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Ordinance No. 9,564ORDINANCE NO. 9564 AN ORDINANCE OF THE CITY COUNCIL OF THE CITY OF BAYTOWN, TEXAS, AUTHORIZING AND DIRECTING THE CITY MANAGER TO EXECUTE AND THE CITY CLERK TO ATTEST TO A PROFESSIONAL SERVICES AGREEMENT WITH FREESE AND NICHOLS, INC., FOR THE DESIGN OF THE BAYTOWN POLICE ACADEMY; AUTHORIZING PAYMENT BY THE CITY OF BAYTOWN IN AN AMOUNT NOT TO EXCEED ONE HUNDRED THIRTY THOUSAND SEVENTY -FNE AND N0 1100 DOLLARS ($130,075.00); MAKING OTHER PROVISIONS RELATED THERETO; AND PROVIDING FOR THE EFFECTIVE DATE THEREOF. BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY OF BAYTOWN, TEXAS: Section 1: That the City Council of the City of Baytown, Texas, hereby authorizes and directs the City Manager to execute and the City Clerk to attest to a professional services agreement with Freese and Nichols, Inc., for the design of the Baytown Police Academy. A copy of said agreement is attached hereto, marked Exhibit "A," and made a part hereof for all intents and purposes. Section 2: That the City Council of the City of Baytown authorizes payment to Freese and Nichols, Inc., in an amount not to exceed ONE HUNDRED THIRTY THOUSAND SEVENTY -FNE AND N O/ 100 DOLLARS ( $130,075.00) for professional engineering services in accordance w ith the contract. Section 3: That the City Manager is hereby granted general authority to approve a decrease or an increase in costs by TWENTY -FIVE THOUSAND AND N01100 DOLLARS ($25,000.00) or less, provided that the amount authorized in Section 2 hereof may not be increased by more than twenty-five percent (25 %). Section 4: This ordinance shall take effect immediately from and after its passage by the City Council of the City of Baytown. INTRODUCED, READ and PASSED by the affirmative vote of the City Council of the City of Baytown this the 22 "d day of May, 2003. PETE C. ALFARO, Nrayor ATTEST: d G 1' W SM :.'.-I, City Clerk APPROVED AS TO FORM: • 64NACIO RAMIREZ, 9, City Attorney F:Ueanenc \My Documents \Council \02 -03\ May\ Freese &Nichols4PoliceAcademy.doc 1997 Edition - Electronic Format AIA Document B141 - 1997 Standard Form of Agreement Between Owner and Architect with Standard Form ofArchitect's Services This document has important legal consequences. Consultation with an TABLE OF ARTICLES attorney is encouraged with respect to its completion or modification. 1.1 INITIAL INFORMATION AUTHENTICATION OF THIS ELECTRONICALLY DRAFTED AIA DOCUMENT MAY BE MADE BY USING 1.2 RESPONSIBILITIES OF THE PARTIES AIA DOCUMENT D401. 1.3 TERMS AND CONDITIONS 1.4 SCOPE OF SERVICES AND OTHER SPECIAL TERMS AND CONDITIONS 1.5 COMPENSATION AGREEMENT made as of the day of in the year (In words, indicate day, month and year) BETWEEN the Architect's client identified as the Owner: (Name, address andotherinfonaation) City of Baytown P. O. Box 424 Baytown. Texas 77522 -0424 and the Architect: (Name, address and otherinformadon) Freese and Nichols. Inc, 2010 East Broadway Pearland.,Texas .� For the following Project: (Include detailed description ofProlcct) Police Academy and related site work: project will include a new Police Academes with related site improvements. landscaping parking, utilities and a retention pond. r� The Owner and Architect agree as follows. © 1997 AIA® AIA DOCUMENT 8141 - 1997 ARTICLE 1.1 INITIAL INFORMATION STANDARD FORM AGREEMENT 1.1.1 This Agreement is based on the following information and assumptions. The American Institute of Architects (Note the disposition for the following items by inserting the requested lnfomtadon or a statement such as 'hot 1735 New York Avenue N.W. applicable ,'imknownat time ofexecutton "or to be determinedlaterhymutua /agreement.) Washington, D.C. 20006 -5292 The Police Academy will be colistructed on a site east of the existing Police Administration Building on Wye Drive. The exact location and configuration of the building will be determined by the Owner in a programming meeting to be attended by ® 11948, 917, 1951, 1953, 1958, 1961, 9 9 66, 1967, 1970, 1974, g 9, Q 1997 by The American Institute of Architects. Reproduction of . the material herein or substantial quotation of its provisions 40 ithout written permission of the AIA violates the copyright laws of the United States and will subject the olator to legal prosecution. WARNING: Unlicensed photocopying violates U.S. copyright laws and will subject the violator to legal prosecution. This document was electronically produced with permission of the AIA and can be reproduced in accordance with your license without violation until the date of expiration as noted below. expiration as noted below. User Document: 97b141 baytown police #3 tes.aia -- 5/812003. AIA License Number 1116960, which expires on 5/15/2003. EMIT A 1 the Architect and representatives, of the city,. The City of Bayton Has, under a separate contract. developed schematic design level plans for the Police Academy. Due to the untimely death of the previous architect, the roje was not completed, The i as provided Freese and Nichols, with the work product and the right to use the material that was developed by the previous architect. However, due to budget and program issues the olic c will e reprogrammed by Freese and Nichols. Inc. using the original design for reference only, 1.1.2 PROJECT PARAMETERS 1.1.2.1 The objective or use is: (Identify ordescnbe, ifapprophate, proposed useorgoals.) The Police Academy will be used as a training facility for the Cily of Baldown Police Department. It will include classrooms, offices, locker rooms. and other related spaces as necessary to support its mission. Site work will include aD rking. landscaping, a retention pond and other related work to atio the facil' 1.1.2.2 The physical parameters are: (Identify or describe, if appropriate, size, location, dimensions, or other pertinent information, such asgeotechnical reports about the site.) Materials used shall be compatible with the existing material used on the adjoining_ City owned facilities. Size of the building and amenities included in its design will be determined in the ro r mmi and schematic desi a of this work, 1.1.2.3 The Owner's Program is: (Identify documentation orstate the mannerin which the program will be developed.) The Owner's program will be developed in a Programming Phase and approved by_ the Owner prior to start of schematic design. 1.1.2.4 The legal parameters are: (Identify pertinent legal information, including, if appropriate, land surveys and legal descriptions and restrictions of the site.) survey the e dy will be providQd by the n r That survey will include t o legal description of the propeU as well as any necessary topographic data contours adjacent utilities with sizes, locations and sizes of trees, and other data required to complete the design of the prgject. 1.1.2.5 The financial parameters areas follows. .1 Amount of the Owner's overall budget for the Project, including the Architect's compensation, is: $1.100.000.00 .2 Amount of the Owner's budget for the Cost of the Work, excluding the Architect's compensation, is: $969.925.00 .1.1.2.6 The time parameters are: (Identify, ifappropriate, milestone dares durations or fast track scheduling.) It is estimated that the services to be performed pursuant to this agreement will take the length of time indics1ted below: Contract Negotiations 4 Da s Design Phase 1 D -Bidding Phase Q_Qaya Construction Phase 360 Days 9 17, 1926, 1946, 1951, 1953, 1958, 1961, 9 1987, by The American Institute of Architects. Reproduction of the material herein or substantial quotation of its provisions without written permission of the AIA violates the copyright laws of the United States and will subject the •violator to legal prosecution. WARNING: Unlicensed photocopying violates U.S. copyright laws and Will subject the violator to legal prosecution. This document was electronically produced with permission of the AIA and can be reproduced in accordance with your license without violation until the date of expiration as noted below. expiration as noted below. User Document: 97b141 baytown police #3 tes.aia -- 5/14/2003. AIA License Number 1116960, which expires on 5/12/2004. This document has important legal consequences. Consultation with an attorney is encouraged with respect to its completion or modification. AUTHENTICATION OF THIS ELECTRONICALLY DRAFTED AIA DOCUMENT MAY BE MADE BY USING AIA DOCUMENT D401. p 1997 AIA® AIA DOCUMENT B141 - 1997 STANDARD FORM AGREEMENT The American Institute of Architects 1735 New York Avenue N.W. Washington, D.C. 20006 -5292 1.1.2.7 The proposed procurement or delivery method for the Project is: (Idertifymethod such as competitive bid, negotiated contract, orconstruction management) Competitive bidding_ 1.1.2.8 Other parameters are: (Identify special characteristics or needs of the Project such as enegy, environmental or historic preservation requirements.) To be determined at a later date Y mutual written agreement 1.1.3 PROJECT TEAM 1.1.3.1 The Owner's Designated Representative.is: (List name, address and otherinformau'on.) The City's Director of Engineering shall act as City's representative 1.1.3.2 The persons or entities, in addition to the Owner's Designated Representative, who are required to review the Architect's submittals to the Owner are: (List name, address and other information.) To be selected at a later date. 1.1.3.3 The Owner's other consultants and contractors are: (List discipline and if known, identify them byname and address.) Surveyor to be selected by the City of Ba own 1.1.3.4 The Architect's Designated Representative is: (List name, address and otherinformation.). Lar D. S huelein P.E 2010 East Broadway Pearland. Texas 77581 -5502 (281) 485 -2404 1.1.3.5 The consultants retained at the Architect's expense are: (List discipline and, i(known, identify them byname and address.) Geotechnical Engineer to be selected by Freese and Nichols. Inc. and aDDroved by the Qjy of Baytown. Any other consultants substituted or added shall be sub' c t written approval of the Owner. 1.1.4 Other important initial information is: None 1.1.5 When the services under this Agreement include contract administration services, the General Conditions of the Contract for Construction shall be the edition of AIA Document A2oi current as of the date of this Agreement, or as follows: 1.1.6 The information contained in this Article 1.1 may be reasonably relied upon by the Owner and Architect in determining the Architect's compensation. Both parties, however, recognize that such information may change and, in that event, the Owner and the Architect shall negotiate appropriate adjustments in schedule, compensation and Change in Services in accordance with Paragraph 1.3.3. This document has important legal consequences. Consultation with an attorney is encouraged with respect to its completion or modification. AUTHENTICATION OF THIS ELECTRONICALLY DRAFTED AIA DOCUMENT MAY BE MADE BY USING AIA DOCUMENT D401. s' +iM i m 1991 AIA® AIA DOCUMENT B141 - 1997 STANDARD FORM AGREEMENT ARTICLE 1.2 RESPONSIBILITIES OF THE PARTIES The American institute of Architects 1.2.1 The Owner and the Architect shall cooperate with one another to fulfill their 1735 New York Avenue N.W. respective obligations under this Agreement. Both parties shall endeavor to maintain good Washington, D.C. 20006 -5292 working relationships among all members of the Project team. 19171948, , 1926, 1951, 19S3, 1958, 1961, 9 9 9 0, 19, 4, IM, .987, ® 1997 by TFe Amencan Institute of Architects. Reproduction of the material herein or substantial quotation of its provisions without written permission of the AIA violates the copyright laws of the united States and will subject the Oiolator to legal prosecution. WARNING: Unlicensed photocopying violates U.S. copyright laws and will ubject the violator to legal prosecution. This document was electronically produced with permission of the AIA and can be reproduced in accordance with your license without violation until the date of expiration as noted below, expiration as noted below. User Document:. 