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HomeMy WebLinkAboutResolution - 2003-R0294 - Architectural Services Agreement - Parkhill, Smith & Cooper, Inc. - 07_24_2003Resolution No. 2003-RO294 July 24, 2003 Item No. 42 RESOLUTION BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF LUBBOCK: THAT the Mayor of the City of Lubbock BE and is hereby authorized and directed to execute on behalf of the City of Lubbock an Architectural Services Agreement and any associated documents with Parkhill, Smith & Cooper, Inc., for architechural services relating to a finish out of existing space and an emergency power generator for the City Health Department Building, which Agreement is attached hereto and which shall be a part of this Resolution as if fully copied herein in detail. Passed by the City Council this 24th day of ATTEST: CQ� jAec�"� - Rebecca Garza, City Secretary APPROVED AS TO CONTENT: arlan Stauffer, Faci s Manager OVED AS TO G. Vandiver, Attorney Ddres/HealthBldgArchRes July 8, 2003 , 2003. GAL, MAYOR Resolution No. 2003—R O294 1997 Edition - Electronic Format AIA Document B151 - 1997 Abbreviated Standard Form of Agreement Between Owner and Architect THIS DOCUMENT HAS IMPORTANT LEGAL AGREEMENT made as of the 24 day of JUIy in the year 20Q3 CONSEQUENCES. CONSULTATION WITH AN (In words, indicate day, month and year) ATTORNEY IS ENCOURAGED WITH RESPECT TO ITS COMPLETION OR MODIFICATION. BETWEEN the Architect's client identified as the Owner: AUTHENTICATION OF THIS ELECTRONICALLY (Name, address and otherinformation) DRAFTED AIA DOCUMENT MAY BE MADE City Of Lubbock BY USING AIA DOCUMENT D407. Box 2000 Lut boc C, f, 79457 and the Architect: (Name, address and otherinformation) P2aI�T Ifi,�rrllth & r✓ooper Inc. 4 �5 tf . LttbocC,, `Cexas 79423 For the following Project: (Include detailed description ofP-*d) W The Owner and Architect agree as follows. ARTICLE 1 ARCHITECT'S RESPONSIBILITIES 1.1 The services performed by the Architect, Architect's employees and Architect's consultants shall be as enumerated in Articles 2, 3 and 12. 1.2 The Architect's services shall be performed as expeditiously as is consistent with professional skill and care and the orderly progress of the Project. The Architect shall submit for the Owner's approval a schedule for the performance of the Architect's services which may be. adjusted as the Project proceeds. This schedule shall include allowances for periods of time; required for the Owner's review and for approval of submissions by authorities having jurisdiction over the Project. Time limits established by this schedule approved by the Owner shall not, except for reasonable cause, be exceeded by the Architect or Owner. ®i99� aia® AIA DOCUMENT 8151-1997 ABBREVIATED OWNER -ARCHITECT 1.3 The Architect shall designate #Allarji Crlt®S, AIA, ' lfrY P'rtlicipal Of (CSC as the AGREEMENT representative authorized to act on behalf of the Architect with respect to the Project. The American Institute of Architects 1.4 The services covered by this Agreement are subject to the time limitations contained 1735 New York Avenue, N.W. in Subparagraph u.5.i. Washington, D.C. 20006-5292 ARTICLE 2 SCOPE OF ARCHITECT'S BASIC SERVICES Copyright 1974, 1978, 1977,y The American Institute ot Architects. epro uction o t e material herein or substantial quotation of its provisions without written permission of the AIA violates the copyright laws of the United States and will subject the violator to legal prosecution. WARNING: Unlicensed photocopying violates U.S. copyright laws and will subject the violator to legal prosecution. This document was electronically produced with permission of the AIA and can be reproduced in accordance with your license without violation until the date of expiration as noted below. expiration as noted below. User Document: bsl3&generator-agree -- 7/7/2003. AIA License Number 1015916, which expires on 4/30/2004. E 2.1 DEFINITION The Architect's Basic Services consist of those described in Paragraphs 2.2 through 2.6 and any other services identified in Article 12 as part of Basic Services, and include normal structural, mechanical and electrical engineering services. 22 SCHEMATIC DESIGN PHASE - COMPLE'TE>� BY PRIOR CONtkipCT. /"�4 The Afehi#eet shall mviiew -the pregra furnished * -the Owne -to -aseet -the - -of-thePrejec4 shall amive-at- mutua undestanding of saE#requirement s- with the wirer. requirements,and eens4ue4ien budget eaeh in terms of the subject to the limiteAefts set THIS DOCUMENT HAS IMPORTANT LEGAL CONSEOUENCES. CONSULTATION WITHAN ATTORNEY IS ENCOURAGED WITH RESPECT 26.26-3 The A r-e ileel -&h8ll w -ovi#h 4he Owne altemative appreaehes 4e, -and -TO ITS COMPLETION OR MODIFICATION. eeRstfuetien efthe Project. AUTHENTICATION OF THIS ELECTRONICALLY DRAFTED AIA DOCUMENT MAYBE MADE 2.2.4 Based -en -the ..miutu agFeed upen pr-egmm, -schedule -aFA eenstmetien budget -BY USING AIA DOCUMENT D401. fequifements, 4he Afehiteet -shall grepffe, -for-appfeval * -the 9wxef; Schematie Design - Doeuments eensistingof dravAngs PAh,- documents-illustmtixfelatienship- 2.2.7 T4e Araehitecsshall submit te the OwneF$-p - 2.3 DESIGN DEVELOPMENT PHASE 2.3.1 Based on the approved Schematic Design Documents and any adjustments authorized by the Owner in the program, schedule or construction budget, the Architect shall prepare, for approval by the Owner, Design Development Documents consisting of drawings and other documents to fix and describe the size and character of the Project as to architectural, structural, mechanical and electrical systems, materials and such other elements as may be appropriate. Gc2.3.2 The Architect shall advise the Owner of any adjustments to the preliminary ewe v /j/� ` efOplt]IQ17 Oi Ft?D9 Construction Cost. 2.4 CONSTRUCTION DOCUMENTS PHASE 2.4.1 Based on the approved Design Development Documents and any further adjustments in the scope or quality of the Project or in the construction budget authorized by the Owner, the Architect shall prepare, for approval by the Owner, Construction Documents consisting of Drawings and Specifications setting forth in detail the requirements for the construction of the Project. 2.4.2 The Architect shall assist the Owner in the preparation of the necessary bidding information, bidding forms, the Conditions of the Contract, and the form of Agreement between the Owner and Contractor. f2.4.3 The Architect shall advise the Owner of any adjustments to previous preliminary �" c -�pinlols bf PTobte Construction Cost indicated by changes in requirements or general market conditions. 2.4.4 The Architect shall assist the Owner in connection with the Owners responsibility for filing documents required for the approval of governmental authorities having jurisdiction over the Project. Copyright y The American Institute ot Architects. epro uctlon o t e material herein or substantial quotation of its provisions without written permission of the AIA violates the copyright laws of the United States and will subject the violator to legal prosecution. WARNING: Unlicensed photocopying violates U.S. copyright laws and will subject the violator to legal prosecution. This document was electronically produced with permission of the AIA and can be reproduced in accordance with your license without violation until the date of expiration as noted below. expiration as noted below. User Document: bsl3&generator-agree — 7M2003. AIA License Number 1015916, which expires on 4130/2004. 01997 AIA® AIA DOCUMENT B151-1997 ABBREVIATED OWNER -ARCHITECT AGREEMENT The American Institute of Architects 1735 New York Avenue, N.W. Washington, D.C. 20006-5292 MT.5 BIDDING OR NEGOTIATION PHASE he Architect, following the Owner's approval of the Construction Documents and of the latest preliminary ti -ef-Opinion, of Proba!J16 Construction Cost, shall assist the Owner in obtaining bids or negotiated proposals and assist in awarding and preparing contracts for construction. 2.6 CONSTRUCTION PHASE —ADMINISTRATION OF THE CONSTRUCTION CONTRACT v2.6.1 The Architect's responsibility to provide Basic Services for the Construction Phase under this Agreement commences with the award of the initial Contract for Construction and terminates at the earlier of the issuance to the Owner of the Final Certificate for Payment or-6o days after the date of Substantial Completion of the Work, or60 daj 5 attar, OvririAr:ob Uples THIS DOCUMENT HAS IMPORTANT LEGAL the space. CONSEQUENCES. CONSULTATION WITH AN ATTORNEY IS ENCOURAGED WITH RESPECT 2.6.2 The Architect shall provide administration of the Contract for Construction as set TO ITS COMPLETION OR MODIFICATION. forth below and in the edition of AIA Document A2oi, General Conditions of the Contract for AUTHENTICATION OF THIS ELECTRONICALLY Construction, current as of the date of this Agreement, unless otherwise provided in this DRAFTED AIA DOCUMENT MAY BE MADE Agreement. Modifications made to the General Conditions, when adopted as part of the BY USING AIA DOCUMENT =I. Contract Documents, shall be enforceable under this Agreement only to the extent that they are consistent with this Agreement or approved in writing by the Architect. 