping are imperative to maintaining a safe jobsite
for all. Any cleaning and/or maintenance which is deemed inadequate shall be noted
on the weekly jobsite inspections and corrected by the Subcontractor in a timely
manner.

6. Security – Subcontractor shall not allow unauthorized access to the jobsite. At all
times, but especially during evening and weekend hours, Subcontractor shall maintain
control over access to and use of the jobsite premises.

7. Drug and Alcohol – All of Subcontractor’s personnel and sub-subcontractors are

required to comply with the prohibition of the use, sale, or possession of drugs and/or
alcohol on any and all HCC jobsites. HCC reserves the right to enforce the drug and
alcohol free workplace policy on all other contractors and subcontractors and visitors
on the jobsite. Entry into or the presence on company premises, facilities, or jobsites
by any person is condition upon the right of HCC (and constitutes consent) to search
the person, personal effects, vehicles, lockers, baggage, and jobsite quarters. These
searches may include the use of electronic devices, scent trained dogs, or the taking of
blood, urine, breath, or saliva samples for testing to determine the presence of alcohol
or drugs. Any person found to be in violation of this policy or refuses to submit to
appropriate drug and/or alcohol testing is subject to disciplinary action up to and
including immediate removal and future prohibition from HCC projects or jobsites.

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March 2009
8. Henry Carlson Jobsite Safety Rules – Attached is a list of basic HCC jobsite safety
rules. These rules are posted in jobsite trailers and shall be followed by all
contractors, subcontractors, employees, and visitors. Subcontractor shall review these
HCC Jobsite Safety Rules with any and all employees, visitors and agents who will
be at this jobsite on behalf of or with the consent of Subcontractor. This shall include
all personnel who come to the jobsite including delivery personnel or any personnel
who are not regularly assigned to the jobsite.

See Attachments:

Subcontractor Safety Warning Notice

Henry Carlson Jobsite Safety Rules

Subcontractor Signature ______________________________

Title ______________________________

Date ______________________________

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March 2009
 Henry Carlson Company
Subcontractor Safety Warning Notice
Notice to Subcontractor: This serves as notice per our
Subcontractor Agreement: Exhibit G – Safety
Date ____________________

Subcontractor Being Warned ______________________________________________

Subcontractor Foreman ___________________________________________________

HCC Supt __________________________HCC Project Manager___________________________

Type of Violation:

______ Unsafe Act ______ Hardhat Violation ______ Pictures

Taken
______ Unsafe Condition ______ Safety Glasses Violation

______ Ignoring Directions or Previous Warnings

______ Not Performing Clean-up

______ Other __________________________________________________________

Nature of the Violation: ____________________________________________________________________

________________________________________________________________________________________

________________________________________________________________________________________

________________________________________________________________________________________

This Condition Must Be Corrected By (Date) _________________________________

HCC Supt. Signature ____________________________________ Date __________

Subcontractor Foreman Signature _____________________________ Date __________

Send Copies to: ____ Subcontractor’s Office (Person responsible for the job)
____ Subcontractor Foreman
____ HCC Safety Director
____ HCC Project Manager
____ HCC Superintendent
5
March 2009
 Henry Carlson Company
Jobsite Safety Rules
1. Hard Hats - Hard hats are required at all times on all jobsites. The hardhat requirement is lifted only when the Risk
Manager declares the job hard hat free.

2. Accident and Injury Reporting - All accidents and injuries, no matter how minor, must be reported to your HCCO
Superintendent and Risk Manager.

3. General Safety - Request help when you are unsure about how to perform a task safely.

4. Fall Protection - Fall Protection is mandatory any time there is exposure to a fall of 6’ or more from an open side (10’
or more on scaffolding).

5. Scaffolding - All scaffolding must be set up properly including base plates (and mud sills if necessary), top-rail, mid-rail,
and toe-boards. Scaffolding must be inspected daily by the designated competent person. Know who your competent
person is. All scaffolding must have proper means of access to get on and off the scaffold. Climbing on the end frames is
prohibited unless the end frame is designed to be an approved ladder.

6. Dress Code - All jobsite workers are required to wear shirts and long pants at all times. A short-sleeved T-shirt is the
minimum shirt requirement. Sleeveless T-shirts with a seam are allowed. No offensive writing is allowed on any clothing
or hard hats. All clothing must fit properly and allow the worker to do his or her job safely. (No excessively baggy
clothes or excessive tears in clothing are allowed). No jewelry that can catch on or in equipment during operation should
be worn. Long hair should be secured in such a manner as not to entangle in equipment / tools being operated.

7. Footwear - Proper work boots are recommended. Inappropriate footwear will not be allowed (no tennis shoes). Certain
client projects may require steel-toed shoes specifically.

8. Safety Glasses - Safety glasses are required at all times on all jobsites. Safety glasses shall meet ANSI Z87 standards.
Proper eye protection is required by anyone performing grinding, cutting, sawing, and demo operations, or doing any
other type of work where there is risk of debris or material getting in your eyes.

