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AIA Contract Assignment from Selser Schaeffer Architects to 563 Design, LLC Copyrighted April 3, 2017 City of Dubuque Consent Items # 14. ITEM TITLE: Contract Assignment from Selser Schaeffer Architects to 563 Design LLC SUMMARY: City Manager recommending assignment of the contract from Selser Schaeffer Architects to 563 Design, LLC which allows the City to continue working with 563 Design LLC to conclude four project contracts. SUGGESTED DISPOSITION: ATTACHMENTS: Description Type Assignment of AIA Contracts-MVM Memo City Manager Memo Staff Memo Staff Memo Transition Notification Supporting Documentation Contract for MFC Supporting Documentation Contract for Mathias Ham House Supporting Documentation Contract for Fig Flags Supporting Documentation THE CITY OF Dubuque DUB E i" Masterpiece on the Mississippi 2007.2012.2013 TO: The Honorable Mayor and City Council Members FROM: Michael C. Van Milligen, City Manager SUBJECT: Contract Assignment from Selser Schaeffer Architects to 563 Design LLC DATE: March 22, 2017 Leisure Services contracted with Selser Schaeffer Architects for projects at the Ham House for Masonry rehabilitation, Five Flags Theater for masonry rehabilitation and the Multicultural Family Center for remodeling. The Fire Department contracted with Selser Schaeffer for Fire Station #2 Public Rest Room Remodel. Three years ago Andrew and Emily McCready came to Dubuque working for Selser Schaeffer and now have established 563 Design LLC and have separated in an amenable agreement from Selser Schaeffer Architects. Leisure Services Manager Marie Ware recommends assignment of the AIA contract from Selser Schaeffer Architects to 563 Design LLC, which allows the City to continue working with the McCreadys at 563 Design LLC to conclude the four contracts. The Assignment has been signed by the City, Selser Schaeffer Architects and 563 Design LLC. I concur with the recommendation and respectfully request Mayor and City Council approval. v Mic ael C. Van Milligen MCVM:jh Attachment cc: Crenna Brumwell, City Attorney Cindy Steinhauser, Assistant City Manager Teri Goodmann, Assistant City Manager Marie L. Ware, Leisure Services Manager THE CITY OF Dubuque UBE I erica .i Masterpiece on the Mississippi 2007-2012-2013 TO: Michael C. Van Milligen, City Manager FROM: Marie L. Ware, Leisure Services Manager SUBJECT: Contract Assignment from Selser Schaeffer Architects to 563 Design LLC DATE: March 21, 2017 INTRODUCTION The purpose of this memo is to request City Council approval of an assignment of AIA Contract for multiple projects from Selser Schaeffer Architects to 563 Design LLC. BACKGROUND Leisure Services contracted with Selser Schaeffer Architects for projects at the Ham House for Masonry rehabilitation, Five Flags Theater for masonry rehabilitation and the Multicultural Family Center for remodeling. The Fire Department contracted with Selser Schaeffer for Fire Station #2 Public Rest Room Remodel. DISCUSSION Andrew and Emily McCready came to Dubuque working for Selser Schaeffer to set up a new office for the company. Three years later after establishing a strong business Andrew and Emily have now established 563 Design LLC and have separated in an amenable agreement from Selser Schaeffer Architects. Their agreement was as of February 1, 2017. In consulting with Senior Counsel Barry Lindahl an Assignment of the AIA Contract allows the City to continue working with the McCreadys as 563 Design LLC to conclude the four current contracts. The Assignment is to be signed by all three parties. Selser Schaeffer Architects and 563 Design LLC have already signed. RECOMMENDATION I respectfully recommend City Council approval of the Assignment of AIA Contract (Multiple Projects) between Selser Schaeffer Architects and 563 Design LLC. MLW:et attachment — Contract Assignment copy Barry Lindahl, Senior Counsel Rick Steines, Fire Chief 1 Prepared by and Return to: Flint Drake, Drake Law Firm, PC 300 Main St., Suite 323, Dubuque, Iowa 52001 ASSIGNMENT OF AIA CONTRACT (MULTIPLE PROJECTS) BETWEEN SELSER SCHAEFER ARCHITECTS AN D 563 DESIGN, PLLC This Assignment of AIA Contracts is made and entered into by and between Selser Schaefer Architects ("Assignor") and 563 Design, PLLC ("Assignee") Recitals Assignor is the architect to provide services to City under AIA Contracts form B101-2007 for the following Projects: Contract Date a. Multicultural Family Center; 25 August 2014 b. Dubuque Fire Station #2 Public Restroom Remodel; 14 October 2014 c. Five Flags Theater 24 May 2016 d. Mathias Ham House 24 May 2016 (in aggregate the "Project Contracts"); and The Project Contracts specify various rights and obligations of the Assignor and the City of Dubuque related to the Projects; and Assignor desires to assign all of its interest in and to the Project Contracts to Assignee and Assignee desires to accept such assignment and agrees to be bound by the terms thereof; and The assignment by Assignor to Assignee hereunder is permanent and complete and Assignor retains no rights under the Development Agreement whatsoever as of the date hereof; and The parties desire to reduce this Assignment to writing. THEREFORE, Assignor hereby assigns to Assignee the Project Contracts pursuant to the following terms and conditions: 1. Assianment. Assignor hereby assigns to Assignee, and Assignee hereby accepts from Assignor, this assignment of the Project Contracts, which assignment includes all rights and obligations of any sort whatsoever of Assignor thereunder such that, upon acceptance hereof by Assignee, Assignor shall have no right or interest whatsoever in and to the Project Contracts as of the effective date retroactive to February 1, 2017 and Assignee agrees to be fully bound by the Project Contracts and shall carry out all obligations of, and be entitled to all rights of, Assignor thereunder. 2. Law/Binding Effect. This Assignment shall be governed by and construed in accordance with the laws of the State of Iowa. This Assignment shall be binding upon the parties hereto and their respective successors in interest and assigns. In the event of a breach of this Assignment the non - breaching party shall be entitled to all rights and remedies at law or equity and shall be entitled to recover reasonable attorneys' fees incurred due to the breach. 3. Affirmation. The parties hereby affirm the Project Contracts in all respects, except that hereafter the architect thereunder shall be the Assignee; in all other respects, the Project Contracts shall remain in full force and effect according to their terms. Selser Schaefer Architects By: Shane Aaron, AIA, President By: Attes By: 563 Design, PLLC Andrew McCready, AIA, President CONSENT TO ASSIGNMENT BY THE CITY OF DUBUQUE, IOWA The City of Dubuque hereby consents to the foregoing Assignment. evin S. Firnstahl, STATE OF OKLAHOMA COUNTY OF TULSA ) ss: This instrument was acknowledged before me of Selser Schaefer Architects. STATE OF IO A COUNTY OF This instrume ) ss: on 15 March 2016, by Shane Aaron as Presid hlin Ail ,.Mob Notary Public in and for State of Oklahoma t was acknowledged before me on as resI of 563 Design,PLLC. 9/0-l7 2 Notary Public in and for State of Iowa , by • • *020053;22 EXP.00 28i 2018. �' �•. A ,G fie yN OFA OK�P AIA Document B101 "' - 2007 Q Standard Form of Agreement Between Owner and Architect AGREEMENT made as of the 25 day of August in the year 2014 (hi itynds, indicate da1•, nrunth and Ye(-vr,) BETWEEN the Architect's client identified as the Owner- ADDITIONS AND DELETIONS; (Nanfe, legal,status, address and other inlirrntcrlion) The author of this document has added information needed for its The City of Dubuque completion.The author may also 50 West 13t1i Street have revised the text of the original AIA standard form.An Additions and Dubuque,IA 52001-4805 Deletions Report that notes added information as well as revisions to the and the Architect: standard form text is available from (Nanta, legal status,address and other inJiarnrationj the author and should be reviewed.A vertical line in the left margin of this Selser Schaefer Architects document indicates where the author 240 West 2°d Street has added necessary information Dubuque, IA 52001 and where the author has added to or deleted from the original AIA text. for the following Project. (tants', location and detailed description) This document has important legal consequences.Consultation uwth an Multicultural Family Center attorney is encouraged with respect 1157 Central Avenue to its completion or modification. Dubuque, [A Renovation of the existing 15,000 square foot Multicultural Family Center located at 1 157 Central Avenue,Dubuque,[A. The renovation project will consist of remodeling the entry area and activity area on the first floor; complete demolition and renovation of the second floor for new office space including new building systems;and the required structural improvements in the basement for the installation of art elevator. The Owner and Architect agree as follows, Init. AIA Document 8101 T -2007(formerly B151 T"-1997).Copyright 1974,1978.1987,1997 and 2007 by The American Institute of Architects,All rights reserved,WARNING This AlA Documom is protected by U 5 Copyrighl l..aw and IrllMlaHodel Tmalin Unauthorised raproducuon at diatnbutron of ) •• rin,iomoul rrr 7i+y.nomnn of ma, resL,at Its sever i r,vd m-d crlminat prwalties and will b*pro4ecured to the maximum extent possible Smarr p This document was produced by AIA software at 16:11-32 on 09(0912014 under Order No.2929435675,_1 which expires on 03/1112015,and is not for resale. User Notes: (8456300361 TABLEgTICLES 4 NITIAL INFORMATION ARCHITECT'S RESPONSIBILITIES 3 SCOPE OF ARCHITECT'S BASIC SERVICES 4 ADDITIONAL SERVICES 5 OWNER'S RESPONSIBILITIES 6 COST OF THE WORK 7 COPYRIGHTS AND LICENSES 8 CLAIMS AND DISPUTES 9 TERMINATION OR SUSPENSION 10 MISCELLANEOUS PROVISIONS 11 COMPENSATION 12 SPECIAL TERMS AND CONDITIONS 13 SCOPE OF THE AGREEMENT EXHIBIT A INITIAL INFORMATION ARTICLE 1 INITIAL INFORMATION § 1.1 This Agreement is based on the Initial Information set forth in this Article I and in optional Exhibit A,Initial Information: Architect's Consultants retained under Basic Services: Structural Consultant I looting Coyote LLC 1553 W Morley Rd Elizabeth,IL 61036 Mechanical/Electrical/Plumbing Consultant MEP Engineers 374 Bluff Street Dubuque, IA 52001 § 1.2 The Owner's anticipated dates tier coin mencemenI of'construction and Substantial Completion of the Work are set forth below: .1 Commencement of construction date: November 1, 2016 .2 Substantial Completion date August I.2017 AIA Document 81011"'•-2007(formerly 61511"-1997).Copyright 7 1974,1978,1987,1997 and 2007 by The American Institute of Architects.All rights Init, reserved,WARNING:This AIA' Document is protected by U.S.Copyright Law and Internattoreai Treaties Unauthorized reproduction or distributloo of 2 this Ale Document,or any portion of It,may result in severe civil and criminal penalties.and will be prosecuted to the maximum extent possible under the iaw.This document was produced by AIA software at 15:2952 on 10/1517.014 under Order No 2929435875,.,1 which exp,res on 03111!2015,and is not for resale. User Notes: (1882274154) § 1.3 The Owner and Architect may rely on the Initial Information.Both parties,however,recognize that such information may materially change and,in that event,the Owner and the Architect shall appropriately adjust the schedule,the Architect's services and the Architect's compensation. ARTICLE 2 ARCHITECT'S RESPONSIBILITIES § 2.1 The Architect shall provide the professional services as set forth in this Agreement. § 2.2 The Architect shall perform its services consistent with the professional skill and care ordinarily provided by architects practicing in the sante or similar locality under the same or similar circumstances.The Architect shall perform its services as expeditiously as is consistent with such professional skill and care and the orderly progress of the Project. § 2.3 The Architect shall identify a representative authorized to act on behalf of the Architect with respect to the Project. § 2.4 Except with the Owner's knowledge and consent,the Architect shall not engage in any activity,or accept any employment,interest or contribution that would reasonably appear to compromise the Architect's professional judgment with respect to this Project. § 2.5 The Architect shall maintain the following insurance for the duration of this Agreement.If any of the requirements set forth below exceed the types and limits the Architect normally maintains,the Owner shall reunburse the Architect for any additional cost: .1 General Liability See attached Insurance Schedule C .2 Automobile Liability See attached Insurance Schedule C .3 Workers' Compensation See attached Insurance Schedule C" .4 Professional Liability See attached Insurance Schedule C ARTICLE 3 SCOPE OF ARCHITECT'S BASIC SERVICES § 3.1 The Architect's Basic Services consist of those described in Article 3 and include usual and customary structural,mechanical,and electrical engineering services. Services not set forth in this Article 3 are Additional Services. § 3.1.1 The Architect;shall manage the Architect's services,consult with the Owner,research applicable design criteria,attend Project meetings,communicate with members of the Project team and report progress to the Owner. § 3..1.2 The Architect shall coordinate its services with those services provided by the Owner and the Owner's consultants.The Architect shall be entitled to rely on the accuracy and completeness of services and information furnished by the Omer and the Owner's consultants.The Architect shall provide prompt written notice to the Owner if the Architect becomes aware of any error,omission or inconsistency in such services or information. I § 3.1.3 As soon as practicable after the date of this Agreement,the Architect shall submit for the Owner's approval a schedule for the performance of the Architect's services.. The schedule initially shall include anticipated dates for the commencement of construction and for Substantial Completion of the Work as set forth in the Initial Information.The schedule shall include allowances for periods of time required for the Owner's review,for the performance of the Owner's consultants,and for approval of submissions by authorities having jurisdiction over the Project.Once Inst AIA Document 81011"—2007(formerly 8151 TM—1997).Copyright t€ 1974,1978,1987,1997 and 2007 by The American Institute of Architects.All rights reserved.WARNING Thts AIA Document Is protected by U.B.Copyright law rind lnt4mallonat Trades Unatittlorixed rttxoduction or tijefebution of � this AIA` Oocument,or any portion of It,may result in severe civil and criminal penalties,and will be prosecuted to the maximum r xteal Possible uodw the law.This document was produced by AIA software at 16:11-132 on 09/09/2014 under Order No.2929435675.1 which expires on 0311112015,and is not fo• resale. User Notes: (845630036) approved by the Owner,time limits established by the schedule shall not,except for reasonable cause,be exceeded by the Architect or Owner.With the Owner's approval,the Architect shall adjust the schedule,if necessary,as the Project proceeds until the commencement of construction. § 3.1.4 The Architect shall not be responsible for an Owner's directive or substitution made without the Architect's approval. § 3.1.5 The Architect shall,at appropriate times,contact the governmental authorities required to approve the Construction Documents and the entities providing utility services to the Project. In designing the Project, the Architect shall respond to applicable design requirements imposed by such governmental authorities and by such entities providing utility services. § 3.1.6 The Architect shall assist the Owner in connection with the Owner's responsibility for filing documents required for the approval of governmental authorities having jurisdiction over the Project. § 3.2 SCHEMATIC DESIGN PHASE SERVICES § 3.2.1 The Architect shall review the program and other information furnished by the Owner,and shall review laws, codes,and regulations applicable to the Architect's services. § 3,2.2 The Architect shall prepare a preliminary evaluation of the Owner's program,schedule,budget for the Cost of the Work,Project site,and the proposed procurement or delivery method and other Initial Information,each in teens of the other,to ascertain the requirements of the Project. The Architect shall notify the Owner of(1)any inconsistencies discovered in the information,and(2)other information or consulting services that may be reasonably needed for the Project. § 3.2.3 The Architect shall present its preliminary evaluation to the Owner and shall discuss with the Owner alternative approaches to design and construction of the Project, including the feasibility of incorporating environmentally responsible design approaches.The Architect shall reach an understanding with the Owner regarding the requirements of the Project. § 3.2.4 Based on the Project's requirements agreed upon.with the Owner,the Architect shall prepare and present for the Owner's approval a preliminary design illustrating the scale and relationship of the Project components. § 3.2.5 Based on the Owner's approval of the preliminary design,the Architect shall prepare Schematic Design Documents for the Owner's approval.The Schematic Design Documents shall consist of drawings and other documents including a site plan,if appropriate,and preliminary building plans,sections and elevations;and may include some combination of study models,perspective sketches,or digital modeling. Preliminary selections of major building systems and construction materials shall be noted on the drawings or described in writing, § 3.2.5.1 The Architect shall consider environmentally responsible design alternatives,such as material choices and building orientation,together with other considerations based on program and aesthetics,in developing a design that is consistent with the Owner's program,schedule and budget for the Cost of the Work. The Owner may obtain other environmentally responsible design services under Article 4. § 3.2.5.2 The Architect shall consider the value of alternative materials,building systems and equipment,together with other considerations based on program and aesthetics,in developing a design for the Project that is consistent with the Owner's program,schedule and budget for the Cost of the Work. § 3.2.6 The Architect shall submit to the Owner an estimate of the Cost of the Work prepared in accordance with Section 6.3 § 3.2.7 The Architect shall submit the Schematic Design Documents to the Owner,and request the Owner's approval. § 3.3 DESIGN DEVELOPMENT PHASE SERVICES § 3.3.1 Based on the Owner's approval of the Schematic Design Documents,and on the Owner's authorization of any adjustments in the Project requirements and the budget for the Cost of the Work,the Architect shall prepare Design Development Documents for the Owner's approval.The Design Development Documents shall illustrate and describe Init. AIA Document 8101 m—2007(formerly 0151T1-1997).Copyright @ 19T4, 1978,1987,1997 and 2007 by The American Institute of Architects.All rights reserved.WARNING-rlrre AJA" Docunrant as protected by U.S copyright Law and Intarnatlonel Treaties Urrauihortzed reproduction or distribuirere or 4 this ASIA'document or any portion at it,nary resr4tl in severe civil and criminal penalties and will be prosecuted to the maxrmurn extent possible under (fie law This document was produced by ALA software at 16;11:32 on 09/09/2014 under Order No.2929435675_1 which expires on 0311112015.and is not for resale User Notes: (845630036) the development of the approved Schematic Design Documents and shall consist of drawings and other documents including plans,sections,elevations,typical construction details,and diagrammatic layouts of building systems to fix and describe the size and character of the Project as to architectural,structural,mechanical and electrical systems,and such other elements as may be appropriate.The Design Development Documents shall also include outline specifications that identify major materials and systems and establish in general their quality levels. § 3.3,2 The Architect shall update the estimate of the Cost of the Work. § 3,3.3 The Architect shall submit the Design Development Documents to the Owner,advise the Owner ofany adjustments to the estimate of the Cost of(tie Work,and request the Owner's approval. § 3.4 CONSTRUCTION DOCUMENTS PHASE SERVICES § 3.4.1 Based on the Owner's approval of the Design Development Documents,and on the Owner's authorization of any adjustments in the Project requirements and the budget for the Cost of the Work,the Architect shall prepare Construction Documents for the Owner's approval.The Construction Documents shall illustrate and describe the further development of the approved Design Development Documents and shall consist of Drawings and Specifications setting forth in detail the quality levels of materials and systems and other requirements for the construction of the Work.The Owner and Architect acknowledge that in order to construct the Work the Contractor will provide additional information,including Shop Drawings,Product Data, Samples and other similar submittals, which the Architect shall review in accordance with Section 3.6.4. § 3.4.2 The Architect shall incorporate into the Construction Documents the design requirements of governmental authorities having jurisdiction over the Project, § 3.4.3 During the development of the Construction Documents,the Architect shall assist the Owner in the development and preparation of(1)bidding and procurement information that describes the time,place and conditions of bidding,including bidding or proposal forms.(2)the form of agreement between the Owner and Contractor;and(3) the Conditions of the Contract for Construction(General,Supplementary and other Conditions).The Architect shall also compile a project manual that includes the Conditions of the Contract.for Construction and Specifications and may include bidding requirements and sample forms.. § 3,4.4 The Architect shall update the estimate for the Cost of the Work. § 3.4.5 The Architect shall submit the Construction Documents to the Owner,advise the Owner of any adjustments to the estimate of the Cost of the Work,take any action required under Section 6.5,and request the Owner's approval. § 3.5 BIDDING OR NEGOTIATION PHASE SERVICES § 3.5.1 GENERAL The Architect shall assist the Owner in establishing a list of prospective contractors.Following the Owner's approval of the Construction Documents,the Architect shall assist the Owner in(1)obtaining either competitive bids or negotiated proposals;(2)confirming responsiveness of bids or proposals;(3)determining the successful bid or proposal, if any;and,(4)awarding and preparing contracts for construction. 3.5.2 COMPETITIVE BIDDING § 3,5.2.1 Bidding Documents,shall consist of bidding requirements and proposed Contract Documents. § 3.5.2,2 The Architect shalt assist the Owner in bidding the Project by .1 procuring the reproduction of Bidding Documents for distribution to prospective bidders; .2 distributing the Bidding Documents to prospective bidders,requesting their return upon completion of the bidding process,and maintaining a log of distribution and retrieval and of the amounts of deposits, if any,received from and returned to prospective bidders; .3 organizing and conducting a pre-bid conference for prospective bidders; .4 preparing responses to questions fi•om prospective bidders and providing clarifications and interpretations of the Bidding Documents to all prospective bidders in the form of addenda;and ,5 organizing and conducting the opening of the bids,and subsequently documenting and distributing the bidding results,as directed by the Owner. AIA Document 8101"1—2007 formerly B1511-19971.Copyright©1974, 1978,1987,1997 and 2007 by The American institute of Architects.All rights Init. reserved.WARNING 7 This AIA Docuenent is protected by U$,Copyright Lary arrd International Treaties Unauthorized reproduction of rtistnhutton of tills AIA' document,or any portion of it,may result in st+vers civil and criminal penalties and will be prosecuted to the maximum extent pottamp rirrtpr the lav► This document was produced by AtA software at 16:11:32 on 09/09/2014 under Order No.2929435675,1 which expires on 03/11/2015,and is not for resale. User Nates: (8456300361 § 3.5.2.3 The Architect shall consider requests for substitutions, if the Bidding Documents permit substitutions,and shall prepare and distribute addenda identifying approved substitutions to all prospective bidders. § 3.5.3 NEGOTIATED PROPOSALS § 3.5.3.1 Proposal Documents shall consist of proposal requirements and proposed Contract Documents, § 3.5.3.2 The Architect shall assist the Owner in obtaining proposals by .1 procuring the reproduction of Proposal Documents for distribution to prospective contractors,and requesting their return upon completion of the negotiation process; .2 organizing and participating in selection interviews with prospective contractors;and .3 participating in negotiations with prospective contractors,and subsequently preparing a summary report of the negotiation results,as directed by the Owner. § 3.5.3.3 The Architect shall consider requests for substitutions, if the Proposal Documents permit substitutions,and shall prepare and distribute addenda identifying approved substitutions to all prospective contractors. § 3.6 CONSTRUCTION PHASE SERVICES § 3.6.1 GENERAL § 3.6.1.1 The Architect shall provide administration of the Contract between the Owner and the Contractor as set forth below and in AIA Document A201'rm-2007,General Conditions of the Contract for Construction. If the Owner and Contractor modify AIA Document A201-2007,those modifications shall not affect the Architect's services under this Agreement unless the Owner and the Architect amend this Agreement. § 3.6.1.2 The Architect shall advise and consult with the Owner during the Construction Phase Services.The Architect shall have authority to act on behalf of the Owner only to the extent provided in this Agreement.The Architect shall not have control over,charge of,or responsibility for the construction means,methods,techniques,sequences or procedures,or for safety precautions and programs in connection with the Work,nor shall the Architect be responsible for the Contractor's failure to perform the Work in accordance with the requirements of the Contract Documents.The Architect shall be responsible for the Architect's negligent acts or omissions,but shall not have control over or charge of, and shall not be responsible for,acts or omissions of the Contractor or of any other persons or entities performing portions of the Work. § 3.6.1.3 Subject to Section 4.3,the Architect's responsibility to provide Construction Phase Services commences with the award of the Contract for Construction and terminates on the date the Architect issues the final Certificate for Payment. § 3.6.2 EVALUATIONS OF THE WORK § 3.6.2.1 The Architect shall visit the site at intervals appropriate to the stage of construction,or as otherwise required in Section 4.3.3,to become generally familiar with the progress and quality of the portion of the Work completed,and to determine,in general,if the Work observed 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.On the basis of the site visits, the Architect shall keep the Owner reasonably informed about the progress and quality of the portion of the Work completed,and report to the Owner(1)known deviations from the Contract Documents and from the most recent construction schedule submitted by the Contractor,and(2)defects and deficiencies observed in the Work. § 3.6.2.2 The Architect has the authority to reject Work that does not conform to the Contract Documents.Whenever the Architect considers it necessary or advisable,the Architect shall have the authority 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, § 3.6.2.3 The Architect shall interpret and decide matters concerning performance 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. Init. AIA Document 81011K-2007(formerly 8151 TM-1997).Copyright O 1974,1978,1987,1997 and 2007 by The American Institute of Architects.All rights reserved.WARNING: this AIA' Document is protected by 41.S Copyright Law and Int�arnat�ona)Tissues Unauthorized reproduction or distribution of 6 this JVA`� Document,or any portion of it.may result in severe civil anti crirmmal penaitieri and will be prosecuted to the maximum extant possible under the law This document was produced by AIA software at 16:11:32 on 09/09/2014 under Order No.2929435675._1 which expires on 03/11/2015,and is not for resale User Notes: (84563003b) § 3.6.2.4 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 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 rendered in good faith.The Architect's decisions on matters relating to aesthetic effect shall be final if consistent with the intent expressed in the Contract Documents. § 3.6.2.5 Unless the Omer and Contractor designate another person to serve as an Initial Decision Maker,as that terns is defined in AIA Document A201-2007,the Architect shall render initial decisions on Claims between the Owner and Contractor as provided in the Contract Documents. § 3,6,3 CERTIFICATES FOR PAYMENT TO CONTRACTOR § 3,6.3.1 The Architect shall review and certify the amounts due the Contractor and shall issue certificates in such amounts,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 Section 3.6.2 and on the data comprising the Contractor's Application for Payment,that,to the best of the Architect's knowledge,information and belief,the Work has progressed to the point indicated and that the quality of the Work is in accordance with the Contract Documents.The foregoing representations are subject(1)to an evaluation of the Work for conformance with the Contract Documents upon Substantial Completion,(2)to results of subsequent tests and inspections,(3)to correction of minor deviations from the Contract Documents prior to completion,and(4)to specific qualifications expressed by the Architect. § 3.6.3.2 The issuance of Certificate for Payment shall not be a representation that the Architect has(1)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, § 3,6.3.3 The Architect shall maintain a record of the Applications and Certificates for Payment. § 3,6.4 SUBMITTALS § 3.6.4.1 The Architect shall review the Contractor's submittal schedule and shall not unreasonably delay or withhold approval.The Architect's action in reviewing submittals shall be taken in accordance with the approved submittal schedule or,in the absence of an approved submittal schedule,with reasonable promptness while allowing sufficient