97b.141 baytown police #3 tes.aia -- 5/8/2003. AIA License Number 1116960, which expires on 5/15/2003. 1.2.2 OWNER • 1.2.2.1 Unless otherwise provided under this Agreement, the Owner shall provide full information in a timely manner regarding requirements for and limitations on the Project. The Owner shall furnish to the Architect, within 15 days after receipt of a written request, information necessary and relevant for the Architect to evaluate, give notice of or enforce lien rights. 1.2.2.2 The Owner shall.periodically update the budget for the Project, including that portion allocated for the Cost of the Work. The Owner shall not significantly increase or decrease the overall budget, the portion of the budget allocated for the Cost of the Work, or contingencies included in the overall budget or a portion of the budget, without the agreement of the Architect to a corresponding change in the Project scope and quality. 1.2.2.3 The Owner's Designated Representative identified in Paragraph 1.1.3 shall be authorized to act on the Owner's behalf with respect to the Project. The Owner or the Owner's Designated Representative shall render decisions in a timely manner pertaining to documents submitted by the Architect in order to avoid unreasonable delay in the orderly and sequential progress of the Architect's services. 1.2.2.4 The Owner shall furnish the services of consultants other than those designated in Paragraph 1.1.3 or authorize the Architect to.furnish them as a Change in Services when such services are requested by the Architect and are reasonably required by the scope of the Project. 1.2.2.5 Unless otherwise provided in this Agreement, 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. 1.2.2.6 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. 1.2.2.7 The Owner shall provide prompt written notice to the Architect if the Owner becomes aware of any fault or defect in the Project, including any errors, omissions. or inconsistencies in the Architect's Instruments' of Service. 1.2.3 ARCHITECT 1.2.3.1 The services performed by the Architect, Architect's employees and Architect's consultants shall be as enumerated in Article 1.4. 1.2.3.2 The Architect's services shall be performed as expeditiously as is consistent with professional skill and care and the orderly progress of the Project. The Architect shall submit for the Owner's approval a schedule for the performance of the Architect's services which initially shall be consistent with the time periods established in Subparagraph 1.1.2.6 and which shall be adjusted, if necessary, as the Project proceeds. This 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. Time limits established by this schedule approved by the Owner shall not, except for reasonable cause, be exceeded by the Architect or Owner. 1.2.3.3 The Architect's Designated Representative identified in Paragraph 1.1.3 shall be authorized to act on the Architect's behalf with respect to the Project. 1.2.3.4 The Architect shall maintain the confidentiality of information specifically designated as confidential by the Owner, unless withholding such information would violate the law, ® 19171948, , 1926, 1951, 1953, 1958, 1961, 1963, 9 9 1970, 1974, 1977, 8,0-1997-by e mencan In of Architects. Reproduction of the material herein or substantial quotation of its provisions 1thout written permission of the AIA violates the copyright laws of the United States and will subject the iolator to legal prosecution. WARNING: Unlicensed photocopying violates U.S. copyright laws and will subject the violator to legal prosecution. This document was electronically produced with permission of the AIA and can be reproduced in accordance with your license without violation until the date of expiration as noted below. expiration as noted below. User Document: 97b141 baytown police #3 tes.aia — 5/8/2003. AIA License Number 1116960, which expires on 5115/2003. This document has important legal consequences. Consultation with an attorney is encouraged with respect to its completion or modification. AUTHENTICATION OF THIS ELECTRONICALLY DRAFTED AIA DOCUMENT MAY BE MADE BY USING AIA DOCUMENT D401. ri Q 1997 AA® AIA DOCUMENT B141 - 1997 STANDARD FORM AGREEMENT The American Institute of Architects 1735 New York Avenue N.W. Washington, D.C. 20006 -5292 create the risk of significant harm to the public or prevent the Architect from establishing a claim or defense in an adjudicatory proceeding. The Architect shall require of the Architect's • consultants similar agreements to maintain the confidentiality of information specifically designated as confidential by the Owner. 1.2.3.5 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. 1.2.3:6 The Architect shall review laws, codes, and regulations applicable to the Architect's services. The Architect shall respond in the design of the Project to requirements imposed by governmental authorities having jurisdiction over the Project. This document has important legal 1.2.3.7 The Architect shall be entitled to rely on the accuracy and completeness of services consequences. Consultation with an and information furnished by the Owner. The Architect shall provide prompt written notice to attorney is encouraged with respect to the Owner if the Architect becomes aware of any errors, omissions or inconsistencies in such its completion or modification. services or information. AUTHENTICATION OF TOS ELECTRONICALLY DRAFTED AIA MAY BE MADE BY USING ARTICLE 1.3 TERMS AND CONDITIONS DOCUMENT. AIA DOCUMENT D4oi. 1.3.1 COST OF THE WORK 1.3.1.1 The Cost of the Work shall be the total cost or, to the extent the Project is not completed, the estimated cost to the Owner of all elements of the Project designed or specified by the Architect. . 1.3.1.2 The Cost of the Work shall include the cost at current market rates of labor and materials furnished by the Owner and equipment designed, specified, selected or specially provided for by the Architect, including the costs of management or supervision of construction or installation provided by a separate construction manager or contractor, plus a reasonable allowance for their overhead and profit. In addition, a reasonable allowance for contingencies shall be included for market conditions at the time of bidding and for changes in the Work. 1.3.1.3 The Cost of the Work does not include the compensation of the Architect and the Architect's consultants, the costs of the land, rights -of -way and financing or other costs that are the responsibility of the Owner. 1.3.2 INSTRUMENTS OF SERVICE 1.3.2.1 Drawings, specifications and other documents, including those in electronic form, prepared by the Architect and the Architect's consultants are Instruments of Service for use solely with respect to this Project. The Architect and the Architect's consultants shall be deemed the authors and owners of their respective Instruments of Service and shall retain all common law, statutory and other reserved rights, including copyrights. 1.3.2.2 Upon execution of this Agreement, the Architect grants to the Owner a nonexclusive license to reproduce the Architect's Instruments of Service solely for purposes of constructing, using and maintaining the Project, provided that the Owner shall comply with all obligations, including prompt payment of all sums when due, under this Agreement. The Architect shall 0 1997 AIA® obtain similar nonexclusive licenses from the Architect's consultants consistent with this . AIA DOCUMENT B141-1997 Agreement. Any termination of this Agreement prior to completion of the Project shall STANDARD FORM AGREEMENT terminate this license. Upon such termination, the Owner shall refrain from making further reproductions of Instruments of Service and shall return to the Architect within seven days of The American Institute of Architects termination all originals and reproductions in the Owner's possession or control. If and upon 1735 New York Avenue N.W. the date the Architect is adjudged in default of this Agreement, the foregoing license shall be Washington, D.C. 20006 -5292 deemed terminated and replaced by a second, nonexclusive license permitting the Owner to authorize other similarly credentialed design professionals to reproduce and, where permitted ® 1911948, 7, 1926, 1951, 1953, 1958, 1961, 1963, 9 9 1970, 1974, 1977, 1987, ® 1997 by The American Institute of Architects. Reproduction of the material herein or substantial quotation of its provisions O'b'ject hout written permission of the AIA violates the copyright laws of the United States and will subject the lator to legal prosecution. WARNING: Unlicensed photocopying violates U.S. copyright laws and will the violator to legal prosecution. This document was electronically produced with P ermission of the AIA and can be reproduced in accordance with your license without violation until the date of expiration as noted below. expiration as noted below. User Document: 97b141 baytown police #3 tes.aia -- 5/8/2003. AIA License Number 1116960, which expires on 5/15/2003. by law, to make changes, corrections or additions to the Instruments of Service solely for • purposes of completing, using and maintaining the Project. 1.3.2.3 Except for the licenses granted in Subparagraph 1.3.2.2, 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. However, the Owner shall be permitted to authorize the Contractor, Subcontractors, Sub - subcontractors and material or equipment suppliers to reproduce applicable portions of the Instruments of Service appropriate to and for use in their execution of the Work by license granted in Subparagraph 1.3.2.2. 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. The Owner shall not use the In of Service for future additions or alterations to this Project or for other projects, unless the Owner obtains the prior written agreement of the Architect and the Architect's consultants. 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. 1.3.2.4 Prior to the Architect providing to the Owner any Instruments of Service in electronic form or the Owner providing to the Architect any electronic data for incorporation into the Instruments of Service, the Owner and the Architect shall by separate written agreement set forth the specific conditions governing the format of such Instruments of Service or electronic data, including any special limitations or licenses not otherwise provided in this Agreement. 