Substantial completion, retainage and lien waivers
When is the building done, and what does the owner hold back until it is?
The owner holds back 10% of each payment until substantial completion. Half is released at substantial and final completion; the other half 30 days after the defect correction period ends. The Ward County form of parent guarantee is marked not used, so the retainage is the main security. Substantial completion needs every system working, the building ready for full commercial operation, permits, warranties assigned, any delay damages paid and lien waivers from the contractor and every subcontractor.
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What the filed contracts say
Contract
What the filed wording says
Nscale Ward County design-build
Retainage is 10% of each payment until substantial completion; half is released at substantial and final completion, the rest 30 days after the defect period.
Nscale Ward County design-build
The form of parent guarantee is marked as not used.
Nscale Ward County design-build
Substantial completion needs the facility ready for full commercial operation, with any delay damages paid and lien waivers from the contractor and all subcontractors.
The filed wording
§ 1.4.20 Retainage. “Retainage” means the amount equal to ten percent (10%) of each payment for the Work performed up to the achievement of Substantial Completion, fifty percent (50%) of which shall be released at Substantial Completion and Final Completion in accordance with Sections 9.8.5 and 9.10.2 and the remaining fifty percent (50%) shall be released thirty (30) days following the expiry of the Defect Correction Period.
Nscale Ward County data centre design-build agreement (AIA A141, four buildings near Odessa, Texas), section 1.4.20 · KiNRG S-1/A, Exhibit 10.13
Each extract is quoted from the contract as filed with the SEC, checked against the filed text when it was added; “…” marks words left out. Filers redact commercial terms, so a [***] or [*] is the filer's, not ours. The summaries describe the wording, not how a court would read it, and each contract's defined terms and other clauses can change the effect. General information drawn from public filings. It is not legal advice on any transaction, and using this page does not create a lawyer-client relationship. Views are personal.
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