time in the Architect's professional judgment to permit adequate review. § 3.6.4.2 In accordance with the Architect-approved submittal schedule,the Architect shall review and approve or take other appropriate action upon the Contractor's submittals such as Shop Drawings,Product Data and Samples,but only for the limited purpose of checking for conformance with information given and the design concept expressed in the Contract Documents. Review of such submittals is not for the purpose of determining the accuracy and completeness of other information such as dimensions,quantities,and installation or performance of equipment or systems,which are the Contractor's responsibility.The Architect's review shall not constitute approval of safety precautions or, unless otherwise specifically stated by the Architect,of any construction means,methods,techniques,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, § 3.6.4.3 If the Contract Documents specifically require the Contractor to provide professional:design services or certifications by a design professional related to systems, materials or equipment,the Architect shall specify the appropriate performance and design criteria that such services must satisfy.The Architect shall review Shop Drawings and other submittals related to the Work designed or certified by the design professional retained by the Contractor that bear such professional's seal and signature when submitted to the Architect,The Architect shall be entitled to rely upon the adequacy,accuracy and completeness of the services,certifications and approvals performed or provided by such design professionals, § 3.6.4.4 Subject to the provisions of Section 4.3,the Architect shall review and respond to requests for information about the Contract Documents.The Architect shall set forth in the Contract Documents the requirements for requests AI Init. A Document 81011"1—2007 tformerty 81st m—1997).Copyright Q 1974,1978,1987,1997 and 2007 by The American Institute of Architects.All rights reserved. rARN,11 0 This AIA ooQsantent is protected by U 5 Copyright law and tntemoonel Tmaties UnaH thortzed reproductfon or distribrttron of 7 tilt •5,,, .ntUment,or any portion of 4,m4y r 900 to severe chrit and criWninal peneiUes,and wilt be prosecuteal to the maximum extent pies sttio undtti the few This document was produced by AIA software at 16:11:32 on 09109/2014 under Order No.2929435675 1 which expires on 03!1112015,and is not for resale. User Notes: (845630036) for information. Requests for information shall include,at a rninimum,a detailed written statement that indicates the specific Drawings or Specifications in need of clarification and the nature of the clarification requested.The Architect's response to such requests shall be made in writing within any time limits agreed upon,or otherwise with reasonable promptness. if appropriate,the Architect shall prepare and issue supplemental Drawings and Specifications in response to requests for information. § 3.6.4.5 The Architect shall maintain a record of submittals and copies of submittals supplied by the Contractor in accordance with the requirements of the Contract Documents. § 3.6.5 CHANGES IN THE WORK § 3.6,5.1 The Architect may authorize minor changes in the Work that are consistent with the intent of the Contract Documents and do not involve an adjustment in the Contract Sum or an extension of the Contract Time.Subject to the provisions of Section 4.3,the Architect shall prepare Change Orders and Construction Change Directives for the Owner's approval and execution in accordance with the Contract Documents, § 3.6.5.2 The Architect shall maintain records relative to changes in the Work. § 3.6.6 PROJECT COMPLETION § 3.6.6.1 The Architect shall conduct inspections to determine the date or dates of Substantial Completion and the date of final completion;issue Certificates of Substantial Completion;receive from the Contractor and forward to the Owner,for the Owner's review and records,written warranties and related documents required by the Contract Documents and assembled by the Contractor;and issue a final Certificate for Payment based upon a final inspection indicating the Work complies with the requirements of the Contract Documents. § 3.6.6.2 The Architect's inspections shall be conducted with the Owner to check conformance of the Work with the requirements of the Contract Documents and to verify the accuracy and completeness of the list submitted by the Contractor of Work to be completed or corrected. § 3.6.6,3 When the Work is found to be substantially complete,the Architect shall inform the Owner about the balance of the Contract Sum remaining to be paid the Contractor,including the amount to be retained from the Contract Sum, if any,for final completion or correction of the Work. § 3.6.6.4 The Architect shall forward to the Owner the following information received from the Contractor:(1) consent of surety or sureties,if any, to reduction in or partial release of retainage or the making of final payment;(2) affidavits,receipts,releases and waivers of liens or bonds indemnifying the Owner against liens;and(3)any other documentation required of the Contractor under the Contract Documents. § 3.6.6.5 Upon request of the Owner,and prior to the expiration of one year from the date of Substantial Completion, the Architect shall,without additional compensation,conduct a meeting with the Owner to review the facility operations and performance. ARTICLE 4 ADDITIONAL SERVICES § 4.1 Additional Services listed below are not included in Basic Services but may be required for the Project.The Architect shall provide the listed Additional Services only if specifically designated in the table below as the Architect's responsibility,and the Owner shall compensate the Architect as provided in Section 11.2. (Designate the Additional Services the Architect shall provide in the second cohmin gjtbe table below. In the third cohinin indicate whether the service description is located in section 4.2 or in an attached exhibit. If'in an exhibit, idenq v the exhibit.) Additional Services Responsibility Location of Service Description (Architect, Owner (Section 4.2 below or in an exhibit or attached to this dot vonent and Not Provided) idemylred below) 4.1.1 Pro rammin= Not Provided 4.1.2 Multiple preliminary designs Not Provided Architect Part of Basic Services fee, Refer to 4.1.3 Measured drawings Section 4.2.1 for scope of work. Init. AiA Document B101 T"-2007 formerly B151`"-1997,.Copyright(D 1974,1978,1987,1997 and 2007 by The American Institute of Architects.All rights reserved.Wl4ANING. This AIA nucument is protected by U S Copyright Lava and international Treaties.Unauthorized rertroduction or dtstrsrsutics of g this AW'Document,of arty portion of It.may result its&ovate civil and criminal penalties,and will be prosecuted to the maximum extent pocsibte under If the law This document was produced by AIA software at 16:11:32 on 0910912014 under Order No.2929435675_1 which expires on 03/11/2015,and is not for resale. User Notes: (845630036) Architect Part of Basic Services fee. Refer to 4.1.4 Existin facilities surveys Section 4.2.2 for scope of work 4.1.5 Site Evaluation and Planning B203T1`r-2007 Not Provided 4.1.6 Building information modeling Not Provided 4.1.7 Civil engineering Not Provided 4,1.8 Landsca a design Not Provided 4.1.9 Architectural Interior Desi B252TM-2007 Not Provided 4.1.10 Value Analysis B204TM-2007) Not Provided 4.1.11 Detailed cost estimating Not Provided 4.1.12 On-site project representation Not Provided 4.1.13 Conformed construction documents Not Provided 4.1.14 As—Designed Record drawin�s Not Provided 4.1.15 As-Constructed Record drawings Not Provided 4.1.16 Post occupancy evaluation Not Provided 4,1.17 Facility Support Services B21OT14--2007 Not Provided 4.1.18 Tenant-related services Not Provided 4.1,19 Coordination of Owner's consultants Not Provided 4.1.20 Telecommunications/data design Not Provided § 4.1.21 Security Evaluation and Planning Not Provided B206TM-2007 4.1.22 Commissioning B211T11--2007) Not Provided 4.1.23 Extensive environmentally responsible design Not Provided 4.1.24 LEEEi'Certification B214TM-2001 Not.Provided 4.1.25 Fast-track design services Not Provided 4.1.26 Historic Preservation B205T11-2007 Not Provided § 4.1.27 Furniture, Furnishings,and Equipment Design Architect Part of Basic Services fee. Refer to (B253TM-2007) Section 4.2.3 for scope of work 4 1.28 Exterior Design Study Architect Additional Service fee. Refer to Section 4.2.4 for scope of work § 4.2 Insert a description of each Additional Service designated in Section 4.1 as the Architect's responsibility, if not further described in an exhibit attached to this document. 4.2.1—Measured Drawings—The Architect will provide measured drawings of the existing facility to the extent to perform the scope of work for this project. 4.2.2--Existing Facilities Survey—The Architect and Architect's consultants will perform a facility survey for the facility to perform the scope of work for this project including a structural evaluation and an evaluation of the HVAC systems. This includes the feasibility study for expanding the second floor to the west:and matching the first floor footprint. 4.2.3--Furniture, Furnishing,Equipment Design—The Architect will select the material,color and fabric for the new office furniture to be located on the second floor.This is anticipated to be 6 offices,4 open work stations,conference room furniture and lobby furniture. 4?.4—Exterior Design Study—Develop one concept to renovate the East facade,front sidewalk and building signage. The final deliverable will bean exterior rendering and cost opinion. Compensation for this additional service will be a fixed fee in the amount of$6,000.00. § 4.3 Additional Services may be provided after execution.of this Agreement,without invalidating the Agreement. Except for services required due to the fault of the Architect,any Additional Services provided in accordance with this Section 4.3 shall entitle the Architect to compensation pursuant to Section 113 and an appropriate adjustment in the Architect's schedule. AIA Document 8101 TM—2007 formerly 13151 Te--19971.Copyright it)1974, 1978,1987,1997 and 2007 by The American Institute of Architects.All rights Init. reserved.WAP,NINQ3 This AIA' Durumunt Ir proioclad by rt-8. Gopyrlght L.Aw and Irtlitenat;nnal"1'r'eakh"s Unool}rnrlr,0 ieprudyrlio-or distrix+��t oo 0 9 this AIA,',Dac�urnent,it iiriv pnriinpip I tt m�.w"rsnh l,,5twere,civil sed crimima1 Pon aWes,avid will he prostaciAle'd to the maxim urri exisfit pussJirlo tmd,: Ithe taw This document was produced by AIA software at 16 11:32 on 09/09/2014 under Order No.2929435675_1 which expires on 03111/2015,and is not for resale. User Notes: (845630036) § 4.3,1 Upon recognizing the need to perform the following Additional Services,the Architect shall notify the Owner with reasonable promptness and explain the facts and circumstances giving rise to the need.The Architect shall not proceed to provide the following services until the Architect receives the Owner's written authorization. .1 Services necessitated by a change in the Initial Information,previous instructions or approvals given by the Owner,or a material change in the Project including;but not limited to,size,quality,complexity, the Owner's schedule or budget for Cost of the Werk,or procurement or delivery method; .2 Services necessitated by the Owner's request for extensive environmentally responsible design alternatives,such as unique system designs,in-depth material research,energy modeling,or LEEDS certification; .3 Changing or editing previously prepared Instruments of Service necessitated by the enactment or revision of codes, laws or regulations or official interpretations; .4 Services necessitated by decisions of the Owner not rendered in a timely manner or any other failure of performance on the part of the Owner or the Owner's consultants or contractors; ,5 Preparing digital data for transmission to the Owner's consultants and contractors,or to other Owner authorized recipients; ,6 Preparation of design and documentation for alternate bid or proposal requests proposed by the Owner; .7 Preparation for,and attendance at,a public presentation,meeting or hearing; .8 Preparation for,and attendance at a dispute resolution proceeding or legal proceeding,except where the Architect is party thereto; .9 Evaluation of the qualifications of bidders or persons providing proposals; .10 Consultation concerning replacement of Work resulting from fire or other cause during construction;or .11 Assistance to the initial Decision Maker, if other than the Architect. § 4.3.2 To avoid delay in the Construction Phase,the Architect shall provide the following Additional Services,notify the Owner with reasonable promptness,and explain the facts and circumstances giving rise to the need, If the Owner subsequently determines that all or parts of those services are not required,the Owner shall give prompt written notice to the Architect,and the Owner shall have no further obligation to compensate the Architect for those services: .1 Reviewing a Contractor's submittal out of sequence from the submittal schedule agreed to by the Architect; .2 Responding to the Contractor's requests for information that are not prepared in accordance with the Contract Documents or where such information is available to the Contractor from a careful study and comparison of the Contract Documents,field conditions,other Owner-provided information, Contractor-prepared coordination drawings,or prior Project correspondence or documentation; .3 Preparing Change Orders and Construction Change Directives that requite evaluation of Contractor's proposals and supporting data,or the preparation or revision of Instruments of Service; .4 Evaluating an extensive number of Claims as the Initial Decision Maker; .5 Evaluating substitutions proposed by the Owner or Contractor and.making subsequent revisions to Instruments of Service resulting therefrom;or .6 To the extent the Architect's Basic Services are affected, providing Construction Phase Services 60 days after(1)the date of Substantial Completion of the Work or(2)the anticipated date of Substantial Completion identified in Initial Information,whichever is earlier. § 4.3.3 The Architect shall provide Construction Phase Services exceeding the limits set forth below as Additional Services.When the limits below are reached,the Architect shall notify the Owner: .1 Two(2 )reviews of each Shop Drawing,Product Data item,sample and similar submittal of the Contractor (Paragraph deleted) .3 One( 1 )inspection per phase for any portion of the Work to determine whether such portion of the Work is substantially complete in accordance with the requirements of the Contract Documents .4 One( 1 )inspection per phase for any portion of the Work to determine final completion § 4.3.4 If the services covered by this Agreement have not been completed within fourteen( 14)months of the date of this Agreement,through no fault of the Architect,extension of the Architect's services beyond that time shall be compensated as Additional Services, Init. AIA,Document B1011"—2007(formerly B151 m—1997).Copyright @ 1974, 1978,1987,1997 and 2007 by The American institute of Architects.All rights reserved.WARNING This AIX Document Is ptotoetesl by tl$.Copiroglht Law and irtomational Traalles ttnouthurized reptod4clIon or distributeor of 10 this AfA`Document,sac any partt"of 11.may result In severe civil and criminal penalties,and will 4e proseekited to the maximurr extent possible under ! the law This document was produced by AIA software at 16:11:32 on 09/09/2014 under Order No.2.929435675_1 which expires on 03/11/2015,and is not for resale. User Notes: (845630036 i ARTICLES OWNER'S RESPONSIBILITIES § 5.1 Unless otherwise provided for under this Agreement,the Owner shall provide information in a timely manner regarding requirements for and limitations on the Project, including a written program which shalt set forth the Owner's objectives,schedule,constraints and criteria,including space requirements and relationships,flexibility, expandability,special equipment,systems and site requirements.Within 1.5 days after receipt of a written request front the Architect,the Owner shall furnish the requested information as necessary and relevant for the Architect to evaluate,give notice of or enforce lien rights: 5.2 The Owner shall establish and periodically update the Owner's budget for the Project,including(1)the budget for the Cost of the Work as defined in Section 6.1;(2)the Owner's other costs;and,(3)reasonable contingencies related to all of these costs. If the Owner significantly increases or decreases the Owner's budget for the Cost of the Work,the Owner shall notify the Architect.The Owner and the Architect shall thereafter agree to a corresponding change in the Project's scope and quality. § 5.3 The Owner shall identify a representative authorized to act on the Owner's behalf with respect to the Project.The Owner shall render decisions and approve the Architect's submittals in a timely manner in order to avoid unreasonable delay in the orderly and sequential progress of the Architect's services. § 5.4 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 inforntation shall include,as applicable,grades and lines of streets,alleys,pavements and adjoining property and structures;designated wetlands; 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. § 5.5 The Owner shall furnish services of geotechnical engineers,which may include but are not limited to test borings,test pits,determinations of soil bearing values,percolation tests,evaluations of hazardous materials,seismic evaluation,ground corrosion tests and resistivity tests,including necessary operations for anticipating subsoil conditions,with written reports and appropriate recommendations. § 5.6 The Owner shall coordinate the services of its own consultants with those services provided by the Architect. Upon the Architect's request,the Owner shall furnish copies of the scope of services in the contracts between the Owner and the Owner's consultants,The Owner shall furnish the services of consultants other than those designated in this Agreement,or authorize the Architect to furnish them as an Additional Service,when the Architect requests such services and demonstrates that they are reasonably required by the scope of the Project.The Owner shall require that, its consultants maintain professional liability insurance as appropriate to the services provided. § 5.7 The Owner shall furnish tests, inspections and reports required by law or the Contract Documents,such as structural,mechanical,and chemical tests,tests for air and water pollution,and tests for hazardous materials, § 5.5 The Owner shall furnish all legal,insurance and accounting services, including auditing services,that may be reasonably necessary at any time for the Project to meet the Owner's needs and interests. § 5.9 The Owner shall provide prompt written notice to the Architect if the Owner becomes aware of any fault or defect in the Project,including errors,omissions or inconsistencies in the Architect's Instruments of Service. § 5.10 Except as otherwise provided in this Agreement,or when direct communications have been specially authorized,the Owner shall endeavor to communicate with the Contractor and the Architect's consultants through the Architect about matters arising out of or relating to the Contract Documents,The Owner shall promptly notify the Architect of any direct communications that may affect the Architect's services. § 5.11 Before executing the Contract for Construction,the Owner shall coordinate the Architect's duties and responsibilities set forth in the Contract for Construction with the Architect's services set forth in this Agreement.The Owner shall provide the Architect a copy of the executed agreement between the Owner and Contractor,including the General Conditions of the Contract for Construction. tuft AIA Document 8101111—2007 Vormerty 13151 T —1997).Copyright O 1974,1978,1987,1997 and 2007 by The American Institute of Architects,All rights reserved,411,AAN,*Q, t'ttfs AlA* Documes0,IM p4'o'iV0tnd bV U.S,GaDltrigh[Laub Vi.imulhortrrd rs.,Prodoclioo or d11Lribution n? 11 ttkle q1A documwnt,or arEy pardon of it >+xry rewulk fug IDVRrs c$rll and A�lrnivat nr,.p c ;�11d wtff h�aroaeeuIrd to tho C16a�runum Ixf■prt possible rite,der Ih*1sw This document was produced by AIA software at 16A 1:32 on 09/09/2014 under Order No.2929435675_1 which expires on 0311112015,and is not for resale. User Notes. (845630036; § 5.1.2 The Owner shall provide the Architect access to the Project site prior to commencement of the Work and shall obligate the Contractor to provide the Architect access to the Work wherever it is in preparation or progress. ARTICLE 6 COST OF THE WORK § 6.1 For purposes of this Agreement,the Cost of the Work shall be the total cost to the Owner to construct all elements of the Project designed or specified by theArchitect and shall include contractors'general conditions costs, overhead and profit, The Cost of the Work does not include the compensation of the Architect,the costs of the land, rights-of-way,financing,contingencies for changes in the Work or other costs that are the responsibility of the Owner, § 6.2 The Owner's budget for the Cost of the Work is provided in Initial Information,and may be adjusted throughout the Project as required under Sections 5.2,6.4 and 6.5.Evaluations of the Owner's budget for the Cost of the Work,the preliminary estimate of the Cost of the Work and updated estimates of the Cost of the Work prepared by the Architect, represent the Architect's judgment as a design professional. It is recognized,however,that neither the Architect nor the Owner has control over the cost of labor,materials or equipment;.the Contractor's methods of determining bid prices; or 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 budget for the Cost of the Work or from any estimate of the Cost of the Work or evaluation prepared or agreed to by the Architect. § 6.3 In preparing estimates of the Cost of Work,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 he included in the Contract Documents;to make reasonable adjustments in the program and scope of the Project; and to include in the Contract Documents alternate bids as may be necessary to adjust the estimated Cost of the Work to meet the Owner's budget for the Cost of the Work.The Architect's estimate of the Cost of the Work shall be based on current area,volume or similar conceptual estimating techniques. If the Owner requests detailed cost estimating services,the Architect shall provide such services as an Additional Service under Article 4. § 6,4 If the Bidding or Negotiation Phase has not commenced within 90 days after the Architect submits the Construction Documents to the Owner,through no fault of the Architect,the Owner's budget for the Cost of the Work shall be adjusted to reflect changes in the general level of prices in the applicable construction market. § 6.5 If at any time the Architect's estimate of the Cost of the Work exceeds the Owner's budget for the Cost of the Work,the Architect shall make appropriate recommendations to the Owner to adjust the Project's size,quality or budget for the Cost of the Work,and the Owner shall cooperate with the Architect in making such adjustments. § 6.61f the Owner's budget for the Cost of the Work at the conclusion of the Construction Documents Phase Services is exceeded by the lowest bona fide bid or negotiated proposal,the Owner shall .1 give written approval of an increase in the budget for the Cost of the Work; .2 authorize rebidding or renegotiating of the Project within a reasonable time; .3 terminate in accordance with Section 9.5; A in consultation with the Architect,revise the Project program,scope,or quality as required to reduce the Cost of the Work;or .5 implement any other mutually acceptable alternative. § 6.7 If the Owner chooses to proceed under Section 6.6.4,the Architect,without additional compensation,shall modify the Construction Documents as necessary to comply with the Owner's budget for the Cost of the Work at the conclusion of the Construction Documents Phase Services,or the budget as adjusted tinder Section 6.6.1.The Architect's modification of the Construction Documents shall be the limit of the Architect's responsibility under this Article 6. ARTICLE 7 COPYRIGHTS AND LICENSES § 7,1 The Architect and the Owner warrant that in transmitting Instruments of Service,or any other information,the transmitting party is the copyright owner of such information or has permission from the copyright owner to transmit such information for its use on the Project.If the Owner and Architect intend to transmit Instruments of Service or any otter information or documentation in digital form,they shall endeavor to establish necessary protocols governing such transmissions. Init. AIA Document 81012'"—2007(formerly 81511—1997),Copyright O 1974,1975,1987,1997 and 2007 by The American Institute of Architects.All rights reserved.WARNING rwrs AM Document is protected by U S Copyright Law aid International Treaties Upa+elhortzed reproduction or distribution of 12 this AIA Document or any oartion of It.may resutt In severe civa and rornirnf panalliee,and Witt be prosacutect to the waitir"um extent possible under f the law This document was produced by AIA software at 16:11:32 on 09/09/2014 under Order No.2929435675_1 which expires on 03/11/2015,and is not for resale User Notes•. (845630036) § 7.2 The Architect and the Architect's consultants shall be deemed the authors and owners of their respective Instruments of Service, including the Drawings and Specifications,and shall retain all common law,statutory and other reserved rights,including copyrights.Submission or distribution of instruments of Service to meet official regulatory requirements or for similar purposes in 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. § 7.3 Upon execution of this Agreement,the Architect grants to the Owner a nonexclusive license to use the Architect's Instruments of Service solely and exclusively for purposes of constructing,using,maintaining,altering and adding to the Project,provided that the Owner substantially performs its 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. The license granted under this section permits the Owner to authorize the Contractor,Subcontractors,Sub-subcontractors,and material or equipment suppliers,as well as the Owner's consultants and separate contractors,to reproduce applicable portions of the instruments of Service solely and exclusively for use in performing services or construction for the Project. if the Architect rightfully terminates this Agreement for cause as provided in Section 9.4,the license granted in this Section 73 shall terminate. § 7.3.1 In the event the Owner uses the Instruments of Service without retaining the author of the Instruments of Service,the Owner releases the Architect and Architect's consultant(s)from all claims and causes of action arising from such uses.The Owner,to the extent permitted by law, further agrees to indemnify and hold harmless the Architect and its consultants from all costs and expenses,including the cost of defense,related to claims and causes of action asserted by any third person or entity to the extent such costs and expenses arise front the Owner's use of the Instruments of Service under this Section 7.3.1. The terms of this Section 7.3.1 shall not apply if the Owner rightfully terminates this Agreement for cause under Section 9.4. § 7,4 Except for the licenses granted in this Article 7,no other license or right shall be deented granted or implied under this Agreement.The Owner shall not assign,delegate,sublicense,pledge or otherwise transfer any license granted herein to another party without the prior written agreement.of the Architect.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. ARTICLE 8 CLAIMS AND DISPUTES § 8,1 GENERAL § 8.1.1 The Owner and Architect shalt commence all claims and causes of action,whether in contract,tort,or otherwise,against the other arising out of or related to this Agreement in accordance with the requirements of the method of binding dispute resolution selected in this Agreement within the period specified by applicable law,but in any case not more than 40 years after the date of Substantial Completion of the Work.The Owner and Architect waive all claims and causes of action not commenced in accordance with this Section 8.1.1. (Paragraph deleted) § 8.11.3 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 of this Agreement,except as specifically provided in Section 9.7. § 8.2 MEDIATION § 8.2.1 Any claim,dispute or other matter in question arising out of or related to this Agreement shall be subject to mediation as a condition precedent to binding dispute resolution.If such matter relates to or is the subject of alien arising out of the Architect's services,the Architect may proceed in accordance with applicable law to comply with the lien notice or tiling deadlines prior to resolution of the matter by mediation or by binding dispute resolution. § 8.2.2 The Owner and Architect shall endeavor to resolve claims,disputes and other matters in question between them by mediation which,unless the parties mutually agree otherwise,shall be administered by the American Arbitration Association in accordance with its Construction Industry Mediation Procedures in effect on the date of the Agreement. A request for mediation shall be made in writing,delivered to the other party to the Agreement,and filed with the person or entity administering the mediation.The request may be made concurrently with the filing of a ` complaint or other appropriate demand for binding dispute resolution but, in such event,mediation shall proceed in !I advance of binding dispute resolution proceedings,which shall be stayed pending mediation for a period of 60 days from the date of filing,unless stayed for a longer period by agreement of the parties or court order,If an arbitration Init. AtA Document 8101 Ts—2007(formerly 8151 TO—1897).Copyright @ 1974,1978,1987,1997 and 2007 by The American Institute of Architects.All rights reserved.Wau?NINO:T?tts Ata Dotumeht rs piotdelta+l by U 8 �Capjr,604 Larry And ltitema"nal rrvatlas Unauthortiou reproduction rid distribuflon all Ih1s AIA'nocoment,or any porion of tt,may reSuI,an severe r:Mt incl eranrt011 orkI1diWe! 