1.3.3 CHANGE IN SERVICES 1.3.3.1 Change in Services of the Architect, including services required ,of the Architect's consultants, may be accomplished after execution of this Agreement, without invalidating the Agreement, if mutually agreed in writing, if required by circumstances beyond the Architect's control, or if the Architect's services are affected as described in Subparagraph 1.3.3.2. In the absence of mutual agreement in writing, the Architect shall notify'the Owner prior to providing such services. If the Owner deems that all or a part of such Change in Services is not required, the Owner shall give prompt written notice to the Architect, and the Architect shall have no obligation to provide those services. Except for a change due to the fault of the Architect, Change in Services of the Architect shall entitle the Architect to an adjustment in compensation pursuant to Paragraph 1.5.2, and to any Reimbursable Expenses described in' Subparagraph 1.3.9.2 and Paragraph 1.5.5, 1.3.3.2 If any of the following circumstances affect the Architect's services for the Project, the Architect shall be entitled to an appropriate adjustment in the Architect's schedule and compensation: .l change in the instructions or approvals given by the Owner that necessitate revisions in Instruments of Service; .2 enactment or revision of codes, laws or regulations or official interpretations which necessitate changes to previously prepared Instruments of Service; .3 decisions of the Owner not rendered in a timely manner; .4 significant change in the Project including, but not limited to, size, quality, complexity, the Owner's schedule or budget, or procurement method; .5 failure of performance on the part of the Owner or the Owner's consultants or contractors; .6 preparation for and attendance at a public bearing, a dispute resolution proceeding or a legal proceeding except where the Architect is party thereto; .7 change in the information contained in Article 1.1. 1.3.4 MEDIATION 1948, 0 1917, 1926, 1951, 1953, 1958, 4 9 63, 1966, 1967, 9 9 1987, ® 1997 by The American Institute of Architects. Reproduction of the material herein or substantial quotation of its provisions qWiithout written permission of the AIA violates the copyright laws of the United States and will subject the olator to legal prosecution. WARNING: Unlicensed photocopying violates U.S. copyright laws and will subject the violator to legal prosecution. This document was electronically produced with permission of the AIA and can be reproduced in accordance with your license without violation until the date of expiration as noted below. expiration as noted below. User Document: 97b141 baytown police #3 tes.aia -- 5/8/2003. AIA License Number 1116960, which expires on 5/15/2003. This document has important legal consequences. Consultation with an attorney is encouraged with respect to its completion or modification. AUTHENTICATION OF THIS ELECTRONICALLY DRAFTED AIA DOCUMENT MAY BE MADE BY USING AIA DOCUMENT D401. � r C 1997 AIA® AIA DOCUMENT B141-1997 STANDARD FORM AGREEMENT The American Institute of Architects 1735 New York Avenue N.W. Washington, D.C. 20006 -5292 1.3.4.1 Any claim, dispute or other matter in question arising out of or related to this 01 Agreement shall be subject to mediation as a condition precedent to arbitration or the institution of legal or equitable proceedings by either party. 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 filing deadlines prior to resolution of the matter by mediation or by arbitration. 1.3.4.2 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 in accordance with the Construction Industry Mediation Rules of the American Arbitration Association currently in effect. Request for mediation shall be filed in writing with the other party to this Agreement and with the American Arbitration Association. The request may be made concurrently with the filing of a demand for arbitration but, in such event, mediation shall proceed in advance of arbitration or legal or equitable proceedings, which shall be stayed pending mediation for a period of 6o days from the date of filing, unless stayed for a longer period by agreement of the parties or court order. 1.3.4.3 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. 1.3.5 ARBITRATION 1.3.5.1 Any claim, dispute or other matter in question arising out of or related to this Agreement shall be subject to arbitration. Prior to arbitration, the parties shall endeavor to resolve disputes by mediation in accordance with Paragraph 1.3.4• 1.3.5.2 Claims, disputes and other matters in question between the parties that are not resolved by mediation shall be decided by arbitration which, unless the parties mutually agree otherwise, shall be in accordance with the Construction Industry Arbitration Rules of the American Arbitration Association currently in effect. The demand for arbitration shall be filed in writing with the other party to this Agreement and with the American Arbitration Association. 1.3.5.3 A demand for arbitration shall be made within a reasonable time after the claim, dispute or other matter in question has arisen. In no event shall the demand for arbitration be made after the date when institution of legal or equitable proceedings based on such claim, dispute or other matter in question would be barred by the applicable statute of limitations. 13.5.4 No arbitration arising out of or relating' to this Agreement shall include, by consolidation or joinder or in any other manner, an additional person or entity not a party to this Agreement, except by written consent containing a specific reference to this Agreement and signed by the Owner, Architect, and any other person or entity sought to be joined. Consent to arbitration involving an additional person or entity shall not constitute consent to arbitration of any claim, dispute or other matter in question not described in the written consent or with a person or entity not named or described therein.. 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. 1.3.5.5 The award rendered by the arbitrator or arbitrators shall be final, and judgment may be entered upon it in accordance with applicable law in any court having jurisdiction thereof. 1.3.6 CLAIMS FOR CONSEQUENTIAL DAMAGES The Architect and the Owner waive consequential damages for claims, disputes or other matters in question arising out of or relating to this Agreement. This mutual waiver is ® 1911948, 7, 1926, 1951, 1953, 1958, 1961, 1963, 9 9 1970, 1974, 1977, 9, 0 1997 by e mencan Institute of Architects. Reproduction of the material herein or substantial quotation of its provisions without written permission of the AIA violates the copyright laws of the United States and will subject the violator to legal prosecution. WARNING: Unlicensed photocopying violates U.S. copyright laws and will subject the violator to legal prosecution. This document was electronically produced with permission of the AIA and can be reproduced in accordance with your license without violation until the date of expiration as noted below. expiration as noted below. User Document: 97b141 baytown police #3 tes.aia -- 5/8/2003. AIA License Number.1116960, which expires on 5/15/2003. This document has important legal consequences. Consultation with an attorney is encouraged with respect to its completion or modification. AUTHENTICATION OF THIS ELECTRONICALLY DRAFTED AIA DOCUMENT MAY BE MADE BY USING AIA DOCUMENT MI. 's, s.r4i ri ® 1997 AIA® AIA DOCUMENT 6141 - 1997 STANDARD FORM AGREEMENT The American Institute of Architects 1735 New York Avenue N.W. Washington, D.C. 20006 -5292 applicable, without limitation, to all consequential damages due to either party's termination in accordance with Paragraph 1.3.8. 1.3.7 MISCELLANEOUS PROVISIONS 1.3.7.1 This Agreement shall be governed by the law of the principal place of business of the Architect, unless otherwise provided in Paragraph 1.4.2. 13.7.2 Terms in this Agreement shall have the same meaning as those in the edition of AIA Document A2o1, General Conditions of the Contract for Construction, current as of the date of this Agreement. 1.3.7.3 Causes of action between the parties to this Agreement pertaining to acts or failures to This document has important legal act shall be deemed to have accrued and the applicable statutes of limitations shall commence consequences. Consultation with an to run not later than either the date of Substantial Completion for acts or failures to act attorney is encouraged with respect to occurring prior to Substantial Completion or the date of issuance of the final Certificate for its completion or modification. Payment for acts or. failures to act occurring after Substantial Completion. In no event shall AUTHENTICATION Of THIS such statutes of limitations commence to run any later than the date when the Architect's ELECTRONICALLY DRAFTED AIA services are substantially completed. DOCUMENT MAY BE MADE BY U51NG AIA DOCUMENT D407. 1.3.7.4 To the extent damages are covered by property insurance during construction, the Owner and the Architect waive all rights against each other and against the contractors, consultants, agents and employees of the other for damages, except such rights as they may have to the proceeds of such insurance as set forth in the edition of ALA Document A2o1, General Conditions of the Contract for Construction, current as of the date of this Agreement. The Owner or the Architect, as appropriate, shall require of the contractors, consultants, agents and employees of any of them similar waivers in favor of the other parties enumerated herein. 1.3.7.5. 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. 1.3.7.6 Unless otherwise provided in this Agreement, the Architect and Architect's consultants shall have no responsibility for the discovery, presence, handling, removal or disposal of or exposure of persons to hazardous materials or toxic substances in any form at the Project site. 1.3.7.7 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 1.3.7.8 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. The Architect shall not be required to execute certificates that would require knowledge, services or responsibilities beyond the scope of this Agreement. 1997 AIA® AIA DOCUMENT 6147 - 1997 1.3.7.9 The Owner and Architect, respectively, bind themselves, their partners, successors, STANDARD FORM AGREEMENT assigns and legal representatives to the other party to this Agreement and to the partners, The American Institute of Architects successors, assigns and legal representatives of such other party with respect to all covenants of 1735 New York Avenue N.W. this Agreement. Neither the Owner nor the Architect shall assign this Agreement without the Washington, D.C. 20006 -5292 written consent of the other, except that the Owner may assign this Agreement to an institutional lender providing financing for the Project. In such event, the lender shall assume ® 1917, 1926, 9 9 1958, 1961, 1963, 1970, 1974, 1977,.1997, 0 1997 by The American Institute of Architects. Reproduction of the material herein or substantial quotation of its provisions 0 bithout written permission of the AIA violates the copyright laws of the United States and will subject the lator to legal prosecution. WARNING: Unlicensed photocopying violates U.S. copyright laws and will ject the violator to legal prosecution.-This document was electronically produced with permission of the AIA and can be reproduced in accordance with your license without violation until the date of expiration as noted below. expiration as noted below. User Document: 97b141 baytown police #3 tes.aia — 518/2003. AIA License Number 1116960, which expires on 5/15/2003. the Owner's rights and obligations under this Agreement. The Architect shall execute all consents reasonably required to facilitate such assignment. 1.3.8 TERMINATION OR SUSPENSION 1.3.8.1 If the Owner fails to make payments to the Architect in accordance with this Agreement, such failure shall be considered substantial nonperformance and cause for termination or, at the Architect's option, cause for suspension of performance of services under this Agreement. If the Architect elects to suspend services, prior to suspension of services, the Architect shall give seven days' written notice to the Owner. In the event of a suspension of services, the Architect shall have no liability to the Owner for delay or damage caused the Owner because of such suspension of services. Before resuming services, the Architect shall be paid all sums due prior to suspension and any expenses incurred in the interruption and resumption of the Architect's services. The Architect's fees for the remaining services and the time schedules shall be equitably adjusted. 