2.6.3 Duties, responsibilities and limitations of authority of the Architect under this Paragraph 2.6 shall not be restricted, modified or extended without written agreement of the Owner and Architect with consent of the Contractor, which consent will not be unreasonably withheld. 2.6.4 The Architect shall be a representative of and shall advise and consult with the Owner during the administration of the Contract for Construction. The Architect shall have authority to act on behalf of the Owner only to the extent provided in this Agreement unless otherwise modified by written amendment. 2.6.5 The Architect, as a representative of the Owner, shall visit the site at intervals appropriate to the stage of the Contractor's operations, or as otherwise agreed by the Owner and the Architect in Article 12, (1) to become generally familiar with and to keep the Owner informed about the progress and quality of the portion of the Work completed, (2) to endeavor to guard the Owner against defects and deficiencies in the Work, and (3) to determine in general if the Work is being performed in a manner indicating that the Work, when fully completed, will be in accordance with the Contract Documents. However, the Architect shall not be required to make exhaustive or continuous on -site inspections to check the quality or quantity of the Work. The Architect shall neither have control over or charge of, nor be responsible for, the construction means, methods, techniques, sequences or procedures, or for safety precautions and programs in connection with the Work, since these are solely the Contractor's rights and responsibilities under the Contract Documents. 2.6.6 The Architect shall report to the Owner known deviations from the Contract Documents and from the most recent construction schedule submitted by the Contractor. However, the Architect shall not be responsible for the Contractor's failure to perform the 01997 AIA® Work in accordance with the requirements of the Contract Documents. The Architect shall be AIA DOCUMENT B151-1997 responsible for the Architect's negligent acts or omissions, but shall not have control over or ABBREVIATED OWNER -ARCHITECT charge of and shall not be responsible for acts or omissions of the Contractor, Subcontractors, AGREEMENT or their agents or employees, or of any other persons or entities performing portions of the Work. The American Institute of Architects 1735 New York Avenue, N.W. 2.6.7 The Architect shall at all times have access to the Work wherever it is in preparation Washington, D.C. 20006-5292 or progress. Copyright y The American Institute ot Architects. epro uction o t e material herein or substantial quotation of its provisions without written permission of the AIA violates the copyright laws of the United States and will subject the violator to legal prosecution. WARNING: Unlicensed photocopying violates U.S. copyright laws and will subject the violator to legal prosecution. This document was electronically produced with permission of the AIA and can be reproduced in accordance with your license without violation until the date of expiration as noted below. expiration as noted below. User Document: bsl3&generator-a8ree -- 7/7/2003. AIA License Number 1015916, which expires on 4/30/2004. 2.6.8 Except as otherwise provided in this Agreement or when direct communications have been specially authorized, the Owner shall endeavor to communicate with the Contractor through the Architect about matters arising out of or relating to the Contract Documents. Communications by and with the Architect's consultants shall be through the Architect. 2.6.9 CERTIFICATES FOR PAYMENT 2.6.9.1 The Architect shall review and certify the amounts due the Contractor and shall issue certificates in such amounts. 2.6.9.2 The Architect's certification for payment shall constitute a representation to the Owner, based on the Architect's evaluation of the Work as provided in Subparagraph 2.6.5 and on the data comprising the Contractor's Application for Payment, that the Work has THIS DOCUMENT HAS IMPORTANT LEGAL progressed to the point indicated and that, to the best of the Architects knowledge, CONSEQUENCES. CONSULTATION WITH AN information and belief, the quality of the Work is in accordance with the Contract Documents. ATTORNEY IS ENCOURAGED WITH RESPECT The foregoing representations are subject (i) to an evaluation of the Work for conformance TO ITS COMPLETION OR MODIFICATION. with the Contract Documents upon Substantial Completion, (2) to results of subsequent tests AUTHENTICATION OF THIS ELECTRONICALLY and inspections, (3) to correction of minor deviations from the Contract Documents prior to DRAFTED AIA DOCUMENT MAY BE MADE completion, and (4) to specific qualifications expressed by the Architect. BY USING AIA DOCUMENT D401. 2.6.9.3 The issuance of a Certificate for Payment shall not be a representation that the Architect has (i) made exhaustive or continuous on -site inspections to check the quality or quantity of the Work, (2) reviewed construction means, methods, techniques, sequences or procedures, (3) reviewed copies of requisitions received from Subcontractors and material suppliers and other data requested by the Owner to substantiate the Contractor's right to payment, or (4) ascertained how or for what purpose the Contractor has used money previously paid on account of the Contract Sum. 2 6.10 The Architect shall dive ""the -rejce4 "k re M m t, the ,CMm`r`oiertiinq Work that does not conform to the Contract Documents. the "�A Eensider-q 4 lieeessa -er -ale, 4heTlte Architect shall have- aa4herityrCOF1itd to ttis Ow1r whn,Ce 1rchifecE tntcer 1� rsfjr to require inspection or testing of the Work in accordance with the provisions of� the Contract Documents, whether or not such Work is fabricated, installed or completed. However, neither this authority of the Architect nor a decision made in good faith either to exercise or not to exercise such authority shall give rise to a duty or responsibility of the Architect to the Contractor, Subcontractors, material and equipment suppliers, their agents or employees or other persons or entities performing portions of the Work. 2.6.11 The Architect shall review and approve or take other appropriate action upon the Contractors submittals such as Shop Drawings, Product Data and Samples, but only for the 1� limited purpose of checking for conformance with information given and the design concept expressed in the Contract Documents. The Architect's action shall be taken with such reasonable promptness as to cause no delay in the Work or in the activities of the Owner, Contractor or separate contractors, while allowing sufficient time in the Architect's professional s, judgment to permit adequate review. Review of such submittals is not conducted for the s� purpose of determining the accuracy and completeness of other details such as dimensions and quantities, or for substantiating instructions for installation or performance of equipment or 01997 AIA® systems, all of which remain the responsibility of the Contractor as required by the Contract AIA DOCUMENT 13151-1997 Documents. The Architect's review shall not constitute approval of safety precautions or, unless ABBREVIATED OWNER -ARCHITECT otherwise specifically stated by the Architect, of any construction means, methods, techniques, AGREEMENT sequences or procedures. The Architect's approval of a specific item shall not indicate approval of an assembly of which the item is a component. The American Institute of Architects 1735 New York Avenue, N.W. 2.6.12 If professional design services or certifications by a design professional related to Washington, D.C. 20006-5292 systems, materials or equipment are specifically required of the Contractor by the Contract Documents, the Architect shall specify appropriate performance and design criteria that such services must satisfy. Shop Drawings and other submittals related to the Work designed or Copyright y The American Institute ot Architects. epro uction o t e material herein or substantial quotation of its provisions without written permission of the AIA violates the copyright laws of the United States and will subject the violator to legal prosecution. WARNING: Unlicensed photocopying violates U.S. copyright laws and will subject the violator to legal prosecution. This document was electronically produced with permission of the AIA and can be reproduced in accordance with your license without violation until the date of expiration as noted below. expiration as noted below. User Document: bsl3&generator-agree — 717/2003. AIA License Number 1015916, which expires on 4/30/2004. certified by the design professional retained by the Contractor shall bear such professional's written approval when submitted to the Architect. The Architect shall be entitled to rely upon the adequacy, accuracy and completeness of the services, certifications or approvals performed by such design professionals. 2.6.13 The Architect shall prepare Change Orders and Construction Change Directives, with supporting documentation and data if deemed necessary by the Architect as provided in Subparagraphs 3.1.1 and 33.3, for the Owner's approval and execution in accordance with the Contract Documents, and may authorize minor changes in the Work not involving an adjustment in the Contract Sum or an extension of the Contract Time which are consistent with the intent of the Contract Documents. 