'serf WI)l frrpro1#Caat+d to t.hq M11XI ut"emont Wttha+nrm.l,gt 13 Iht,tarry This document was produced by AIA software at 16.11:32 on 09/09/2014 under Order No.2929435675_1 which expires on 03/1112015,and is not for resale.. User Notes. (8456300361 proceeding is stayed pursuant to this section,the parties may nonetheless proceed to the selection of the arbitrator(s) and agree upon a schedule for later proceedings. § 8.2.3 The parties shall share the mediator's fee and any fling fees equally. The mediation shall be held in the place where the Project is located,unless another location is mutually agreed upon.Agreements reached in mediation shall be enforceable as settlement agreements in any court having jurisdiction thereof. § 8.2.4 If the parties do not resolve a dispute through mediation pursuant to this Section 8.2,the method of binding dispute resolution shall be the following: (Check the appropriate box,If the(?wrier and Archhect do not select a method of binding dispute resolution belott, or do not-mbsequentl)'agree in writing to a binding dispute resolution method other than litigation, the dispute will be resolved in a court of competent jurisdiction.) [X] Arbitration pursuant to Section 8.3 of this Agreement [ ] Litigation in a court of competent jurisdiction ] Other(Specify) § 8.3 ARBITRATION § 8.3.1 If the parties have selected arbitration as the method for binding dispute resolution in this Agreement,any claim,dispute or other matter in question arising out of or related to this Agreement subject to, but not resolved by, mediation shall be subject to arbitration which,unless the parties mutually agree otherwise, shall be administered by the American Arbitration Association in accordance with its Construction industry Arbitration Rules in effect on the date of this Agreement.A demand for arbitration shall be made in writing,delivered to the other party to this Agreement,and filed with the person or entity administering the arbitration. § 8.3..1.1 A demand far arbitration shall be made no earlier than concurrently with the fling of a request for mediation, but in no event shall it be made after the date when the institution of legal or equitable proceedings based on the claim, dispute or other matter in question would be barred by the applicable statute of limitations.For statute of limitations purposes,receipt of written demand for arbitration by the person or entity administering the arbitration shall constitute the institution of legal or equitable proceedings based on the claire,dispute or other matter in question. § 8.3.2 The foregoing agreement to arbitrate and other agreements to arbitrate with an additional person or entity duly consented to by parties to this Agreement shall he specifically enforceable in accordance with applicable law in any court having jurisdiction thereof. § 8.3.3 The award rendered by the arbitrator(s)shall be final,and judgment may be entered upon it in accordance with applicable law in any court having jurisdiction thereof, (Paragraphs deleted) ARTICLE 9 TERMINATION OR SUSPENSION § 9.1 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, the Architect shall give seven days' written notice to the Owner before suspending services. 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. § 9.2 If the Owner suspends the Project,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. Init. A►A Document 6101" -2007(formerly 8151°"-1997).Copyright(O 1974,1978,1987.1997 and 2007 by The American Institute of Architects.All rights reserved.WARNING, This ArA Document is protected by U s Copyright Law and►ntomat►onut Treaties.Unauthorized teprortuction or diutributIM,al 14 this Ali`Document.o,any portion of it,may result Its severe civil anlr crinvirtal penalties,end will be prosecuted to the enaximum extent possible under t the law This document was produced by AIA software al 16:11:32 on 09/0912014 under Order No.2929435675_1 which expires on 03/1112015.and is not for resale. User Notes_ (845630036) § 9.3 if the Owner suspends the Project for more than 90 cumulative days for reasons other than the fault of the Architect,the Architect may terminate this Agreement by giving not less than seven days' written notice.. § 9,4 Either party may terminate this Agreement upon not less than seven days'written notice should the other party fail substantially to perforin in accordance with the terms of this Agreement through no fault of the party initiating the termination. § 9.5 The Owner may terminate this Agreement upon not less than seven days' written notice to the Architect for the Owner's convenience and without cause. § 9,6 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 Fxpenses then due and all Termination Expenses as defined in Section 9.7 § 9.7 Termination Expenses are in addition to compensation for the Architect's services and include expenses directly attributable to termination for which the Architect is not otherwise compensated,plus an amount for the Architect's anticipated profit on the value of the services not performed by the Architect. § 9.8 The Owner's rights to use the Architect's Instruments of Service in the event of a termination of this Agreement are set forth in Article 7 and Section 11.9. ARTICLE 10 MISCELLANEOUS PROVISIONS § 10,1 This Agreement shall be governed by the law of the place where the Project is located,except that if the parties have selected arbitration as the method of binding dispute resolution,the Iowa Arbitration Act shall govern Section 8.3. § 10.2 Terms in this Agreement shall have the same meaning as those in AIA Document A201--2007,General Conditions of the Contract,for C_'onstruction. § 10.3 The Owner and Architect,respectively,bind themselves,their agents,successors,assigns and legal representatives to 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 a lender providing financing for the Project if the lender agrees to assume the Owner's rights and obligations under this Agreement. § 10.4 If the Owner requests the Architect to execute certificates,the proposed language of such certificates shall be submitted to the Architect for review at least: 1.4 days prior to the requested dates of execution, i f the Owner requests the Architect to execute consents reasonably required to facilitate assignment to a lender,the Architect shall execute all such consents that are consistent with this Agreement.-,provided the proposed consent is submitted to the Architect for review at least 14 days prior to execution.The Architect shall not be required to execute certificates or consents that would require knowledge,services or responsibilities beyond the scope of this Agreement. § 10.5 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.. § 10.6 Unless otherwise required in this Agreement,the Architect 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. § 10.7 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. Init. AIA Document 6101 T"—2007(formerly B151 T"'—1997).Copyright©1974,1978,1987,1997 and 2007 by The American institute of Architects.All rights reserved.WARNING:This AW 13ocurmsnt is protected by u,a Copyright La*and Inlernationef Tmattes tlmttilbonred t1. Itrcttrrn or dfrtrtt+ittioo at 15 this AW Document,or env poftion of ti,may rerun in t+eYwe civil and srioftel Penalties,arrd will be prosoctilod to file rr • tm extent possthle under the law This document was produced by AIA software at 16:111:32 on 09109/2014 under Order No.2929435675_1 which expires on 03/1112015,and is not for resale. User Notes: (84563003E) § 10.8 If the Architect or Owner receives information specifically designated by the other party as"confidential"or "business proprietary,"the receiving party shall keep such information strictly confidential and shall not disclose it to any other person except to(1)its employees,(2)those who need to know the content of such information in order to perform services or construction solely and exclusively for the Project,or(3) its consultants and contractors whose contracts include similar restrictions on the use of confidential information. 10.9 tNDEMNIFICATION To the fullest extent permitted by law, Architect shall indemnify and hold harmless the City, its officers,agents,and employees from and against all claims,damages,losses and expenses,including but not limited to attorneys'fees, arising out of or resulting from performance of the Contract,provided that such claim,damages,loss or expense is attributable to bodily injury,sickness, disease or death,or injury to or destruction of property including loss of use resulting therefrom,but only to the extent caused by negligent acts or omissions of the Architect,Architect's subconsultant,or anyone directly or indirectly employed by Architect or Architect's subconsultant or anyone for whose acts Architect or Architect's subconsultant may be liable,provided that Architect shall not indemnify for or have legal liability for damage,loss or expense to the extent caused by a party indemnified hereunder or a person for whom Architect is not legally liable. ARTICLE 11 COMPENSATION § 11.1 For the Architect's Basic Services described under Article 3,the Owner shall compensate the Architect as follows: Compensation for Basic Services will be a fixed fee in the amount of Ninety Nine Thousand Six Hundred Fifty Dollars ($99,650.00)and will be billed in the following phases: Phase 100 Project Management $15,000.00 Phase 200 Predesigm $8,000.00 Phase 300 Design Phase $42,150.00 Phase 400 Construction Phase 527,500.00 Phase 500 Quality Assurance/Quality Control $7,000.00 § 11,2 For Additional Services designated in Section 4.1,the Owner shall compensate the Architect as follows: Exterior Design Study 56,000,00 § 11.3 For Additional Services that may arise during the course of the Project, including those under Section 4.3,the Owner shall compensate the Architect as follows: (Paragraph deleted) If additional services are necessary and a scope of work can be clearly defined,a fixed fee will be submitted for approval. In the event a scope of work is undefined,following Owner approval,the work will be billed on an hourly basis only upon Owner's written authorization to proceed with each occurance. Current hourly rates,at time of execution of this Agreement,are listed in Article 1 1.7. § 11.4 Compensation for Additional Services of the Architect's consultants when not included in Section 11.2 or 11.3, shall be the amount invoiced to the Architect.plus ten percent( 10%),or as otherwise stated below: (Table deleted) (Paragraph deleted) § 11.6 When compensation is based on a percentage of the Cost of the Work 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 Section 11,5 based on(1)the lowest bona fide bid or negotiated proposal,or(2)if no such bid or proposal is received,the most recent estimate of the Cost of the Work for such portions of the Project, The Architect shall be entitled to compensation in accordance with this Agreement for all services performed whether or not the Construction Phase is commenced, § 11.7 The hourly billing rates for services of the Architect and the Architect's consultants,if any,are set forth below. The rates shall be adjusted in accordance with the Architect's and Architect's consultants'normal review practices. !nit AIA Document 6101`3"—2007 tformedy 13151 T'"—19971.Copyright @ 1974.1978,1987,1997 and 2007 by The American Institute of Architects.All rights reserved.WARNiNG:This AfA,� Oocument is protected by U S copyright Law and international Treatses Unauthonaed reproduction or distribution of 16 this ADA`pocument,or any p ontcn o1 It,may result in severe civil an#criminal penalties.acrd wiil be prosecuted to the maximum extent passible under the law This document was produced by AIA software at 16:11:32 on 09/09/2014 under Order No.2929435675_1 which expires on 03111!2015,and is not for resale. User Notes. (845630036) Selser Schaefer Architects Principal Architect 5175.00 Interior Designer S130.00 Associate Principal $165.00 Architect III/Designer III 5140.00 Project Manager 5165.00 Architect.I1/Designer 11 S 1300) Project Designer S 150.00 Architect I/Designer I Si 10.00 Contract Administrator 5150.00 Administrative $70.00 Hooting Coyote LLC Principal $175.00 Project Engineer $124,00 Graduate Engineer 5105.00 CAD $75.00 MEP Engineers Principal Engineer $95.00 Engineer/Designer 1 $95,00 (Table deleted) § 11,8 COMPENSATION FOR REIMBURSABLE EXPENSES § 11.8.1 Reimbursable Expenses are in addition to compensation for Basic and Additional Services and include expenses incurred by the Architect and the Architect's consultants directly related to[lie Project,as follows: ,1 Transportation and authorized out-of-town travel and subsistence; .2 Long distance services,dedicated data and communication services,teleconferences,Project Web sites,and extranets; ,3 Fees paid for securing approval of authorities having jurisdiction over the Project; 4 Printing,reproductions,plots,standard form documents; ,5 Postage,handling and delivery; .6 Expense of overtime work requiring higher than regular rates, if authorized in advance by the Owner: ,7 Renderings,models,mock-ups,professional photography,and presentation materials requested by the Owner; ,8 Architect's Consultant's expense of professional liability insurance dedicated exclusively to this Project,or the expense of additional insurance coverage or limits if the Owner requests such insurance in excess of that normally carried by the Architect's consultants; .9 All taxes levied on professional services and on reimbursable expenses; .10 Site office expenses;and .11 Other similar Proiect-related expenditures 11.8.2 For Reimbursable Expenses the compensation shall.be the expenses incurred by the Architect and the Architect's consultants plus ten percent( 10%)of the expenses incurred. § 11.9 COMPENSATION FOR USE OF ARCHITECT'S INSTRUMENTS OF SERVICE If the Owner terminates the Architect for its convenience tinder Section 9.5,or the Architect terminates this Agreement under Section 9.3,the Owner shall pay a licensing fee as compensation for the Owner's continued use of the Architect's Instruments of Service solely for purposes of completing,using and maintaining the Project as follows; § 11.10 PAYMENTS TO THE ARCHITECT § 11.10.1 An initial payment of zero($0,00)shall be.made upon execution of this Agreement and is the mimmum payment under this Agreement. It shall be credited to the Owner's account in the final invoice. § 11,10.2 Unless otherwise agreed,payments for services shall be made monthly in proportion to services pertbrined. Payments are due and payable upon presentation of the Architect's invoice. Amounts unpaid thirty(30)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. 1.5%monthly Init. AtA Document 8101 t"—2007(formerly 81511"—1997).Copyright Q 1974,1978,1987,1997 and 2007 by The American Institute of Architects.All rights reserved.WARNING: tftia,+uA° Document to protrtawd by U:B.Copyright Law end tnteertetienat Tnletilro.Unauthorized reproductloo or dl%tributirio at 17 eh.,A1A'Document,of,!tny poninr+of tl,may resole to gnvere Chit and Gf'iM104l permit!*%,and will be prn7ecuted to the:6ttaxIt .nm 9kten.t.nessibin und,. du few This document was produces by AIA software at 16 11:32 on 09/09/2014 under Order No.2929435675_1 which expires on 03/11/2015 and is not lot resale. User Notes (8456300361 11.14.3 The Owmer shall not withhold amounts from the Architect's compensation to impose a penalty or liquidated damages on the Architect,or to offiset sums requested by or paid to contractors for the cost of changes in the Work unless the Architect agrees or has been Found liable-tbr the amounts in a binding dispute resolution proceeding. § 11,10.4 Records of Reimbursable Expenses,expenses pertaining to Additional Services, and services perfiv ined on the basis of hourly rates shall be available to the Owner at mutually convenient times. ARTICLE 12 SPECIAL TERMS AND CONDITIONS Special terms and ;onditions that modify this Agreement are v;follows: ARTICLE 13 SCOPE OF THE AGREEMENT j 13,1 Thts Agreement represents the entire and integrated agreement between the Owiier 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. 13.2 This Agreement is comprised of the following documents listed below: .1 AIA Document B I()I T"-2007,Standard Form Agreement Between Owner and Architect .3 Other documents: (List other documents,if airy.inchfding-Exhibit A, Initial Infin-mation,antladditional sic ojmy(y service, if any,forming part oj'the Agreemew.) Exhibit A Work Breakdown Structure Insurance Schedule C This Agreement entered into as of the day and year first kwiiten above. OWNER ARCHITECT. �Biuol , Mayor -kndrew 10cCready, AIA: (Prinwil name cincl title) Wrinled name and title) AIA Document 810114-2007(formerly 8151"1-19971.ropyrlqhlv, 1974 1978 1981 1997 end 2001 wo T he American Institute of Architects.All rights Init. reserved. N-400j-. .. ....... . 9,C ary 0011i rN, iorumerl was.)rrxlucedt3vAiA;w1twase at 16:16,50 anOg/09/2014 ender leder Na2929435675.1 vhichexpires InD3111,2015 and,snolf0f resale User Notes: (1882663754) Multicultural Family Center Exhibit A Work Breakdown Structure City of Dubuque, Iowa 25-Aug-2014 Element Overall Contract Sub Total Cost to Total Am Invo-ice Date %Complete M TOO i�Project na,"e - erit ? Project Management $4,000 $100 $100 2.5 Project Kickoff Meeting $1,000 $100 $100 10.0 Work Breakdown Structure(Bi-Monthly Updates) $2,500 $100 $100 4.0 Progress Meetings(Bi-Monthly Updates) $2,500 $100" $100 4,0 Project Schedule(Bi-(Monthly Updates) $2,500 $100 $100 4.0 Total Project Cost Budget(Monthly Updates) $2v600 $100 00 4,0 Totals. $15,000 $600 $600 4.0 200 Predesipn Design Kickoff meetingiUpdate conceptual floor plan $3,500 $100 $100 Second Floor Feasibility Study $4,500 $1013 $100 2.2 Totals: $8,000 $200 $200 2.5 300 Design Phase Schematic Design $7,000 $100 $100 1.4 Design Development-Coordination/Research $3,500 $100 $100 2,9 Design Development-Documents $7,000 $100 $100 1.4 Construction Documents-Coordination/Research $3,500 $100 $100 2.9 Construction Documents-90%Review Package $7,000 $100 $100 1.4 Construction Documents-Final Package $4,000 $100 $100 2.5 Meetings $5,800 $100 $100 1,7 3D Model Updates $2,350 $100 $100 4.3 Energy Efficiency Evaluation $2,000 $100_ $100 5.0 Totals: $42,150 $900 $900 2.1 400 Construction Phase Bidding Assistance $3,000 $100 $100 3.3 Construction Administration-Office Phase I,tl,lll $8,000 $100 $100 1.3 Construction Administration-Site Visits-Phase 1&11 $4,500 $100 $100 2.2 Construction Administration-Site Visits-Phase III $8,000 $100 $100 1,3 Submittal review-Phase l,il,ill $4,000 $100 $100 2.5 Totals: $27,500 $500 $500 1.8 500 Quality Assurance/Quality Control Document Review $3,500 $100 Mee. tings- $3,500 T 4 $100. $100 2.9 Totals: $7,000 $200 $200 2.9 600 Reirribursables Reimbursables $7,500 $100 $100 1.3 Totals: $7,500 $100 $100 1.3 700 Exterior Design Study $6,000 5100 $100 1 7 $100 $100 1.7 Totalsr $105,650 _$214,00- $2,400 2.3 . . . ' City of Dubuque Insurance Requirements for Professional Services Insurance Schedule GelserSchaekr 1. Architects shall furnish nsigned Certificate ofInsurance to the City uf Dubuque, Iowa for the coverage required in Exhibit I prior to commencing work and at the end of the project if the term of work is longer than 60 days. Providers presenting annual certificates shall present Certificate at the end of each project with the final billing. Each Certificate shall he prepared on the most current ACD8D form approved by the(^wo Department«fInsurance or an equivalent. Each certificate shall inCluda a statement under Description of Operations as to why issued.Eg� Project# or Lease of premises atorconstruction of_________. 2. All policies of insurance required hereunder shall be with a carrier authorized to do business in Iowa and all carriers shall have arating ofAorbetter inthe current A.u1.Best's Rating Guide. 3. Each Certificate shall befurnished tothe contracting department pfthe City ofDubuque. 4. Failure to provide minimum coverage shall not be deemed a waiver of these requirements by the City of � � Dubuque, Failure to obtain or maintain the required insurance shall be considered a material breach of � this agreement. � � 6, All required endorsements mvarious policies shall he attached to Certificate ofinsurance- 7` Whenever m specific ISO form is listed,an equivalentfonv may be substituted subject to the provider identifying and listing in writing all deviations and exclusions that differ from the ISO form. 8, Provider shall be required to carry the minimum cove rage/limits,or greater if required by law or other legal agreement,in Exhibit 1. 9, Whenever an ISO form is referenced the current edition of the form must beused. Page Inf3 Schedule C' Professional Services October 2Oz3-Doc Insurance Schedule C I _Lconflnued) Exhibit I A) COMMERCIAL GENERAL LIABILITY General Aggregate Limit $2,000,000 Products-Completed Operations Aggregate Limit $1,000,000 Personal and Advertising Injury Limit $,1,000,000 Each Occurrence $11000,000 Fire Damage Limit(any one occurrence} $ S0'000 Medical Payments $ 5,000 a) Coverage shall be written on an occurrence,not claims made, form. All deviations from the standard ISO commercial general liability form,Coo 0001,or Business owners form BIP 0002,shall be clearly identified. b) Include ISO endorsernent form CG 25 04"Designated Location(s)General Aggregate Limit"or CG 25 03"Designated Construction Project(s)General Aggregate Limit" as appropriate. c) Include endorsemerit indicating that cover-age is primary and non-contributory, d) include endorsement to preserve Governmental Immunity.(Sample attached). e) include an endorsement that deletes any fellow employee exclusion. F) Include additional insured endorsement for: The City of Dubuque,including all its elected and appointed officials, all its employees and volunteers,all its boards,commissions and/or authorities and their board members,employees and volunteers. Use ISO form CG 2026. 8) AUTOMOBILE LIABILITY $1,000,000!,Combined Single'limit) C) WORKERS' NSATIQ N &EMPLOYERS LIABILITY Statutory benefits covering all employees injured or,the job by accident or disease as prescribed by Iowa Code Chapter 85 as amended. Coverage A Statutory—State of Iowa Coverage 8 Employers Liability Each Accident $100,000 Each Employee-Disease $100,000 Policy Limit-Disease $500,000 Policy shall include an endorsement providing a waiver of'subrogation to the City of Dubuque, Coverage B limits shall be greater if required by Umbrella Carrier. 0) UMBRELLA LIABILITY 51,000,000 Umbrella liability coverage must be at least following form with the underlying policies included herein. E) PROFESSIONAL LIABILITY $2,000,000 Page 27 of 30 Additions and Deletions Report for AIA OM Document B101 Tu- 2007 This Additions and Deletions Report,as defined on page 1 of the associated document,reproduces below all text the author has added to the standard form AIA document in order to complete it,as well as any text the author may have added to or deleted from the original AIA text.Added text is shown underlined.Deleted text is indicated with a horizontal line through the original AIA text. Note: This Additions and Deletions Report is provided for information purposes only and is not incorporated into or constitute any part of the associated AIA document.This Additions and Deletions Report and its associated document were generated simultaneously by AIA software at 16:11:32 on 09/09/2014. PAGE 1 AGREEMENT made as of the 25 day of August in the year 2014 The City of Dubu ue 50 West 13r i Street Dubuque, IA 52001-4805 Selser Schaeffer Architects 240 West 2`1 Street Dubuque. IA 52001 Multicultural Family Center 1 157 Central Avenue Dubuque,JA Renovation of the existing 15,000 square fOOt Multicultural Family Center located at l 157 Central Avenue,Dubuque, TA. The renovation project will consist of remodeling,the entry area and activit area on the first floor, complete demolition and renovation of the second floor for new office space including new building systems;and the required stntctural improvements in the basement for the installation of an elevator. PAGE 2 e PFOjee4. Architect's Consultants retained under Basic Services: Structural Consultant I-lootingCovote LLC 1553 W Morley Elizabeth.IL 61030 Nlechanical!Electrical/_P_lu_m_bint Constiltant MEP Engineers 374 BlutfStreet Dubuque, 1A 52001 Additions and Deletions Report for AIA Document 8101`"-2007(formerly B1511"-1997),Copyright Ca%1974. 1978, 1987 1997 and 2007 by The American Institute of Architects.All rights reserved.WARNING This AIA Docuinerit is protected by U S Copynght Law and International Treaties.Unauthorized � reproduction or distribution of this AiA' Document or any portion of<-t,may result in severe civil and criminal penalties,and will be prosecuted to the maximum extent possible under the taw.This document was produced by AIA software at 16:11 32 on 09/09!2014 under Order No 2929435675.,1 which expires on 0311112015.and is not for resale. User Notes: (8456300361 February 1.2015 November 20, 2015 PAGE 3 Net € E5'pe',and limits ci Agreet:nef? ,if�tty i See attached Insurance Schedule C See attached Insurance Schedule C See attached Insurance Schedule C See attached Insurance Schedule C PAGE 8 4.1.1 Programming____ 1 Not Provided 4.1.2 Multiple preliminary designs Not Provided Architect Part of Basic Services fee. Refer to 4.1.3 Measured drawings _ Section 4.2.1 for sca e of work. Architect Part of Basic Services fee. Refer to 4.1.4 Existin,facilities surveys Section 4.2.2 for scope of work 4.1.5 Site Evaluation and Planning(B203Th1 2007) Not Provided 4.1,6 Building,information modeling Not Provided 4.1.7 Civil en Tineerin r Not Provided 4.1.8 Landscape desip Not Provided 4.1.9 Architectural interior Design(B252T111-2007) Not Provided 4.1.10 Value Analysis B204T11-2007) Not Provided 4.1.11 Detailed cost estimating Not Provided 4.1.12 On-site pr9ject representation Not Provided 4.1.13 Conformed construction documents Not Provided 4.1.14 As-Designed Record drawings Not Provided 4.1.15 As-Constructed Record drawin� Not Provided 4.1.16 Post occupancy evaluation Not Provided 4.1.17 Facility Support Services(62101"r-2007) Not Provided 4.1.18 Tenant-related services Not Provided 4.1.19 Coordination of Owner's consultants Not Provided 4.1.20 Teleconununicationsodata design Not Provided § 4,1.21 Security Evaluation and Planning Not Provided (B2061111-2007) Additions and Deletions Report for AIA Document 8101'"-2007(formerly B151""-•1997).Copyright O 1974,1978.1987,1997 and 2007 by The American Institute of Architects.All rights reserved.WARNING This AIA" Document-s protected by U.S Copyright Law and International Treaties Unauthorized 2 reproduction or distribution of this AIA' Document or any portion of it.may result m severe elvil and criminal penalties and wlll be prosecuted to the maximum extent possible under the taw This document was produced by AIA software at 1&11:32 on 0910912014 under Order No 292g435675_1 which expires on 03/1112015,and is not for resale User Notes: (845630036i 4.1.22 Commissionin 1321 ITM-20077 Not Provided 4.1.23 Extensive environmentally responsible design- Not Provided 4.1.24 LEED' Certification 13214T111-2007 Not Provided 4.1.25 Fast-track design services Not Provided 4.1.26 Historic Preservation B205TM--20077 Not Provided § 4.1.27 Furniture,Furnishings,and Equipment Design Architect Part of Basic Services fee. Refer to (B253TM-2007) Section 4.2.3 for sco a of work 4.1.28 Exterior Design Architect Additional Service fee. Refer to Section 4.2.4 for sc a of work PAGE9 4.2.1 -Measured Drawl s-The Architect will provide measured drawings of the existing facili to the extent to perform the scope of work for this project. 4.2.2-Existin Facilities Survey-The Architect and Architect's consultants will perform a facili1y survey for the facility to perform the scope of work for this project including a structural evaluation and an evaluation of the HVAC systems.This includes the feasibility,study for expanding the second floor to the west and matching the first floor footprint. 4.2.3-Furniture,Furnishing,,Eggipment Design-The Architect will select the material,color and fabric for the new office furniture to be located on the second floor.This is anticipated to be 6 offices 4 open work stations conference room furniture and lobby furniture. 4.2.4-Exterior Design Stedy-Develop one concept to renovate the East facade,front sidewalk and building signage. The final deliverable will be an exterior rendering and cost opinion. Compensation for this additional service will be a fixed fee in the amount of$6.000.00. PAGE 10 1 Two(2)reviews of each Shop Drawing, Product Data item,sample and similar submittal of the Contractor jeet dtifitigtHf3stf w4ion 13 )ifispeefi .3 One( 1 )inspection per phase for any portion of the Work to determine whether such portion of the Work is substantially complete in accordance with the requirements of the Contract Documents .4 ( -)inspee6ea.ts-One f l_Linspection per phase for any portion of the Work to determine final completion § 4.3.4 If the services covered by this Agreement have not been completed within fourteen( 14 )months of the date of this Agreement,through no fault of the Architect,extension of the Architect's services beyond that time shall be compensated as Additional Services. PAGE 13 § Q , all ain st a at;they mtly ha s set fef4h in MA Doetiment AN i 2007, t it��-arrti-o-tw- ,. *vi dtant!s, agents and empleyees of any afthein 41 44' PAGE 14 (X] Arbitration pursuant to Section 8.3 of this Agreement Additions and Deletions Report for AIA Document B101——2007(formerly B151 TM a 1997).Copyright O 1974,1978,1987,1997 and 2007 by The American Institute of Architects.All rights reserved.WARNING:This AIA` Document is protected by U..S.Copyright craw and Internationai Treaties Unauthorized 3 reproduction or distribution of this AIA` Document,or any portion of it,may result in severe civil and criminal penalties,and will be prosecuted to the maximum extent possible under the law This document was produced by AIA software at 16:11:32 on 09109/2014 under Order No.2929435675_1 which expires on 03111{2015,and is not for resale. User Notes: (845630036) 8.3.4 GGINISOLIDATION OR J10INDE f4.14.4-Bith�rt3 at-itS � Remayt alt a�bitrati<�n a 1 �z.,t�;;tlf a+�g` ...r,,._arbilfaii to ,.hieh it, provided that(1-)theaFWret��. n ratie , 'ria the employ fi>aterielly-slt"ar- 4 ng arbi;ra#erl(s). a 8,3.4.2 Eith .,may.±;til 4wretie* ttiay4nelude by-j,(W"ersans,oF emit,. substantially involve#in sat{ttt} z it ;f tt itrtttiA d that the art sough!.to be ;ned.ease..