1.3.8.2 If the Project is suspended by the Owner for more than 30 consecutive days, the Architect shall be compensated for services performed prior to notice of such suspension. When the Project is resumed, the Architect shall be compensated for expenses incurred in the interruption and resumption of the Architect's services. The Architect's fees for the remaining services and the time schedules shall be equitably adjusted. 1.3.8.3 if the Project is suspended or the Architect's services are suspended for more than 90 consecutive days, the Architect may terminate this Agreement by giving not less than seven days' written notice. 1.3.8.4 This Agreement may be terminated by either party upon not less than seven days' written notice should the other party fail substantially to perform in accordance with the terms of this Agreement through no fault of the party initiating the termination. 1.3.8.5 This Agreement may be terminated by the Owner upon not less than seven days' written notice to the Architect for the Owner's convenience and without cause. 1.3.8.6 In the event of termination not the fault of the Architect, the Architect shall be compensated for services performed prior to termination, together with Reimbursable Expenses then due and all Termination Expenses as defined in Subparagraph 1.3.8.7. 1.3.8.7 Termination Expenses are in addition to compensation for the services of the Agreement 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. 1.3.9 PAYMENTS TO THE ARCHITECT 1.3.9.1 Payments on account of services rendered and for Reimbursable Expenses incurred shall be made monthly upon presentation of the Architect's statement of services. No deductions shall be made from the Architect's compensation on account of penalty, liquidated damages or other sums withheld from payments to contractors, or on account of the cost of changes in the Work other than those for which the Architect has been adjudged to be liable. 1.3.9.2 Reimbursable Expenses are in addition to compensation for the Architect's services and include expenses incurred by the Architect and Architect's employees and consultants directly related to the Project, as identified in the following Clauses: .1 transportation in connection with the Project, authorized out -of -town travel and 'subsistence, and electronic communications; .2 fees paid for securing approval of authorities having jurisdiction over the Project; 9 17, 1§29, 1948, 1951, 1953, 1958, 1961, 1963, 9 9 67, 1970, 1974, 1977, 1987, ® 1997 by The American— In stitute of Architects. Reproduction of the material herein or substantial quotation of its provisions 1ithout written permission of the AIA violates the copyright laws of the United States and will subject the olator to legal prosecution. WARNING: Unlicensed photocopying violates U.S. copyright laws and will subject the violator to legal prosecution. This document was electronically produced with permission of the AIA and can be reproduced in accordance with your license without violation until the date of expiration as noted below. expiration as noted below. User Document: 9716141 baytown police #3 tes.aia -- 5/8/2003. AIA License Number 1116960, which expires on 5/15/2003. This document has important legal consequences. Consultation with an attorney is encouraged with respect to its completion or modification. AUTHENTICATION OF THIS ELECTRONICALLY DRAFTED AIA DOCUMENT MAY PE MADE BY USING AIA DOCUMENT D401. © 1997 AIA® AIA DOCUMENT 8141 - 1997 STANDARD FORM AGREEMENT The American Institute of Architects 1735 New York Avenue N.W. Washington, D.C. 20006 -5292 .3 reproductions, plots, standard form documents, postage, handling and delivery of Instruments of Service; .4 expense of overtime work requiring higher than regular rates if authorized in advance by the Owner, .5 renderings, models and mock -ups requested by the Owner, .6 expense of professional liability insurance dedicated exclusively to this Project or the expense of additional insurance coverage or limits requested by the Owner in excess of that normally carried by the Architect and the Architect's consultants; .7 reimbursable expenses as designated in Paragraph 1.5.5; .8 other similar direct Project- related expenditures. 1.3.9.3 Records of Reimbursable Expenses, of expenses pertaining to a Change in Services, and of services performed on the basis of hourly rates or a multiple of Direct Personnel Expense shall be available to the Owner or the Owner's authorized representative at mutually convenient Limes. 1.3.9.4 Direct Personnel Expense is defined as the direct salaries of the Architect's personnel engaged on the Project and the portion of the cost of their mandatory and customary contributions and benefits related thereto, such as employment taxes and other statutory employee benefits, insurance, sick leave, holidays, vacations, employee retirement plans and similar contributions. ARTICLE 1.4 SCOPE OF SERVICES AND OTHER SPECIAL TERMS AND CONDITIONS 1.4.1 Enumeration of Parts of the Agreement. This Agreement represents the entire and integrated agreement between the Owner and the Architect and supersedes all prior negotiations, representations or agreements, either written or oral. This Agreement may be amended only by written instrument signed by both Owner and Architect. This Agreement comprises the documents listed below. 1.4.1.1 Standard Form of Agreement Between Owner and Architect, AIA Document B141- 1997. 1.4.1.2 Standard Form of Architect's Services: Design- and Contract Administration, AIA Document Bi4i -1997, or as follows: (List other documents, ifany, delineating Architect's scope ofservices.J This document has important legal consequences. Consultation with an attorney is encouraged with respect to its completion or modification. AUTHENTICATION OF THIS ELECTRONICALLY DRAFTED AIA DOCUMENT MAY BE MADE BY USING AIA DOCUMENT D401, 1.4.1.3 Other documents as follows: (L'st other documents, if any, forming part of the Agrcement.) Supplemental, Conditions Exhibit A - Compensation Exhibit B - Time Schedule For Work Exhibit C - Scope of Services � r 1.4.2 Special Terms and Conditions. Special terms and conditions that modify this Agreement are as follows: tttttttttttttttttts None Q 1997 A1AM AIA DOCUMENT 8141 - 1997 ARTICLE 1.5 COMPENSATION STANDARD FORM AGREEMENT 1.5.1 ' For the Architect's services as described under Article 1.4, compensation shall be computed as follows: The American Institute of Archite Amount Not to Exceed One Hundred Thirty Thousand Seventy Five Dollars ($130.075.00) 1735 New York Avenue N.W. Washington, D.C. 20006 -5292 1.5.2 if the services of the Architect are changed as described in Subparagraph 1.3.3.1, the Ar'chitect's compensation shall be adjusted. Such adjustment shall be calculated as described 0 1917, 1926, 1948, 1951, 1953, 1958, 1961, 1963, 1966, 1967, 1970, 1974, 1977, 1987, 0 1997 by T e American Institute of Architects. Reproduction of the material herein or substantial quotation of its provisions is without written permission of the AIA violates the copyright laws of the United States and will subject the violator to legal prosecution. WARNING: Unlicensed photocopying violates U.S. copyright laws and will subject the violator to legal prosecution. This document was electronically produced with permission of the AIA and can be reproduced in accordance with your license without violation until the date of expiration as noted below. expiration as noted below. User Document: 97614) baytown police #3 tes_aia -- 51812003. AIA License Number 1116960, which expires on 5115/2003. )0 1.5.2 If the services of the Architect are changed as described in Subparagraph 1.3.3.1, the Architect's compensation shall be.adjusted. Such adjustment shall be calculated as described ® below or, if no method of adjustment is indicated in this Paragraph 1.5.2, in an equitable manner. (insert basis ofcompensation, including rates and multiples ofDirect Personnel Expense for Principals and employees, and identify Principals and classify employees, if required. Identify specific services to which particular methods of compensation apply.) 1.5.3 For a Change in Services of the Architect's consultants, compensation shall be computed as a multiple of (j--1D) times the amounts billed to the Architect for such services. 1.5.4 For Reimbursable Expenses as described in Subparagraph 1.3.9.2, and'any other items included in Paragraph 1.5.5 as Reimbursable Expenses, the compensation shall be computed as a multiple of ( 1.10 ) times the expenses incurred by the Architect, and the Architect's employees and consultants. 1.5.5 Other Reimbursable Expenses, if any, are as follows: 1.5.6 The rates and multiples for services of the Architect and the Architect's consultants as set forth in this Agreement shall be adjusted in accordance with their normal salary review practices. 1.5.7 An initial payment of Dollars (s ) shall be made upon execution of this Agreement and is the minimum payment under this Agreement. It shall be credited to the Owner's account at Final payment. Subsequent payments for services shall be made monthly, and where applicable, shall be in proportion to services performed on the basis set forth in this Agreement. 1.5.8 Payments are due and payable ( ) days from the date of the Architect's invoice. Amounts unpaid ( ) days after the invoice date shall bear interest at the rate entered below, or in the absence thereof at the legal rate prevailing from time to time at the principal place of business of the Architect. (Insert rate ofinterest agreed upon.) (Usury laws and requirements under the Federal Truth in Lending Act, similar state and local consumer credit laws and other regulations at the Owner's and Architect's principal places of business, the location of the Project and elsewhere may affect the validity of thispiuvision. Specific legal advice should be obtained with respect to deletions or modifications and also tegatding requirements such as written disclosures or waivers.) 1.5.9 If the services covered by this Agreement have not been completed within ( ) months of the date hereof, through no fault of the Architect, extension of the Architect's services beyond that time shall be compensated as provided in Paragraph 1.5.2. This Agreement entered into as of the day and year first written above. City of Baytown Free le & Nichols Inc. OWNER s' A HITE s This document has important legal consequences. Consultation with an attorney is encouraged with respect to its completion or modification. AUTHENTICATION OF THIS ELECTRONICALLY DRAFTED AIA DOCUMENT MAY BE MADE BY USING AIA DOCUMENT D40I. �x • ,W. .