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STATE OF TEXAS COUNTY OF LAMAR KNOW ALL MEN BY THESE PRESENTS: AGREEMENT THIS AGREEMENT is entered into this 13th day of January, 2025, by and between the City of Paris, Paris, Texas, hereinafter called OWNER, and Pridemore Construction, LLC, with its main offices located at located at 600 CR 22920, Paris, Texas 75460, hereinafter called CONTRACTOR. 1.01 OWNER employs CONTRACTOR to perform and CONTRACTOR agrees to perform structural demolition services (the Work) in accordance with the Bid Form attached hereto as Exhibit A; in accordance with the Master Specifications attached hereto as Exhibit B; and in accordance with this Agreement. 1.02 The term of this agreement shall be three (years) beginning on January 13, 2025 and ending on January 12, 2028. 1.03 OWNER agrees to provide work orders to CONTRACTOR by no later than the fifth day of each month. There is no guarantee of the number of work orders which will be provided; however, CONTRACTOR agrees to complete, in their entirety, no fewer than five (5) outstanding work orders by no later than the last day of each month. Work orders should be completed in the order in which they were given to CONTRACTOR, and CONTRACTOR shall bill OWNER for completed work orders in accordance with Section 1.06 hereof. 1.04 Additional time to perform monthly work orders will be allowed by the OWNER only in the instance of substantial weather delays which make performance impractical, as determined exclusively by and approved by the OWNER. Weather delays will be considered by the OWNER only if requested immediately by the CONTRACTOR. Because CONTRACTOR will be completing work orders based on a monthly schedule, CONTRACTOR shall ensure that OWNER is made aware of any and all weather delays that occur throughout the month in the event those weather delays result in CONTRACTOR's failure to complete the required number of work orders by the monthly deadline. 1.05 OWNER and CONTRACTOR recognize that time is of the essence of this Agreement and that OWNER may suffer financial loss if the Work is not completed on schedule with the City's fiscal year and within the times specified above, plus any extensions thereof allowed in accordance with this Agreement. They also recognize that delays, expense, and difficulties involved in proving in a legal proceeding will result an actual loss suffered by OWNER if the Work is not completed on time and that such losses will be difficult if not possible to calculate. Accordingly, instead of requiring any such proof, OWNER and CONTRACTOR agree that as liquidated damages for unapproved delays (but not as a penalty)