- inder. Cement to Fbi(,e4i'm+4fineIYing ail-addi-tional perso"r© entity,hall rt*..r.ns!i,,!,e. °nl, lo.f bits ' tvatfeF4n-goe.4wft-" T . . . ef-and A>zlttWcst- Itk, _ettt4y-made-E♦-Par-ty-tethis Seetieft9.3;whether by':Hittde the same-rght��„�eir and eoaselidntio". tlte(�ter�tnd Ar-ehi . PAGE 15 § 10.1 This Agreement shall be governed by the law of the place where the Project is located,except that if the parties have selected arbitration as the method of binding dispute resolution,the Federal Iowa Arbitration Act shall govern Section 8.3. PAGE 16 10.9 INDEMNIFICATION To the fullest extent permitted by law,Architect shall indenlnify and hold harntless the City,its officers,agents,and employees from and against all claims damages, losses and expenses,including but not limited to attonle s' fees arising out of or resulting frotn performance of the Contract,provided that such claim damages, loss or expense is attributable to bodily_iniury,sickness.disease or death,or iniury to or destruction of property including loss of use resulting therefrom,but only to the extent caused by neglikent acts or omissions of the Architect,Architect's subconsultant or anyone directly or indirect) em loved b Architect or Architect's subconsultant or anyone for whose acts Architect or Architect's subconsultant may be liableprovided that Architect shall not indemnify for or have 1e gal liability for dama re loss or expense to the extent caused by a party inden nitied hereunder ora person for whom Architect is not legally liable. fb sert Com ensatiori for Basic Services will be a fixed fee in the amount of Nit et y Nine Thousand Six Hundred Fitly Dollars &9,650,00)and will be billed_in_the following phases: Phase 100 Project Management 515,000.00 Phase 200 Predesign 58.000.00 Phase 300 Design Phase S42,150.00 Phase 100 Construction Phase S27 500.(X) Phase 500 Quality-Assurance/Quality Control S7,000.0 rtrtrl+-l#t► r:,at y list ,. fie eis-;Hh Exterior Desi g 1 Studer _ S6,000.00 Additions and Deletions Report for AIA Document 81011"-2007(formerly 8151 T"-1997),Copyright.a 1974,1978,1987,1997 and 2007 by The American Institute of Architects.AIi rights reserved.WARNING. This AIA' Document is protected by U 5 Copyright Law and international Treaties.Unauthorized 4 reproduction or distribution of this AtA' Document:or any Portion at it•may result in severe civil and criminal penalties.and will be prosecuted to the maximum extent possible under the law.This document was produced by AIA software at 16:11:32 an 09009/2014 under Order No.2929435675_1 which expires on 03111/2015,and is not for resale. User Notes: (845630036) if additional services are necessary and a scone of work can be clearly defined a fixed fee will be submitted for approval. In the event a scope of%vork is undefined, following Owner approval,the work will be billed on an hourly basis only_unon Owner's written authorization to proceed with each occurance. Current hourly rates,at time of execution of this Afrreement,are listed in Article 11.7. § 11.4 Compensation for Additional Services of the Architect's consultants when not included in Section 11.2 or 113, shall be the amount invoiced to the Architect plus tin percent( 10`%),or as otherwise stated belaw7 pereent Ierwant� fefeeal� (hose i4 n pereen! 4-00 %4 Selser Schaefer Architects Principal Architect $175.00 Interior Designer $130.00 Associate Principal _ S165.00 Architect Iii!Des, gmer III. 5140.00 Project Manager $165.00 Architect 1.1E Designer 11 S130.00 Proiect DesiLmer $150.00 Architect I/ Desimmer I S110.00 Contract Administrator SI50.00 Administrative S70.00 Hootine Cov_ote LLC Principal S175.00 Project Engineer 5124.00 Graduate Engineer _ S105.00 CAD 575.00 MEP Enaineers Principal Engineer $95.00 En,ineer.'Desi ner 1 595,00 Employee OF GaiOgGFY F.-Ae PAGE 17 § 11.8.2 For Reimbursable Expenses the compensation shall be the expenses incurred b} the Architect and the Architect's consultants plus ten percent( 10 1'o)of the expenses incurred. Additions and Deletions Report for AIA Document B101'" -2007(formerly B151"'-1997).Copyright 411974 1978,1987,1997 and 2007 by The American institute of Architects.All rights reserved,WARNING: This AIA' Document is protected by U S Copyright Law and Internationat'treaties Unauthorized 5 reproduction or distribution of this AiA' Document or any portion of it,may result in severe civil and c€iminal penalties and will be prosecuted to the maximum extent possible under the law This document was produced by AIA software at 16:11:32 on 09!0912014 under Order No.2929435675_1 which expires on 03611/2015:and is not for resale. User Notes: (845630036) § 11.10.1 An initial payment of f&—}zero SU.UU1shall be made upon execution of this Agreement and is the minimum payment under this Agreement. It shall he credited to the Owner's account in the final invoice. § 11.10.2 Unless otherwise agreed,payments for services shall be made monthly in proportion to services performed. Payments are due and payable upon presentation of the Architect's invoice.Amounts unpaid thirty( 30)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. t-ralt-of monthly eret ! Werest ag-eed apm ; 1_5°il monthly PAGE 18 :2---AlA D)eiif'tTe nt-1!S201"tr�.v7, Dig'}te t,if eompl{iteda,-of the;oNowing. Exhibit A Work Breakdown Structur Andrew McCready,AIA Additions and Deletions Report for AIA Document 81011"-2007(formerly B15110-1997).Copyright(sD 1974.1978,1987,1997 and 2007 by The American Institute of Architects.Ali rights reserved.WARNING: This AIA' Document is protected by U.S.Copyright Law and international treaties.Unauthorized 6 reproduction or distribution of this AIA Document or any portion of it.may result in severe civil and criminal penalties,and will bm prosecuted to tl+e maximum intent possible under the taw This document was produced by AIA software at 16"11,32 on 09/09/2014 under Order No.2929435675._1 which expires on 03111/2015.and is not for resale. User Notes: 18456300361 Cer#ification of Document's Authenticity AIPI Document D40 TIM - 2003 [, Andrew McCready, hereby certify, to the best of my knowledge, information and belief, that I:seated the attached final document sinnultaneously with its associated Additions and Deletions Report and this certification at l6.l 1:32 on 09/09/1-014 under Order No. 2929435675 I from AfA Contract Documents software and that in preparing the attached final document t made no changes to the original text,of AIA'"Document B10IT`1 -2007, Standard Fortis of Agreement Be(ween Owner and Architect,as published by the AIA.in its software,other than those additions and deletions shown in the associated Additions and Deletions Report. } (Signed) AIA. - — -- (Title! !1)utc�cll AIA Document D401 "-2003 Copyryht 0 1992 and.'.003 by rho;Amer ran institute of Architects.AIt eights reserved.SAF NTNG This AIA tkr urutn4 rs protevori uy�1'y rathom'. joc wnetot,of any porttart of 4 may cesatlt dra se a Ira fist; rhes document was produced by AIA software at iii+'32 3n )yf0%201a.order Order No.1929435675„1 mh,ch expires an 011 t 2013 and s iot nor resale User Notes. 975630036) site =AIA Document B1017p - 2007 Standard Form of Agreement Between Owner and Architect AGREEMENT made as of the 24 day of May in the year 2016 BETWEEN the Architect's client identified as the Owner: ADDITIONS AND DELETIONS: The City of Dubuque The author of this document has 50 West 13ib Street added iaformaton needed far its completion.The author may also Dubuque,U 52001-0805 have ravisetl the text of the original j and the Architect: AIA standard form.An Additions and Deklions Report that new Wood Selser Schaefer Architects the as well as revisions to Ne standard farm text is available 240 West 2"Street tram the author and should be Dubuque,LA 52001 reviewed.A vesical line in the left margin of this document indicates for the following Project: where the author has added necessary information and where Mathias Ham House the author has added to or deleted 2241 Lincoln Ave. tram the original AIA text. Dubuque,IA 52001 This document has impatent legal Create bid documents,plans,specifications and provide connect admconsequences.Consultation wlth aninistration for attorney is encouraged with respect rehabilitation work of the exterior faSade.Documents will be in accordance with the to its completion or modification. Secretary of the interiors Standards for the Treatment of Historic Properties and the National Park Service(NPS)Technical Preservation Services Technical Perseveration Griefs. The Owner and Architect It ee as follows. Init. AIADecuhas nt6101^-2047(formed,6151•-107).Copyrghl®1974.1978.1907.1997 and 2807 by The Amencan leatlde of Ammonite.At rights deems WARNING.TILS AIA0ocurinse buinund ny 0 S.euayruhl Law arta lnt.nuninum T,emini.aun u .n c eru.n.c1su nr tlistriauuan .� ul Ibis AIA Doemnanl.o anV Vonian olll,nldy result iV 3avera avll apt er nal Vm191two.and will ae ure' wawa mo mumu...auiim Im-fiap under lhE new This decumentwas produced by AW saMere at Moore an 052412018 uMer Ordx No8a89740216 1 which eapres an 0011&2017,and is not for resale. Dsm Note: 09195009)81 TABLE OF ARTICLES 1 INITIAL INFORMATION 2 ARCHITECT'S RESPONSIBILITIES 3 SCOPE OF ARCHITECT'S BASIC SERVICES 4 ADDITIONAL SERVICES 5 OWNER'S RESPONSIBILITIES 6 COST OF THE WORK 7 COPYRIGHTS AND LICENSES 8 CLAIMS AND DISPUTES 9 TERMINATION OR SUSPENSION 10 MISCELLANEOUS PROVISIONS 11 COMPENSATION 12 SPECIAL TERMS AND CONDITIONS 13 SCOPE OF THE AGREEMENT EXHIBITA INITIAL INFORMATION ARTICLE 1 INITIAL INFORMATION § 11 This Agreement is based on the Initial Information set forth in this Article I and in optional Exhibit A.initial Information: Architect's Consultants retained under Basic Services: Historic Preservation Consultant Walter Sedovic Architects One Bridge Street,Suite One Irvington,NY 10533 § 1,2 The Owner's anticipated dates for commencement of construction and Substantial Completion of the Work are set forth below: .1 Commencement of construction date: September 19,2016 .2 Substantial Completion date: December 9,2016 § 1.3 The Owner and Architect may rely on the Initial Information. Both parties,however,recognize that such information may materially change and,in that event,the Owner and the Architect shal I appropriately adjust the schedule.the Architect's services and the Architect's compensation. rash AIADocum9ntm011--2007(sonnerdy B151'e-1997).CopynghtO1974,1979,1987.199]ard2007by Th6Aneddan lnerlNre orArtnilede.Abrights r onde E.WARNING Tina AA 9-111enl an prprOdoJ by 05 CopynNn Law andlon,nadanal rrBarus.on—dr.RB<I mprpJUCllpn Or rried.d.bpn 2 .(Ilrls 4nA oo[uman. o my p.r an d ll,maY ras Il m severe[rvil and;Indo.1-and'as,and-11 be pros-erred In lhn 111—ndn"Gun'possible Inods.'..law This do b.1 was produced dr, re y AIAdsAaar16:0390 bn 051242016 order order N.A889740216_I whichemireepn031Im017.entlds .ad bar rebate. beer Netee: (19195008]0) ARTICLE 2 ARCHITECT'S RESPONSIBILITIES § 2.1 The Architect shall provide the professional services asset forth in this Agreement. $ 2.2 The Architect shall perform its services consistent with the professional skill and care ordinarily provided by architects practicing in the same or similar locality under the same or similar circumstances.The Architect shall perform its services as expeditiously as is consistent with such professional skill aril care and due orderly progress of the Project. § 2.3 The Architect shall identify a representative authorized[o act on behalf of the Architect with respect to the Project. § 2.4 Except with the Owner's knowledge and consent,the Architect shall not engage in any activity,or accept any employment,interest or contribution that would reasonably appear to compromise the Architect's professional judgment with respect to this Project. § 2.5 The Architect shall maintain the following insurance for the duration of this Agreement.If any of the requirements set forth below exceed the types and limits the At annually maintains,the Owner shall reimburse the Architect for any additional cost: .1 General Liability See attached Insurance Schedule C .2 Automobile Liability See attached Insurance Schedule C .3 Workers'Compensation See attached Insurance Schedule C ,4 Professional Liability See attached Insurance Schedule C ARTICLE 3 SCOPE OF ARCHITECT'S BASIC SERVICES § 3.1 The Architects Basic Services consist of[hose described in Article 3 and include usual and customary structural,mechanical,and electrical engineering services.Services not set forth in this Article 3 are Additional Services. § 3.1.1 The Architect shall manage the Architect's services,consult with the Owner,research applicable design criteria,attend Project meetings,communicate with members of the Project team and report progress to the Owner. § 3.1.2 The Architect shall coordinate its services with those services provided by the Owner and the Owner's consultants.The Architect shall be endued to rely on the accuracy and completeness orservices and information furnished by the Owner and the Owner's consultants.The Architect shall provide prompt written notice to the Owner if the Architect becomes aware of any error,omission or inconsistency in such services or information. § 3.1.3 As soon as practicable after the date of this Agreement.the Architect shall submit for the Owner's approval a schedule for the performance of the Architect's services.The schedule initially shall include anticipated dates for die commencement of construction and for Substantial Completion of the Work as set forth in the Initial Information. The schedule shall include allowances for periods of time required for the Owner's review,for the performance of the Owner's consul tams,and for approval of submissions by authorities having jurisdiction over the Project Once approved by the Owner,time limits established by the schedule shall not,except for reasonable cause,be exceeded by the Architect or Owner.With the Owner's approval,the Architect shall adjust the schedule,if necessary,as the Project proceeds until the commencement ofconstruction. (nit. MArocament 0101'"-2007(forial Bl51W-1097).Gopyn9hl®1914,1978.1987.1997 and 2907sy The Amencan lns9rureofkantecr.All rights MEelyed WARNING Tlis NA em;omanl is prolectwl by U S Copyright Law And Inlemnllondl reallos.ILmulborac0 reproducllan or NSIr,INnon .3 uI Trs AIA nocumo o a Iy ootlmn of it,may resell N ie,wre-0 and clop nal o,ol Io 105.and will be prnyeculetl to l lm men—oo wool. n—on". au l.,dm law TNA dowm5n1wai produced by AIA soaware at 16:03:C0 on OW2412016 under Order No.88897n0216 1 wNch expires on 01112@017.and is rlul kr resale. User Notes: (1919500876) § 3.1.4 Fie Alchi reel shall not be responsible For an Owner's directive or substitution made without the Architect's approval. § 3.1.5 The Architect shall,at appropriate rimes,contact the governmental authorities required to approve the Contraction Documents and the en ii6es providing utility services to the Project.In designing the Project,the Architect shall respond to applicable design requirements imposed by such governmental authorities and by such entities providing utility services. § 3.1.6 The Architect shall assist the Owner in connection with die Owner's responsibility for filing documents required for the approval of governmental authorities having jurisdiction over the Project. (Paragraphs deleted) § 3.1.7 BUILDING ENVELOPE INVESTIGATION REPORT(PHASE 206—PRE-DESIGN PHASE) § 3.1.7.1 The Architect and Architect's consultants shall perform a visual and photographic investigation to evaluate the existing building envelope.This investigation will confirm the existing conditions of the building materials, types of materials,areas in need of repairs and recommendation of repairs. § 3.4 CONSTRUCTION DOCUMENTS PHASE SERVICES PHASE 300—DESIGN PHASE) § 3.4.1 Based on the Owner's approval of the Building Envelope Investigation Report and Cost Opinion,and on the Owner's authorization of any adjustments in the Project requirements and the budget For the Cast of the Work,the Architect shall prepare Construction Documents For the Owner's approval.The Construction Documents shall illusnste and describe the Further development of the approved Design Development Documents and shall consist of Drawings and Specifications setting forth in detail the quality levels of materials and systems and other requirements for the construction of the Work.The Owner and Architect acknowledge that in at to construct the Work the Contractor will provide additional information,me]uding Shop Drawings,Product Data.Samples and other similar submittals,which the Architect shall review in accordance with Section 3.6.4. § 3.4.2 The Architect shall incorporate into the Construction Documents the design requirements of governmental authorities having jurisdiction over the Project. § 3.4.3 During the development of the Construction Documents,the Architect shal I assist the Owner in the development and preparation of(1)bidding and procurement information that describes the time,place and conditions of bidding,including bidding or proposal forms:(2)the form of agreement between the Owner and Contractor;and(3)the Conditions of the Contract for Construction(General,Supplementary and other Conditions). The Architect shall also compile a project manual that includes the Conditions of the Contract for Construction acid Specifications and may include bidding requirements and sample farms. § 3.4.4 The Architect shall update the estimate for the Cost of the Work. § 3.4.5 The Architect shall submit the Construction Documents to the Owner,advise the Owner of any adjustments to the estimate of the Cost of the Work,take any action required under Section 6.5,and request the Owner's approval. § 3.5 BIDDING OR NEGOTIATION PHASE SERVICES § 3.5.1 GENERAL The Architect shall assist the Owner in establishing a list of prospective contractors.Following the Owner's approval of the Construction Documents,the Architect shall assist the Owner in(1)obtaining either competitive bids or negotiated proposals;(2)confirming responsiveness of bids or proposals;(3)determining the successlbl bid or proposal,if any; and,(4)awarding and preparing contracts for construction. § 3.5.2 COMPETITIVE BIDDING § 3.5.2.1 Bidding Documents shall consist of bidding requirements and proposed Contract Documents. § 3.5.2.2 The Architect shall assist the Owner in bidding the Project by .1 procuring the reproduction of Bidding Documents for distribution to prospective bidders; Ini[ AIADacumenl 8101^-i007(amisia,8151'.-19 W1 Copyd8h1019A.Ms.1987,1897..2007 by ire AMerlc.nlraaruaidAmNbcS.Nl dghts Ma1Yed.WARNING rnrs NA Docwngnl6 prolnclatl Iry U o fpnY rgM1l Law anJ Irnernalmnal freul,cs.armull,onxerl mnNtl,mllun ur Jralnbulrml 4 nl lbrc AIA Document nr-1 W-111-I"J.Trio,.eau.,m sev§ur crvr n-n...M,Mn...... nnJ""ne OrOSecNeel to 0,— urmrr I�neulnl- 1 uain,,1,, .— This aocumeq was nr.ucedb,AIAs.M.re.lt6'.03.W..D512d12016.der. OMe'NOBB 7402161whim.,iaa.n03112a017.a..s .(kx resale (191950016)User Nobs: .2 distributing the Bidding Documents to prospective bidders,requesting their return upon completion of the bidding process,and maintaining a log ofelisMbution and retrieval and of the amounts of deposits, ifany,received from and returned to prospective bidders; .3 organizing and conducting a pre-bid conference for prospective bidders; .4 preparing responses to questions from prospective bidders and providing clarifications and interpretations of the Bidding Documents to all prospective bidders in the form of addenda:and .5 organizing and conducting the opening of the bids,and subsequently documenting and distributing the bidding results,as directed by the Owner. § 3.5.2.3 The Architect shall consider requests for substitutions,if the Bidding Documents permit substitutions,and shall prepare and distribute addenda identifying approved substitutions to all prospective bidders. § 3.5.3 NEGOTIATED PROPOSALS $ 3.5.3.1 Proposal Documents shall consist of propose requirements and proposed Contract Documents. § 3.5.3.2 The Architect shall assist the Owner in obtaining proposals by .1 procuring the reproduction of Proposal Documents for distribution to prospective contractors,and requesting their realm upon completion of the negotiation process; .2 organizing and participating in selection interviews with prospective contractors:and .3 participating in negotiations with prospective contractors,and subsequently preparing a summary report of the negotiation results,as directed by the Owner. § 3.5.3.3 The Architect shall consider requests for substitutions,if the Proposal Documents permit substitutions,and shall prepare and distribute addenda identifying approved substitutions to all prospective contractors. § 3.6 CONSTRUCTION PHASE SERVICES § 3.6.1 GENERAL § 3.6.1.1 The Architect shall provide administration of the Contract between the Owner and the Contractor as set forth below and in AIA Document A20ITN-2007,General Condidons of the Contract for Construction If the Owner and Contractor modify AIA Document A201-2007,those modifications shall not affect the Architect's services under this Agreement unless the Owner and the Architect amend this Agreement. § 3.6.1.2 The Architect shall advise and consult with the Owner during the Construction Phase Services.The Architect shall have authority to act on behalf of the Owner only to the extent provided in this Agreement.The Architect shall not have control over,charge of,or risponsibiliry for the construction means,methods,techniques, sequences or procedures,or for safety precautions and programs in connection with the Work,nor shall the Architect be responsible for the Contractor's failure to perform the Work in accordance with the requirements of the Contract Documents,The Architect shall be responsible for the Architect's negligent acts or omissions,but shall not have control over or charge of,and shall not be responsible for,acts or omissions of the Contractor or of any other persons or entities performing portions of the Work. § 3.6.1.3 Subject to Section 4.3,the Architect's responsibility w provide Construction Phase Services commences with the award of the Contract for Construction and terminates on the date the Architect issues the final Certificate for Political- 3.6.2 EVALUATIONS OF THE WORK § 3.6.2.1 The Architect shall visit the site at intervals appropriate in the stage of construction,or as otherwise required in Section 4.3.3,to become generally familia'with the progress and quality of the portion of the Work completed,and in determine,in general,if the Work observed 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 w make exhaustive or continuous mi inspections to check the quality or quantity of the Work.On the basis of the site visits,the Architect shall keep the Owner reasonably informed about the progress and quality of the portion of the Work completed,and report to the Owner(1)known deviations From the Contract Documents and from the most recent construction schedule submitted by the Contractor,and(2)defects and deficiencies observed in the Work. Ina AIA maSuseed 8101"'—=7(bmlany ai5lIli(e urchl®1974178.1987.197 AM 2007 by The American lnsi of Archilsa6.At rights ITVIS.WARNING rh15 AIA ocu omepl is oa1 ~Oy US COV lliflu Law 3 1 ummalrnnal Leelles 7 [a<I 1.1.0 re rixtro lon A,Jbriu.Ilon 55 reabuy ba n.1tankro anw 0idor 11 ll rbr,ukl in wrll bO Vr.Secuniou 11e —unkalbor Vuz ul, ( ur,oermr.lrw Thisdammentwde WIXlueed by AN Software at 16:03110 on OMN20161under Obta,tal.8a897402161 which usable on Oall WWI7 aM is nal fW resale. User Nobs: (191051 li § 3.6.2.2 The Architect has the authority to reject Work that does not conform to the Contract Documents.Whenever the Architect considers it necessaryor advisable,the Architect shall have the authority 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 responsibi Ii Ly 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. § 3.6.2.3 The Architect shall interpret and decide matters concerning performance under,and requirements of,the Contract Documents on written request of either the Owner or Contractor.The Architects response to such requests shall be made in writing within any time limits agreed upon or otherwise with reasonable promptness. § 3.6.2.4 Interpretations and decisions of the Architect shall be consistent with the intent ofand reasonably inferable from the Contract Documents and shall be in writing or in the form of drawings.When making such interpretations and 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 rendered in good faith.The Architect's decisions on matters relating to aesthetic effect shall be final if consistent with the intent expressed in the Contract Documents. § 3.6.2.5 Unless the Owner and Contractor designate another person to serve as an Initial Decision Maker,as that term is defined in ALA Document A201-2007,the Architect shall render initial decisions on Claims between the Owner and Contractor as provided in the Contract Documents. § 3.6.3CERTIFICATES FOR PAYMENT TO CONTRACTOR § 3.6.3.1 The Architect shall review and certify the amounts due the Contractor and shall issue certificates in such amounts.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 Section 3.6.2 and on the data comprising the Conrcactor's Application for PaymenS that,to the best of the Architect's knowledge, information and belief,the Work has progressed to the point indicated and that the quality of the Work is in accordance with the Contract Documents. The foregoing representations are subject(1)to an evaluation of the Work for conformance with the Contract Documents upon Substantial Completion,(2)to results of subsequent tests and inspections,(3)to correction of minor deviations from the Contract Documents prior to completion,and(4)to specific quali ficanons expressed by the Architect. § 3.6.3.2 The issuance of a Certificate for Paynnent 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 die Contract Sum. § 3.6.3.3 The Architect shall maintain a record of the Applications and Certificates for Payment. § 3.6.4 SUBMITTALS § 3.6.4,1 The Architect shall review the Conuactor's submittal schedule and shall not unreasonably delay or withhold approval.The Architect's action in reviewing submittals shall be taken in accordance with the approved submittal schedule or,in the absence ofan approved submittal schedule,with reasonable promptness while allowing sufficient time in the Architect's professional judgment to permit adequate review. § 3,6A,2 In accordance with the Architect-approved submittal schedule,the Architect shall review and approve or take other appropriate action upon the Contractur's submittals such as Shop Drawings,Product Data and Samples. but only for the limited purpose ofchecking for conformance with information given and the design concept expressed in the Contract Documents.Review ofsuch submittals is not for the purpose ofdetermimng the accuracy and completeness ofother information such as dimensions,quantities,and installation or performance ofequipment or systems, which are the Contmeror's responsibility.The Architeet's review shall not constitute approval ofsafety precautions or,unless otherwise specifically stated by the Architect,ofany construction means, methods, ala nocument 6101•"-2007(formerly 8151'"-1991 Copyright 019]4.19]9.1987.1991..d2007 by Th.Alnanean loatob a1 Mhilettt.NI n9M1ls It p,od. C' nyr6m law ann nmrnou gal mel : una,p,.oeu r Oo.dua d' heio., l noon - oler6 ro„al Penalre�u rwnl „ma „an ,.m 1 q ..e r a., 11, 1-, Tis ddcomen ens producer by Ola mXware.116'0300 m OWWO16 underOrder W38897402161 which a Mre5 on ON1212017.2M IS mol Or resale. user Notes: p91960La]67 techniques,sequences or procedures.The Architect's approval of specific item shall not indicate approval of an assembly of which the item is a component. § 3.6.4.3 If the Contract Documents specifically require the Contractor to provide professional design services at certifications by a design professional related to systems,materials or equipment.the Architect shall specify the appropriate performance and design criteria that such services must satisfy.The Architect shall review Shop Drawings and other submittals related to the Wok designed or certified by the design professional retained by the Contractor that bear such professional's seal and signature when submitted to the Architect.The Architect shall be endued to rely upon the adequacy,accuracy and completeness of the services,certifications and approvals performed or provided by such design professionals. § 3.6.4.4 Subject to the provisions of Section 4.3,the Architect shall review and respond to requests for information about the Contract Documents.The Architect shall set forth in the Contract Documents the requirements for requests for information.Requests for information shall include,at a minimum,a detailed written statement that indicates die specific Drawings or Specifications in need ofclarification and the nature of the clarification requested.The Architect's response to such requests shat l be made in writing within any time limits agreed upon,or otherwise with reasonable promptness. If appropriate,the Architect that l prepare and issue supplemental Drawings and Specifications in response to requests for information. § 3.6.4.5 The Architect shall maintain a record of submittals and copies of submittals supplied by the Contractor in accordance with the requirements of the Contract Documents. § 3.6.5 CHANGES IN THE WORK § 3.6.5.1 The Architect may authorize minor changes in the Work that are consistent with the intent of the Contract Documents and do not involve an adjustment in the Contract Sum or an extension of the Contract Time.Subject to the provisions of Section 4.3,the Architect shall prepare Change Orders and Construction Change Directives for the Owner's approval and execution in accordance with the Contract Documents. § 3.6.5.2 The Architect shall maintain records relative to changes in the Work. § 3.6.6 PROJECT COMPLETION § 3.6.6.1 The Architect shall conduct inspections to determine die date or dates of Substanda]Completion and the date of final completion;issue Certificates of Substantial Completion;receive firom the Contractor and forward to the Owner,for the Ownzr's review and records,written warranties and related documents required by the Contract Documents and assembled by the Contractor:and issue a final Certificate to, Payment based upon a final inspection indicating the Work complies with the requirements of the Contract Documents. § 3.6.6.2 The Architect's inspections shall be conducted with the Owner to check conformance of the Work with the requirements of the Contract Documents and to verify the accuracy and completeness of the list submitted by the Contractor of Work to be completed or corrected. § 3.6.6.3 When the Work is found to be substantially complete, the Architect shall inform the Owner about the balance of the Contract Sam remaining to be paid the Contractor,including the amount to be retained from Nle Contract Sum,if any, for final completion or correction of the Work. § 3.6.6.4 The Architect shall forward to the Owner the following information received train the Contractor-(1) consent of surety or sureties, ifany, to reduction in or partial release of retainage or the making of final payment;(2) affidavits,receipts,releases and waivers of liens or bonds indemnifying the Owner against liens:and(3)any other documentation required of the Contractor under the Contract Documents. § 3.6.6.5 Upon request of the Owner,and prior to the expiration of one year from the date of Substantial Completion,the Architect shall,without additional compensation,conduct a meeting with the Owner to review the facility operations and performance. Init. AIA Doapmeat B101m-2007(formedy 8151^`-1997).capyngnt®1974.)978.190],IN7.M 2007by The Annual lmnWle of Amble[..All dahu hibsoad.WARNING This AIA Donn tanks uroleaed w U 5 Cohyrio,t Law ane lnts,nat nil Treaies.U,,Iutl nrUed'aproducaon a Nsrnbuuon T or u Als 0--11 a A, 01-.1.1 m -11,p wJ and cnml�ul nenallles.