2.6.14 The Architect shall, eft inspeetiens4eby visual observations; determine the THIS DOCUMENT HAS IMPORTANT LEGAL date or dates of Substantial Completion and the date of final completion, shall receive from the CONSEOUENCES. CONSULTATION WITHAN Contractor and forward to the Owner, for the Owners review and records, written warranties ATTORNEY IS ENCOURAGED WITH RESPECT and related documents required by the Contract Documents and assembled by the Contractor, TO ITS COMPLETION OR MODIFICATION. and shall issue a final Certificate for Payment based upon a final n-obs@fV3tiO11 AUTHENTICATION OF THIS ELECTRONICALLY P �e DRAFTED AIA DOCUMENT MAY BE MADE indicating the Work complies with the requirements of the Contract Documents. BY USING AIA DOCUMENT D401. 2.6.15 The Architect shall interpret and decide matters concerning performance of the Owner and Contractor under, and requirements of, the Contract Documents on written request of either the Owner or Contractor. The Architect's response to such requests shall be made in writing within any time limits agreed upon or otherwise with reasonable promptness. 2.6.16 Interpretations and decisions of the Architect shall be consistent with the intent of and reasonably inferable from the Contract Documents and shall be in writing or in the form of drawings. When making such interpretations and initial decisions, the Architect shall endeavor to secure faithful performance by both Owner and Contractor, shall not show partiality to either, and shall not be liable for results of interpretations or decisions so rendered in good faith. 2.6.17 The Architect shall render initial decisions on claims, disputes or other matters in question between the Owner and Contractor as provided in the Contract Documents. However, the Architect's decisions on matters relating to aesthetic effect shall be final if consistent with the intent expressed in the Contract Documents. 2.6.18 The Architect's decisions on claims, disputes or other matters in question between the Owner and Contractor, except for those relating to aesthetic effect as provided in Subparagraph 2.6.17, shall be subject to mediation and arbitration as provided in this Agreement and in the Contract Documents. ARTICLE 3 ADDITIONAL SERVICES 3.1 GENERAL 3.1.1 The services described in this Article 3 are not included in Basic Services unless sos.; identified in Article 12, and they shall be paid for by the Owner as provided in this Agreement, in addition to the compensation for Basic Services. The services described under Paragraphs 3.2 and 3.4 shall only be provided if authorized or confirmed in writing by the Owner. If services ®1997 AAA® described under Contingent Additional Services in Paragraph 3.3 are required due to AIA DOCUMENT 8151-1997 circumstances beyond the Architect's control, the Architect shall notify the Owner prior to ABBREVIATED OWNER -ARCHITECT commencing such services. If the Owner deems that such services described under Paragraph AGREEMENT 33 are not required, the Owner shall give prompt written notice to the Architect. If the Owner indicates in writing that all or part of such Contingent Additional Services are not required, the The American Institute of Architects Architect shall have no obligation to provide those services. 1735 New York Avenue, N.W. Washington, D.C. 20006-5292 3.2 PROJECT REPRESENTATION BEYOND BASIC SERVICES Copyright y The American Institute ot Architects. epro uction o t e material herein or substantial quotation of its provisions without written permission of the AIA violates the copyright laws of the United States and will subject the violator to legal prosecution. WARNING: Unlicensed photocopying violates U.S. copyright laws and will subject the violator to legal prosecution. This document was electronically produced with permission of the AIA and can be reproduced in accordance with your license without violation until the date of expiration as noted below. expiration as noted below. User Document: bsl3&generator-agree -- 7/712003. AIA License Number 1015916, which expires on 4130/2004. 3.2.1 If more extensive representation at the site than is described in Subparagraph 2.6.5 is required, the Architect shall provide one or more Project Representatives to assist in carrying out such additional on -site responsibilities. 3.2.2 Project Representatives shall be selected, employed and directed by the Architect, and the Architect shall be compensated therefor as agreed by the Owner and Architect. The duties, responsibilities and limitations of authority of Project Representatives shall be as described in the edition of AIA Document B352 current as of the date of this Agreement, unless otherwise agreed. 3.2.3 Through the presence at the site of such Project Representatives, the Architect shall endeavor to provide further protection for the Owner against defects and deficiencies in the Work, but the furnishing of such project representation shall not modify the rights, responsibilities or obligations of the Architect as described elsewhere in this Agreement. 3.3 CONTINGENT ADDITIONAL SERVICES 3.3.1 Making revisions in drawings, specifications or other documents when such revisions are: .1 inconsistent with approvals or instructions previously given by the Owner, including revisions made necessary by adjustments in the Owner's program or Project budget; .2 required by the enactment or revision of codes, laws or regulations subsequent to the preparation of such documents; or .3 due to changes required as a result of the Owner's failure to render decisions in a timely manner. 3.3.2 Providing services required because of significant changes in the Project including, but not limited to, size, quality, complexity, the Owners schedule, or the method of bidding or negotiating and contracting for construction, except for services required under Subparagraph 5.2.5- 3.3.3 Preparing Drawings, Specifications and other documentation and supporting data, evaluating Contractors proposals, and providing other services in connection with Change Orders and Construction Change Directives. THI5 DOCUMENT HAS IMPORTANT LEGAL CONSEQUENCES. CONSULTATION WITH AN ATTORNEY 15 ENCOURAGED WITH RESPECT TO ITS COMPLETION OR MODIFICATION. AUTHENTICATION OF THIS ELECTRONICALLY DRAFTED AIA DOCUMENT MAY BE MADE BY USING AIA DOCUMENT D401. 3.3.4 Providing services in connection with evaluating substitutions proposed by the Contractor and making subsequent revisions to Drawings, Specifications and other documentation resulting therefrom. 3.3.5 Providing consultation concerning replacement of Work damaged by fire or other A cause during construction, and furnishing services required in connection with the replacementA;,�,;� of such Work. 3.3.6 Providing services made necessary by the default of the Contractor, by major defects 01997 AIA® or deficiencies in the Work of the Contractor, or by failure of performance of either the Owner AIA DOCUMENT B151-1997 or Contractor under the Contract for Construction. ABBREVIATED OWNER -ARCHITECT AGREEMENT 3.3.7 Providing services in evaluating an extensive number of claims submitted by the The American Institute of Architects Contractor or others in connection with the Work. 1735 New York Avenue, N.W. Washington, D.C. 20006-5292 3.3.8 Providing services in connection with a public hearing, a dispute resolution proceeding or a legal proceeding except where the Architect is party thereto. opyng t y The American Institute ot Architects. epro uction o 7te material herein or substantial quotation of its provisions without written permission of the AIA violates the copyright laws of the United States and will subject the violator to legal prosecution. WARNING: Unlicensed photocopying violates U.S, copyright laws and will subject the violator to legal prosecution. This document was electronically produced with permission of the AIA and can be reproduced in accordance with your license without violation until the date of expiration as noted below. expiration as noted below. User Document: bsl3&generator-agree -- 7/7/2003. AIA License Number 1015916, which expires on 4/30/2004. 3.3.9 Preparing documents for alternate, separate or sequential bids or providing services in connection with bidding, negotiation or construction prior to the completion of the Construction Documents Phase. 3.4 OPTIONAL ADDITIONAL SERVICES 3.4.1 Providing analyses of the Owner's needs and programming the requirements of the Project. 3.4.2 Providing financial feasibility or other special studies. 3.4.3 Providing planning surveys, site evaluations or comparative studies of prospective sites. 3.4.4 Providing special surveys, environmental studies and submissions required for approvals of governmental authorities or others having jurisdiction over the Project. 3.4.5 Providing services relative to future facilities, systems and equipment. 3.4.6 Providing services to investigate existing conditions or facilities or to make measured drawings thereof. 3.4.7 Providing services to verify the accuracy of drawings or other information furnished by the Owner. 