Premier Field Development Inc 6/25/2019

I I The following costs and expenses are excluded from the definition and calculation of Overhead. Overhead costs that vary substantially with the volume of Work performed(as measured by billings)shall not be included in Overhead for the purpose of determining additional compensation for Extended or Unabsorbed Home Office Overhead or both. Examples of costs that are not included in Overhead include,but are not limited to,travel and business meetings,telephones,professional fees expended for the benefit of a specific project, union welfare benefits,payroll taxes and equipment rental. If related party transactions are included in a Contractor's Overhead,they shall be explicitly identified as related party transactions and shall not exceed amounts that would be incurred in an arms-length transaction for the provision of the same or similar goods and services. If such transactions exist and the amounts paid by the Contractor and included in Overhead are in excess of that which would normally be expended in an arms-length transaction, an adjustment, in the form of a reduction in the amount for calculation purposes,shall be included in any calculation in determining the amount of Allocable Overhead. Overhead shall not include any cost directly attributable to a particular project. If a cost can be traced to a particular Contract,the Contractor may not classify the cost as Overhead. Indirect or home office costs that vary substantially with the amount of Work performed shall not be included in the group of costs comprising Overhead. Overhead shall not include costs specifically disallowed by Federal Acquisition Regulations, Subpart 31.2 —Contracts with Commercial Organizations, or its successor. Further,"Overhead"shall not include the costs of"field support services"that are more closely direct costs in nature, regardless of the manner in which the Contractor normally accounts for such costs. An example of such disallowed cost would be for material handling and expediting, which are costs incurred for the direct support and benefit of specific project(s). In addition to compliance with Federal Acquisition Regulations, Subpart 31.2 examples of specific costs not allowed in a calculation under this section of the Contract include,but are not limited to,Incentive Compensation paid to personnel classified as Overhead and otherwise includable under this section of Contract,travel and business meetings,employer paid benefits and taxes on direct payroll costs of any ' project, insurance costs directly identifiable to a specific project,penalties,and costs incurred regarding company owned equipment normally classified as a direct project costs. Owner: The City of Everett,Washington. "Owner"and the "City" mean the same. Owner's Representative: The person designated in writing and employed or retained by the Owner to act as its representative at the construction Site and to perform construction inspection service and administrative functions relating to this Contract. The terms"Owner's Representative", "Engineer"and ' "Architect"are interchangeable. Person: Includes individuals,associations, firms,companies, corporations,partnerships, and joint ventures. Physical Completion: Physical Completion Date is the day all of the Work is physically completed on the Project. All documentation required by the Contract and required by law does not necessarily need to be furnished by the Contractor by this date. Progress Schedule:A schedule prepared and maintained by Contractor, describing the sequence and duration of the activities comprising the Contractor's plan to accomplish the Work within the Contract Time. Project: The undertaking to be performed under the provisions of the Contract. Punch List: List of incomplete items of Work and of items of Work that are not in conformance with the Contract Documents, prepared after Substantial Completion. General Conditions—007200-3 I