-h w111 bu pmsav'Yled l.,I.mesannln aa10n1 ensslbl• r iris nm law This 6acumens was proaucea by Alk software.116!030).n OW02010 unite-ONer No8889702181wiicM1 evyson.n 03I12M017.aM Is nos as resale. Use.Noses: ('9195976,6) ARTICLE 4 ADDITIONAL SERVICES § 4.1 Additional Services listed below are not included in Basic Services but maybe required for dm Project.The Architect shall provide the listed Additional Services only if specifically designated in the table below as the Architect's responsibility,and the Owner shall compensate the Architect as provided in Section 11.2. (Designate the Additional Services the Architect shall provide in the second column of the table beim, b1 the third column indicate N9Fether the service description is located in Section 4.2 at-in an attached exhibit. /fin an echibit. Identify the exhibit.) Additional Services Responsibility Location of Service Description /Architect, Owner (Section 4.2 belouvartrr an exhibit or attached to Nlisdocarnentand Not Provided) identified beloa9 4.1.1 Pro mmin Not Provided 4.1.2 Multiple Preliminary designs Not Provided 0.1.3 Measured drawings Architect Part of Basic Services fee. Refer ILIA Existing facilities surveys to Section 4.2.2 for scope of work 4.1.5 Site Evaluation and Planning B203T"-2007) Not Provided 4.1.6 Building information modeling Not Provided 4.1.7 Civil rn ineerin Not Provided 4.1.8 Landscape desiLn Not Provided li 4.1.9 Architectural Interior Des lLm(B252TN-2007 Not Provided 4.1.10 Value Mel is JB204'^!2007) Not Provided 4.1.11 Detailed cost estimating Not Provided 4.1.12 On-site projectreresentabon Not Provided 4.1.13 Confound construction documents Not Provided 0.1.14 As-Designed Record drawings Not Provided 4.1.15 As-Constructed Record dradants Not Provided 4.1.16 Post occupancy evaluation Not Provided 0.1.17 Facility Support Services B210Th�2007) No(Provided 0.1.18 Tenant-related services Not Provided 4.1.19 Coordination of Owner's carsultants Not Provided 4.1.20 Tclecommunications/data design Not Provided § 4.1.21 Security Evaluation and Planting Not Provided (62066 "-2007) 4.1.22 Commissionin B21 F--2007) Not Provided 4.1.23 Extensiveenvironmentell res onsibledesi Not Provided 0.1.24 LEE. Certification B2141"-2007) Not Provided 4.1.25 Fest-track desi services Not Provided 4.1.26 Esmric Preservation(B205r6 007) Not Provided § 4.1.27 Fumiture,Furnishings,and Equipment Design (B253T.-2007) § 4.2 Insert a description of each Additional Service designated in Section 4,1 as the Architects responsibility,if not further described in an exhibit attached to this document. § 4.2.2-Existing Facilities Survey-The Architect and Architect's consultants will perform a visual and photographic exterior Facility survey for the Facility to perform the scope of work for this project. ImiL AIA Document 13101^—MDT(foressAY 13151^—1997).LAlYdght®W74.1978,1987.1997 and tom by The American nefitule of Amhdans.NO debts reserved.WARNING ThIS NA- Document IS ufDNWea by a a eouYrrNnl Law ana Inlnrnass, ,resile,..,,a I....d runrou. ....ur.s trbuaon g r IIm PIA DOoumenl ur say l>✓'nion or 1.Til Maul)nr sererq:rvll and :mMIA nen,aws,and.." I.Wusuneetl to lae.nacrmua abnl nossrbW t a.,n,.law This document was aradlced by AIA sonwaraat 16:03:Go on 0512412016 under GNer W.88897402161 Attain Wine an 0WV12017,W is mol far resale, uaer Notes: (1519WW76) § 4.3 Additional Services maybe provided after execution of this Agreement,without invalidating die Agreement. Except for services required due to the fault of the Architect,any Additional Services provided in accordance with this Section 4.3 shall entitle the Architect to compensation pursuant to Section 11.3 and an appropriate adjustment in the Architect's schedule. § 4.3.1 Upon recognizing the need to perform the following Additional So vices, the Architect shall notify the Owner with reasonable promptness and explain die facts and circumstances giving rise to the need.The Architect shall not proceed to provide the following services until the Architect receives the Owner's written authorization: .1 Services neceasitsled by a change in the[in us[Information,previous instructions or approvals given by the Owner,or a material change in the Project including,but not limited to,size,quality, complexity, the Owner's schedule or budget for Cost of the Work,or procurement or delivery method; 2 Services necessitated by the Owner's request for extensive environmentally responsible design al tematives,such as unique system designs,in-depth material research,energy modeling,in LEEDID certification; .3 Changing or editing previously prepared Instruments of Service necessitated by the enactment or revision of codes,laws or regulations or official interpretations; A Services necessitated by decisions of the Owner not rendered in a timely manner or any other failure of perforrnance on the part of the Owner a the Owner's consultants or contactors; .5 Preparing digital data for transmission to the Owner's consultants and contractors,or to other Owner authorized recipients: .6 Preparation of designand documentation for Alternate bid or proposal requests proposed by the Owner; .7 Preparation for,and attendance at,a public presentation,meeting or hearing; .8 Preparation for,and attendance at a dispute resolution proceeding or legal proceeding,except where the Architect is party thereto; .9 Evaluation of the cashfications of bidders or persons providing proposals; .10 Consultation concerning replacement of Work resulting from fire or other cause during construction; or .11 Assistance to the Initial Decision Maker,if other than the Architect. § 4.3.2 To avoid delay in the Construction Phase,the Architect shall provide the following Additional Services, notify the Owner with reasonable promptness,and explain the facts and circumstances giving rise to the need.If the Owner subsequently determines that all or pans of those services are not required,the Owner shall give prompt written notice to the Architect,and the Owner shall have no hardier obligation to compensate the Architect for those services: .1 Reviewing a Contractor's submittal out of sequence from the submittal schedule agreed to by the Architect; .2 Responding to the Combat requests for information that are not prepared in accordance with the Contract Documents or where such information is available to the Contractor from a careful study and comparison of the Contact Documents,field conditions,other Owner-provided information, Contractor-prepared coordination drawings,or prior Project correspondence or documentation; .3 Preparing Change Orders and Construction Change Directives that require evaluation of Contractor's proposals and supporting data,or the preparation or revision of Instruments of Service; .4 Evaluating an extensive number of Claims as the Initial Decision Maker; .5 Evaluating substitutions proposed by the Owner or Contactor and making subsequent revisions to Instruments of Service resulting therefrom;or .6 To the extent the ArchitecCs Basic Services are affected,providing Construction Phase Services 60 days after(1)the date of Substantial Completion of the Work or(2)die anticipated date of Substantial Completion identified in Initial Information,whichever is earlier. § 4.3.3 The Architect shell provide Construction Phase Services exceeding the limits set forth below as Additional Services.When the limits below are reached,the Architect shall notify the Owner: .1 Two(2 )reviews of each Shop Drawing,Product Data item,sample and similar submittal of the Contractor .2 Construction Duration is longer than 12 weeks. All Document 8181^—U07(folmady 8151^-I 1.copyrights,1974,1978.1987,1997 AN M07 by Th.Amedcen IAl of Ambiale s.All ral Iplt. yymd.WARNING Tn,a AIA all,neem ie phn8cled by U 5.Corinth.Law min!Imernallonsl mottos u anomdaAh,epmdudlon or school nll an ',ItI in AIA DoCmo p any pmUUl�n1.1.may mean of severe cith And crminal penares.and will he pro m mmm nod thy nan �n aem postal, 8 ( andel am law This document Andypmilased WAIA SOR,vare.116:03.00 ch(AMA2o16 under order N0888974o21a-1 when yaplra50d 011112017.and i3 not for saute. U.Nmrs: (1919 60 0 9 78 7 .3 One( 1 )inspection pie phase for any portion of the Work to determine whether such portion of the Work is substantially complete in accordance with the requirements of the Contract Documents .4 One( I )inspection per phase for any portion of the Work to determine final completion § 43.4 If the service covered by this Agreement have nor been completed within twelve( 12 )months of tiro date of this Agreement,through no fault of the Architect extension of the Architects services beyond that time shall be compensated as Additional Services. ARTICLE 5 OWNER'S RESPONSIBILITIES § 5.1 Unless otherwise provided for under this Agreement, the Owner shall provide information in a timely manner' regarding requirements for and limitations on the Project,including a written program which shall set forth the Owner's objectives,schedule,constraints and criteria,including space requirements and relationships.Flexibility. expandability,special equipmen4 systems and site requirements.Within li days after receipt of a written request from the Architect,the Owner shall furnish the requested information as necessary and relevant for the Architect to evaluate,give notice of or enforce lien rights. § 5.2 The Owner shall establish and periodically update the Owner's budget for the Project,including(1)the budget for the Cost of the Work as defined in Section 6.1;(2)die Owner's other costs;end(3)reasonable contingencies related to all of these costs.If die Owner significantly increases or decreases the Owner's budget for the Cost of the Work,the Owner shall notify the Architect.The Owner and the Architect shad thereafter agree to a corresponding change in the Project's scope and quality. § 5.3 The Owner shall identify a representative authorized to act on the Owner's behal f with respect to the Project. The Owner shall render decisions and approve the Architects submittals in a timely manner in order to avoid unreasonable delay in the orderly and sequential progress of the Architect's services. § 5.4 The Owner shall fumish surveys to describe physical characteristics,legal limitations and utility locations for die 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 strictures:designated wetlands; 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. § 5.5 The Owner shall famish services of geotechnical engineers, which may include but are not limited to test borings,test pits,dete ninati(aha of soil bearing values.percolation tests,evaluations of hazardous materials,seismic evaluation,ground corrosion tests and resistivity tests,including necessary operations for anticipating subsoil conditions,with written reports and appropriate recenunendatiuns. § 5.5 The Owner shall coordinate the services of its own consultants with those services provided by the Architect. Upon the Architect's request,the Owner shal I furnish copies of the scope of services in the contracts between the Owner and the Owner's consultants.The Owner shall famish the services of consultants other than these designated in this Agreement,or authorize the Architect to fumish them as an Additional Service. when the Architect requests such services and demonstrates that they are reasonably required by the scope of tle Project. The Owner shall require that its consultants maintain professional liability insurance as appropriate to the services provided. § 5,7 The Owner shall famish tests,inspections and reports required by law or the Contract Documents,such as structural.mechanical,and chemical tests,tests for air mid water pollution,and tests for hazardous materials. § 5.8 The Owner shall famish all legal,insurance and accounting services, including auditing services. that may be reasonably necessary at any time for the Project to meet the Owner's needs and interests. § 5.9 The Owner shall provide prompt written notice to the At if the Owner becomes aware of any fault of defect in die Project, including annus,omissions or inconsistencies in the Architect's Instruments of Service. § 5.10 Except as otherwise provided in this Agreement,u'when direct communications have been specially authorized,the Owner shall endeavor to communicate with the Contractor and the Architect's consultants through halt. reserved. Document Blot^`-2007(fimnsrty 8151^-Tapir).copyists 01974.1978,1987.1997 and 2007 by The American lmlitute 0 Archbods.Nr right. Apmd WARNING is AIA c--Heel s p nen.ied b4 a 3 Gpv^9m low anW..... mnJ.rrealies.onaummlxpn.....ouclbn"nrsinbnr0n 10 MMS MA rocW1.in. rill 11on-1 n 1.ma4leeullmauvare ;-1 noll nr-1, l I i" 1,1v . v p^oYnn.J m0—n- I.."xcrnnr pom�bL 1 pr l llu law The aecurhnl was produced Ey Ala seaware at 16'.93:00 on)52912016 underONer No.M974031a1 which expires on 0311212017,and is not tar resale. 0919500MUser Nom.: the Architect about matters arising out of or relating todie Contract Documents.The Owner shall promptly notify the Architect of any direct communications that may affect the Architect's services. § 5.11 Before executing the Contract for Construction,the Owner shall coordinate the Architect's duties and responsibilities set Porth in the Contract for Construction with the Architect's services set forth in this Agreement. The Owner shall provide the Architect a copy of the executed agreement between the Owner and Contractor, including the General Conditions of die Contract for Construction. § 5.12 The Owner shall provide the Architect access to the Project site prior to commencement of the Work and shall obligate the Contractor to provide the.Architect access to the Work wherever it is in preparation or progress. ARTICLE 6 COST OF THE WORK § 6.1 For purposes of this Agreenum,the Cast of the Work shall be the total cast to the Owner to construct al I elements of the Project designed or specified by the Architect and sliall include contractors'general conditions casts, overhead end profit.The Cost of the Work does not include the compensation of the Architect,the costs of the land, rights-of-way, financing,contingencies For changes in the Work or other costs that are die responsibility of the Owner. § 6.2 The Otmer's budget for the Cost of the Work is provided in Initial Information,and may be adjusted throughout the Project as required under Sections 5.2,6.4 and 6.5.Evaluations of the Owner's budget for the Cost of the Work,the preliminary estimate of the Cost of the Work and updated estimates of the Cost of the Work prepared by the Architect,represent the Architect's judgment as a design professional.It is recognized,however,that neither the Architect nor the Owner has control over the cost of labor,materials or equipment;the Contractor's methods of determining bid prices;or 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 budget for the Cost of the Work or from any estimate of the Cost of the Work or evaluation prepared or agreed to by the Architect. § 6.31n preparing estimates of the Cost of Work,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; 0 make reasonable adjustments in the program and scope of the Project;and to include in the Contract Documents alternate bids as may be necessary to adjust the estimated Cost of the Work to meet the Owner's budget for the Cast of the Work.The Architect's estimate of the Cost of the Work shall be based on current area,volume or similar conceptual estimating techniques.If the Owner requests detailed cost estimating services,the Architect shall In such services as an Additional Service under Article 4- § 6.4 If tie Bidding or Negotiation Phase has not commenced within 90 days after the Architect submits die Construction Documents to the Owner,through no fault of the Architect,the Owner's budget for the Cost of the Work shall he adjusted to reflect changes in the general level of prices in the applicable construction market. § 6.5 If at any time the Architect's estimate of the Cost of the Work exceeds the Owner's budget far the Cost of the Work,the Architect shall make appropriate recommendations to the Owner to adjust the Projects size,quality or budget for the Cost of the Work,and the Owner shall cooperate with the Architect in making such adjustments. § 6.6 If the Owner's budget for the Cost of the Work at the conclusion of the Construction Documents Phase Services is exceeded by the lowest bona fide bid or negotiated proposal,the Owner shall .1 give written approval of an increase in the budget for the Cost of the Work; .2 authorize rebidding or renegotiating of the Project within a reasonabletime; .3 terminate in accordance with Section 9.5; A in consultation With the Architect,revise the Project program,scope,or quality as required to reduce the Cost of the Work;or .5 implement any other mutually acceptable alternative. § 6.7 If the Owner chooses m proceed under Section 6.6.4,the Architect.without additional compensation,shall modify the Corear diem Documents as necessary to comply with die Owner's budget for the Cost of the Work at the conclusion of the Construction Documents Phase Services,or the budget as adjusted under Section 6.6.1.The [nit. AIA emanation 8101 w-0041(rprnarly 8151`"-1997).copyright 01974,19m,Ilan.1997 and 2007 by TIV Aanadcan LlaBMa M Antithesis.At rights niarvM.WARNING rIns AIA oncumanlis pmlecleU uy VS copyr..... --mU lmernnrmnal rroallos.Unanlponaan mpronuclmnor UiSlrlLUOon 11 al ells AIA n0. a,Ponlon nl,l. ,,,na,ux ili 34vere evil aa.enln,n ul Pavu.as,antl will to pen Marl la Itln innpmmn eilonl Possipb ( initial Ilia law TMs docurawtwas procacaU by AIA sahware at 1(NMdM oa Od342016 under Old.,N0a99974@i6_I Which expires on 0]l.and is POI V leave User ban. (191950.18751 Archace's modification of the Construction Documents shall be the limit of the Architects responsibility under this Article 6. ARTICLE 7 COPYRIGHTS AND LICENSES § 7.1 The Architect and the Owner warrant that in transmitting instruments of Service,or any other information,the transmitting party is the copyright owner of such information or leas permission from the copyright owner to transmit such information for its use on the Project.Ifthe Owner and Architect intend to transmit Instruments of Service or any other information or documentation in digital form, they shall endeavor to establish necessary protocols governing such transmissions. § 7.2 The Architect and the Architect's consultants shall be deemed the authors and owners of their respective Instruments of Service,including the Drawings and Specifications,and shall retain all common law,statutory and other reserved rights,including copyrights. Submission or distnbution of Instruments of Service to meet official regulatory requirements or for similar purposes in 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. § 7.3 Upon execution of this Agreement,the Architect grants to the Owner a nonexclusive license to use the Architect's Instruments of Service solely and exclusively for purposes ofconstructing,using,maintaining,altering and adding to the Project,provided that die Owner substantially performs its obligations,including prompt payment of all sums when due,udder this Agreement.The Architect shall obtain similar nonexclusive licenses from the Architect's consultants consistent with this Agreement.The license granted under this section permits the Owner to authorize the Contractor,Subcontractors,Sub subcontractors,and material or equipment suppliers,as well as the Owner's consultants and separate contractors,to reproduce applicable portions ofthe Instruments of Service solely and exclusively for use in performing services or construction for the Project.If the Architect rightfully terminates this Agreement for cause as provided in Section 9.4,the license granted in this Section 7.3 shall terminate. § 7.3.1 In the event the Owner uses the Instruments of Service without retaining the author of the Instruments of Service,the Owner releases the Architect and Architect's consuiumt(s)from all claims and causes of action arising from such uses.The Owner,to the extent permitted by law.lumber agrees to indemnify and hold harmless the Architect and its consultants from all costs and expenses,including the cost of defense,related to claims and causes of action asserted by any third person or entity to the extent such costs and expenses arise from the Owner's use of the Instruments of Service under this Section 7.3.1.The terms of this Section 7.3.1 shall not apply if the Owner rightfully terminates this Agreement for cause under Section 9.4. § 7.4 Except for the licenses granted in this Article 7,no other license or tight shall be deemed granted or implied under this Agreement,The Owner shall not assign,delegate,sublicense,pledge or otherwise transfer any license granted herein to another party without the prior written agreement of the Architect.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. ARTICLE 8 CLAIMS AND DISPUTES § 0.1 GENERAL § 8.1.1 The Owner and Architect shall commence all claims and causes of action,whether in contract,tort or otherwise,against the other arising out of or related to this Agreement in accordance with the requirements of the method of binding dispute resolution selected in this Agreement within the period specified by applicable law,but in any case not more than 10 years after the date of Substantial Completion of the Work.The Owner and Architect waive all claims and causes of action not commenced in accordanre with this Section 8.1.1. (Par'agruph de(ervel) § 8.1.3 The Architect and Owner waive consequential damages for claims,disputes a 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 of this Agreement except as specireal ly provided in Section 9.7. § 8.2 MEDIATION § 0.21 Any claim,dispute or other matter in question arising out of tar related to this Agreement shall be subject to mediation a'a condition precedent to binding dispute resolution.If such matter relates to m is the subject of a lien AIAOoeument Biot^-200)lrmmorry815im-1%7).Co ngh[019]4 Intl. .19]0.190].199]aM ZOn>by TM1e Pmericen hc4lNe al ArGlllecp.Nl tlaMa Burred WARNING ThoMA Oocumed,sneotar. o try v S CnPYu9M1l Law dol.... lional lrsdne5.11nauu,.,b,d,ar, cnan ib ubarda"" 12 pl los NA Oocumenia any oomm1 1-r n cull m einem clvll a.J m'mm�al ymmlllas ,,it wJl be ormrcubra is 1—r- Yllerl e-sil,lu -dor me law TNstlac.rrrdwas pro lbobb by AIA soawere at 16:0300 on092d12016 uMer Oder N09899790218 1 which explore on W11=17,aus is not or resale. User Notes: (191950087n arising out of the Architect's services, the Architect may proceed in accordance with applicable law to comply with the lien notice or filing deadlines prior to resolution of the matter by mediation or by binding dispute resolution. § 822 The Owner and Architect shall endeavor to resolve claims,disputes and odler matters in question between them by mediation which,unless the panics mutually agree otherwise,shall be administered by the American Arbitration Association in accordance with its Construction Indushy Mediation procedures in effect on the date of the Agreement.A request for mediation shall be made in wrifing,delivered to the other parry to the Agreement,and filed with the person or entity administering the mediation.The request may be made concurrently with the filing of a complaint or other appropriate demand for binding dispute resolution but,in such event,mediation shall proceed in advance of binding dispute resolution proceedings,which shal l be stayed pending mediation for a period of 60 days from the date of filing,unless stayed for a longer period by agreement of the parties or court order. If an arbitration proceeding is stayed pursuant to this section,the parties may nonetheless proceed to the selection of the arbitrator(s) and agree upon a schedule for later proceedings. § 8.2.3 The parties shall share the mediator's fee and any filing fees equally.The mediation shall be held in the place where the Project is located,unless another location is mutually agreed upon.Agreements reached in mediation shall be enforceable as settlement agreements in any court having jurisdiction thereof. § 8.2.41f the parties do not resolve a dispute through mediation pursuant to this Section 8.2,the method of binding dispute resolution shall be the following: (Check the appropriate box.If the Owner and Architect do not select a method of binding dispute resolution below, or do not subsequently agree in writing to u binding dispute resolution mahod other than litigation.the dispute will be resolved in a court ofcompeteni jurisdiction.) [X] Arbitration pursuant to Section 8.3 of this Agreement [ ] LifiBud an in a court of c a mpeten t j urisd i Turn [] Other(Specify) § 8.3 ARBITRATION § 8.3.1 If the parties have selected arbitration as the method for binding dispute resolution in this Agreement,any claim,dispute or other matter in question arising out of or related to this Agreement subject m,but not resolved by, mediation shall be subject to arbitration which,unless the patties mutually agree otherwise,shall be administered by Ate American Arbitration Association in accordance with its Construction Industry Arbitration Rules in effect on the date of this Agreement. A demand for arbitration shall he made in writing delivered to the other parry to this Agreement,and filed with the person or endty administering the arbitration. § 8.3.1.1 A demand for arbitration shall be made no earlier than concurrently with the filing of request for mediation,but in no event shall it be made after the date when the institution of legal or equitable proceedings based on the claim,dispute or other matter in question would be barred by the applicable statute of limitations. For statute of limitations purposes,receipt of a written demand for arbitration by the person or entity administering the arbitration shall constitute the institution of legal or equitable proceedings based on the claim,dispute or other matter in question. § 8.3.2 The foregoing agreement to arbitrate and other agreements to arbitrate with an additional person or entity duly consented to by panics to this Agreement shall be specifically enforceable in accordance with applicable law in any court having jurisdiction thereof. § 8.3.3 The award rendered by the at buretor(s)shall be final,and judgment may be entered upon it in accordance with applicable law in any court having jurisdiction thereof. (Paragraphs deleted) and. AIA Document 8101 w-20W lformeny 8151•"-19 W).Copyright D ler".1078,1987.1997AM M07Ny The Amerean Institute of Annual.Al laws oneerved WARNING This AIA nocmnenns Sannown by U 5.CepVr19M1I Ww son l dernh—el reallas.U,aul4onzeJ ropran-Ims,., RSa.,J.a 13 1IM1is AIA nocu,nonto enVn ohl.�OaV,OAYI,in 3a�0le clwl antl,-.normal nnnaluas.anJ w1110a proeccu@Jm nio mennnum eamnl lmsslb4 n do,am law This Tinctured was hotluceel by AA software x118:03:00 on OW412016 under Oder No.9889740218 1 wMch Assess on owl Min 7,and is no lar resale. Iter N. (19195943076) ARTICLE 9 TERMINATION OR SUSPENSION § 9.1 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 Architects option,cause For suspension of performance of services under this Agreement.If the Architect elects to suspend services,the Architect shall give seven days'written notice to the Owner before suspending services. In die 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. Beforeresuming services,the Architect shall be paid all sums due prior to suspension and any expenses incurred in the intenruplion and resumption of tile Architect's services.The Architect's fees for the remaining services and the time schedules shall be equitably adjusted. § 9.2 If the Omer suspends the Project.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 ofthe Architect's services.The Architect's fees for the remaining services and the time schedules shall be equitably adjusted. § 9.3 If the Owner suspends the Project for more than 90 cumulative days for reasons other than the fault of the Architect,the Architect may terminate this Agreement by giving not less man seven days' written notice. § 9.4 Either parry may terdnate this Agreement upon not less than seven days' written notice should the other parry fail substantially to perform in accordance with the berms of this Agreement through no fault of the party initiating the termination. § 9.5 The Owner may terminate this Agreement upon not less than seven days'written notice to the Architect for the Owner's convenience and without cause. § 9.5 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 Termination Expenses as defined in Section 9.7. § 9.7 Telminadon Expenses are in addition to compensation for the Archirect's services and include expenses directly attributable to terrination for which the Architect is not otherwise compensated,plus an amount for the Architect's anticipated profit on die value of the services not performed by die Architect. § 9.9 The Owner's rights to use the Architect's Instruments of Service in the event of termination of this Agreement are set forth in Article 7 and Section 11.9. ARTICLE 10 MISCELLANEOUS PROVISIONS § 10.1 This Agreement sliall be governed by the law of the place where the Project is located,except that i f the parties have selected arbitration as the method of bash no dispute resolution,the Iowa Arbitration Act shall govern Section 9.3. § 10.2 Terms in this Agreement shall have the same meaning as those in ALA Document A201-2007.General Conditions of the Contract for Const m lion. § 10.3 The Owner and Architect,respectively,bind themselves,their agents.successors,assigns and legal representatives to this Agreement.Neither the Owner nor the Arclutect shall assign this Agreement without the wdttrn consent of the other,except that the Owner may assign this Agreement to a lender providing financing for the Project iFthe lender agrees to assume the Owner's rights and obligations under this Agreement. § 10.4 If the Owner requests the Architect to execute certificates,the proposed language of such certificates shall be submitted to the Architect for review at least 14 days prior to the requested dates of execution. If the Owner requests the Architect to execute consents reasonably required to facilitate assignment to a lender,the Architect shall execute all such consents that are consistent with this Agreement, provided the proposed consent is submitted to the Architect for review at least 14 days prior to execution. The Architect shall not be required to execute certificates of consents that would require Imowledge,services or responsibilities beyond the scope of this Agreement. Init AIADPcummtSigim-2007(Pom Oyetsl^ -1997).CPYd9M®1974.1978.1987.1997 and 2007 by The Absence,l lbflutl dAehitects.All table menet WARNINY Ti-NA eacumentu p,oletlutl by15 Lopy,ly.,1—e.d lnlernaLnnal Leonel --ooh-oenrl reproJucllonar Jlslnoulmr 14 111116 41P nocumml o.ens pnninn d il.may isaull In sxrera[1111 ono Vlminal Penallles and wdl on PrnsaEulun m ft.