-W ( tgnalure) (tgnalure) p 1997 AIA® /s ' / AIA DOCUMENT 8141 - 1997 (1 di YG 2e �teclrr tlrl� ^_tt STANDARD FORM AGREEMENT (Printed name and title) (Pn name and title) The American Institute of Architects 1735 New York Avenue N.W. Washington, D.C. 20006 -5292 ® 1917, 1926, 1958, 1961970, 1, 1963, 1966, 1974, 1977, 1987, 0 1997 by The American Institute of Architects. Reproduction of the material herein or substantial quotation of its provisions without written permission of the AIA violates the copyright laws of the United States and will subject the ®violator to legal prosecution. WARNING: Unlicensed photocopying violates U.S. copyright laws and will subject the violator to legal prosecution. This document was electronically produced with permission of the AIA and can be reproduced in accordance with your license without violation until the date of expiration as noted below. expiration as noted below. User Document: 97b141 baytown police #3 tes.aia -- 511912003. AIA License Number 1116960, which expires on 5/12/2004. ff • This document has important legal consequences. Consultation with an attorney is encouraged with respect to its completion or modification. AUTHENTICATION Of THIS ELECTRONICALLY DRAFTED AIA DOCUMENT MAY BE MADE BY USING AIA DOCUMENT D401. Jr s +ilA ti O 1997 AIA0 AIA DOCUMENT B141 - 1997 STANDARD FORM AGREEMENT The American Institute of Architects 1735 New York Avenue N.W. Washington, D.C. 20006 -5292 ® 1917, 1926, 1948, 1951, 1953, 1958, 1961, 1963, 9 9 1970, 1974, 1977, 1987, ® 1997 by The Amencan Institute of Architects. Reproduction of the material herein or _substantial quotation of its provisions ithout written permission of the AIA violates the copyright laws of the United States and will subject the iolator to legal prosecution. WARNING: Unlicensed photocopying violates U.S. copyright laws and will subject the violator to legal prosecution. This document was electronically produced with permission of the AIA and can be reproduced in accordance with your'license without violation until the date of expiration as noted below. expiration as noted below. User Document: 97b141 baytown police #3 tes.aia — 518/2003. AIA License Number 1116960, which expires on 5/1512003. 12 ® 1997 Edition - Electronic Format AIA Document B141 - 1997 Standard Form of Architect's Services: Design and Contract Administration 2.4 DESIGN SERVICES 2.5 CONSTRUCTION PROCUREMENT SERVICES 2.6 CONTRACT ADMINISTRATION SERVICES 2.7 FACILITY OPERATION SERVICES 2.8. SCHEDULE OF SERVICES 2.9 MODIFICATIONS ARTICLE 2.1 PROJECT ADMINISTRATION SERVICES 2.1.1 The Architect shall manage the Architect's services and administer the Project. The Architect shall consult with the Owner, research applicable design criteria, ,attend Project meetings, communicate with members of the Project team and issue progress reports. The Architect shall coordinate the services provided by the Architect and the Architect's consultants with those services provided by the Owner and the Owner's consultants. 2.1.2 When Project requirements have been sufficiently identified, the Architect shall prepare, and periodically update, a Project schedule that shall identify milestone dates for decisions required of the Owner, design services furnished by the Architect, completion of ri documentation provided by the Architect, commencement of construction and Substantial Completion of the Work. O 1997 AIA® 2.1.3 The Architect shall consider the value of alternative materials, building systems and AEA DOCUMENT 8141 AG - 1997 ME STANDARD FORM AGREEMENT equipment, together with other considerations based on program, budget and aesthetics in developing the design for the Project. The American Institute of Architects 1735 New York Avenue N.W. 2.1.4 Upon request of the Owner, the Architect shall make a presentation to explain the Washington, D.C. 20W6 -5292 design of the Project to representatives of the Owner. ® 1911948, 7, 1926, 19S I, 1953, 1958, 1961, 1963, 19 66,1967, 1970; 1974, 1977, 1987, Q 1997 by The American In of Architects. Reproduction of the material herein or substantial quotation of its provisions O1thout written permission of the AIA violates the copyright laws of the United States and will subject the lator to legal prosecution. WARNING: Unlicensed photocopying violates U.S. copyright laws and will bject the violator to legal prosecution. This document was electronically produced with permission of the AIA and can be reproduced in accordance with your license without violation until the date of expiration as noted below. expiration as noted below. User Document: 97b141 baytown police #3 tes.aia -- 518/2003. AIA License Number 1116960, which expires on 5/15/2003. 13 This document has important legal TABLE OF ARTICLES consequences. Consultation with an attorney is encouraged with respect to 2.1 PROJECT ADMINISTRATION SERVICES its completion or modification. AUTHENTICATION Of TH15 2.2 SUPPORTING SERVICES ELECTRONICALLY DRAFTED AIA DOCUMENT MAY BE MADE BYU5ING AIA DOCUMENT Mi. 2.3 EVALUATION AND PLANNING SERVICES 2.4 DESIGN SERVICES 2.5 CONSTRUCTION PROCUREMENT SERVICES 2.6 CONTRACT ADMINISTRATION SERVICES 2.7 FACILITY OPERATION SERVICES 2.8. SCHEDULE OF SERVICES 2.9 MODIFICATIONS ARTICLE 2.1 PROJECT ADMINISTRATION SERVICES 2.1.1 The Architect shall manage the Architect's services and administer the Project. The Architect shall consult with the Owner, research applicable design criteria, ,attend Project meetings, communicate with members of the Project team and issue progress reports. The Architect shall coordinate the services provided by the Architect and the Architect's consultants with those services provided by the Owner and the Owner's consultants. 2.1.2 When Project requirements have been sufficiently identified, the Architect shall prepare, and periodically update, a Project schedule that shall identify milestone dates for decisions required of the Owner, design services furnished by the Architect, completion of ri documentation provided by the Architect, commencement of construction and Substantial Completion of the Work. O 1997 AIA® 2.1.3 The Architect shall consider the value of alternative materials, building systems and AEA DOCUMENT 8141 AG - 1997 ME STANDARD FORM AGREEMENT equipment, together with other considerations based on program, budget and aesthetics in developing the design for the Project. The American Institute of Architects 1735 New York Avenue N.W. 2.1.4 Upon request of the Owner, the Architect shall make a presentation to explain the Washington, D.C. 20W6 -5292 design of the Project to representatives of the Owner. ® 1911948, 7, 1926, 19S I, 1953, 1958, 1961, 1963, 19 66,1967, 1970; 1974, 1977, 1987, Q 1997 by The American In of Architects. Reproduction of the material herein or substantial quotation of its provisions O1thout written permission of the AIA violates the copyright laws of the United States and will subject the lator to legal prosecution. WARNING: Unlicensed photocopying violates U.S. copyright laws and will bject the violator to legal prosecution. This document was electronically produced with permission of the AIA and can be reproduced in accordance with your license without violation until the date of expiration as noted below. expiration as noted below. User Document: 97b141 baytown police #3 tes.aia -- 518/2003. AIA License Number 1116960, which expires on 5/15/2003. 13 2.1.5 The Architect shall submit design documents to the Owner at intervals appropriate to • the design process for purposes of evaluation and approval by the Owner. The Architect shall be entitled to rely on approvals received from the Owner in the further development of the design. 2.1.6 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. 2.1.7 EVALUATION OF BUDGET AND COST OF THE WORK 2.1.7.1 When the Project requirements have been sufficiently identified, the Architect shall prepare a preliminary estimate of the Cost of the Work. This estimate may be based on current This document has important legal area, volume or similar conceptual estimating techniques. As the design process progresses consequences. Consultation with an through the end of the preparation of the Construction Documents, the Architect shall update attorney is encouraged with respect to and refine the preliminary estimate of the Cost of the Work. The Architect shall advise the its completion or modification. Owner of any adjustments to previous estimates of the Cost of the Work indicated by changes AUTHENTICATION OF THIS in Project requirements or general market conditions. If at any time the Architect's estimate of ELECTRONICALLY DRAFTED AIA the Cost of the Work exceeds the Owner's budget, the Architect shall make appropriate DOCUMENT MAY BE MADE BY USING recommendations to the Owner to adjust the Project's size, quality or budget, and the Owner AIA DOCUMENT D401. shall cooperate with the Architect in making such adjustments. 2.1.7.2 Evaluations of the Owners budget for the Project, 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 familiar with the construction industry. It is recognized, however, that neither the Architect nor the Owner has control over the cost of labor, materials or equipment, over the Contractor's methods of determining bid prices, or over competitive bidding, market or negotiating conditions. Accordingly, the Architect cannot and does not warrant or represent that bids or negotiated prices will not vary from the Owner's budget for the Project or from any estimate of the Cost of the Work or evaluation prepared or agreed to by the Architect. 2.1.7.3 In preparing estimates of the Cost of the 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; to make reasonable adjustments in the scope of the Project and to include in the Contract Documents alternate bids as may be necessary to adjust the estimated Cost of the Work to meet the Owner's budget for the Cost of the Work. If an increase in the Contract Sum occurring after execution of the Contract between the Owner and the Contractor causes the budget for the Cost of the Work to be exceeded, that budget shall be increased accordingly. 2.1.7.4 If bidding or negotiation has not commenced within go days after the Architect submits the Construction Documents to the Owner, the budget for the Cost of the Work shall be adjusted to reflect changes in the general level of prices in the construction industry. 2.1.7.5 If the budget for the Cost of the Work 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 Subparagraph 1.3.8.5; or .4 cooperate in revising the Project scope and quality as required to reduce the Cost of the Work. 2.1.7.6 If the Owner chooses to proceed under Clause 2.1.7.5.4, the Architect, without additional compensation, shall modify the documents for which the Architect is responsible under this Agreement as necessary to comply with the budget for the Cost of the Work. The 1911948, 7, 1926, 1951,T9-57,-T9--57g, 1961, 1963, 9 9 1970, 1974, 1977, 1987, ® 1997 by The American Institute of Architects. Reproduction of the material herein or substantial quotation of its provisions � ithout written permission of the AIA violates the copyright laws of the United States and will subject the olator to legal prosecution. WARNING: Unlicensed photocopying violates U.S. copyright laws and will subject the violator to legal prosecution. This document was electronically produced with permission of the AIA and can be reproduced in accordance with your license without violation until the date of expiration as noted below, expiration as noted below. User Document: 97b141 baytown police #3 tes.aia -- 5/8/2003. AIA License Number 1116960, which expires on 5115/2003. 14 trrar� Q 1997 AIA® AIA DOCUMENT 8141 - 1997 STANDARD FORM AGREEMENT The American Institute of Architects 1735 New York Avenue N.W. Washington, D.C. 20006 -5292 modification of such documents shall be the limit of the Architect's responsibility under this • Paragraph 2.1.7. The Architect shall be entitled to compensation in accordance with this Agreement for all services performed whether or not construction is commenced. ARTICLE 2.2 SUPPORTING SERVICES 2.2.1 Unless specifically designated in Paragraph 2.8.3, the services in this Article 2.2 shall be provided by the Owner or the Owner's consultants and contractors. 