3.4.8 Providing coordination of construction performed by separate contractors or by the Owner's own forces and coordination of services required in connection with construction performed and equipment supplied by the Owner. 3.4.9 Providing services in connection with the work of a construction manager or separate consultants retained by the Owner. /Vl,/ - 3.4.10 Providing detailed estiia#es ef�plil'[ot18 Of ;Pro�al3 a Construction Cost. 3.4.11 Providing detailed quantity surveys or inventories of material, equipment and labor. 3.4.12 Providing analyses of owning and operating costs. 3.4.13 Providing interior design and other similar services required for or in connection with the selection, procurement or installation of furniture, furnishings and related equipment. 3.4.14 Providing services for planning tenant or rental spaces. 3.4.15 Making investigations, inventories of materials or equipment, or valuations and detailed appraisals of existing facilities. THIS DOCUMENT HAS IMPORTANT LEGAL CONSEQUENCES. CONSULTATION WITH AN ATTORNEY IS ENCOURAGED WITH RESPECT TO ITS COMPLETION OR MODIFICATION. AUTHENTICATION OF THIS ELECTRONICALLY DRAFTED AIA DOCUMENT MAYBE MADE BY USING AIA DOCUMENT D401. 3.4.16 Preparing a set of reproducible record drawings showing significant changes in the w997 Ame Work made during construction based on marked -up prints, drawings and other data furnished AIA DOCUMENT B151-1997 by the Contractor to the Architect. ABBREVIATED OWNER -ARCHITECT AGREEMENT 3.4.17 Providing assistance in the utilization of equipment or systems such as testing, The American Institute of Architects adjusting and balancing, preparation of operation and maintenance manuals, training 1735 New York Avenue, N.W. personnel for operation and maintenance, and consultation during operation. Washington, D.C. 20006-5292 3.4.18 Providing services after issuance to the Owner of the final Certificate for Payment, or in the absence of a final Certificate for Payment, more than 6o days after the date of Substantial Copyright ly e American Institute o Architects. Reproduction o the material herein or substantial quotation of its provisions without written permission of the AIA violates the copyright laws of the United States and will subject the violator to legal prosecution. WARNING: Unlicensed photocopying violates U.S. copyright laws and will subject the violator to legal prosecution. This document was electronically produced with permission of the AIA and can be reproduced in accordance with your license without violation until the date of expiration as noted below. expiration as noted below. User Document: bsl3&generator-agree -- 7/7/2003. AIA License Number 1015916, which expires on 4/30/2004. ]A/Completion of the work or, in the absence of a final Certificate for Paylrtent,'more than 60 days after occupancy of the project space. 3.4.19 Providing services of consultants for other than architectural, structural, mechanical and electrical engineering portions of the Project provided as a part of Basic Services. 3.4.20 Providing any other services not otherwise included in this Agreement or not customarily furnished in accordance with generally accepted architectural practice. ARTICLE 4 OWNER'S RESPONSIBILITIES 4.1 The Owner shall provide full information in a timely manner regarding requirements for and limitations on the Project, including a written program which shall set forth the THIS DOCUMENT HAS IMPORTANT LEGAL Owners objectives, schedule, constraints and criteria, including space requirements and CONSEQUENCES. CONSULTATION WITH AN relationships, flexibility, expandability, special equipment, systems and site requirements. The ATTORNEY 15 ENCOURAGED WITH RESPECT Owner shall furnish to the Architect, within 15 days after receipt of a written request, TO ITS COMPLETION OR MODIFICATION. information necessary and relevant for the Architect to evaluate, give notice of or enforce lien AUTHENTICATION OF THIS ELECTRONICALLY rights. DRAFTED AIA DOCUMENT MAY BE MADE BY USING AIA DOCUMENT D401. 4.2 The Owner shall establish and periodically update an overall budget for the Project, including the Construction Cost, the Owner's other costs and reasonable contingencies related to all of these costs. 4.3 The Owner shall designate a representative authorized to act on the Owner's behalf with respect to the Project. The Owner or such designated representative shall render decisions in a timely manner pertaining to documents submitted by the Architect in order to avoid unreasonable delay in the orderly and sequential progress of the Architect's services. 4.4 The Owner shall furnish surveys to describe physical characteristics, legal limitations and utility locations for the site of the Project, and a written legal description of the site. The surveys and legal information shall include, as applicable, grades and lines of streets, alleys, pavements and adjoining property and structures; adjacent drainage; rights -of -way, restrictions, easements, encroachments, zoning, deed restrictions, boundaries and contours of the site; locations, dimensions and necessary data with respect to existing buildings, other improvements and trees; and information concerning available utility services and lines, both public and private, above and below grade, including inverts and depths. All the information on the survey shall be referenced to a Project benchmark. 4.5 The Owner shall furnish the services of geotechnical engineers when such services are requested by the Architect. Such services may include but are not limited to test borings, test pits, determinations of soil bearing values, percolation tests, evaluations of hazardous materials, ground corrosion tests and resistivity tests, including necessary operations for anticipating subsoil conditions, with reports and appropriate recommendations. 4.6 The Owner shall furnish the services of consultants other than those designated in ;. Paragraph 4.5 when such services are requested by the Architect and are reasonably required by the scope of the Project. 01997 AIA® 4.7 The Owner shall furnish structural, mechanical, and chemical tests; tests for air and AIA DOCUMENT B151-1997 water pollution; tests for hazardous materials; and other laboratory and environmental tests, ABBREVIATED OWNER -ARCHITECT inspections and reports required by law or the Contract Documents. AGREEMENT 4.8 The Owner shall furnish all legal, accounting and insurance services that may be The me icon Institute of YorAvenue, N.W. hitects necessary at any time for the Project to meet the Owner's needs and interests. Such services 1735 Washington, D.C. Avenue, shall include auditing services the Owner may require to verify the Contractor's Applications 292 for Payment or to ascertain how or for what purposes the Contractor has used the money paid by or on behalf of the Owner. Copyright ,9 y e American Institute o Architects. epro uctlon o t e material herein or substantial quotation of its provisions without written permission of the AIA violates the copyright laws of the United States and will subject the violator to legal prosecution. WARNING: Unlicensed photocopying violates U.S. copyright laws and will subject the violator to legal prosecution. This document was electronically produced with permission of the AIA and can be reproduced in accordance with your license without violation until the date of expiration as noted below. expiration as noted below. User Document: bsl3&generator-agree -- 7/T/2003. AIA License Number 1015916, which expires on 4/30/2004. 4.9 The services, information, surveys and reports required by Paragraphs 4.4 through 4.8 shall be furnished at the Owner's expense, and the Architect shall be entitled to rely upon the accuracy and completeness thereof. 4.10 The Owner shall provide prompt written notice to the Architect if the Owner becomes aware of any fault or defect in the Project, including any errors, omissions or inconsistencies in the Architect's Instruments of Service. ARTICLE 5 CONSTRUCTION COST 5.1 DEFINITION ����t/5.1.1 The Construction Cost shall be the total cost or, to the extent the Project is not 1" �' completed, the estimated cost to the Owner of all elements of the Project designed or specified by the Architect, as stafed in the lafest bpinton oO Probable fast. 5.1.2 The Construction Cost shall include the cost at current market rates of labor and materials furnished by the Owner and equipment designed, specified, selected or specially provided for by the Architect, including the costs of management or supervision of construction or installation provided by a separate construction manager or contractor, plus a reasonable allowance for their overhead and profit. In addition, a reasonable allowance for contingencies shall be included for market conditions at the time of bidding and for changes in the Work. 5.1.3 Construction Cost does not include the compensation of the Architect and the Architect's consultants, the costs of the land, rights -of -way and financing or other costs that are the responsibility of the Owner as provided in Article 4. Iml 5.2 RESPONSIBILITY FOR CONSTRUCTION COST 5 2 1 Evaluations of the Owner's Project budget, the preliminary estmete O nton 'Of PTobailee€Construction Cost and detailed estknete;-afC3pintons,of lrpbajJlB Construction Cost, if any, prepared by the Architect, represent the Architect's judgment as a design professional familiar with the construction industry. It is recognized, however, that neither the Architect nor the Owner has control over the cost of labor, materials or equipment, over the Contractor's methods of determining bid prices, or over competitive bidding, market or negotiating conditions. Accordingly, the Architect cannot and does not warrant or represent that bids or negotiated prices will not vary from the Owner's Project budget or from any est te-�llTi tF 1 rO t e Construction Cost or evaluation prepared or agreed to by the Architect. 