A-1 Landscaping and Construction, Inc. 7/20/2016

I 1 that is directly job costed, depreciation on office facilities, utilities, maintenance, office I 2 supplies, general company accounting and legal fees (exclusive of amounts expended 3 directly on any specific project), personal property taxes, general company business 4 licenses, dues and subscriptions, etc. 5 The following costs and expenses are excluded from the definition and calculation of 6 Overhead. Overhead costs that vary substantially with the volume of Work performed 7 (as measured by billings) shall not be included in Overhead for the purpose of 8 determining any amount of additional compensation for Extended and/or Unabsorbed 9 Home Office Overhead. 10 Examples of costs that are not included in Overhead include: travel and business I 11 meetings, telephones, professional fees expended for the benefit of a specific project, 12 union welfare benefits, payroll taxes and equipment rental. 13 If related party transactions are included in a Contractor's Overhead, they must be 1 14 explicitly identified as related party transactions and must not exceed amounts that 15 would be incurred in an arms-length transaction for the provision of the same or similar 16 goods and services. If such transactions exist and the amounts paid by the Contractor 17 and included in Overhead are in excess of that which would normally be expended in an 18 arms-length transaction, an adjustment, in the form of a reduction in the amount for 19 calculation purposes, must be included in any calculation in determining the amount of I20 Allocable Overhead. 21 Overhead shall not include any cost directly attributable to a particular project. If a cost I 22 can be traced to a particular Contract, the Contractor may not classify the cost as 23 Overhead. 24 Indirect or home office costs that vary substantially with the amount of work performed I 25 shall not be included in the group of costs comprising Overhead. 26 Overhead shall not include any costs specifically disallowed by Federal Acquisition 27 Regulations, Subpart 31.2 — Contracts with Commercial Organizations, or its successor. I 28 Further, "Overhead" shall not include the costs of any "field support services"that are 29 more closely direct costs in nature, regardless of the manner in which the Contractor 30 normally accounts for such costs. An example of such disallowed cost would be for 111 31 material handling and expediting, which are costs incurred for the direct support and 32 benefit of any specific project(s). 33 In addition to compliance with Federal Acquisition Regulations, Subpart 31.2 examples I 34 of specific costs not allowed in a calculation under this Section of the Contract are 35 Incentive Compensation paid to personnel classified as Overhead and otherwise 36 includable under this Section of Contract, travel and business meetings, employer paid I 37 benefits and taxes on direct payroll costs of any project, insurance costs directly 38 identifiable to any specific project, penalties, any costs incurred regarding company 39 owned equipment normally classified as a direct project costs, etc. 11 40 Owner: The City of Everett, Washington. "Owner," and the "City" mean the same. 41 Owner's Representative: The person designated in writing by the Owner to act as its I 42 representative at the construction site and to perform construction inspection service and 43 administrative functions relating to this Contract. The terms "Engineer" or"Architect" 44 shall be interchangeable with Owner's Representative. I 45 Person: Includes individuals, associations, firms, companies, corporations, 46 partnerships, and joint ventures. 47 Project: The undertaking to be performed under the provisions of the Contract. I IRIVERFRONT DEVELOPMENT NORTH WETLAND COMPLEX 11