2.2.1.1 The Owner shall furnish a program setting forth the Owner's objectives, schedule, constraints and criteria, including space requirements and relationships, special equipment, systems and site requirements. 2.2.1.2 The Owner shall furnish surveys to describe physical characteristics, legal limitations and utility locations for the site of the Project, and a written legal description of the site. The surveys and legal information shall include, as applicable, grades and lines of streets, alleys, pavements and adjoining property and structures; adjacent drainage; rights -of -way, restrictions, easements, encroachments, zoning, deed restrictions, boundaries and contours of the site; locations, dimensions and necessary data with respect to existing buildings, other improvements and trees; and information concerning available utility services and lines, both public and private, above and below grade, including inverts and depths. All the information on the survey shall be referenced to a Project benchmark. 2.2..1.3 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, ground corrosion tests and resistivity tests, including necessary operations for anticipating subsoil conditions, with reports and appropriate recommendations. ARTICLE 2.3 EVALUATION AND PLANNING SERVICES 2.3.1 The Architect shall provide a preliminary evaluation of the information furnished by the Owner under this Agreement, including the Owner's program and schedule requirements and budget for the Cost of the Work, each in terms of the other. The Architect shall review such information to ascertain that it is consistent with the requirements of the Project and shall notify the Owner of any other information or consultant services that may be reasonably needed for the Project. 2.3.2 The Architect shall provide a preliminary evaluation of the Owner's site for the Project based on the information provided by the Owner of site conditions, and the Owner's program, schedule and budget for the Cost of the Work. 2.3.3 The Architect shall review . the Owner's proposed method of contracting for construction services and shall notify the Owner of anticipated impacts that such method may have on the Owner's program, financial and time requirements, and the scope of the Project. ARTICLE 2.4 DESIGN SERVICES 2.4.1 The Architect's design services shall include normal structural, mechanical and electrical engineering services. 2.4.2 SCHEMATIC DESIGN DOCUMENTS 2.4.2.1 The Architect shall provide Schematic Design Documents based on the mutually agreed -upon program, schedule, and budget for the Cost of the Work. The documents shall establish the conceptual design of the Project illustrating the scale and relationship of the Project components. The Schematic Design Documents shall include a conceptual site plan, if appropriate, and preliminary building plans, sections and elevations. At the Architect's, option, the Schematic Design Documents may include study models, perspective sketches, electronic ® 1911948, 7, 1926, 1951, 1953, 1958, 1961, 1963, 9 7970, 1974, 1977, 1987, ® 99 by The American Institute of Architects. Reproduction of the material herein or substantial quotation of its provisions Withowritten permission of the AIA violates the copyright laws of the United States and will subject the ut olator to legal prosecution. WARNING: Unlicensed photocopying violates U.S. copyright laws and will subject the violator to legal prosecution. This document was electronically produced with permission of the AIA and can be reproduced in accordance with your license without violation until the date of expiration as noted below. expiration as noted below. User Document: 97b141 baytown police ##3 tes.aia — 518/2003. AIA License Number 1116960, which expires on 5/15/2003. 15 This document has important legal consequences. Consultation with an attorney is encouraged with respect to its completion or modification. AUTHENTICATION OF INS ELECTRONICALLY DRAFTED AIA DOCUMENT MAY BE MADE BY USING AIA DOCUMENT MI. J ,_W s A; • .f Q 1997 AlA® AIA DOCUMENT B141 - 1997 STANDARD FORM AGREEMENT The American Institute of Architects 1735 New York Avenue N.W. Washington, D.C. 20006 -5292 modeling or combinations of these media. Preliminary selections of major building systems and construction materials shall be noted on the drawings or described in writing. • 2.4.3. DESIGN DEVELOPMENT DOCUMENTS 2.4.3.1 The Architect shall provide Design Development Documents based on the approved Schematic Design Documents and updated budget for the Cost of the Work. The Design Development Documents shall illustrate and describe the refinement of the design of the Project, establishing the scope, relationships, forms, size and appearance of the Project by means of plans, sections and elevations, typical construction details, and equipment layouts. The Design Development Documents shall include specifications that identify major materials and systems and establish in general their quality levels. 2.4.4 CONSTRUCTION DOCUMENTS 2.4.4.1 The Architect shall provide Construction Documents based on the approved Design Development Documents and updated budget for the Cost of the Work. The Construction Documents shall set forth in detail the requirements for construction of the Project. The Construction Documents shall include Drawings and Specifications that establish in detail the quality levels of materials and systems required for the Project. ' 2.4.4.2 During the development of the Construction Documents, the Architect shall assist the Owner in the development and preparation of (1) bidding and procurement information which describes the time, place and conditions of bidding; bidding or proposal forms; and the form of agreement between the Owner and the Contractor; and (2) the Conditions of the Contract for Construction (General, Supplementary and other Conditions). The Architect also shall compile the Project Manual that includes the Conditions of the Contract for Construction and Specifications and may include bidding requirements and sample forms. ARTICLE 2.5 CONSTRUCTION PROCUREMENT SERVICES 2.5.1 The Architect shall assist the Owner in obtaining either competitive bids or negotiated proposals and shall assist the Owner in awarding and preparing contracts for construction. 2.5.2 The Architect shall assist the Owner in establishing a list of prospective bidders or contractors. 2.5.3 The Architect shall assist the Owner in bid validation or proposal evaluation and determination of the successful bid or proposal, if any. If requested by the Owner, the Architect shall notify all prospective bidders or contractors of the bid or proposal results. 2.5.4 COMPETITIVE BIDDING 2.5.4.1 Bidding Documents shall consist of bidding requirements, proposed contract forms, General Conditions and Supplementary Conditions, Specifications and Drawings. 2.5.4.2 If requested by the Owner, the Architect shall arrange for procuring the reproduction of Bidding Documents for distribution to prospective bidders. The Owner shall pay directly for the cost of reproduction or shall reimburse the Architect for such expenses. 2.5.4.3 If requested by the Owner, the Architect shall distribute the Bidding Documents to prospective bidders and request their return upon completion of the bidding process. The Architect shall maintain a log of distribution and retrieval, and the amounts of deposits, if any, received from and returned to prospective bidders. 2.5.4.4 The Architect shall consider requests for substitutions, if permitted by the Bidding Documents, and shall prepare and distribute addenda identifying approved substitutions to all prospective bidders. ® -1917, 1926, 1948, 1951, 953, 958, 1 1963, 9 9 1970, 1974, 1977, 1987 , ® )9-9Tb­y7he American Institute of Architects. Reproduction of the material herein or substantial quotation of its provisions 15ithout written permission of the AIA violates the copyright laws of the United States and will subject the 0lator to legal prosecution. WARNING: Unlicensed photocopying violates U.S. copyright laws and will subject the violator to legal prosecution. This document was electronically produced with permission of the AIA and can be reproduced in accordance with your license without violation until the date of expiration as noted below. expiration as noted below. User Document: 97b141 baytown police #3 tes.aia -- 5/8/2003. AIA License Number 1116960, which expires on 5/15/2003. III This document has important legal consequences. Consultation with an attorney is encouraged with respect to its completion or modification. AUTHENTICATION OF THIS ELECTRONICALLY DRAFTED AIA DOCUMENT MAY BE MADE BY USING AIA DOCUMENT D401. r� © 1997 AIA® AIA DOCUMENT 8141 - 1997 STANDARD FORM AGREEMENT The American Institute of Architects 1735 New York Avenue N.W. Washington, D.C. 20006 -5292 2.5.4.5 The Architect shall participate in or, at the Owner's direction, shall organize and • conduct a pre -bid conference for prospective bidders. 2.5.4.6 The Architect shall prepare responses to questions from prospective bidders and provide clarifications. and interpretations of the Bidding Documents to all prospective bidders in the form of addenda. 2.5.4.7 The Architect shall participate in or, at the Owner's direction, shall organize and conduct the opening of the bids. The Architect shall subsequently document and distribute the bidding results, as directed by the Owner. 2.5.5 NEGOTIATED PROPOSALS 2.5.5.1 Proposal Documents shall consist of proposal requirements, proposed contract forms, General Conditions and Supplementary Conditions, Specifications and Drawings. 2.5.5.2 If requested by the Owner, the Architect shall arrange for procuring the reproduction of Proposal Documents for distribution to . prospective contractors. The Owner shall pay directly for the cost of reproduction or shall reimburse the Architect for such expenses. 2.5.5.3 If requested by the Owner, the Architect shall organize and participate in selection interviews with prospective contractors.' 2.5.5.4 The Architect shall consider requests for substitutions, if permitted by the Proposal Documents, and shall prepare and distribute addenda identifying approved substitutions to all prospective contractors. 2.5.5.5 if requested by the Owner, the Architect shall assist the Owner during negotiations with prospective contractors. The Architect shall subsequently prepare a summary report of the negotiation results, as directed by the Owner. ARTICLE 2.6 CONTRACT ADMINISTRATION SERVICES 2.6.1 GENERAL ADMINISTRATION 2.6.1.1 The Architect shall provide administration of the Contract between the Owner and the Contractor as set forth below and in the edition of AIA Document A2oi, General Conditions of the Contract for Construction, current as of the date of this Agreement. Modifications made to the General Conditions, when adopted as part of the Contract Documents, shall be enforceable under this Agreement only to the extent that they are consistent with this Agreement or approved in writing by the Architect. This document has important legal consequences. Consultation with an attorney is encouraged with respect to its completion or modification. AUTHENTICATION OF THIS ELECTRONICALLY DRAFTED AIA DOCUMENT MAY BE MADE BY USING AIA DOCUMENT D401. 