5.2.2 No fixed limit of Construction Cost shall be established as a condition of this Agreement by the furnishing, proposal or establishment of a Project budget, unless such fixed limit has been agreed upon in writing and signed by the parties hereto. If such a fixed limit has been established, the Architect shall be permitted to include contingencies for design, bidding and price escalation, to determine what materials, equipment, component systems and types of construction are to be included in the Contract Documents, to make reasonable adjustments in the scope of the Project and to include in the Contract Documents alternate bids as may be necessary to adjust the Construction Cost to the fixed limit. Fixed limits, if any, shall be increased in the amount of an increase in the Contract Sum occurring after execution of the Contract for Construction. THIS DOCUMENT HAS IMPORTANT LEGAL CONSEQUENCES. CONSULTATION WITHAN ATTORNEY IS ENCOURAGED WITH RESPECT TO ITS COMPLETION OR MODIFICATION. AUTHENTICATION OF THIS ELECTRONICALLY DRAFTED AIA DOCUMENT MAY BE MADE BY USING AIA DOCUMENT D401. 01997 AIAO AIA DOCUMENT B151-1997 ABBREVIATED OWNER -ARCHITECT AGREEMENT 5.2.3 If the Bidding or Negotiation Phase has not commenced within 90 days after the The American Institute of Architects Architect submits the Construction Documents to the Owner, any Project budget or fixed limit 1735 New York Avenue, N.W. of Construction Cost shall be adjusted to reflect changes in the general level of prices in the Washington, D.C. 20006-5292 construction industry. Copyright y The American Institute ot Architects. epro uctwn o t e material herein or substantial quotation of its provisions without written permission of the AIA violates the copyright laws of the United States and will subject the violator to legal prosecution. WARNING: Unlicensed photocopying violates U.S. copyright laws and will subject the violator to legal prosecution. This document was electronically produced with permission of the AIA and can be reproduced in accordance with your license without violation until the date of expiration as noted below. expiration as noted below. User Document: bsl3&generator-agree -- 7/7/2003. AIA License Number 1015916, which expires on 4/30/2004. 5.2.4 If a fixed limit of Construction Cost (adjusted as provided in Subparagraph 5.2.3) is exceeded by the lowest bona fide bid or negotiated proposal, the Owner shall: .1 give written approval of an increase in such fixed limit; .2 authorize rebidding or renegotiating of the Project within a reasonable time; .3 terminate in accordance with Paragraph 8.5; or .4 cooperate in revising the Project scope and quality as required to reduce the Construction Cost. THIS DOCUMENT HAS IMPORTANT LEGAL 5.2.5 If the Owner chooses to proceed under Clause 5.2.4.4, the Architect, without CONSEQUENCES. CONSULTATION WITH AN additional compensation, shall modify the documents for which the Architect is responsible ATTORNEY IS ENCOURAGED WITH RESPECT under this Agreement as necessary to comply with the fixed limit, if established as a condition TO ITS COMPLETION OR MODIFICATION. of this Agreement. The modification of such documents without cost to the Owner shall be the AUTHENTICATION OF THIS ELECTRONICALLY limit of the Architect's responsibility under this Subparagraph 5.2.5. The Architect shall be DRAFTED AIA DOCUMENT MAY BE MADE entitled to compensation in accordance with this Agreement for all services performed whether BY USING AIA DOCUMENT D401. or not the Construction Phase is commenced. ARTICLE 6 USE OF ARCHITECT'S INSTRUMENTS OF SERVICE 6.1 Drawings, specifications and other documents, including those in electronic form, prepared by the Architect and the Architect's consultants are Instruments of Service for use solely with respect to this Project. The Architect and the Architect's consultants shall be deemed the authors and owners of their respective Instruments of Service and shall retain all common law, statutory and other reserved rights, including copyrights. 6.2 Upon execution of this Agreement, the Architect grants to the Owner a nonexclusive license to reproduce the Architect's Instruments of Service solely for purposes of constructing, using and maintaining the Project, provided that the Owner shall comply with all obligations, including prompt payment of all sums when due, under this Agreement. The Architect shall obtain similar nonexclusive licenses from the Architect's consultants consistent with this Agreement. Any termination of this Agreement prior to completion of the Project shall terminate this license. Upon such termination, the Owner shall refrain from making further reproductions of Instruments of Service and shall return to the Architect within seven days of termination all originals and reproductions in the Owner's possession or control. If and upon the date the Architect is adjudged in default of this Agreement, the foregoing license shall be deemed terminated and replaced by a second, nonexclusive license permitting the Owner to authorize other similarly credentialed design professionals to reproduce and, where permitted by law, to make changes, corrections or additions to the Instruments of Service solely for purposes of completing, using and maintaining the Project. 6.3 Except for the licenses granted in Paragraph 6.2, no other license or right shall be deemed granted or implied under this Agreement. The Owner shall not assign, delegate,f,;� sublicense, pledge or otherwise transfer any license granted herein to another party without the prior written agreement of the Architect. However, the Owner shall be permitted to authorize the Contractor, Subcontractors, Sub -subcontractors and material or equipment suppliers to 01997 AIA® reproduce applicable portions of the Instruments of Service appropriate to and for use in their AIA DOCUMENT 6151-1997 execution of the Work by license granted in Paragraph 6.2. Submission or distribution of ABBREVIATED OWNER -ARCHITECT Instruments of Service to meet official regulatory requirements or for similar purposes in AGREEMENT connection with the Project is not to be construed as publication in derogation of the reserved rights of the Architect and the Architect's consultants. The Owner shall not use the Instruments The American Institute of Architects of Service for future additions or alterations to this Project or for other projects, unless the 1735 New York Avenue, N.W. Owner obtains the prior written agreement of the Architect and the Architect's consultants. Washington, D.C. 20006-5292 Any unauthorized use of the Instruments of Service shall be at the Owner's sole risk and without liability to the Architect and the Architect's consultants. Copyright y The American Institute ot Architects. epro uction o t e material herein or substantial quotation of its provisions without written permission of the AIA violates the copyright laws of the United States and will subject the violator to legal prosecution. WARNING: Unlicensed photocopying violates U.S. copyright laws and will subject the violator to legal prosecution. This document was electronically produced with permission of the AIA and can be reproduced in accordance with your license without violation until the date of expiration as noted below. expiration as noted below. User Document: bsl3&generator-agree -- 7nJ2003. AIA License Number 1015916, which expires on 4/30/2004. 10 "pai4ies-te4his Agreement ad Ise specifieal enfer-eeable-irt aerzerdanee appheable- law in &-V eeuft hav4tg ur-isdietien-thereo 744 The award-rendered*4he afbAr-ateesters shall be-lina,-a*d judgment may- 7.3 CLAIMS FOR CONSEQUENTIAL DAMAGES The Architect and Owner waive consequential damages for claims, disputes or other matters in question arising out of or relating to this Agreement. This mutual waiver is applicable, without limitation, to all consequential damages due to either party's termination in accordance with Article 8. ARTICLE 8 TERMINATION OR SUSPENSION 8.1 If the Owner fails to make payments to the Architect in accordance with this Agreement, such failure shall be considered substantial nonperformance and cause for termination or, at the Architect's option, cause for suspension of performance of services under this Agreement. If the Architect elects to suspend services, prior to suspension of services, the Architect shall give seven days' written notice to the Owner. In the event of a suspension of services, the Architect shall have no liability to the Owner for delay or damage caused the Owner because of such suspension of services. Before resuming services, the Architect shall be paid all sums due prior to suspension and any expenses incurred in the interruption and resumption of the Architect's services. The Architect's fees for the remaining services and the time schedules shall be equitably adjusted. 