--no .l pent POssbb e,nio law Thie abeement was obbecee by AA eateere fl 16:03:00 on osau:ho 8 under once,1eea889740216 1 whkh evgres on OH11212017.etb is nolkrresale. 119195W876) user Naes: § 10.5 Nothing contained in this Agreement shall create a contractual relationship with ora cause of action in favor of a third Party against either the Owner or Architect. § 10.6 Unless otherwise required in this Agreement,the Architect shall have no responsibility far the discovery, presence,handling,removal or disposal of or exposure or persons to,hazardous materials or toxic substances in any form at the Project site. § 10.7 The Architect shall have the right to include photographic or anisfic 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 in make such representations. However,the Architect's materials shall not include the Owner's confidential or proprietary infortnadon if the Owner has previously advised the Architect in writing of the specific information considered by the Owner to be confidential m proprietary.The Owner shall provide professional credit for the Architect in the Owner's promotional materials for the Project. § 10.8 If the Architect or Owner receives information specifically designated by the other parry as"confidential"or "business proprietary,"the receiving party shall keep such information strictly confidential and shall not disclose it to any other person except to(I)its employees,(2)those who need to know the content ot'such information in order to perform services or construction solely and exclusively for the Project,or(3)its consultants and contractors whose contracts include similar restrictions on the use of confidential information. §10.9 INDEMNIFICATION To the fullest extent permitted by law.Architect shall indemnify and hold harmless the City,its officers,agents,and employees from and against all claims,damages,losses and expenses,including but not limited to attorneys' fees, arising out of or resulting from performance of the Contract,provided that such claim,damages,loss or expense is attributable in bodily injury,sickness,disease or death,or injury to or destruction of property including loss of use resulting therefrom,but only to the extent caused by negligent acts or omissions of the Architect,Architect's subconsultant,or anyone directly or indirectly employed by Architect or Architect's subconsultant or anyone for whose acts Architect or Architect's subconsulmat may be liable,provided that Architect shall not indemnify for or have legal liability for damage.loss or expense to the extent caused by a party indemnified hereunder or a person for whom Architect is not legally liable. ARTICLE 11 COMPENSATION § 11.1 For the Architect's Basic Services described under Article 3,the Owner shall compensate the Architect as follows: Compensation for Basic Services will ben fixed fee in the amount of Twenty-Six Thousand Dollars($26,000.00) plus Reimbursable expenses and will be billed in the fallowing phases: Phase 100 Project Management $3,750.00 Phase 200 Pledesign $3,000.00 Phase 300 Design Phase $7,000.00 Pbase 400 Construction Phase $10,600.00 Phase 500 Quality Assurance/Quality,Control $2,250.00 Phase 700 Reimbursable Expenses($6,800).Refer to Article 11.8 § 11.2 For Additional Services designated in Section 4.1,the Owner shall compensate the Architect as follows: /Paragraph deletcrcp § 11.3 For Addifional Services ural may arise during dre course of the Project. including muse under Section 4.3,the Owner shall compensate the Architect as follows: (Paragraph deleted) Ifadditional snvices are necessary and a scope ofwork can be clearly defined,a fixed fee will be submitted for approval, In the event a scope of work is undefined, following Owner approval,the wa k will be billed on an hearty basis only upon Owner's written authorization to proceed with each occurrence. Current hourly rates,at time of execution of this Agreement are listed in Article 11.7. Intl AMA oocumml 13101m-M07(fomNrly 8151^-1950).Copyright 01974.1978,1987,1997aM MW by TM American na89aedArcindecls.An d9are reianwid.WF NING rn1541A 00[umenl IS proleClnJ ay U.S Cnn11,11111.and lnlamanonal rrealm1 onoodwIlin mploduJlmn ar oaulLuuon 15 4111115 Prq OOCumanLJr xray parllan JlM1nlJy n5111111�5p loll Intl a ulna rJi penSo.n,, a WW be pm -too'.Nemaumunl a a lnnl nu$$IIIIe ( unno,th.bwIDNdacumenl was pnw.cW by AlA software.116'OSman 05242016 under Order Na.80897402161 wb'ch.Wnnon 03M22017,end is not far resale. .Notes! (1919500876) § 11.4 Compensation for Additional Services of the Architect's consultants when n01 included in Section 11.2 or 11.3,shell be die amount invoiced to the Architect plus ten percent( 10%).or as otherwise stated below: (Table deleted) (Paragraph deleted) § 11.6 When compensation is based on a percentage of the Cost of the Wm'k 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 pec formed on those portions,in accordance with the schedule set forth in Section 11.5 based on(1)the lowest bona fide bid or negotiated proposal,or(2)if no such bid or proposal is received, the most recent estimate of the Cost of the Work for such portions of the Project.The Architect shall be entitled to compensation in accordance with this Agreement for all services performed whether or not the Construction Phase is commenced. § 11.7 The hourly billing rates for services of the Architect and the Architect's consultants,if any.are set forth below.The rates shall be adjusted in accordance with the Architect's and Architect's consultants' normal review practices. Selser Schaefer Architects Principal Architect $175.00 Interior Designer SU0.00 Associate Principal $165.00 Architect III/Designer 111 $140.00 Project Manager $165.00 Architect It/Designer 11 $130.00 Project Designer $150.00 Architect l/Designer) $110.00 Conn act Administrator $150.00 Administrative $70.00 Welter Sedovic Architects Principal Architect $165.00 Project Architect $115.00 Associate Architect $140.00 Project Leader $115.00 Designer $140.00 Interior Designer $110.00 Construction Administrator $110.00 Intern $95.00 Project Manager $130.00 Adminisaative/Clerical $65.00 (Table deleted) § 11.8 COMPENSATION FOR REIMBURSABLE EXPENSES § 11.8.1 Reimbursable Expenses are in addition to compensation for Basic and Additional Services and include expenses incurred by the Architect and the Architect's consultants directly related to the Project,as follows: .1 Transportation and authorized out-of-town[ravel and Subsistence: .2 Long distance services,dedicated data and communication services,teleconferences,Project Web sits,and extranets; .3 Fees paid For securing approval of authorities having jurisdiction over the Project; .4 Printing,reproductions,plots,standard form documents; .5 Postage,handling and delivery; .6 Rental of lift equipment in perform investigation report; 7 Gather samples and perform analysis of counter,brick and paint. .8 Architects Consultant's expense of professional liability insurance dedicated exclusively in this Project,or the expense of additional insurance coverage or limits if the Owner requests such insurance in excess of that normally carried by the Architect's consultants; .9 All taxes levied an professional services and on reimbursable expenses; .10 Other similar Project-related expenditures. § 11.8.2 For Reimbursable Expenses the compensation shall be the expenses incurred by the Architect and the Architect's consultants plus ten percent( 10%)of the expenses incurred. Reimbursable expenses are not to exceed$6,800.00 Init. AIA Document scan N-2001(fiennedy 11151^'-19974 Copyright B 1974.1978.1987.1997 aN M07 by The Amenpan lMWete d kelideca.All d9Me RSe/ed W/aeceNl t e 1I9 Document�e cebeec,ee by u Co,"maw an Ld Int mnaunnnl 1-,oe Un.iul t-o-,1¢pledYCUOI 01 dlsrnuo,be 16 11116 NP nommen^of ""uuNon or a may rosea m s-e,e amt arta cnmmnl nen Ates a,ul wM be pees- u,nd to IIIc mdummre etlau ousel, I ..dm nreaw Tee document was produced by AIAaoaware at 16o3o)an 062412016 ulder Oder No 00097402101 whicb tctresan0&1V2017, ebe Ix not tar resale. Ibn Notee: (1919500076) § IfA COMPENSATION FOR USE OF ARCHITECT'S INSTRUMENTS OF SERVICE If the Osanaterminates the Architect For it,convenience under Section e..5,or the Arch,wet termimnes this Agreement under Section q.3, the Owner shall pay a Keening fee as compensation for the Owner's continued use of the Architect's Inxnuments of Service solely for purposes of completing,using and nu intaml no the Project as follows. �a Y Q.00 W\ § 11.10 PAYMENTS TO THE ARCHITECT § 11.10.1 ttn annual payment of zeas(SHOO)shall he made area esecntion of da,Agreement and is the minimum Payment under this Agreement. It shall be credited to the Owner's accomu In the Nord msmco § 11.10.2 Unless otherwise ac red.payments for services shall be made monthly in proportion to services performed.Payments are Cue and payable open presentation of the Architect s invoice. Amounts unpaid thirty(30 1 days aFlo the invoice date shall bear interest at the rote entered below.or m the absence thereof al the legal rate prevailing from time to time at the in place or business or the Architect. L5'io monthly § 11.10.3 The Ownct shall not withhold amounts Font the.Archlt eL s compensation to impose a penalty or liquidated damages on the Architect.or w offset sums reque led by or paid to centimeters for the cost of changes in the Walk unless the Architect agrees or has been found liable for the amounts in a binding dispute resolution proceedtng § 11.10.4 Records of Reimbursable Expenses,expenses pertaining to Additional Services,and services not on the basis of homb,rates shall be available to the Owner at mutual ly convent lent times. ARTICLE 12 SPECIAL TERMS AND CONORIONS Special mtms and conditions tlhea modify this Ap eement areas&Alowa: §12.1 State and Federal Tax Credit incentive services are excluded from the scope of work §12.2 The Compensation and Retardant sable amounts included In AE bible I 1 are only applicabte if die Pre-Destgn Phase.Construction Document Phase and Construction Phase for this Scope of Work are pertormed.simultaneously as the Marius Ham House Masonry Rehabilitation Project, ARTICLE 13 SCOPE OF THE AGREEMENT § 13.1 This Agreement represents the entire and integrated agreement between the Owner and the Architect and supersedes all pier negotiations,representations or agreements,either wnnen or oral. This Agreement my be amended only by written instrument signed by both Owner and Architect. § 13.2 This Agreement is comprised of the fallowing documents listed below: .1 ALA Docoment B1011M-2007.Standard Fomh.Aareancm Between Owner and Archirecr (Parumnph de(etedl .3 Odherdocuments: Exhibit A Work Breakdown Structure Insurance Schedule C em 8101 207 cured 9191'°-te8]tcpwi is lvJ la]619a] :. Amen T rut t Amnaecu At rights ser roc I y qhs 199i3W�110r by rlre Int resnrved : n n .til ... ... .., n.1'... 17 1 i",dnwmenl wex prIXlnc900y AIA aoAWel..et 16103M1n n62U2n1a oweroser No aaaa7MR1ti I wbFbeanrtas on nylM173My rot Ice Ilax Notes: Notes: It91960aa]a1 This Agreement entered into as of the day and year first written above. OWNER zi,�- L ARCHIT T (Si�nann'el (Si na re) IY1lrhotd G Voij,,WJJZm And,.MGCleady,AIA- Partner (Printed name mid title) unC! (Printed name and title) [nit MA Daamana 8101'•-2007(lerhady 8151^x-1997).Oaayd9ht®1974.1978.1987.1997 Sad 2001 by TM Aherkan huliWls aAMN1hM.All rights hearted WARNING. Pns AIA Dacwnenl.s prnlov'ICJ uy 0I(.annyn9hl Law all,Inlunutwml irl rri al,Unembon-a h9.-al.,ul drialb l.— .18 Y his AIA Do<uTOnl , al,11-1-1 11-1 -1 menll�i nve^:wan II mlJ unmmlrl punall— d well bu PMSAu Yhd Ill till manmum extent a.—ma ( ,alt,Ihs law This docananl was prodacad by AlAsrhvah at 16:09:00 bn0V2V20I6 under OrhAW88897402101 wln0eapireson03`12t2017.saris hot lm resale. (1819W0a76) User Phase Mathias Ham House Masonry Rehabilitation Project Exhibit A Work Breakdown Structure City of Dubuque, Iowa 24-May-2016 Element overall Contract Sub Total Cost to TotalAmount Cost Thislnvoice Date %Complete 100 Project Management Project Management $1,000 $100 $100 10.0 Project lockoff Meeting $760 $100 $100 13.3 Progress Meelinga/ScheduleBudgetaMBS(Updates) $2,000 $100 $100 5.0 Totals: $3,750 $300 $300 8.0 200 Predesign Design Kickoff Meeting $760 $100 $100 13.3 Building Envelope Investigation $2,250 $100 $100 4.4 Totals: $3,000 $200 $200 1 6.7 300 Design Phase Construction Documents-CoordinaUmVResearch $1,000 $100 $100 10.0 Construction Documents-90%Review Package $3,000 $100 $100 3.3 Construction Documents-Final Package $1,500 $100 $100 6.7 Meetings $1,500 $100 $100 6.7 Totals: $7,000 $400 $400 5.7 400 construction Phase Bidding Assistance $750 $100 $100 13.3 Construction Administration-Office $2,00 $100 $100 4.0 Constmotion Administration-Site Visits $6,000 1 $100 $100 1.7 Submittal review $750 $100 $100 13.3 Totals: $10,000 $400 $400 4.0 soo Quality Asauranceloualiry control Document Review $750 $100 $100 13.3 Meetings $1,500 $100 $100 6.7 Totals: $2,250 S200 $200 8.9 Sub-Total: $26,000 $30 $300 11 600 Reimbursables Reimbursables $6,800 $100 $100 1S Grand Total,l $32,800 1 $17N0 $1,600 4.9 City of Dubuque Insurance Requirements for Professional Services Insurance Schedule C 1. shall fumsh a armed Ceriifinte of moment,.the City of Dubuque,men four Ne .p required In fxWA 1 prior tawmmencing weak aM rttM eM of tM pmlect iltheteemof wak ubngermanvadayz. Navitlas gesentW6 amlal cerFFcars zM1ailasmtattrtifi[rte eNe eMm scar prajac[with Ne final Mlang. fadr cemfimte shall be rapport an the most marem ACORO form appmvetlby Ne lora IXpaatmentaf tmm�al[e w an egWvaknt. FatlrcertiMxezM1all iMutle a rtmment or..escnptbn m Opvaluns azm wM1y ioued Fg:wojMe_wvmjea mo4en at wmbubim of 2. ea polies of insurance required hereuMer shall bewbh a terrier amForbed to do baseless mmwa and A carriers sha®haw a rating of Por betmor mthe Cvrent A .Boors Rating Gouge_ 9. Fath CMifiatesha"I be fsnuhetl to tM cantfacdng department of the City of Duh,ae. A. Failure to provide minimum coverage shall not M deemed a waiver of these sequbemems by the City of Dubuque. F"uretoobtalnormaimain NeregWttkml nce Aallbemmideretlameerialbraxhm Nuagreemek. 5. CowlbmssM1all re Wire all zub[wadbnb mdsrAzubwmuhants toobbin and mantain dudalgtM perfarmanm ofwakie,from for1M covengad bi sell in mRInsurame5metluleaerzres obtain cemibb[sof fnzumcslrem all ubmasubconwltaa[saMsub-srOcomWc�ob. inane, a agreeNrtR shall M liable tan Ne taRwe W a swcansWtamsam srOzubconsulbms to amain ark mamen such cwerags.rice City may r,.a mpy m wch catiEotes from IM caoWbnts. 6. All required endorsommersto carious polices shall be atbNed to Ceelfiate of invfare. ]. whomever a specF 60 form is heed,anequivakmform may bezubstihnedsubjetl mNe meaner Ideeapng and listing n wwe"all drnadons ark aselme ms,the miter ham the 6G form. a. Prouder shin M required to carythe murimum comegro mats.of greater d requuM by has,a other legal agreement,ba FshibA 1. a prwiM(s hems 0 behave,are hilar Nan the mquamd mmorme times hems pravida's V.. Mll be N'n agreement's regered lweres 9. wheneverant fasmisrefemmcM mnewedilionaf Nefmmmlutbeused. page 1 ei s Yhedule c Paofecsiomal Yrvis Fabarery 20M City of Dubuque Insurance Requirements for Professional Services Insurance Schedule C (continued) Exhibit I A) COMMERCIALGENERALUAWUT ..r.1 Aggregate timR $2,rdO,Wp PraduRr- tflod Operations GggraeMe tank $1,Wo,poR PMsowIaMAMertisroglnjury Limit 51,ORo,000 Earn moss. $1•LAO,WO Fire Wmagelaniti.,anea...) 5 s0,W0 Medcal vayrnemz 5 sties, a1 Co.,sFall be mMen on an cccurrent ,not eared made,ram. Th orearse RffiiMy Cadrage shall be wrdten in aboard wilts Iso farm creatUla busbies,owners fume ePoCd2. AR dertations from the thereard Iso rowsar of geranl flabiMy form CG 0001,or Wn. ers farm es,Onox,shall be dead,Mmfifid, b) adude 150 endasemalt form CG 2301"Designated Iootionjo cereal Aggregate Urre or GG 2503'Duigraed Const ,obh Project(s)General AggregaM limit"as approdriate. u Ircwde end«sement mdcMig uar rwrage is primary add nol oadbibura,. d1 lrclude endasementto preserve Govzrnmerdal Irlmsuniry_(sample amrhed7_ at mtlude an endorsement that deletes she fellow employee enchuim f) IWards addreoml insured eudorsnlent for. The city of Oebl oa,mtluamg an its elected apptnteel orf ol,all hs empbyres aM wlunteers,all As hos res,..rehstmu aM/aamhmiYa and dlehbmrd another, employees am Mon. use¢O rmm co 2025. B) AUTOMOBILE UABILm' S1,Oo0,0o0kombketl5lrgk UmA) Q WORRERY COMPENSATON a EMpOER$UABILIN MMmay bubo n,"norg all emplayeur injured an the job by tMadenta doses¢as presabed by Iowa code chapter es as amended. .,a statuma,—StMeafkrva Cpveligee Employers Usbifdy E AoAeM $1Wppl EMh Emploes-Obease $tOgOW PdNy limN-DOeaee sad sou Polity shall include an endaxment prodding a answer o€subragason ur Me city or0dbuaa, Gmenge a limits shall begreare,ifre0owned by UmbreNa came,. O) UMBRELIA WHIM SlrM,000 Umbrella liability coverage must bear RVR follo-og form whin the unde tphs,pc0cie,induded Mrs. E) NOFE410NALUAMUEY $l,mP,ppP a) Pr &eMenwofrrnengefasyeanaftercompktionofprojen. F) LYBERL trrs SI.Bf10AC Cocelage for Fust and Third Party liabiity including but not lim"dad to bar data and restoration,less of alwme and cyber breach of information. Yes No Page 3 N3 Shcedde CPmksyonal$erv[es Fpb�Mry2aM City of Dubuque Insurance Requirements for Professional Services Preservation of Governmental Immunities Endorsement 3. Nonwarew moonnnaental lmmnnin_The ilnnnn<e anner expressty agree,ane statesmatme PumM1ase athb pones and the inducting of the city of DubonlM,Iowa as an Atldhional In:v.ea aces not wawa any writhe defenses of gwermmerlol immunM avalidate to the COO Dubuque,byre under Cade of h we Secmn 670.4 as It is now exists and as it may,he amended fmm obsero time. 2. Claims Covenee.The insurancearferfurtha agrees Mat this pan,ofinsunnce shall cwaoNy those claims not oda ea bathe defense ofgovemmental immunM underlines Code al..section 6N.4 as a now exists aM as it may be amended from tinge to tines.Those claims not wblect Uo Cotle of Iowa Section 670.4 shall be to eyed by the terms and coodgiom ado.insurance It, 3. A—sr inno TM1e CM of Dubuque,Imva sM1all foe rezPommle forasseding arty derenseorgorQ mtalimmunhv,a,dmaydoroatonytimeandsnaildossuponthe ly written re4uest of the inwnnce artier. 4. NomDenial efCwenee.Theimunrwe artiersM1all not deM royengeuntlerMiz purity antl the nostranco mer shall not clary any ofthe rights and bweftts accruing M the Ory of Dubuque,Iowa lunch this Pali,for reasons of go wornenbl immunity unless and wiel a court of competem jwcdothon has ivied in taws of the defetee(s)or govemmennt inwunM asserted by the CM of Dubuque,bw4 Ni,Other Chane in Poli,.The shows preswsation agavernmwnl immunitiesshall rill otherwise Mange orahathe coyenge available undenbe priory_ SPECIMEN page 30f 3 SMeduloc Professional Swwsys NLn anymfb IA Document B101r"' - 2007 Standard Form of Agreement Between Owner and Architect AGREEMENT made as of the 24 day of May in the year 2016 BETWEEN the Architect's client identified as the Owner: ADDITIONS AND DELETIONS: The City of Dubuque The author of this document has 50 West 13"Street added information needed for its Dubuque, LA 520014905 completion.The author may also have revised the text of the original AIA standard form.An Additions and and the Architect: AIA bs,Repw that notes added information as well AS revisions to Seller Schaefer Architects Ne standard form text is evadable 240 West 2i°Street from the author and should be Dubuque,IA 52001 reviewed.A vertical line in the left margin 0 this document timmeates for the following Project: where the author has added necessary informationono where Five Flags Theater the author has added to or deleted 405 Main Street from the original AIA text. Dubuque,IA 52001 This document has important legal i Create hid documents,plans,specificonsequences.Consultation with ancations and provide contract administration for attorney is encouraged with respect rehabilitation work of the exterior and fire escape.Documents will be in to Its completion or modification, accordance with the Secretary of die te InteIrate riors Standards for the Treatment of Historic Properties and the National Park Service(NPS)Technical Preservation Services Technical Perseveration Briefs. The Owner and Architect agree as follows. wall. AIA Document 9101•-2001(formady 6151 n'-1997).copyright 01974.1978.1987,1907 and 2007 by The Amedoen lre9lula of AromlmS.At lights rearmeard.WARNING Tide AIA 0ueunwm IS Pooctod by u.5.Copyright Law yr d Nlam.11lmlal rrbatx .Unauthorned mnrOdudinn or deftest mi .� uIIhw.lA nacmnnnl c anV Pnnlon Ol,Tay SySmn aseerare[tell and criminal ponalllay.and will be y neervRo to at.nexinmm Bxtaot pax,se rider Na law TM16 ddcumeri produced by AA rpNeers at 15:11:37 an 0a2C12010 under Onaer Na.88897402161 which allose on 0X1&21111.ad ie .1 to eval User Nokia: (2016991122) TABLE OF ARTICLES 1 INITIAL INFORMATION 2 ARCHITECT'S RESPONSIBILITIES 3 SCOPE OF ARCHITECT'S BASIC SERVICES 4 ADDITIONAL SERVICES 5 OWNER'S RESPONSIBILITIES 6 COSTOFTHEWORN T COPYRIGHTS AND LICENSES 8 CLAIMS AND DISPUTES 9 TERMINATION OR SUSPENSION 10 MISCELLANEOUS PROVISIONS 11 COMPENSATION 12 SPECIAL TERMS AND CONDITIONS 13 SCOPE OF THE AGREEMENT EXHIBIT INITIAL INFORMATION ARTICLE 1 INITIAL INFORMATION § 1.1 This Agreement is based on the Initial Information set forth in this Article 1 and in optional Exhibit A,Initial Information: Architect's Consultants retained under Basic Services: Historic Preservation Consultant Walter Sedovic Architects One Bridge Street,Suite One Irvington,NY 10533 § 1.2 The Owner's anticipated data for commencement ofconstruction and Substantial Completion of the Work ale set forth below: .1 Commencement of.onstretion date: September 19.2016 .2 Substantial Completion date: December 9,2016 § 1.3 The Owner and Architect may rely on the Initial Information. Both parties,however,recognize that such information may materially change and,in that ever,the Owner and die Architect shall appropriately adjust the schedule,the Architect's services and the Architect's compensation. In1G AIAOpau.enta101"'-2007(formerly 6151'"-1991).caper 91974.1970.190],199]art 2007 by The American Instate of Artairse6.NI lights .served. r - d by U S.L pV gat law and narnal anal near". one M1orlren raprvn........or avanr l p 2 e lbs era . lall aware a I spa nra'sl oenall es and will he prostrated In an le,. all eue pre hl 1 aws lura", TLis documentce was pmdua by AIA sotlwz.at 15:11:37 on 052/12016 under Order No.0s097a02161 wMcd expires on 0311W201T.and is not for resale UsnNotes:. (2016B(20169011722) ARTICLE 2 ARCHITECT'S RESPONSIBILITIES § 2.1 The Architect shall provide the professional services as set forth in this Agreement. § 2.2 The Architect shall perform its services consistent with the professional skill and care ordinarily provided by architects practicing in the same or similar locality under the same or similar circumstances.The Architect shall perform its services as expeditiously as is consistent with such professional skill and care and the orderly progress of the Project. § 2.3 The Architect shall identify a representative authorized to act on behalf of the Architect with respect to the Project. § 2.4 Except with the Owner's knowledge and consent,the Architect shall not engage in any activity,or accept any employment interest or contribution that would reasonably appear to compromise the Architect's professional judgment with respect to this Project. § 2.5 The Architect shall maintain the following insurance for the duration of this Agreement. If any of the requirements set forth below exceed the types and limits the Architect normally maintains, the Owner shall reimburse Ne Architect for any additional cost. .1 General Liability See attached Insurance Schedule C .2 Automobile Liability See attached Insurance Schedule C .3 Workers'Compensation See attached Insurance Schedule C .4 Professional Liability See attached Insurance Schedule C ARTICLE 3 SCOPE OF ARCHITECT'S BASIC SERVICES § 3.1 The Architeet's Basic Sal vices consist of those described in Miele 3 and include usual and customary structural,mechanical,and electrical engineering services.Services not set forth in this Article 3 are Additional Services. § 3.1.1 The Architect shall manage the Architect's services.consult with the Owner,research applicable design criteria,attend Project meefing5,communicate with members of the Project team and L'epart progress to the Owner. § 3.1.2 The Architect shall coordinate it services with those services provided by the Owner and the Owner's consultants.The Architect shall be endued to rely on the accuracy and completeness of services and information furnished by the Owner and the Owner's consultants.The Architect shall provide prompt written notice to the Owner if the Architect becomes aware of any an or,omission or inconsistency in such services or information. § 3.1.3 As scum as practicable after the date of flus Agreement,the Architect shall submit for the Owner's approval a schedule for the performance of the Ar'chitect's services.The schedule initially shall include anticipated dates for the commencement of construction and for Substantial Completion of the Work as set forth in the Initial Information. The schedlde shall include allowances for periods of time required for the Owner's review, for the performance of the Owner's consul tants,and for approval of submissions by authorities having jurisdiction over the Project.Once approved by the Owner,time limits established by the schedule shall not,except for reasonable cause,be exceeded by the Architect or Owner.With the Owner's approval,the Architect shall adjust Ne schedule,if necessary,as the Project proceeds until the commencement of construction. tallAIADaOumant 8101--200](rormstly 13151--1097}CWdlht®1974,1978.1987.1997 and 2001 by The Am®roan Insists dAnhlleUs.All rights observed.WARNING.Thnmll a Tills NA (ax el0l010ow.is U ..Cony, hl Lnw n,,a Intro ntmun p9ella6 UnaWbanzed marad-hon nr dien.a lion 3 W this AIA OeCUTenI .1 ally pen100 0111nldy leave In .I 11 and uninnal panalbas anti will ba nvan-netl is the maiTmm a nOnl pUeSNle / nndm the law Too deCumenr was praducad by ALA soawar6 at 15:11:31 on OW2h12016 under Order No.8089]902181 which erpras on 00,121201T eM is non for resale. Us.,Nona: (2016891722) § 3.1.4 The Architect shall not be responsible for an Owner's directive or substitution made without the Architect's approval. § 3.1.5 The Architect shall,at appropriate times,contact the governmental authorities required to approve the Construction Documents and the entities providing utility services to the Project.In designing the Project,the Architect shall respond to applicable design requirements imposed by such governmental authorities and by such entitles providing utility services. § 3.1.6 The Architect shall assist the Owner in connection with the Owner's responsibility for filing documents required for the approval ofgovernmental authorities havingjmisdiction over the Project. (Pa xrgraphs deleted) § 3.1.7 BUILDING ENVELOPE INVESTIGATION REPORT(PHASE 200-PRE-DESIGN PHASE) § 3.1.7.1 The Architect and Architect's consultants shall perforin a visual and photographic investigation to evaluate the existing building envelope. This investigation will confirm die existing conditions ofthe building materials, types of materials,areas in need of repairs and recommendation of repairs. § 3.4 CONSTRUCTION DOCUMENTS PHASE SERVICES(PHASE 300-DESIGN PHASE) § 3.4.1 Based on the Owner's approval of the Building Envelope Investigation Repon and Cost Opinion,and on the Owner's authorization of any adjustments in the Project requirements and the budget for the Cost of the Work the Architect shall prepare Construction Documents for the Owner's approval.The Construction Documents shall illustrate and describe the further development of the approved Design Development Documents and shall consist of Drawings and Specifications setting forth in detail the quality levels of materials and systems and other requirements for the construction of the Work.The Owner and Architect acknowledge that in order to construct die Work the Contractor will provide additional information,including Shop Drawings,Product Data,Samples and other similar submittals,which die Architect shall review in accordance with Section 3.6A. § 3.4.2 The Architect shall incorporate into the Construction Documents the design requirements ofgovemmental authorities havingjurisdiction over the Project. § 3.4.3 During the development of the Conshuction Documents,the Architect shall assist the Owner in the development and preparation of(l)bidding and procurement information that describes the time,place and conditions of bidding,including bidding a proposal forms:(2)the form of agreement between the Owner and Connector,and(3)the Conditions of the Contract for Conshvction(General,Supplementary and other Conditions). The Architect shall also compile a project manual that includes the Conditions of the Contract for Construction and Specifications and may include bidding requirements and sample forms. § 3.4.4 The Architect shall update the estimate for the Cost of the Work. § 3.4.5 The Architect shall submit the Construction Documents to die Owner,advise the Owner of any adjustments to the estimate of the Cost of the Work,take any action required under Section 6.5, and request the Owner's approval. § 3.5 BIDDING OR NEGOTIATION PHASE SERVICES § 3.5.1 GENERAL The Architect shall assist the Owner in establishing a list ofpraspective contractors.Following the Owner's approval of the Construcfion Documents,the Architect shall assist the Owner in(1)obtaining either competitive bids or negotiated proposals;(2)confirming responsi veness of bids or proposals:(3)determining the successful bid or proposal,if any;and,(4)awarding and preparing contracts for construction. § 3.52 COMPETITIVE BIDDING § 3.5.2.1 Bidding Documents shall consist of bidding requirements and proposed Contract Documents. § 3.5.2.2 The Architect shall assist the Owner in bidding the Project by .1 procuring the reproduction of Bidding Documents for distribution to prospective bidders: as oxuman+e1o+^-2aw 0om.ny a1s+ •-+W7).Dnwvd9nrm 1974,raja.1967,19e>am zcD7 byTNa aaennan mamma aArcMbcu.al tigers hilt. na9lVad.w.runN rails pap Locnn.enl ale, M1y 11 s.c.pyllybl Ldw a n0 lnlnmannn.9 Irma... U-.11'.."ed"noo.......ar Mse�bull.n 4 A IIns AIA Doc any..that nl a.n ml1,n saver.civil annl d nn-n rananna9 and war bs prnseculae la Ina mmm aunl extant ousslble r