2.6.1.2 The Architect's responsibility to provide the Contract Administration Services under T_� this Agreement conunences with the award of the initial Contract for Construction and terminates at the issuance to the Owner of the final Certificate for Payment. However, the Architect shall be entitled to a Change in Services in accordance with Paragraph 2.8.2 when Contract Administration Services extend 6o days after the date of Substantial Completion of.+y the Work. ttts_ 2.6.1.3 The Architect shall be a representative of and shall advise and consult with the Owner during the provision of the Contract Administration Services. The Architect shall have authority to act on behalf of the Owner only to the extent provided in this Agreement unless otherwise modified by written amendment. 2.6.1.4 Duties, responsibilities and limitations of authority of the Architect under this Article 2.6 shall not he restricted, modified or extended without written agreement of the Owner and Architect with consent of the Contractor, which consent will not be unreasonably withheld. ® 1917, 1926, 1948, 1951, 1953, 1958, 1961, 1963, 9 9 1970, 1974, 19-77, 1987, ® 1997by The American Institute of Architects. Reproduction of the material herein or substantial quotation of its provisions ithout written permission of the AIA violates the copyright laws of the United States and will subject the olator to legal prosecution. WARNING: Unlicensed photocopying violates U.S. copyright laws and will ubject the violator to legal prosecution. This document was electronically produced with permission of the AIA and can be reproduced in accordance with your license without violation until the date of expiration as noted below. -expiration as noted below. User Document: 97b141 baytown police #3 tes.aia -- 5/8/2003. AIA License Number 1116960, which expires on 5/15/2003. 17 © 1997 AIA® AIA DOCUMENT B141 - 1997 STANDARD FORM AGREEMENT The American Institute of Architects 1735 New York Avenue N.W. Washington, D.C. 20006 -5292 2.6.1.5 The Architect shall review properly prepared, timely requests by the Contractor for additional information about the Contract Documents. A properly prepared request for additional information about the Contract Documents shall be in a form prepared or approved by the Architect and shall include a detailed written statement that indicates the specific Drawings or Specifications in need of clarification and the nature of the clarification requested. 2.6.1.6 If deemed appropriate by the Architect, the Architect shall on the Owner's behalf prepare, reproduce and distribute supplemental Drawings and Specifications in response to requests for information by the Contractor. 2.6.1.7 The Architect shall interpret and decide matters concerning performance of the Owner and Contractor under, and requirements of, the Contract Documents on written request of either the Owner or Contractor. The Architect's response to such requests shall be This document has important legal made in writing within any time limits agreed upon or otherwise with reasonable promptness. consequences. Consultation with an attorney is encouraged with respell to es 2.6.1.8 Interpretations and decisions of the Architect shall be consistent with the intent of its completion or modification. AUTHENTICATION Of THIS and reasonably inferable from the Contract Documents and shall be in writing or in the form of ELECTRONICALLY DPMTED AIA drawings. When making such interpretations and initial decisions, the Architect shall endeavor DOCUMENT MAY BE MADE BY USING to secure faithful performance by both Owner and Contractor, shall not. show partiality to AIA DOCUMENT D401. either, and shall not be liable for the results of interpretations or decisions so rendered in good faith. . 2.6.1.9 The Architect shall render initial decisions on claims, disputes or other matters in question between the Owner and Contractor as provided in the Contract Documents. However, the Architect's decisions on matters relating to aesthetic effect shall be final if consistent with the intent expressed in the Contract Documents. 2.6.2 EVALUATIONS OF THE WORK 2.6.2.1 The Architect, as a representative of the Owner, shall visit the site at intervals appropriate to the stage of the Contractor's operations, or as otherwise agreed by the Owner and the Architect in Article z.8, (i) to become generally familiar with and to keep the Owner informed about the progress and quality of the portion of the Work completed, (2) to endeavor to guard the Owner against defects and deficiencies in the Work, and (3) to determine in general if the Work is being performed in a manner indicating that the Work, when fully completed, will be in accordance with the Contract Documents. However, the Architect shall not be required to make exhaustive or continuous on -site inspections to check the quality or quantity of the Work. The Architect shall neither have control over or charge- of, nor be responsible for, the construction means, methods, techniques, sequences or procedures, or for safety precautions and programs in connection with the Work, since these are solely the Contractor's rights and responsibilities under the Contract Documents. 2.6.2.2 The Architect shall report to the Owner known deviations from the Contract Documents and from the most recent construction schedule submitted by the Contractor. However, the Architect shall not be responsible for the Contractor's failure to perform the Work in accordance with the requirements of the Contract Documents. The Architect shall be responsible for the Architect's negligent acts of omissions, but shall not have control over or charge of and shall not be responsible for acts-or omissions of the Contractor, Subcontractors, or their agents or employees, or of any other persons or entities performing portions of the Work. t� Q 1997 AIA® AIA DOCUMENT B141-1997 STANDARD FORM AGREEMENT 2.6.2.3 The Architect shall at all times have access to the Work wherever it is in preparation or The American Institute of Architects progress. 1735 New York Avenue N.W. Washington, D.C. 20006 -5292 2.6.2.4 Except as otherwise provided in this Agreement or when direct communications have been specially authorized, the Owner shall endeavor to communicate with the Contractor ® 1911948, 7, 1926, 1951, 1953, 1958, 1961, 1963, 9 1970, 1974, 1977, ® 1997 by The American Institute of Architects. Reproduction of the material herein or substantial quotation of its provisions "ithout written permission of the AIA violates the copyright laws of the United States and will subject the lator to legal prosecution. WARNING: Unlicensed photocopying violates U.S. copyright laws and will subject the violator to legal prosecution. This document was electronically produced with permission of the AIA and can be reproduced in accordance with your license without violation until the date of expiration as noted below. expiration as noted below. User Document: 97b141 baytown police 43 tes.aia -- 5/8/2003. AIA License Number 1116960, which expires on 5/15/2003. 18 through the Architect about matters arising out of or relating to the Contract Documents. Communications by and with the Architect's consultants shall be through the Architect. 2.6.2.5 The Architect shall have authority to reject Work that does not conform to the Contract Documents. Whenever the Architect considers it necessary or advisable, the Architect will have 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. 2.6.3 CERTIFICATION OF PAYMENTS TO CONTRACTOR 2.6.3.1 The Architect shall review and certify the amounts due the Contractor and shall issue Certificates for Payment 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 Paragraph 2.6.2 and on the data comprising the Contractor's Application for Payment, that the Work has progressed to the point indicated and that, to the best of the Architect's knowledge, information and belief, 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. 2.6.3.2 The issuance of a Certificate for Payment shall not be a representation that the Architect has (i) made exhaustive or continuous on -site inspections to check the quality or quantity of the Work, (2) reviewed construction means, methods, techniques, sequences or procedures, (3) reviewed copies of requisitions received from Subcontractors and material suppliers and other data requested by the Owner to substantiate the Contractor's right to payment, or (4) ascertained how or for what purpose the Contractor has used money previously paid on account of the Contract Sum. 2.6.3.3 The Architect shall maintain a record of the Contractor's Applications for Payment. 2.6.4 SUBMITTALS 2.6.4.1 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. The. Architect's action shall be taken with such reasonable promptness as to cause no delay in the Work or in the activities of the Owner, Contractor or separate contractors, while allowing sufficient time in the Architect's professional judgment to permit adequate review. Review of such submittals is not conducted for the purpose of determining the accuracy and completeness of other details such as dimensions and quantities, or for substantiating instructions for installation or performance of equipment or systems, all of which remain the responsibility of the Contractor as required by the Contract Documents. 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. 2.6.4.2 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. 2.6.4.3 If professional design services or certifications by a design professional related to systems, materials or equipment are specifically required of the Contractor by the Contract ® 1917, 1926, 1948, 1951 , 1953, 1958, 1961, 9 9 1970, 1974, 97 98 , ® 1997 by The American- In . stitute of Architects. Reproduction of the material herein or substantial quotation of its provisions 15thout written permission of the AIA violates the copyright laws of the united States and will subject the 0lator to legal prosecution. WARNING: Unlicensed photocopying violates U.S. copyright laws and will subject the violator to legal prosecution. This document was electronically produced with permission of the AIA and can be reproduced in accordance with your license without violation until the date of expiration as noted below. expiration as noted below. User Document: 97b141 baytown police #3 tes.aia -- 51812003. AIA License Number 1116960, which expires on 5/15/2003. 19 This document has important legal consequences. Consultation with an attorney is encouraged with respect to its completion or modification. AUTHENTICATION OF THIS ELECTRONICALLY DRAFTED AIA DOCUMENT MAY BE MADE BY USING AIA DOCUMENT D401. 1 l�i �r © 1997 AIA® AIA DOCUMENT 8141 - 1997 STANDARD FORM AGREEMENT The American Institute of Architects 1735 New York Avenue N.W. Washington, D.C. 20006 -5292 Documents, the Architect shall specify appropriate performance and design'criteria that such services must satisfy. Shop Drawings and other submittals related to the Work designed or certified by the design professional retained by the Contractor shall bear such professional's written approval when submitted to the Architect. The Architect shall be entitled to rely upon the adequacy, accuracy and completeness of the services, certifications or approvals performed by such design professionals. 2.6.5 CHANGES IN THE WORK 2.6.5.1 The Architect shall prepare Change Orders and Construction Change Directives for the Owner's approval and execution in accordance with the Contract Documents. The Architect may authorize minor changes in the Work not involving an adjustment in Contract Sum or an extension of the Contract Time which are consistent with the intent of the Contract Documents. If necessary, the Architect shall prepare, reproduce and distribute Drawings and This document has important legal Specifications to describe Work to be added, deleted or modified, as provided in Paragraph consequences. Consultation with an 2,8,2, attorney is encouraged with respect to its completion or modification. 