8.2 If the Project is suspended by the Owner for more than 30 consecutive days, the Architect shall be compensated for services performed prior to notice of such suspension. When the Project is resumed, the Architect shall be compensated for expenses incurred in the interruption and resumption of the Architect's services. The Architect's fees for the remaining services and the time schedules shall be equitably adjusted. 8.3 If the Project is suspended or the Architect's services are suspended for more than 90 consecutive days, the Architect may terminate this Agreement by giving not less than seven days' written notice. 8.4 This Agreement may be terminated by either party upon not less than seven days' written notice should the other party fail substantially to perform in accordance with the terms of this Agreement through no fault of the party initiating the termination. 8.5 This Agreement may be terminated by the Owner upon not less than seven days' written notice to the Architect for the Owner's convenience and without cause. 8.6 In the event of termination not the fault of the Architect, the Architect shall be compensated for services performed prior to termination, together with Reimbursable Expenses then due and all T-efmineAien Expenses as defined in Pafagr-aph 8.y. / A&q THIS DOCUMENT HAS IMPORTANT LEGAL CONSEQUENCES. CONSULTATION WITH AN ATTORNEY IS ENCOURAGED WITH RESPECT TO ITS COMPLETION OR MODIFICATION. AUTHENTICATION OF THIS ELECTRONICALLY DRAFTED AIA DOCUMENT MAY BE MADE BY USING AIA DOCUMENT D401. germi-nmien E"enses -are -in -addition -te eempensatien 4er 4he sen4ee -of 4he - 01997 AIA® AIA DOCUMENT B151-1997 ABBREVIATED OWNER -ARCHITECT AGREEMENT ARTICLE 9 MISCELLANEOUS PROVISIONS 9.1 This Agreement shall be governed by the law of the principal place of business of the The American Institute of Architects Architect, unless otherwise provided in Article 12. 1735 New York Avenue, N.W. Washington, D.C. 20006-5292 Copyright y The American Institute ot Architects. epro uctlon o t e material herein or substantial quotation of its provisions without written permission of the AIA violates the copyright laws of the United States and will subject the violator to legal prosecution. WARNING: Unlicensed photocopying violates U.S. copyright laws and will subject the violator to legal prosecution. This document was electronically produced with permission of the AIA and can be reproduced in accordance with your license without violation until the date of expiration as noted below. expiration as noted below. User Document: bsl3&generator-agree -- 7/7/2003. AIA License Number 1015916, which expires on 4/30/2004. 12 9.2 Terms in this Agreement shall have the same meaning as those in the edition of AIA Document A2oi, General Conditions of the Contract for Construction, current as of the date of this Agreement. 9.3 Causes of action between the parties to this Agreement pertaining to acts or failures to act shall be deemed to have accrued and the applicable statutes of limitations shall commence to run not later than either the date of Substantial Completion for acts or failures to act occurring prior to Substantial Completion or the date of issuance of the final Certificate for Payment for acts or failures to act occurring after Substantial Completion. In no event shall such statutes of limitations commence to run any later than the date when the Architect's services are substantially completed. 9.4 To the extent damages are covered by property insurance during construction, the Owner and Architect waive all rights against each other and against the contractors, consultants, agents and employees of the other for damages, except such rights as they may have to the proceeds of such insurance as set forth in the edition of AIA Document A2oi, General Conditions of the Contract for Construction, current as of the date of this Agreement. The Owner or the Architect, as appropriate, shall require of the contractors, consultants, agents and employees of any of them similar waivers in favor of the other parties enumerated herein. 9.5 The Owner and Architect, respectively, bind themselves, their partners, successors, assigns and legal representatives to the other party to this Agreement and to the partners, successors, assigns and legal representatives of such other party with respect to all covenants of this Agreement. Neither the Owner nor the Architect shall assign this Agreement without the written consent of the other, except that the Owner may assign this Agreement to an institutional lender providing financing for the Project. In such event, the lender shall assume the Owner's rights and obligations under this Agreement. The Architect shall execute all consents reasonably required to facilitate such assignment. 9.6 This Agreement represents the entire and integrated agreement between the Owner and the Architect and supersedes all prior negotiations, representations or agreements, either written or oral. This Agreement may be amended only by written instrument signed by both Owner and Architect. 9.7 Nothing contained in this Agreement shall create a contractual relationship with or a cause of action in favor of a third party against either the Owner or Architect. 9.8 Unless otherwise provided in this Agreement, the Architect and Architect's consultants shall have no responsibility for the discovery, presence, handling, removal or disposal of or exposure of persons to hazardous materials or toxic substances in any form at the Project site. 9.9 The Architect shall have the right to include photographic or artistic representations of the design of the Project among the Architect's promotional and professional materials. The Architect shall be given reasonable access to the completed Project to make such representations. However, the Architect's materials shall not include the Owner's confidential or proprietary information if the Owner has previously advised the Architect in writing of the specific information considered by the Owner to be confidential or proprietary. The Owner shall provide professional credit for the Architect in the Owner's promotional materials for the Project. THIS DOCUMENT HAS IMPORTANT LEGAL CONSEQUENCES. CONSULTATION WITH AN ATTORNEY 15 ENCOURAGED WITH RESPECT TO ITS COMPLETION OR MODIFICATION. AUTHENTICATION OF THIS ELECTRONICALLY DRAFTED AIA DOCUMENT MAY BE MADE BY USING AIA DOCUMENT D401. 01997 AIA® AIA DOCUMENT B151-1997 ABBREVIATED OWNER -ARCHITECT AGREEMENT 9.10 If the Owner requests the Architect to execute certificates, the proposed language of The American Institute of Architects such certificates shall be submitted to the Architect for review at least 14 days prior to the 1735 New York Avenue, N.W. requested dates of execution. The Architect shall not be required to execute certificates that Washington, D.C. 20006-5292 would require knowledge, services or responsibilities beyond the scope of this Agreement. ARTICLE 10 PAYMENTS TO THE ARCHITECT Copyright ly e American Institute o Architects. epro uctlon o t e material herein or substantial quotation of its provisions without written permission of the AIA violates the copyright laws of the United States and will subject the violator to legal prosecution. WARNING: Unlicensed photocopying violates U.S. copyright laws and will subject the violator to legal prosecution. This document was electronically produced with permission of the AIA and can be reproduced in accordance with your license without violation until the date of expiration as noted below. expiration as noted below. User Document: bsl3&generator-agree -- 7///2003. AIA License Number 1015916, which expires on 4/30/2004. 13 10.1 DIRECT PERSONNEL EXPENSE Direct Personnel Expense is defined as the direct salaries of the Architect's personnel engaged on the Project and the portion of the cost of their mandatory and customary contributions and benefits related thereto, such as employment taxes and other statutory employee benefits, insurance, sick leave, holidays, vacations, employee retirement plans and similar contributions. 10.2 REIMBURSABLE EXPENSES 10.2.1 Reimbursable Expenses are in addition to compensation for Basic and Additional Services and include expenses incurred by the Architect and Architect's employees and consultants directly related to the Project, as identified in the following Clauses: .1 transportation in connection with the Project, authorized out-of-town travel and THIS DOCUMENT HAS IMPORTANT LEGAL subsistence, and electronic communications, faXBS Shad) 110# be a CONSEQUENCES. CONSULTATION WITH AN retmbl Usable ei pen: ATTORNEY IS ENCOURAGED WITH RESPECT TO ITS COMPLETION OR MODIFICATION. .2 fees paid for securing approval of authorities having jurisdiction over the Project; AUTHENTICATION OF THIS ELECTRONICALLY DRAFTED AIA DOCUMENT MAY BE MADE .3 reproductions, plots, standard form documents, postage, handling and delivery of BY USING AIA DOCUMENT D407. Instruments of Service; ljyl� -.4 expense -of evei4ime -work Fequiring -higher 4han->;egulaFetes -if autheiized --ill - advanee by !he Oymen .5 renderings, models and mock-ups requested by the Owner; .6 expense of professional liability insurance dedicated exclusively to this Project or the expense of additional insurance coverage or limits requested by the Owner in excess of that normally carried by the Architect and the Architect's consultants; .7 reimbursable expenses as designated in Article 12; .8 other similar direct Project -related expenditures. 