9. Hotworks – The HCC Supt. will be notified of any Hotworks Operations performed on the jobsite. A suitable fire
extinguisher shall be in the immediate work area in a state of readiness. (HCC recommendation: within 5’ of the
operator). Additional protection (i.e.: fire blankets, fire watch, etc.) to be provided if deemed necessary.

10. Power Tools, Machines, and Equipment - All power tools, machines, and equipment must be properly guarded. Do not
operate unguarded equipment.

11. Ladders and Stepladders - Ladders must be in good repair and used properly. Stepladders must not be leaned up
against a wall and used like an extension ladder. Extension ladders must be properly tied off at the top to the structure by
the person erecting the ladder and extended 36” above the top platform. If placed on slippery ground, also secure the
bottom by staking or some other method.

12. Personal Protective Equipment - All personal protective equipment must be worn for a specific job. This would
include, but not be limited to gloves, hearing protection, respirators, face shields, safety glasses, goggles, and whatever
else may be required for that specific job. (See office for prescription glass purchase agreement.)

13. Electrical Cords - All electrical cords must be in good repair, properly grounded, and have all three prongs, if so
required. All cords must be plugged into GFI protected outlets or GFI pigtails. Flat cords and frayed or damaged
cords are not allowed on the jobsite. Every effort should be made to keep all cords out of primary walkways either by
elevating or by taping the cords to the floor in the hallway. HCCO safety personnel have the authority to take faulty
cords out of service by cutting the ends off.

14. Crane Signals - Crane signalmen must know the proper hand signals. Only one signalman may give hand signals to the
crane operator. The person rigging must be trained and approved to rig loads.

This is only intended to be a partial list, which is not intended to include all safety rules and policies, which must be
followed. (RmP-01/01/2009)

March 2009
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Page 1 of 2

SUBCONTRACTOR'S APPLICATION FOR PAYMENT / LIEN WAIVER

TO: HENRY CARLSON COMPANY

FROM: PROJECT:

PAYMENT REQUEST NO. PERIOD: to

STATEMENT OF CONTRACT ACCOUNT:

1. Original Contract Amount
2. Value of Approved Change Orders (As per attached breakdown) (Net)
3. Adjusted Contract Amount (Line 1 + 2) =
4. Value of Work Completed to Date: (As per attached breakdown)
5. Value of Approved Change Orders Completed:
6. Materials Stored on Site: (As per attached breakdown)

7. Total to Date (Line 4 thru Line 6) =

8. Less Amount Retained ( % ) ( )
9. Total Less Retainage (Line 7 - Line 8) =
10. Total Previously Certified (Deduct) (Line 9 from Previous Application) ( )

11. AMOUNT DUE THIS REQUEST (Line 9 - Line 10)

CERTIFICATE OF THE SUBCONTRACTOR:

I hereby certify that the work performed and the materials supplied to date, as shown on the above represent the actual value of accomplishment under the
terms of the Contract (and all authorized changes thereto) between the undersigned and relating to the above referenced project.

I also certify that payments, less applicable retention, have been made through the period covered by previous payments received from the contractor, to (1)
all my subcontractors (sub-subcontractors) and (2) for all materials and labor used in or in connection with the performance of this Contract. I further certify I have
complied with Federal, State and local tax laws, including Social Security laws and Unemployment Compensation laws and Workmen's Compensation laws inso
as applicable to the performance of this Contract.

WAIVER OF LIEN
For good and valuable consideration, receipt of which is hereby acknowledged, the undersigned hereby waives and releases any and all mechanics’ liens, claims or
rights of liens and all rights acquired by the undersigned to file mechanics' lien or other liens or claims upon the real property situated in the County of
_Minnehaha______ State of South Dakota _, described as: _State Theatre Utility extension_
on account of labor or services performed at or materials furnished or delivered to the real property above described or any building, construction or
improvement thereon by the undersigned to this date. This lien waiver is contingent upon receipt of the above referenced payment.

Date:
Subscribed and sworn before me this day Signature of Officer

of _______________, _____. PRINTED NAME:

Notary Public: TITLE:
My Commission Expires: DATE:

March 2009
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Owner‐Contractor Agreement Access

Contract Download Instructions:

To download the contract documents:

• Open a web browser (i.e. Internet Explorer) and go to the website www.henrycarlson.com.

• Click on the “Projects” link on the main page.

• Click on the “Jobs to Bid” link.

• Select the job: Example: Tower Tech – Abliene TX

• Click on the “Contracts” directory link to access the contract files.

• Contracts will be listed on the screen and are stored in PDF format. Click on a document to
access. Please note that you will need the password listed at the bottom of this page to access
the files.

You will also need to have Adobe Reader installed on your

computer in order to view and/or print the documents. If you do
not have Adobe Reader installed on your computer you will need
to download it from Adobe’s website www.adobe.com click on
the “get adobe reader” link.

• To save the file to your computer right click on the file link and choose the “Save Target As”
option from the menu. Enter your own unique location on your PC to save the file to.

• NOTE: The files are password protected for viewing. The password for this project is:

Example: 08055aft

March 2009