unnni 1, aw Thu doe... twas IXod.led by ANsOaware at 15:11:37mOS24/ID1a uMer IXder Noa8997402161 whial exglas on 091 U2017,altl is m11m resale. Uear Notes: (2 018 69 172 2) .2 distributing the Bidding Documents to prospective bidders,requesting their renin upon completion of the bidding process,and maintaining a log ofdistribution and retrieval and of the amounts of deposits, if any,received from and reamed to prospective bidders; .3 organizing and conducting a pre-bid conference for prospective bidders; .4 preparing responses to questions fi'om prospective bidders and providing clari fications and interpretations of the Bidding Documents to all prospective bidders in the form of addenda;and .5 organizing and conducting the opening of the bids,and subsequently documenting and distributing the bidding results,as directed by the Owner. § 3.5.2.3 The Architect shall consider requests for substitutions,if the Bidding Documents pernnit substitutions,and shall prepare and distribute addenda identifying approved substitutions to all prospective bidders. § 3.5.3 NEGOTIATED PROPOSALS § 3.5.3.1 Proposal Documents shall consist of proposal requirements and proposed Contract Documents. § 3.5.3.2 The Architect shall assist the Owner in obtaining proposals by .1 procuring the reproduction of Proposal Documents for distribution to prospective contractors,and requesting their return upon completion of the negotiation process; .2 organizing and participating in selection interviews with prospective contractors:and .3 participating in negotiations with prospective contractors,and subsequently preparing a sununaly report of the negotiation results,as directed by the Owner. § 3.5.3.3 The Architect shall consider requests for substitutions,if the Proposal Documents permit substitutions,and shall prepare and distribute addenda identifying approved substitutions to all prospective contractors. § 3.6 CONSTRUCTION PHASE SERVICES § 3.6.1 GENERAL § 3.6.1.1 The Architect shall provide administration of the Contract between the Owner and the Contractor a-s set forth below and in AIA Document A2011^1-2 007,General Conditions of the Contract for Construction. If the Owner and Contractor modify AIA Document A201-2007,those modifications shall not affect the Architect's services under this Agreement unless the Owner and the Architect amend this Agreement. § 3.6.1.2 The Architect shall advise and consult with the Owner during the Construction Phase Services.The Architect shall have authority to act on behalf of the Owner only to the extent provided in this Agreement.The Architect shall not have control over,charge of,or responsibility for the construction means,methods,techniques, sequences or procedures,or for safety precautions and programs in connection with the Work,nor shall the Architect be responsible for the Contractor's failure to perform the Work in accordance with the requirements of the Contract Documents.The Architect shall be responsible for the Architect's negligent acts or omissions,but shall not have control over or charge of,and shall not be responsible for,acts or omissions of the Contractor or of any other persons or end des performing portions of the Work. § 3.6.1.3 Subject to Section 4.3,the Architect's responsibility to provide Construction Phase Services commences with the award of the Contract for Construction and terminates on the date the Architect issues the final Certificate for Payment. § 3.6.2 EVALUATIONS OF THE WORK § 3.6.2.1 The Architect shall visit the site at intervals appropriate to the stage of construction,or as otherwise required in Section 4.3.3,to become generally familiar with the progress and quality of the portion of the Work completed,end to detemone, in general,if the Work observed is being performed in a manner indicating Unit the Work,when Polly 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.On the basis of the site visits,the Architect shall keep the Owner reasonably informed about the progress and quality of the portion of eine Work completed,and report to the Owner(1)known deviations from the Contract Documents and from the most recent construction schedule submitted by the Contractor,and(2)defects and deficiencies observed in the Work. Inti AIA Cpeumna 9101--2M7(rormedy 0151^1-1997).Copylghts,1974,1078,107,1997 and M07 by The Amedeen Miture dgtihsn.Nl rights ..3 .d.WAn NTNG 1116 A1A Do ml.,s rs mongered by 5.CaVwl9nl Low a,N lnlarnabonal Trealms Uuaull,arizeJ mpruduC11nr1 or J19aib11l tun 5 11 lh.5 AIA np[ulntlnl a soy 1.dm pl J.n,ay resell a dell arrd cnmrnal penalties.and ."oe V oeev'ulaJ lu IUo rnavnnuln b1luo1 pu4eNL, I rrnne,the nnr TbiS document wds hibsbC tl by AIA software a115r1C39 m OS2V2016...r Oker No.0889'/40216I wMch exphea bn OWIVa17.andls nm fur resale. Ilio Nowa: (201691722) § 3.6.2.2 The Architect has the authority in reject Work that does not conform to the Contract Documents. Whenever the Architect considers it necessary or advisable,the Architect shall have the authority to require inspection m 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 cscrcke or not to exercise such authority shall give nse 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. § 3.6.2.3 The Architect shall interpret and decide matters concerning performance under,and requirements of,the Contract Documents on written request of either the Owner or Contractor.The Architects response to such requests shall be made in writing within anytime limits agreed upon or otherwise with reasonable pronhpmess. § 3.6.2.4 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 M in the form of drawings.When making such inter pi etatiems and 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 rendered in good faith.The Architect's decisions on matters relating to aesthetic effect shall be final if consistent with the intent expressed in the Contract Documents. § 3.6.2.5 Unless the Owner and Contractor designate another person to serve as an Initial Decision Maker,as that term is defined in AIA Document A201-2007, the Architect shall reader initial decisions on Claims between the Owner and Contractor as provided in the Contract Documents. § 3.6.3 CERTIFICATES FOR PAYMENT TO CONTRACTOR § 3.6.3.1 The Architect shall review and certify the amounts due the Contractor and shall issue ceni Hellas in such amounts.The Architect's certification for payment shall cOnsti rate a representation to the Owner,based on the Architect's evaluation of the Work as provided in Section 3.6.3 and on the dam comprising the Contractor's Application for Paymenq tray to the best of the Architect's knowledge,information and belief,the Work has progressed to the point indicated and that the quality of the Work is in accordance with the Contract Documents. The foregoing representations are subject(1)to an evaluation of the Work for conformance with the Contract Documents upon Substantial Completion.(2)to results of subsequent tests and inspections,(3)to correction of minor deviations from the Contract Documents prior to completion,and(4)to specify qualifications expressed by the Architect. § 3.6.3.2 The issuance of a Certificate for Payment shall not be a representation that the Architect has(1)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 ofrequisitions 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. § 3.6.3.3 The Architect shall maintain a record of the Applications and Certificates for Payment. § 3.6.4 SUBMITTALS § 3.6.4.1 The Architect shall review the Contractor's submittal schedule and shall not unreasonably delay or withhold approval.The Architect's action in reviewing subminals shall be taken in accordance with the approved submittal schedule car,in the absence of an approved submittal schedule,with reasonable promptness while allowing sufficient time in the Architect's professional judgment to permit adequate review. § 3.6.4.2 In accordance with the Architect-approved submitral schedule,the Architect shall review and approve or take other appropriate action upon the Contractor's submittals such as Shop Drawings,Product Dam and Samples, but only for the limited purpose of checking for conformance with information given and the design concept expressed in the Contract Documents.Review of such submittals is not for the purpose of determining the accuracy and completeness of other information such as dimensions,quantities,and installation or performance of equipment or systems,which are the Contractor's responsibility The Architect's review shall not constitute approval of safety precautions or,unless otherwise specifically stated by the Architect.of any construction means,methods. AIAOocumant B101'-20 (M1 erly Bl5r"-1997). d , 9htOI974,1978,1907.1991aM2o07ay TMAmerken WUl OA NR .Nld9hta Intl Salved WAnNING Tu➢IA pnnuwnni CopV'WOr Lawvi01n1emAipual Treanxs Unouln ..Ied 6 ofloisA.A euu re. ...V n' >, il nV ira v aC,,,mucn e.,.1 Vanalln:9 and wA be pm ......dw Ina mvnpmn x"Intl PpsaAie 1 under inx taw.TMSUcclulrr S poduced by AIA Software ar 15,11J7dr O6c!`VW i order Order No 88997402181 walchevptes W0311VM17,aM 1a neer Npba: (20168917]2) techniques, sequences or procedures.The At chi approval of specific item shall not indicate approval of an assembly of which the item is a component. § 3.6.4.3 If the Contract Documents specitice]ly require the Contractor to provide professional design services or certifications by a design professional related to systems,materials or equipment,the Architect shall specify the appropriate performance and design criteria that such services must satisfy.The Architect shall review Shop Drawings and other submittals related to the Work designed or cerd fled by the design professional retained by the Contractor that bear such professional's seal and signature when submitted to the Architect.The Architect shall be entitled to rely upon the adequacy,accuracy and completeness of the services,certifications and approvals performed or provided by such design professionals. § 3.6.4.4 Subject to the provisions of Section 4.3,the Architect shall review and respond to requests for information about the Contract Documents.The Architect shall set forth in the Contact Documents the requirements for requests for information.Requests for information shall include,at a minimum,a detailed written statement that indicates the specific Drawings or Specifications in need of clarification and the nature of the clarification requested.The Architect's response to such requests shall be made in writing within any time limits agreed upon,or otherwise with reasonable prompaess. If appropriate,lire Architect shall prepare and issue supplemental Drawings and Specifications in response to requests for information. § 3.6.4.5 The Architect shall maintain a record of submittals and copies of submittals supplied by the Contractor in accordance with the requirements of the Contact Documents. § 3.6.5 CHANGES IN THE WORK § 3.6.5.1 The Architect may authorize minor changes in the Work that are consistent with the intent of the Contract Documents and do not involve an adjustment in the Contract Sum or an extension of the Contract Time.Subject to the provisions of Section 4.3,the Architect shall prepare Change Orders and Construction Change Directives for the Owner's approval and execution in accordance with the Contract Documents. § 3.6.5.2 The Architect shall maintain records relative to changes in the Work. § 3.6.6 PROJECT COMPLETION § 3.6.6.1 The Architect shall conduct inspections to determine the date or dates ofSubstan[is] Completion and the date of final completion;issue Certificates of Substantial Completion;receive from the Contractor and forward to the Owner,for the O vner's review and records,written warranties and related documents required by the Contract Documents and assembled by the Contractor;and issue a final Certificate for Payment based upon a final inspection indicating the Work complies with the requirements of the Contract Documents. § 3.6.6.2 The Arch iteei s inspections shall be conducted with the Owner to check confamhunce of the Work with the requirements of the Contract Documents and to verify the accuracy and completeness of the list submitted by the Contractor of Work to be completed or corrected. § 3.6.6.3 When the Work is found to be substantially complete,the Architect shall inform the Owner about the balance of the Contract Sam remaining to be paid the Contractor,including the amount to be retained from the Contract Sum,if any, for final completion or correction of the Work. § 3.6.6.4 The Architect shall forward to the Owner the following information received from the Connector:(1) consent of surety or sureties,if any.to reduction in or partial release of retainage or the making of final payment;(2) affidavits.receipts,releases and waivers of liens or bonds indemnifying the Owner against liens;and(3)any other documentation required of the Connector under the Contract Documents. § 3.6.6.5 Upon request of the Owner,and prior to the expiration of one year from the date of Substantial Completion,the Architect shall,without additional compensation,conduct meeting with the Owner to review the facility operations and performance. Init. ANA document et01 m—2007 lrormady B161 191 Copvngm®1974.10re.ta9r.Into and 2007 try The American Inhumes or A dmea,At ighte reserved.N4nNING Tcs NY Document m 1rowc1s11 d'u 5 Cop'^am Law and Ira pollen Vnal Rtlantls 1lnanlhowBV mp,ocuo.dn V,dcvdaVllnn 7 .111115411 DVeumenl.o ,onlon.1.1 m4 .-d,P,sarem—11 a nn u,m-d penal Ile; and wlll oc prnsecmedlV lltnmVYlnNmealant lmssn. I endo,mu law This document was,prokesel Oy AN software at 15.1137on0512N2016 under ONer No.11.1a97402161 which inches on 031212017,am 13 wt fur re me. Ursa Noris: (2 016 9 9172 2) ARTICLE 4 ADDITIONAL SERVICES § 4.1 Additional Services listed below are not included in Basic Services but may be required for the Project.The Architect shall provide the listed Additional Services only if specifically designated in the cable below as the Architect's responsibility,and the Owner shall compensate the Architect as provided in Section 11.2. !Designate the Additional Services the Architect shall provide in Ike second column ofcare table below. In the third column indican,whether the service description is local in Section 4.2 to in car aaached evhibit. kiin an exhibit, idents the exhibit) Additional Services Responsibility Location of Service Description Idrehirect• Owner (Section 4.2 below or in an exhibit or wracked to this document and Not Provided) ideuti ted below) 4.1.1 Programming Not Provided 0.1.2 Multiple preliminary dealers Not Provided 0.1.3 Measured drawings Archi[ed Part of Basic Services red. Rekr 4.1.4 Existing facilities surveys to Section 4.2.2 for scope of work 4.1.5 Site Evaluation and Planning 82031X1-2007 Not Provided 4.1.6 Building infonnaEon modeling Not Provided 0.1.7 Civil engineering Not Provided 4.1.8 Landscape design Not Provided 4.1.9 Architectural Interior Desi B2521"1-2007) Not Provided 4.1.iD Value Analysis 204x"'-2007) Not Provided 4.1.11 Detailed cast estimating Not Provided 4.1.12 On-site project representation Not Provided 0.1.13 Conformed construction documents Not Provided 0.1.14 As-Designed Record drawings Not Provided 4.1.15 As-Constructed Record draweirms, Not Provided 0.1.16 Past occupancy evaluation Not Provided 4.1.17 Facility Support Services(B210rd-2007) Not Provided 4.1.18 Tenant-related services Not Provided 8.1.19 Coordination of Owner's consultants Not Provided 4.1.20 Telecommunicationstcara design Not Provided § 4.1.21 Security Evaluation and Planning Not Provided (B2061M-2007) 4.122 CommissioningB21 Int-2007) Nat Provided 4.1.23 Extensive grivirommentally,responsible deli Nat Provided 4.1.24 LEER Certification(B2141N-2007) Not Provided 11 4.125 Fast-track design services I Not Provided 4.1.26 Historic Preservation, B2057"-2007) Not Provided § 4.1.27 Furniture,Furnishings,and Equipment Design (13253--2007) § 4.2 Insert a description ofeach Additional Service designated in Section 4.1 as the Architects responsibility,if not further described in an exhibit attached to this document. § 4.2.2-Existing Facilities Survey-The Architect and Architect's consultants will perform a visual and photographic exterior facility survey for the facility to perform the scope of work for this project. AIA nocument Erl-identical 8151"'-19971.Copy xtht01974.1970.1907.1997 and 2007 by TM Amental Inal ,AA,INRM.NI d9M1b IOIt. sed.WARNING TryR can Ca nVu - ouVn,lln law no"o n ndl"ente ulna" _ repro • u,rah.thnon 6 incensed. s>IA out rte m n"V nonry "on s nru u�ll woe Iv"L in d....nn...pe"all els.and waI ba pmso , v'Orltle�f�e nm ton• s"hlu "lde n, oc n Vas. my r, rl imxm v.a l not oxha law TM1is Oooumenl as pratluced"by Al4 solhYan at l6'.1 1:97 on Ofi29YM1fi ntler Ortltl No.9a897902161w1"i 11 xgres pn 93l12YN17.awls bear resale. bear Noras: /29169917221 § 4.3 Additional Services may be provided after execution of this Agreement,without invalidating the Agreement. Except for services required due to the fault of the Architecr,any Additional Services provided in accordance with this Section 4.3 shall entitle the Architect to compensation pursuant to Section 11.3 and an appropriate adjustment in the Architects schedule. § 4.3.1 Upon recognizing the need to perform the following Additional Services,the Architect shall notify the Owner with reasonable promptness and explain the facts and circumstances giving rise to the need.The Architect shall not proceed to provide the following services until the Architect receives the Owner's written authorization: .1 Services necessitated by a change in the Initial Information,previous instructions or approvals given by the Owner,or a material change in the Project including,but not limited to,size,quality. conhplexity,the Owner's schedule or budget fir Cast of the Work,or procurement or dch very method; .2 Services necessitated by the Owner's request for extensive environmentally responsible design altematives,such as unique system designs,in-depth material research,energy modeling,or LEEDO certification; .3 Changing or editing previously prepared Instruments of Service necessitated by the enactment or revision of codes, laws or regulations or official interpretations; .4 Services necessitated by decisions of the Owner not Tendered in a timely manner or any other failure of performance on the pan of the Owner ar the Owner's consultants or contractors; .5 Preparing digital data for transmission to the Owner's consultants and contractors,or to other Owner authorized recipients; .6 Preparation of design and documentation for alternate bid or proposal requests proposed by the Owner; .T Preparation for,and attendance at,a public presentation,meeting or hearing: .8 Preparation for,and attendance at a dispute resolution proceeding or legal proceeding,except where the Architect is party thereto; .0 Evaluation of the qualifications of bidders or persons providing proposals; .10 Consultation concerning replacement of Work resulting from fire or other cause during cman'action; or ,11 Assistance to the Initial Decision Maker,if other than the Architect. § 4.3.2 To avoid delay in the Construction Phase,the Architect shall provide the following Additional Services, notify the Owner with reasonable promptness.and explain the Facts and circumstances giving rise to the need. If the Owner subsequently determines that all or pmts of those services are not required, the Owner shall give prompt written notice to the Architect,and die Owner shall have no further obligation to compensate the Architect for those services: .1 Reviewing a Contractor's submittal out of sequence from the submittal schedule agreed to by the Architect: .2 Responding to the Contractor's requests for information that are not prepared in accordance with the Contract Documents or where such infi enation is available to the Co atI from a careful study and comparison of the Contract Documents,field conditions,other Owner-provided information, Contractor-prepared coordination drawings,or prior Project correspondence or documentation; .3 Preparing Change Orden and Construction Change Directives that require evaluation of Contractor's proposals and supporting dubs,or the preparation or revision of Instruments of Service', .4 Evaluating an extensive number of Claims as the Initial Decision Maker; .5 Evaluating substitutions proposed by the Owner or Contractor and making subsequent revisions to Instruments of Service resulting therefrom;or .6 To the extent the Architect's Basic Services are affected,providing Conan action Phase Services 60 days after(1)the date of Substantial Completion of the Work or(2)the anticipated date of Substantial Completion identified in Initial In Formation,whichever is earlier. § 4.3.3 The Architect shall provide Construction Phase Services exceeding the limits set forth below as Additional Services.When the limits below are reached,the Architect shall notify the Owner', .1 Two 12 )reviews of each Shop Drawing,Product Data item,sample and similar submittal of the Contractor .2 Construction Duration is longer than 12 wecks. InLL NA Doeument B101'e-20mlior Ialy Bl6Pe-18971.copyd9htCI 1918.1989,1M aaJ 3107 W rhe American hceabbMPtcaileGs.At dints .."I'd.WPRNINIi rh,s xJA Uocnlnanl IS proleclea IJV U 5 CnpY^9111 Law iml lnicma llnn al rnalles.Uvull,n,rzaJ�epmdaII"I n,a.".111nn 9 n1101s AIA Doc an,pommn old 1w1 mwln 1n aurora—a anp anminaI portant., anlf«01 b?I-- 'I m the mavlmum nmma Imasmd. der ovl law Thls docmrlearwaspI,xReed by AW software at 15:11:37 05/MR016 uMerorder No.8889240216 I IIII exproson03113201 r.aM is .1 Iw rxsle. neer Nobs: IIDI68917221 .3 One( I 1 inspection per phase for any portion of the Work to determine whether such portion of the Work is substantially complete in accordance with the requirements of the Contract Documents .4 One( 1 )inspection per phase for any porton of the Work to determine final completion § 4.3.4 If the services covered by this Agreement have not been completed within twelve( 12 1 months of the date of this Agreement,through no fault of the Architect,extension of the Architect's services beyond that time shall be compensated as Additional Services. ARTICLE 5 OWNER'S RESPONSIBILITIES § 5.1 Unless otherwise provided for under this Agreement,the Owner shall provide information in a timely manner regarding requirements for and limitations on the Project,including a written program which shall set forth the Owner's objectives,schedule,constraints and criteria,including space requirements and relationships,flexibility, expandability,special equipment,systems and site requirements.Within 15 days after receipt of written request from the Architect,the Owner shall furnish the requested information as necessary and relevant for the Architect to evaluate,give notice of or enforce lien rights. § 5.2 The Owner shall establish and periodically update the Owner's budget for the Project, including(1)the budget for the Cost of the Work as defined in Section 6.1;(2)the Owner's other costs;and,(3)reasonable contingencies related to all of these costs.If the Owner significantly increases or decreases the Owner's budget for the Cost of the ,I Work,the Owner shall notify the Architect The Owner and the Architect shall thereafter agree to a corresponding change in the Project's scope and quality. § 5.3 The Owner shall identify a representative authorized to act on the Owner's behalf with respect to the Project. The Owner shall render decisions and approve the Architect s submittals in a timely manner in order to avoid unreasonable delay in the orderly and sequential progress of the Architect's services. § 5.4 The Owner shall Pomish 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;designated wetlands: 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. § 5.5 The Owner shall famish services of geotechnical engineers,which may include but are not limited to test borings.lest pits,determinations of soil bearing values,percolation tests,evaluations of hazardous materials,seismic evaluation,ground corrosion tests and resistivity tests,including necessary operations for anticipating subsoil conditions,with written reports and appropriate i ecom mandation. § 5.6 The Owner shall coordinate the services of its own consultants with those services provided by the Architect. Upon the Architects request,die Owner steal I furnish copies of the scope of services in the contracts between the Owner and the Owner's consultants.The Owner shall famish the services of consultants other than those designated in this Agreement,or authorize the Architect to furnish them as an Additional Service,when the Architect requests such services and demonstrates that they are reasonably required by the scope of the Project.The Owner shall require that its consultants maintain professional liability insurance as appropriate to the services provided. § 5.7 The Owner shall furnish tests,inspections and reports required by law or the Contract Documents,such as structural,mechanical,and chemical tests,tests for air and water pollution,and tests for hazardous materials. § 5.8 The Owner shall furnish all legal,insurance and accounting services, including auditing services, that may be reasonably necessary at any time for the Project to meet the Owner's needs and interests. § 5.9 The Owner shall provide prompt written notice to the Architect if the Owner becomes aware ofany fault or defect in the Project,including errors.omissions or inconsistencies in the Architect's Instruments of Service. § 5.16 Except as otherwise provided in this Agreement,or when direct communications have been specially authorized,the Owner shall endeavor to communicate with the Contractor and the Architect's consultants through trait AIAUocummtat OT'"-200](brmedy Sl51[e-1897).CoytlghtOI9]4,19]8.1981.1997and100]by7hs AnsixecnlmOruWWAmNleds.Art rights NaE.WARNIfIGP rJP Uocnmen1up01J[Ietl JV'la l'epV^9M1r l.n rr J nJ nnrrurn•nl! rtes Urwull,orintlreyrotlucnon Jr Jxlnpu nnn 10 .,hBrrs ALA 1 u•+tlanLurnrrpThocll er cur mreenl wVaYs apnriid pelG byr AIA r4¢dsuWaa,s at*tl aavtlOrt 0yR919J1u6l yuuMn.erllrOurstl.ttn Wrv8•8II9I9ra]402m_1lwNIplu alaWxV...n Q31 1n2�1l2re0n9]l JeisE.s ths,1 resale. User Nges: (2018091722) i the Architect about matters arising out ofor relating to the Contract Documents.The Owner shall promptly notify the Architect of any direct communications that may affect the Architect's Services. § 5.11 Before executing the Contract for Construction,the Owner shall coordinate the Architect's duties and responsibilities set forth in the Contract for Construction with the Architects services set Porth in this Agreement. The Owner shall provide the Architect a copy of the executed agreement between the Owner and Contractor, including the General Conditions of fire Contract for Construction. § 5.12 The Owner shall provide the Architect access to the Project site prior to commencement of the Work and shall obligate the Contractor to provide the Architect access to the Work wherever it is in Preparation or progress. ARTICLE 6 COST OF THE WORK § 6.1 For purposes of this Agreement,the Cost of the Work shall be the total cost to the Owner to construct all elements of the Project designed or specified by the Architect and shall include contractors'general conditions costs, overhead and profit.The Cost of the Work does not include the compensation of the Architect,the costs o£the land. rights-of--way, financing,contingencies for changes in the Work or other costs that are the responsibility of the Owner. § 6.2 The Owner's budget for the Cost of the Work is provided in Initial Information,and may be adjusted throughout the Project as required under Sections 5.2,6.4 and 6.3.Evaluations of the Owner's budget for the Cost of the Work,the preliminary estimate of the Cost of the Work and updated estimates of the Cost of rhe Work prepared by the Architect,represent the Architect's judgmetit as a design professional.It is recognized,however,that neither the Architect nor the Owner has control over the cost of labor,materials or equipment;the Contractor's methods of determining bid prices;car competitive bidding,market or negotiating conditions.Accordingly,the Architect cannot and does not warrant or represent that bids or negotiated prices will not very fi'om the Owner's budget for the Cast of the Work or from any estimate of the Cwt of the Work or evaluation prepared or agreed to by the Architect. § 6.3 In preparing estimates ofthe Costof Work,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;in make reasonable adjustments in the program and scope of the Project;and to include in the Contract Documents alternate bids as may be necessary to adjust the estimated Cost of the Work to meet the Owner's budget for the Cost of the Work.The Architect's estimate of the Cost of the Work shall be based on current area.volume or similar conceptual estimating techniques.if the Owner requests detailed cost estimating services,the Architect shall provide such services as an Additional Service under Article 4. § 6.41f die Bidding or Negotiation Plhase has not commenced within 90 days after the Architect submits the Construction Documents to the Owner,through no fault of the Architect,the Owner's budget for the Cast of the Work shall be adjusted to reflect changes in the general level of prices in the applicable construction market. § 6.51f at any time the Architects estimate of the Cost of the Work exceeds the Owner's budget for the Cost of the Work,the Architect shall make appropriate recommendations to the Owner to adjust the Project's Size,quality or budget for the Cost of the Work,and the Owner shall cooperate with the Architect in making such adjustments. § 6.6 If the Owner's budget for the Cost of the Work at the conclusion of the Construction Documents Phase Services is exceeded by the lowest bona fide bid or negotiated proposal,the Owner shall .1 give written approval of an increase in the budget for the Cost of the Work; .2 authorize rebidding or renegotiating of the Project within a reasonable time; .3 terminate in accordance with Section 9.5; .4 in consultation with the Architect,revise the Project program scope,or quality as required to reduce the Cost of the Work;or .5 implement any other mutually acceptable alternative. § 6.7 If the Owner chooses to proceed under Section 6.6.4,die Architect, without additional compensation,Shall modi fy the Construction Documents as necessary to comply with the Owner's budget for the Cost of the Work at the conclusion of the Construction Documents Phase Services.or the budget as adjusted under Section 6.6.1.The Intl. AIADocumann8101*-20011tor HYSISlm-19976co0ydghtCl974.1978.1987,1997aM2007byTMAmeMenllre9(dealftmwta.Ald9m. R .o&WAPNING Tms AIA lnmmlmn .d repm.uc!mn a,JlmnbWmn o! FI,AA tim-11 11 .1 u.1,1111 ,of n 11 crin,lnar pewllles and wlll ne"ou—Jea10....! w Imus,erten,pmmaL: I Ioder ibe law The document was pW WAd by AA maware an 15:11:37 comV2412015 under Gunder No 8889740216 1 emMh 0VMS an 031192017,aM 19 make resale. our Notes: (2010091722) Architect's modification of the Construction Documents shall be the limit of the Architect's responsibility,under this Article h. ARTICLE 7 COPYRIGHTS AND LICENSES § 7.1 The Architect and the Owner warrant that in transmitting Instruments of Service.or any other information.the transmitting party is the copyright owner of such information or has permission from the copyright owner to transmit such information for its use on the Project.If the Owner and Architect intend to transmit Instruments of Service or any other information mdocumentation in digital form,they shall endeavor to establish necessary protocols governing such transmissions. § 7.2 The Architect and the Architects consultants shall be deemed the authors and owners of their respective Insnvments of Service, including the Drawings and Specifications,and shall retain all common law,statutory and other reserved rights,including copyrights. Submission or distribution of Instruments of Service to meet official regulatory requirements or for similar purposes in 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. § 7.3 Upon execution of this Agreement,the Architect grants to lite Owner a nonexclusive license to use the Architect's Instruments of Service solely and exclusively for purposes ofconstructing,using,maintaining,altering and adding to the Project,provided that the Owner substantially performs its 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 The license granted under this section permits the Owner to authorize the Contractor,Subcontractors,Sub-subcontractors,and material or equipment suppliers,as well as the Owner's consultants and separate contractors,to reproduce applicable portions of the Instruments of Service solely and exclusively for use in performing services or construction for the Project. If the Architect rightfully terminates this Agreement for cause as provided in Section 9.4,the license granted in this Section 7.3 shall terminate. § 7.3.1 In the event the Owner uses the Instruments of Service without retaining die author of the Instruments of Service, the Owner releases the.Architect and Architect's consultants)from all claims and causes of action arising from such uses. The Owner,to the extent permitted by law, further agrees to indemnify and hold harmless the Architect and its consultants from at I costs and expenses,including the cost of defense,related to claims and causes of action asserted by any third person or entity to the extent such costs and expenses arise from the Owner's use of the Instruments of Service under this Section 7.3.1.The terms of this Section 7.3.1 shall not apply if the Owner rightfully terminates this Agreement for cause under Section 9.4. § 7.4 Except for the licenses granted in this Article 7,no other license or right shall be deemed granted or implied under this Agreement The Owner shall not assign,delegate.sublicense,pledge or otherwise transfer any license granted herein to another party without the prior written agreement of the Architect.