10.3 PAYMENTS ON ACCOUNT OF BASIC SERVICES 10.3.1 An initial payment as set forth in Paragraph u.i is the minimum payment under this Agreement. 10.3.2 Subsequent payments for Basic Services shall be made monthly and, where applicable, shall be in proportion to services performed within each phase of service, on the basis set forth in Subparagraph 11.2.2. 10.3.3 If and to the extent that the time initially established in Subparagraph u.5.1 of this Agreement is exceeded or extended through no fault of the Architect, compensation for any services rendered during the additional period of time shall be computed in the manner set forth in Subparagraph 11.3.2. 10.3.4 When compensation is based on a percentage of Construction Cost and any portions of the Project are deleted or otherwise not constructed, compensation for those portions of the Project shall be payable to the extent services are performed on those portions, in accordance with the schedule set forth in Subparagraph 11.2.2, based on (i) the lowest bona fide bid or negotiated proposal, or (2) if no such bid or proposal is received, the most recent preliminary estimate of Construction Cost or detailed estimate of Construction Cost for such portions of the Project. 10.4 PAYMENTS ON ACCOUNT OF ADDITIONAL SERVICES Copyright y The American Institute ot Architects. Reproduction ot the material herein or substantial quotation of its provisions without written permission of the AIA violates the copyright laws of the United States and will subject the violator to legal prosecution. WARNING: Unlicensed photocopying violates U.S. copyright laws and will subject the violator to legal prosecution. This document was electronically produced with permission of the AIA and can be reproduced in accordance with your license without violation until the date of expiration as noted below. expiration as noted below. User Document: bsl3&generator-agree -- 7/7/2003. AIA License Number 1015916, which expires on 4/30/2004. 07997 AIA® AIA DOCUMENT B151-1997 ABBREVIATED OWNER -ARCHITECT AGREEMENT The American Institute of Architects 1735 New York Avenue, N.W. Washington, D.C. 20006-5292 14 Payments on account of the Architect's Additional Services and for Reimbursable Expenses shall be made monthly upon presentation of the Architect's statement of services rendered or expenses incurred. 10.5 PAYMENTS WITHHELD No deductions shall be made from the Architect's compensation on account of penalty, liquidated damages or other sums withheld from payments to contractors, or on account of the cost of changes in the Work other than those for which the Architect has been adjudged to be liable. 10.6 ARCHITECT'S ACCOUNTING RECORDS Records of Reimbursable Expenses and expenses pertaining to Additional Services and services performed on the basis of hourly rates or a multiple of Direct Personnel Expense shall be available to the Owner or the Owner's authorized representative at mutually convenient times. ARTICLE 11 BASIS OF COMPENSATION The Owner shall compensate the Architect as follows: 11.1 An Initial Payment of Zero Dollars ($ -4� ) shall be made upon execution of this Agreement and credited to the Owner's account at final payment. 11.2 BASIC COMPENSATION 11.2.1 For Basic Services, as described in Article 2, and any other services included in Article 12 as part of Basic Services, Basic Compensation shall be computed as follows: (Insert basis of compensation, including stipulated sums, multiples or percentages and identify phases to which particular methods ofcompensadon apply, ifnecessary.) Basic Vitt- Ices - Sttpulated hurt~ of F4 450 Generator`��tudy� � attp�tlBtec� Suitl of $9,813� Corrlmissioning lnterfetipu#ated Surd of $1~1=�. . Rerrrlivae l=acrs Nfcirli' oft t',r� altawi 11.2.2 Where compensation is based on a stipulated sum or percentage of Construction Cost, progress payments for Basic Services in each phase shall total the following percentages of the total Basic Compensation payable: (Insert additional phases as appropriate.) Far daslG E dery 0 Arm Sehematic Design Phase - Design Development Phase: Construction Documents Phase: Bidding or Negotiation Phase: Construction Phase: Total Basic Compensation: / OL p� °) percent ( 2 %) percent (4 %) percent (y %) percent (Z5 %) one hundred percent (i00%) 11.3 COMPENSATION FOR ADDITIONAL SERVICES 11.3.1 For Project Representation Beyond Basic Services, as described in Paragraph 3.2, compensation shall be computed as follows To be 6,1 mutually negotiated sum aftached to a de lnpd scope of 6eryces THIS DOCUMENT HAS IMPORTANT LEGAL CONSEOUENCES. CONSULTATION WITH AN ATTORNEY 15 ENCOURAGED WITH RESPECT TO ITS COMPLETION OR MODIFICATION. AUTHENTICATION OF THIS ELECTRONICALLY DRAFTED AIA DOCUMENT MAY BE MADE BY USING AIA DOCUMENT D401. 01997 AIA® AIA DOCUMENT B151-1997 ABBREVIATED OWNER -ARCHITECT AGREEMENT 11.3.2 For Additional Services of the Architect, as described in Articles 3 and 12, other than (i) Additional Project Representation, as described in Paragraph 3.2, and (2) services included The American Institute of Architects in Article 12 as part of Basic Services, but excluding services of consultants, compensation shall 1735 New York Avenue, N.W. be computed as follows: Washington, D.C. 20006-5292 (Insert basis of compensation, including rates and multiples of Direct Personnel Expense for Principals and employees, and identify Principals and classify employees, if required. Identify specific services to which particular methods ofcompensation apply, ifnece-my.) Copyright y The American Institute of Architects. Reproduct-G—n—oT77e material herein or substantial quotation of its provisions without written permission of the AIA violates the copyright laws of the United States and will subject the violator to legal prosecution. WARNING: Unlicensed photocopying violates U.S. copyright laws and will subject the violator to legal prosecution. This document was electronically produced with permission of the AIA and can be reproduced in accordance with your license without violation until the date of expiration as noted below. expiration as noted below. User Document: bsl3&generator-agree -- 7/7/2003. AIA License Number 1015916, which expires on 4/30/2004. 15 Standard hourly rates. See f=xhibit % 11.3.3 For Additional Services of Consultants, including additional structural, mechanical and electrical engineering services and those provided under Subparagraph 3.419 or identified in Article 12 as part of Additional Services, a multiple of (1.16 ) times the amounts billed to the Architect for such services. (Identifyspecific types ofconsultantsinArticle t2, ifrequired.) 11.4 REIMBURSABLE EXPENSES For Reimbursable Expenses, as described in Paragraph 10.2, and any other items included in Article 12 as Reimbursable Expenses, a multiple of (1 °.05 ) times the expenses incurred by the Architect, the Architect's employees and consultants directly related to the Project. THIS DOCUMENT HAS IMPORTANT LEGAL 11.5 ADDITIONAL PROVISIONS CONSEQUENCES. CONSULTATION WITH AN 11.5.1 I the Basic Services covered b this Agreement have not been completed within ( 1 g ATTORNEY IS ENCOURAGED IFICWITRESPECT f y g P TO ITS COMPLETION OR MODIFICATION, ) months of the date hereof, through no fault of the Architect, extension of the Architect's AUTHENTICATION OF THIS ELECTRONICALLY services beyond that time shall be compensated as provided in Subparagraphs 10.3.3 and 11.3.2. DRAFTED AIA DOCUMENT MAY BE MADE BY USING AIA DOCUMENT D401. 11.5.2 Payments are due and payable (00 ) days from the date of the Architect's invoice. Amounts unpaid ( 31 ) days after the invoice date shall bear interest at the rate entered below, or in the absence thereof at the legal rate prevailing from time to time at the principal place of business of the Architect. (Insert rate ofinterest agreed upon.) (Usury laws and requirements under the Federal Truth in Lending Act, similar state and local consumer credit laws and other regulations at the Owner's and Architect's principal places of business, the location of the Protect and elsewhere may affect the validity of this provision. Specifrclegal advice should he obtained with respect to deletions or modifications, and also regarding requirements such as written disclosures or waivers.) 11.5.3 The rates and multiples set forth for Additional Services shall be adjusted in accordance with the normal salary review practices of the Architect. ARTICLE 12 OTHER CONDITIONS OR SERVICES (Insert descriptions of other services, idenafy Additional Services included within Basic Compensation and modifications to the payment and compensation temrsmcluded rn thrsAgreement ) 12 4 xhlbit A, ,Scope o#w; erv+ces Ap ciflealIy "WribW �ervpes to be p r ol'meii 12 2 xhl I t , Sf"', Hour r1 a ec uie 12 3'fle Ohiu antiifor this ptoj t alp F D hi ddture flat equiprh6h , p 400ih0)'` and Fannlri, tinning & Aesootaea (11�PE erlgin`,. ,>nng 01997 AIA® AIA DOCUMENT BISI-1997 ABBREVIATED OWNER -ARCHITECT AGREEMENT The American Institute of Architects 1735 New York Avenue, N.W. Washington, D.C.20006-5292 Copyright y The American Institute ot Architects. epro uctlon o t e material herein or substantial quotation of its provisions without written permission of the AIA violates the copyright laws of the United States and will subject the violator to legal prosecution. WARNING: Unlicensed photocopying violates U.S. copyright laws and will subject the violator to legal prosecution. This document was electronically produced with permission of the AIA and can be reproduced in accordance with your license without violation until the date of expiration as noted below. expiration as noted below. User Document: bsl3&generator-a8ree -- 7/7/2003. AIA License Number 1015916, which expires on 4/30/2004. 16 This Agreement entered into as of the day and year first written above. O N R (Signature) Marc McDouga1 Mayor (Printed name and title) Appro as to hterA HIMM Siauifer, Facilities Anager Approved a$` �O.F6fti1 U, Chaftts pity Att��ney's �#Ccq ATTEST: I ttc REbecca Garza, City ?_egc�reary,, RC H ITIF 9T (ignature) Mary K. es, AIA Firrri pri,hcipaj (Printed name and title) THI5 DOCUMENT HAS IMPORTANT LEGAL CONSEQUENCES. CONSULTATION WITH AN ATTORNEY 15 ENCOURAGED WITH RESPECT TO ITS COMPLETION OR MODIFICATION. AUTHENTICATION OF THIS ELECTRONICALLY DRAFTED AIA DOCUMENT MAY BE MADE BY USING AIA DOCUMENT D401. 01997 AIA® AIA DOCUMENT BISI-1997 ABBREVIATED OWNER -ARCHITECT AGREEMENT The American Institute of Architects 1735 New York Avenue, N.W. Washington, D.C. 20006-5292 Copyright y The American Institute ot Architects. epro uctlon o t e material herein or substantial quotation of its provisions without written permission of the AIA violates the copyright laws of the United States and will subject the violator to legal prosecution. WARNING: Unlicensed photocopying violates U.S. copyright laws and will subject the violator to legal prosecution. This document was electronically produced with permission of the AIA and can be reproduced in accordance with your license without violation until the date of expiration as noted below. expiration as noted below. User Document: bsl3Rgenerator-agree -- 717/2003. AIA License Number 1015916, which expires on 4/30/2004. 17 EXHIBIT A July 7, 2003 Scope of AE Services for: Health Department BSL-3 Bio-Terrorism Laboratory and Emergency Generator Service Project Description There are 2 components to the proposed project. First is the design of a BSL-3 Bio-Terrorism Laboratory located in the existing Health Department Building at 1902 Texas Avenue. The floor plan layout for the proposed Lab will be based on the work accomplished for the February 26, 2003 PSC submitted Lab Report. The anticipated size of the Lab is approximately 2,400 square feet located in currently vacated shell space within the building. The project budget includes $135,000 for fixed equipment in the lab. The second component to this project is the design of an emergency generator to support the entire Health Department Building. Areas beyond the identified BSL-3 Lab space are not anticipated to be part of this project. Building entry card key system and security monitoring is included as part of the project. PSC anticipates that work described above will be performed as one project and will result in one construction project. The combined construction cost is anticipated to be approximately $1,030,000. Scope of Services The scope of services consists of the following: Generator Study — PSC will perform a site survey of the entire Health Department Building to determine the existing electrical loads for the generator. The existing power distribution system throughout the building will be surveyed as well as it relates to providing emergency power service. Information concerning the projected loads from the BSL-3 Lab will be included to the data collected on the existing building. An Opinion of Probable Cost will be developed along with a narrative describing the proposed project. 2 meetings are planned. Basic Services — In tandem with the generator study PSC will proceed with design services on the Bio-Terrorism Lab. Following completion of the generator study PSC will incorporate the design of the emergency generator system for the building into the project design effort. Based on the previously approved floor plan PSC will complete the DD, CD, Bid and CA phases as generally described in the contract. Commissioning Interface — PSC will assist and interface with the 3rd party -commissioning agent planned to be retained by the City. This will include attending 2 meetings with the Commissioning Agent. PSC will provide comments on commissioning agent submittals. PSC will develop and write functional performance design criteria to document the Owner's requirements for the facility relative to the building MPE systems. This will describe each mode of operation of the system, the failure mode, and what is supposed to happen when something fails. Proposed Fee Based on the described effort and assumptions delineated in this proposal letter, PSC proposes the following lump sum fee(s): Generator Study $ 9,885 Basic Services $104,450 Commissioning Interface $ 11,750 In addition PSC anticipates approximately $10,000 in reimbursable expenses. About $6,600 of this is for travel, and is based on a maximum of 4 planned trips for HDR during the project, 2 during design, 1 during construction, 1 at completion of construction. PSC will attend four meetings through the design effort and HDR will attend one meeting during design. This scope of services defines the level of service to be provided by PSC during construction. During the Construction period PSC anticipates a construction period of 8 months and a total of 20 site observation visits/meetings including the pre -construction meeting and development of the punch list and closeout. During the shop drawing review process PSC assumes that submittals will not require multiple re - submittals by the Contractor. PSC will notify the City when a submittal has been rejected. Reviews after a second re -submittal will be considered excessive. PSC will perform two "punch list" walk-through visits to the site once the General Contractor has notified PSC that the building is ready for substantial completion. Additional visits to revise/recheck the punch list shall be considered excessive. Professional Services by PSC for this project will be considered complete after 60 days of occupancy. Excessive construction time will be considered when construction continues 45 days after established and contracted construction period date. Added site visits, excessive construction time, excessive resubmittals of shop drawings, excessive revisions to the punch list and extended post -occupancy services will be completed on an hourly basis. END EXHIBIT B PARKHILL, SMITH & COOPER, INC. HOURLY RATE SCHEDULE CURRENT THROUGH DECEMBER 31, 2003 PROFESSIONAL LEVEL VII............................................................ 139.00 Engineer VII Architect VIII Landscape Architect VIII PROFESSIONAL LEVEL VI............................................................. 114.00 Engineer VI Architect VII Landscape Architect VII PROFESSIONAL LEVEL V................................................................98.00 Engineer V Architect VI Landscape Architect VI PROFESSIONAL LEVEL IV...............................................................85.00 Engineer IV Architect V Landscape Architect V PROFESSIONAL LEVEL III...............................................................76.00 Engineer III Architect IV Interior Designer V Engineering Technologist IV Resident Project Representative IV Landscape Architect IV PROFESSIONAL LEVEL II................................................................68.00 Engineer UII Architect III Interior Designer IV Engineering Technologist III Resident Project Representative III Landscape Architect III PROFESSIONAL LEVEL I.................................................................64.00 Intern (Architect) I/II Interior Designer III Intern (Interiors) II Engineering Technologist I/II Resident Project Representative I/II CADD Manager V SUPPORT STAFF III.........................................................................61.00 Engineering Technician III/IV CADD IV Administrative Secretary III SUPPORT STAFF II..........................................................................51.00 Accounting Clerk CADD Clerical Engineering Technician UII Administrative Secretary I / II SUPPORTSTAFF I...........................................................................31.00 Accounting Clerk Trainee CADD Trainee Clerical Trainee The foregoing Schedule of Charges is incorporated into the agreement for the services provided, effective January 1, 2003 through December 31, 2003. After December 31, 2003, invoices will reflect the Schedule of Charges currently in effect.