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. ARTICLE 8 CLAIMS AND DISPUTES § 0.1 GENERAL § 8.1.1 The Owner and Architect shall commence all claims and causes of action,whether in contract,tort,or otherwise,against die other arising out ofor related to this Agreement in accordance with the requirements of the method of binding dispute resolution selected in this Agreement within the period specified by applicable law, but in any case not more than 10 years after the date of Substantial Completion of the Work.The Owner and Architect waive all claims and causes of action not commenced in accordance with this Section 8.1.1. (P.,agnapb deleleaU § 8.1.3 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 of this Agreement,except as specifically provided in Section 9.7. § 8.2 MEDIATION § 0.2.1 Any claim,dispute or other matter in question arising out of or related to this Agreement shall be subject to mediation as a condition precedent to binding dispute resolution.If such matter relates to or is the subject ofa lien Ind. AIA accusal 8101^`-2007(annually 8151"-1997).COOMghtO 1974,1970.1907.1997 alp 2007 by TM Amehcan lnOW%otAlcrpects.At lights IVBE.WARNING 1 s 41A oocnneni s eJ uY U i WIIY^41,1 l mel r)salms U xetl reV otivUllon m d,onsaulinn .12 ,Inl.A'A oe�„,, -,leer ,,,mi �.v^ron�� ..n1-1 a:...�.�� , ��m- aw wni so p.oaeeu an n ....I o lno=el 1 uelq,inmw Th.Sd..umenl wasp dcoad by AIA saawue at 15:11.37 an o924o016 untl ONar Na.985974021a�11whph expresscn wu Z2017.aM Js e ratter resale. Usar NOba: (20168917221 miring out of the Architect's services,the Architect may proceed in accordance with applicable law to comply with the lien notice or filing deadlines prior to resolution of the matter by mediation or by binding dispute resolution. § 8.2.2 The Owner and Architect shall endeavor to resolve claims,disputes and other matters in question between them by mediation which,unless the parties mumally agree otherwise,shall be administered by the American Arbitration Association in accordance with its Cortinortion Industry Mediation Procedures in effect on the dote of the Agreement.A request for mediation shall be made in writing,delivered to the other parry to the Agreement,and filed with the person or mitity administering the mediation.The request may be made concurrently with the filing of a complaint or other appropriate demand for binding dispute resolution but,in such event,mediation shall proceed in advance ofbinding dispute resolution proceedings.which shall be stayed pending mediation Por a period of60 days fi'an die date of filing,unless stayed For a longer period by agreement of the parties or court order.Iran arbitration proceeding is stayed pursuant to this section,the parties may nonetheless proceed to the selection of the arbitrators) and agree upon a schedule for later proceedings. § 8.2.3 The parties shall share the mediator's fee and any filing fees equally. The mediation shall be held in the place where the Project is located,unless another location is mutually agreed upon.Agreements reached in mediation shall be enforceable as settlement agreements in any court havingjurisdiction thereof. § 8.2.4 If the parties donut resolve a dispute through mediation pursuant to this Section 8.2,the method of binding dispute resolution shall be the following: (Check the appropriate but.lfthe Owner and Architect do nor select a method co binding dispute resolution below, or do not subsequently agree in uniting to a binding dispute reso)udon method other than litigation,the dispute trill he resolved in a court ofoompetent jurfsdicrion.) [X] Arbitration pursuant to Section 83 or this Agreement [ ] Litigation in a court or competent jurisdiction I 1 Other(Specify) § 8.3 ARBITRATION § 8.3.1 If the partieshave selected arbitration as the method fin r binding dispute resolution in this Agreement,any claim,dispute or other matter in question arising out of or related to this Agreement subject to,but not resolved by. mediation shall be subject to arbitration which,unless the parties mumally agree otherwise,shall be administered by the American Arbitration Association in accordance with its Construction Induvny Arbitration Rules in effect on the date of this Agreement.A demand for arbitration shall be made in writing,delivered to the other party to this Agreement,and filed with the person or entity administering the arbitration. § 8.3.1.1 A demand for arbitration shall be made no earlier than concurrently with the filing of request for mediation,but in no event shall it be made aher the date when the institution of legal or equitable proceedings based on the claim,dispute or otter matter in question would be barred by the applicable smtute of limitations. For statute oflimitations purposes,receipt ofa written demand for arbitration by the person or early administering the arbitration shall constitute the institution of legal or equitable proceedings based on the claim,dispute or other matter in question, § 8.3.2 The foregoing agreement to arbitrate and other agreements to arbitrate with an additional person or entity duly consented to by parties to this Agreement shall be specifically enforceable in accordance with applicable law in any court having jurisdiction thereof § 8.3.3 The award rendered by the arbiteatill shall be final,andjudgment may be entered upon it in accordance with applicable law in any court having jurisdiction thereof. (parmgrnphs deleted) Ing. AIAOocumem810im-200r(Mmorly Bl5P' 199T).Copynglt®19id19ID I]P nhsIIWlO pr ArcMbcb NlrlgM6 fosomeaL WARNIN i TlIISAIA 0[a nml e V olnelutl ly ll o.CmVrs l - xuJ reprAtlucl On Or d-6VPo lin 13 n1 ll,AIA nm.umnn, a f,0o,f n l tl 1 ir,l,u,I, nivll and c, �J l l Iae mMW .. p'oon 0065 a o t u,liellM1umw Thr docaulBnlwo;produced by All soft..of lall V w0512412018 under Olde,MBB89N021a_I wlloho iftsu OY124917,8l USer Nope: (201B891]@t ARTICLE 9 TERMINATION OR SUSPENSION § 9.1 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 lamination or,at the Architects option,cause for suspension of performance of services under this Agreement. If the Architect elects to suspend services, the Architect shall give seven days' written notice to the Owner before suspending services. In the event of a suspension of services,the Architect shall have no liability to the OwnerFor 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 die time schedules shall be equitably adjusted. § 9.2 If the Owner suspends the Project,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. § 9.3 If the Owner suspends the Project for more than 90 cumulative days for reasons other than die fiult of the Architect,the Architect may terminate this Agreement by giving not less than seven days' written notice. § 9.4 Either parry may terminate this Agreement upon not less than seven days'written notice should the other parry fail substantially to perform in accordance with the terns of this Agreement through no fault of the party initiating the termination. § 9.5 The Owner may terminate this Agreement upon not less than seven days'vardb n notice to die Architect for tie Owner's convenience and without cause. § 9.6 In the event of termination not the fault of the Architect,the&chiral shall be compensated for services performed prior to termination,together with Reimbursable Expenses then due and all Termination Expenses as defined in Section 9.7. § 9.7 Termination Expenses are in addition tocompensation For the Architect s services and include expenses directly attributable to termination for which the Architect is not otherwise compensated,plus an amount for the Architect's anticipated profit on the value of the services not performed by the Architect. § 9.8 The Owner's rights to use the Architect s Instruments of Service in the event of a termination of this .Ameement are set forth in Article 7 and Section 11.9. ARTICLE 10 MISCELLANEOUS PROVISIONS § 10.1 This Agreement shall be governed by the law of the place where the Project is located,except that if the parties have selected arbitration as the method of binding dispute resolution,the Iowa Arbitration Act shall govem Section 8.3. § 10.2 Terms in this Agreement shall have the same meaning as those in AIA Document A201-2007.General Conditions of the Contract for Construction. § 10.3 The Owner and Architect,respectively,bind themselves.their agents,successors,assigns and legal representatives to 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 a lender providing financing For the Project if the lender agrees to assume the Owner's rights and obligations under this Agreement. § 10.4Ifthe Owner requests the Architect to execute certificates,the proposed language of such certificates shall be submitted to the Architect for review at least 14 days prior to the requested dates of execution. If die Owner requests the Architect to execute consents reasonably mquir:d to facilitate assignment to a lender.the Architect shall execute all such consents that are consistent with this Agreement,provided the proposed coiwnt is submitted to the Architect for review at least 14 days prior to execution.The Architect shall not be required to execute certificates or consents that would require knowledge,services or responsibilities beyond the scope of this Agreement. Init Me Document 8101^—20M dandedy 6151s—1997).Coorght M01974.197$.1907.1997 alb 2007 by Th6American Institute or Assesses,At lights E..All NnINo r ,N- Oacumunl:s IIAI-11ld try 1 1 11 -A w yral c.rand Oaptlullm:al Tl.o- Jn m✓nu....W leamJucnal:ar JlsONuum: 14 al Ill..Ill..All nJu:mnnlu. V.,uoUlal:of J.mry msull,n eaaure.avll .. 1-1 1.."Oenxlllasand xnl nu V:Jsecolul c nm un:ea-,nnss:hlx i node,11-i— This downwnt was pro]ucetl by AW srbsch,at 15'.11:17 an o52MZor6 under Ohnir N09a3d74o2161 whch All.w Owlb'201T.nd is not rot resale. hear Notes 120169917221 § 10.5 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. § 10.6 Unless otherwise required in this Agreement,the Architect 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. § 10.7 The Architect shall haw the right to include photographic or artistic representations of the design of the Project among the Architect's promotional and professional materials.The Architect sliall he 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 w proprietary.The Owner shall provide professional credit for the Architect in the Owner's promotional materials for the Project. § 10.8 If the Architect or Owner receives immolation speci fical ly designated by the other party as"confidential"or "business proprietary,"the receiving party shall keep such information strictly confidential and shall not disclose it to any other person except to(1)its employees,(2)those who need to know the content of such information in order to perform services or construction solely and exclusively for the Project,or(3)its consultants and contractors whose contracts include similar restrictions on the use of confidential information. §10.9 INDEMNIFICATION To the fullest extent permitted by law,Architect shall indemnify and hold harmless the City,its officers,agents,and employees train and against all claims,damages,losses and expenses, including but not limited to attorneys' fees, arising out of or resulting from performance of the Contract,provided that such claim,damages,loss or expense is attributable to bodily injury,sickness,disease or death,or injury to or destruction of property including loss of use resulting therefrom,but only to the extent caused by negligent acts or omissions of the Architect,Arclutect's subcansultant,or anyone directly or indirectly employed by Architect or Architect's subconsultant or anyone for whose acts Architect or Architects subconsulti nt may be liable,provided that Architect shall not indemnify for or have legal liability for damage,loss or expense to the extent caused by a parry indemnified hereunder or a person for whom Architect is not legally liable. ARTICLE 11 COMPENSATION § 11.1 For the Architect's Basic Services described under Article 3,the Owner shall compensate the Architect as follows: Compensation for Basic Services will be a fixed fee in the amount of Thirty Two Thousand and Five Hundred Dollars($32,500.00)plus Reimbursable expenses and will be billed in the following phases: Phase 100 Project Management $3,750.00 Phase 200 Predwagn $3,000.00 Phase 300 Design Phase $11,500.00 Phase 400 Construction Phase $11,250.00 Phase 500 Quality Assurance/Quality Control $3,000.00 Phase 700 Reimbursable Expenses($6,800).Refer to Article 11.8 § 11.2 For Additional Services designated in Section 4,1,the Owner shall compensate the Architect as follows: (Paragraph deleted) § 11.3 For Additional Services that may arise during the course of the Project, including those under Section 4.3,the Owner shall compensate the Architect as follows: (Paragraph deleted) If additional services are necessary and a scope of work can be clearly defined,a fixed fee will be submitted for approval. In the event a scope of work is undefined,following Owner approval,the work will be billed on an hourly basis only upon Owner's written authorization to proceed with each occurrence. Current hourly rates,at time ofexecution of this Agreement,are listed in Article 11.7. Init ALA noeument 8101^-2007(formany 8151 ra-tate),CUpy}Ight®1974,1978,1987,national 2007 to Th$Anwrlean NstlmteolAmhaecle.All tight$ re$M'$d WAFNINO Tbc ALA nntuTeOl5 pMmmea 1,U 5 Copyliod Law mJ lne linrtal Toll lms in—m—aoJ re,col non a,dwoolmlgn 15 al11—AIA 0—a- ao m,purt—ofa.m sunm wwdw Cblland.ru some pm.srles.Anti rviil pe pro 6"NtoJ In Ilea mail�0um aXlenl posgmW ( undo?nm law ThK document was produced by AA Wasome at 15:11:37 an Will under Oder M88m740218 I which expires an owl Weill and is mal f0,Rsak. oversell (2016891722) § 11.4 Compensation for Additional Services of the Architects consultants when not included in Section 11.2 or I L3,shall be the amount Invoiced to die Architect plus ten percent( 10%),or as otherwise stated below: (Table deleted) (Paragraph deleted) § 11.6 When compensation is based on a percentage of the Cost of the Work 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 die schedule set forth in Section 115 based on(I)the lowest bona fide bid or negotiated proposal,or(2)Wile such bid tor proposal is received,the most recent estimate of the Cost of the Work for such pardons of the Project.The Architect shall be entitled to compensation in accordance with this Agreement for all services performed whether or not the Construction Phase is commenced. § 11.7 The hourly billing rates for services of the Architect and the.Architeci s consultants,if any,are set forth below.The rates shall be adjusted in accordance with rine Architect's and Architect's consultants'normal review Practices. Selser Schaefer Architects Principal Architect $175.00 Interior Designer $130.00 Associate Principal $165.00 Architect III 1 Designer III $140.00 Project Manager $165.00 Architect 117 Designer 11 $130.00 Project Designer $150.00 Architect I7 Designer I $110.00 Contract Administrator $150.00 Administrative $70.00 Walter Sedovic Architects Principal Architect $165.00 Project Architect $115.00 Associate AI'chitect $140.00 Project Leader $115.00 Designer $140.00 Interior Designer $I 10.00 Construction Administrator $110.00 Intern $95.00 Project Manager $130.00 AdministrativeiClefierd $65.00 (Table deleted) § 11.8 COMPENSATION FOR REIMBURSABLE EXPENSES § 11.8.1 Reimbursable Expenses are in addition to compensation for Basic and Additional Services and include expenses incurred by the Architect and the Architect's cwrsuhants directly related to the Project,as follows: A Transportation and authorized out-oftown travel and subsistence: .2 Long distance services,dedicated data and communication services,teleconferences, Project Web sites,and extranets; .3 Fees paid for securing approval of authorities having jurisdiction over the Project; .4 Priming,reproductions,plats,standard form documents; .5 Postage,handling and delivery; .6 Rental of Ii equipment to perform investigation report; 7 Gather samples and per analysis of mortar,brick and paint. .8 Architect's Consultants expense of professional liability insurance dedicated exclusively to this Project,or the expense ofadditional insurance coverage or limits if the Owner requests such insurance in excess of that normally earned by the Architects consultants; .9 All lazes levied on professional services and an reimbursable expenses; .10 Other similar Project-related expenditures. § 11.8.2 For Reactor Expenses the compensation shall be the expenses incurred by the Architect and the Architect's consultants plus ten percent( 10%1 of the expenses incurred. Reimbursable expenses are not to exceed$6,800.00 1nL AIA Doeument 6101'`-2001darrany 8151'^-1997).Gopyrynl C 1974.1978.1997.1997 and 2007 by The American lnsalure Ur Archilecrs.All rights nallsonan,WAPN0h6 lbn All - noen .11-gel r.w rv eIln. vetl m�n n 11 J.Pr aW o ulnl,AlA ...Tani.o. �..n...u A, '1 m su9n sulantl ¢ pn¢....1 I'll.."einn". newinWn..i.em 16 possu'A tnnan Pile law This dicumenlwas profueetl Ey AIA Shcware at 151137 on ON24IM16 under ONer 6o.98897492161 which expires on OTIV1117and is .rWresa,e. cur Now: I2016991722t § 11.9 COMPENSATION FOR USE OF ARCHITECT'S INSTRUMENTS OF SERVICE If the Omer terminates the.4dmeet f«its convenience under Section 9.3.or the Architect renounce,this Agreement under Section 9.3,the Owner shall pay a licensing tee as Compensation for the Ouroer'z continued use of the Architect's hutrenents of Ser,ice solely for purposcis ofcumpleting.using and maintaining the Project as follows: 40.00 § 11.10 PAYMENTS TO THE ARCHITECT § 11.10.1 An initial payment of tern t$O.U01 shall be made upon execution of this Agreement and is die minimum payment under this Agreement. It shall be ereditel to the 0wlmr's aceuunt in the final incolce. § 11.10.2 Unless otherwise agreed,payments for so-vices shall be made monthly in proportion to oi%ices performed.Payments«e due and payable upon presentation of the Architect's invoice_Amounts unpaid thin,t 30 1 days after the invoice date shall bear interest at the rate entered below. or in the altsence thereof at die legal rate prevailing Rom time to tune at the principal place of business of the Archlaxt. 1.5 oro monthly § 11.10.3 The Owner shall not withhold amounts from the Witwxls compensation to impose a penalty or liquidated damages on the Architect.or to offset sums requested by or paid to contra«s for the cost of changes in die Wa$unless the.Vchiteet agrees or has been Pound liable fbt the amounts in a binding dispute resolution proceeding. § 11.10.4 Records of Rei mbunrible Expenses,expenses pertaining to Addiri coal Services,and services performed on the basis of lmmiv rhes shall be available M the Owner at mutual lv convenient times. ARTICLE 12 SPECIAL TERMS AND CONDITIONS Special trete and mach runs that mach ly this.Agreement are as follow,: §12.1 State and Federal Tax Credit iltive seryices are excluded Gum the scope of work §12.2 The Compensation and Reimbursable amounts included in Article I I are only applicable if the Pte-Design Phase,Coast.act,. Document Phase and Construction Phase for Anis Scope of Work are performed simulmncouslc as the Nladiis Ham House Masonry Rchabi I nation Project. ARTICLE 13 SCOPE OF THE AGREEMENT § 13.1 This Agreement represents die entire and integrated agnmoul bom cen the Owner and the Archueci and supersedes all prior negotiations,represcnmtama or agreements,ci their written no can[.This,Agreement may be amended only by written instrumau signed by both Ow al and Archmect. § 13.2 This Agreennemt is comptisal of the following documents listed below .1 ALA Document B101 11-2007.Standard To.Agreenten[Between Owner and Archnect thinigrnph deleted) .3 Other documents: Exhibit A Work Breakdown S[ructurc h»urmme Schedule C Int(. AIA Document alar•-tom fmrmunv insl'" 190) :uapn9a19 oll 1978 I97.199]ane 1117 el rrn A..euc t 'l All 1,ms 17 1 _au-u av AA ivvat,i al 15 11 37 nsrzarz9amnar oval 1.aam9Ill i 11.i,1=,n r.. na:.lzrx9n..na z nog aserNli its., des: 1391M91721 This Agreement entered into as of the day and year first written above. OWNER ^ ARCHIT T (Signnuna i`— !Si rna n ) k( C, VownrAiWl Andrew McCready,AIA- Paralm' (Printed name and title) CLI) pytcsad/ lPrintednanre and title) AIA Document 8101* -2007(formerly 8151"-1997).Cop,dighl®1974.1978.1987.1997 and Vol by The Amerkan landae of Andelsels.All tithe Init. peBIVBd.W/flNING TbiS AIA D.-III. l is 11.w[vd by U 5 Co,n,nn LAW sn[I I.I.Ine land TryUnaulnbnaeJ TWJJuclion m nani0unon 18 of ln�s No Docomunla IVWIn"oln may msull m ievme oV.,an!m.m... ''silallies and '—son, .mdanM1e law This d=dasnt was lNlptluseo by Nl4 saflware a115:1137 on 0 512 412 015 JndeT Order No 8089740216 1 wNCM1 exgres on"I VM17 aM,s not for read).. User Notes: (2016691722) Five Flags Historic Theater Masonry Rehabiliation and Fire Escape Project Exhibit A Work Breakdown Structure City of Dubuque,Iowa - 24-May-2018 Element Overall Contract Sub Total Cost to Total Amount Cost This Invoice, Data %Complete 100 Project Management Project Management $1,000 $100 $100 10.0 Project Kickoff Meeting $750 $100 $100 13.3 Progress MeetingslSchedulelBudgets'NBS(Updates) $2,000 $100 $100 5.0 Totals: $3,750 $300 $300 6.0 200 Predesign Design Kickoff Meeting $1,000 $100 $100 10.0 Building Envelope Investigation $2,000 $100 $100 5.0 Totals: $3,000 $200 $200 6.7 300 Design Phase Construction Documents-CooMinabontReseamh $2,000 $100 $100 5.0 Construction Documents-90%Review Package $4,500 $100 $100 2.2 Construction Documents-Final Package $2,000 $100 $100 5.0 Meetings $3,000 $100 $100 3.3 Totals: $11,500 $400 $400 3.5 400 Construction Phase Bidding Assistance $1,000 $100 $100 10.0 Construction Administration-Office $2,500 $100 $100 4.0 Consimcbon Administration-Site Visits $7,000 $100 $100 1.4 Submittal review $750 $100 $100 13.3 Totals: $11,250 $400 $400 3.6 500 Quality AssurancelQuality Control Document Review $1,500 $100 $100 6.7 Meetings $1,500 $100 $100 6.7 Totals: $3,000 $200 $200 6.7 Sub-Total: $32,500 $300 $300 0.9 600 Raimbumables Reimbursables $6,800 $100 $100 1.5 Grand Total:1 $39,300 1 $1,600 1 $1,600 14.1 City of Dubuque Insurance Requirements for Professional Services Insurance Schedule C 1. shall hemizh a agted onnesete of Insolence to tM Cdy mi sometime,Iowa fur the r., inCallibia I Prior to verromring woM anted a the end of the do,ert 6 mi,reran of work eefeeImpopend dgdryi Providers presentingannual WDbe V r one aCerMUeMmeeeMm vp6 jby Rl efinalbilling. dln cemie"az OObe yueparetlan tlo most wrtemaCOPOArm em oretl ,odk ITV.cepanmentermwermeiranequivalent rom. rwate shallbm as sst-erememor. 0escriplion of Opemmes azAwhy laevo.[g: Prgecta ur Protect watbnat wmtructbn of 2. M"Hoorof inwnncereglared M1ereuMenMll be wdh a wrier audentrod to do busies in bwa mtl A omens sed have a rating of ear bettybe Me current._ws.ewes noting swede. 3. rash cerebrate,shall befumisM1ed to the womirrog deiettment oftM Cir,of Oubuwe. C nimre to provide minimum coverage shad not be deemed a waver of mise mewmems by Me Ci/of suboquerabre to drtan or maiRain the trimmed Insurence,Ash be mrodered a mazerial Imenei 0 then'emrem. S. C whams shall rewire et memorenrltantz and rA-submmuhams to boom and maintain during the perArmane of work rom—fur the covelagV desvibeel in Mo Imomeme sdredule red zhalf obtain cemif nV of insurances from all such suhconwlents and se wnwhante agree that h doll M lube for Me faikor of a minmonnams acrd srbwhwruulems to throe,aM maimain wch cormi nhe City may request a be,of such certifidemo horn the Cvruuhes. & ad requeedadorsenxr6 to carious pobies shall be ettxhed m Cel ce of home. >_ wherever a rbeal 6e forme listed,an equivalent Ann may bewbrtrtutetl 51 to the oroddc idemthim,and listing in waiting all dee,aems aM exclusions the offer from iM Lao Arm. E. Provider shat M rewired to cm,the minimum covemWimits,or gmeazV d reWhed by her,or odwf lega'agreemenenexhooll. dpraviMYs liens of l¢bgNy are highm Menthe requirM miimum Grohs then Me prwidYs @a[s shall Mtbk agreemenYz rewired limbs. 9. Mmewranlwformisreferencedthemu ted ionaftMfwmmetbeuseel Page 1 of 3 Yh owe C Poebomenal Str ie5 r¢bnery Mur City of Dubuque Insurance Requirements for Professional Services Insurance Schedule C (continued) Exhibit I Al COMMERUALGENERALW41M.FrY Genml Ag,,on"a limn $2,WO,We Pred.-CourimudOpela[Ians dW,,Me Lu1R s1,000,W0 PersonalaMGdPertiMigmjurytimR $11000,000 fach Ocnarerte $1.000.000 Ne Now rhes lad om mauseall $ $0.000 Medial PaYmen6 $ s.000 al Co..,doll be writommnan ot[wneme,nmclaima made,lore. The geoeml small, erage shall be write,m acrae wM rsG form cuamlm bedMss owners lmmr 0P00032 M donations tram the standard I$OeWnmM<ial sma l smutty,farm W came,at amen,firm W moi,still be dead,Nen4dmd. b) IKIVA ISO endorsement corm Cc ss W^oesigmted Worl General Aggregate UhutW or CG 23.3'Oeviinrted Comeact..PmXa(s)Genenl Mnregate)Rear as mpmpdate- q lWuh endorsement indcrtar,that coverage is primary am noncorunbumry. d) Includeeadmrsanemto Rima.Gm RrnmeMall mmunity.(Sample aRMlmdl_ el Include an endorsement that deleter any fellow employee museum I Iodude addiaorel insured adorumem for Tine city of Meo,ot,imludingA Rs elected and minuohed olBtlals,all its employees and volunteers,all its boards,Tmmmissimar and/or antimatter and their bond members, employees aM vdmuess Use 60 fmm W 2026. 8) AUTOMOBILE UABILUN $1,000,0001(mmbmed$egk Limit) C) WORKERS'COMPEN WON&EMPLOYERS UABILELY Statutory benefits covering all employees injured m rhe lobby modern or doe sse as prescribed by Iowa Cede ces asamended. .,a smidory—sabre ofora l covm,3 geB fmplmyersoabllity ExAAaHem Women Each Employee-Oisewe wooco, Palisomit-Disease sm0,m0 PNdY Shall imhrde an eadmareart providing a Mberar stbr llatbn to Me cies off oubuaue. Leverage B Hems Mail bell.,0 required by Ombre 1.aster. O) UMBRELLA UABILNY $lao0.000 umbreulo libilay cov 1 must be a area IOklose,)arm mho Ne wderinitrg poinies iMWed her,.. E) PROFESSIONAL UABHU'rV si'suemm a) Provide evdenoafoweragefor syearsahercornpkdm IXprajea F) CYBER UABILTT! $1.000.000 Coueoge for Flra and Third Parry liability including but ant limited to bsn data and reaeration,her of imoma and cyber breach of drorma4ow Yet- xo Page2d3 SNeddeCPmfeasonal Yrvfeti,Asua 016 City of Dubuque Insurance Requirements for Professional Services Preservation of Governmental Immunities Endorsement I_ Nonw-averof Gavemmentallmmuniry Tbeimumrc casnere.<poessyagreezand"t Mat Me onml a dthis policy and the including INthe Cityof Oubuque,Iowa as an AckhoomlInsured aces roiw-dive any of Me tlefemez of govzrnmemal immurvty avrhble to the City IN Dubuque,bwa wae+Code of Iowaseamn 6]0.4 az itis now exists aM as rt may be ammtled hom time to time 2. Claims Uyerao,.Tha inwanre crier further agrees Mat Mis policy of insurance shall rover only those claimsz ncembjem to Me tlelmse of gaaermnenbl immunity untlathe Cotle d Iowa Section 6]U.9 az b no'w exirts aM az it may be amended from time m dme.Those chute notsubjemm Cade of Iowa Section 6Jft4 Ma{I be myaetl by Metvmz mtl mrMhipm dthis imutanm policy. 3. an of(1—:•mm memmunity_The City of Dubuque,Iowa shall h,mWonetae for xrerting any aereme of governmental immuney,and may do an at any one and Man an m upon the dmely wrhtm request of the insurance tanner. 4. Non- enialof Co+eraee-TheimurmtetaniershallnmdemycauengeuntlttM pofiyana Me inamence er Mall not deny my of Me rghnand bmefm amnangm the Ong of Dubuque,Iowa untla mM¢policy far reazmz INgwernmenml immunby unless aM until a mlrrtdmmperem urMicdonhas MM mfavorINMeaefmseis)dgwe ntalimmuringdesertedbythe CityIN Dubuque,Iowa. %Other Mann in polis.The above prerervmion ofgovermnenbl immunities Mall not:otherwise change or alta Me cmaetage available under the pda y- SPECIMEN pleased, SMedule C vmfecvonal senses fabomry 2m6