2.6.5.2 The Architect shall review properly prepared, timely requests by the Owner or AUTHENTICATION OF THIS ELECTRONICALLY DRAFTED AIA Contractor for changes in the Work, including adjustments to the Contract Sum or Contract DOCUMENT MAY BE MADE BY USING Time. A properly prepared request fora change in the Work shall be accompanied by sufficient AIA DOCUMENT 0401, supporting data and information to permit the Architect to make a reasonable determination without extensive investigation or preparation of additional drawings or specifications. If the Architect determines that requested changes in the Work are not materially different from the. requirements of the Contract Documents, the Architect may issue an order for a minor change in the Work or recommend to the Owner that the requested change be denied. 2.6.5.3 If the Architect determines that implementation of the requested changes would result in a material change to the Contract that may cause an adjustment in the Contract Time or Contract Sum, the Architect shall make a recommendation to the Owner, who may authorize further investigation of such change. Upon such authorization, and based upon information furnished by the Contractor, if any, the Architect shall estimate the additional cost and time that might result from such change, including any additional costs attributable to a Change in Services of the Architect. With the Owner's approval, the Architect shall incorporate those estimates into a Change Order or other appropriate documentation for the Owner's execution or negotiation with the Contractor. 2.6.5.4 The Architect shall maintain records relative to changes in the Work. 2.6.6 PROJECT COMPLETION 2.6.6.1 The Architect shall conduct inspections to determine the date or dates of Substantial Completion and the date of final completion, shall 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 shall issue a final Certificate for Payment based upon a final inspection indicating the Work complies with the requirements of the Contract Documents. 2.6.6.2 The Architect's inspection shall be conducted with the Owner's Designated Representative 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 Q 1997 AIA® of Work to be completed or corrected. AIA DOCUMENT 8141 - 1997 STANDARD FORM AGREEMENT 2.6.6.3 When the Work is found to be substantially complete, the Architect shall inform the The American Institute of Architects Owner about the balance of the Contract Sum remaining to be paid the Contractor, including 1735 New York Avenue N.W. any amounts needed to pay for final completion or correction of the Work. Washington, D.C. 20006 -5292 2.6.6.4 The Architect shall receive from the Contractor and forward to the Owner. (t) consent of surety or sureties, if any, to reduction in or partial release of retainage or the making of final m 1917, 1926, 1948, 1951, 1953, 1958, 1961, 1963, 9 9 1974, 19777-19-8-7, ® 99 y The mencan In of Architects. Reproduction of the material herein or substantial quotation of its provisions �ithout written permission of the AIA violates the copyright laws of the United States and will subject the olator to legal prosecution. WARNING: Unlicensed photocopying violates U.S. copyright laws and will subject the violator to legal prosecution. This document was electronically produced with permission of the AIA and can be reproduced in accordance with your license without violation until the date of expiration as noted below. expiration as noted below. User Document: 97b141 baytown police #3 tes.aia -- 5/8/2003. AIA License Number 1116960, which expires on 5/15/2003. 20 payment and (2) affidavits, receipts, releases and waivers of Liens or bonds indemnifying the Owner against Gents. OARTICLE 2.7 FACILITY OPERATION SERVICES 2.7.1 The Architect shall meet with. the Owner or the Owner's Designated Representative promptly after Substantial Completion to review the need for facility operation services. 2.7.2 Upon request of the Owner, and prior to the expiration of one year from the date of Substantial Completion, the Architect shall conduct a meeting with the Owner and the Owner's Designated Representative to review the facility operations and performance and to make appropriate recommendations to the Owner. ARTICLE 2.8 SCHEDULE OF SERVICES This document has important legal 2.8.1 Design and Contract Administration Services beyond consequences. Consultation with an the following limits shall be attorney is encouraged with respect to provided by the Architect as a Change in Services in accordance with Paragraph 1.3.3: its completion or modification. l up to ( ) reviews of each Shop Drawing, Product Data item, sample and similar AUTHENTICATION OF THIS submittal of the Contractor. ELECTRONICALLY DRAFTED AIA .2 up to ( ) visits to the site by the Architect over the duration of the Project during DOCUMENT MAY BE MADE BY USING construction. AIA DOCUMENT D401. .3 up to ( ) inspections 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. A up to ( ) inspections for any portion of the Work to determine final completion. 2.8.2 The following Design and Contract Administration Services shall be provided by the Architect as a Change in Services in accordance with Paragrapb 1.3.3: 1 review of a Contractor's submittal out of sequence from the submittal schedule agreed to by the Architect; .2 responses to the Contractor's requests for information 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 Change Orders and Construction Change Directives requiring evaluation of proposals, including the preparation or revision of Instruments of Service; .4 providing consultation concerning replacement of Work resulting from fire or other cause during construction; .5 evaluation of an extensive number of claims submitted by the Owner's consultants, the Contractor or others in connection with the Work; .6 evaluation of substitutions proposed by the Owner's consultants or contractors and making subsequent revisions to Instruments of Service resulting therefrom; .7 preparation of design and documentation for alternate bid or proposal requests proposed by the Owner; or .8 Contract Administration Services provided 6o days after the date of Substantial ttttttttttttttt� Completion of the Work. ® 1997 AIA® AIA DOCUMENT 8141 - 1997 STANDARD FORM AGREEMENT The American Institute of Architects 1735 New York Avenue N.W. 2.8.3 The Architect shall furnish or provide the following services only if specifically Washington, D.C. 20006 -5292 designated: ® 11948, 917, 1951, 19S3,1958, 1961, T9-W1966, 9 9 76, 1974, 1977, 1 98 ,® 1997 by The American In of Architects. Reproduction of the material herein or substantial quotation of its provisions Oithout written permission of the AIA violates the copyright laws of the United States and will subject the lator to legal prosecution. WARNING: Unlicensed photocopying violates U.S. copyright laws and will bject the violator to legal prosecution. This document was electronically produced with permission of the AIA and can be reproduced in accordance with your license without violation until the date of expiration as noted below. expiration as noted below. User Document: 97b141 baytown police #3 tes.aia -- 5/812003. AIA License Number 1116960, which expires on 5/15/2003. 21 Services I Programming .2 Land Survey Services .3 Geotechnical Services Responsibility (AmAded, Owner oriVot Prowded) Architect Owner Architect .4 Space Schematics /Flow Diagrams Not Provided .5 Existing Facilities Surveys .6 Economic Feasibility Studies .7 Site Analysis and Selection .8 Environmental Studies and Reports .9 Owner - Supplied Data Coordination .10 Schedule Development and Monitoring .0 Civil Design a2 Landscape Design .13 Interior Design .14 Special Bidding or Negotiation .15 Value Analysis .r6 Detailed Cost Estimating .17 On -Site Project Representation .18 Construction Management ag Start-up Assistance .2o Record Drawings .21 Post - Contract Evaluation .22 Tenant- Related Services .23 .24 .15 Description of Services. (Insert descriptions of the services designated.) Not Provided Not Provided Architect Not Provided Architect Architect Architect Architect Architect Not Provided Not Provided Not Provided Not Provided Not Provided Not Provided Architect Not Provided Not Provided Location of Service Description Architect's Office Baytown Texas Architect's Office Architect's Office Architect's Office Architect's Office Architect's - Office Architect's Office Architect's Office Architect's Office ARTICLE 2.9 MODIFICATIONS 2.9.1 Modifications to this Standard Form of Architect's Services: Design and Contract Administration, if any, are as follows: This document has important legal consequences. Consultation with an attorney is eneouraged with respect to its completion or modification. AUTHENTICATION OF THIS ELECTRONICALLY DRAFTED AIA DOCUMENT MAY BE MADE BY USING AIA DOCUMENT MI. © 1997 AIA® AIA DOCUMENT B141 - 1997 STANDARD FORM AGREEMENT By its execution, this Standard Form of Architect's Services: Design and Contract The American Institute of Architects Administration and modifications hereto are incorporated into the Standard Form of 1735 New York Avenue N.W. Agreement Between the Owner and Architect, AIA Document B141 -19917, that was entered into Washington, D.C. 20006 "5292 by the parties as of the date: ® 1917, 1926, 1948, 1951, 1953, 1958, 1961, 1963, 9 9 1970, 1974, T977, 1987, ® 1997 by The American Institute of Architects. Reproduction of the material herein or substantial quotation of its provisions 16ithout written permission of the AIA violates the copyright laws of the United States and will subject the olator to legal prosecution. WARNING: Unlicensed photocopying violates U.S. copyright laws and will subject the violator to legal prosecution. This document was electronically produced with permission of the AIA and can be reproduced in accordance with your license without violation until the date of expiration as noted below. expiration as noted below. User Document: 97b141 baytown police #3 tes.aia — 5/812003. AIA License Number 1116960, which expires on 5115/2003. 22 0 OWNER (signature) (Punted name and title) C H I T E C T (signature) C'o„ 01 . V« V �4 P.C„dl >< (Pr,Wled name and title) This document has important legal consequences. Consultation with an attorney is encouraged with respect to its completion or modification. AUTHENTICATION OF THIS ELECTRONICALLY DRAFTED AIA DOCUMENT MAY BE MADE BY USING AIA DOCUMENT D401. `s'e�fi f t� O 1997 AIA® AIA DOCUMENT B141 - 1997 STANDARD FORM AGREEMENT The American Institute of Architects 1735 New York Avenue N.W. Washington, D.C. 20006 -5292 ® � 9 by The American Institute of Architects. Reproduction of the material herein or substantial quotation of its provisions without written permission of the AIA violates the copyright laws of the United States and will subject the violator to legal prosecution. WARNING: Unlicensed photocopying violates U.S. copyright laws and will subject the violator to legal prosecution. This document was electronically produced with permission of the AIA and can be reproduced in accordance with your license without violation until the date of expiration as noted below. expiration as noted below. User Document: 91b141 baytown police #3 tes.aia -- 5/1912003. AIA License Number 1116960, which expires on 5/12/2004. 23 • • SUPPLEMENTAL CONDITIONS These supplemental conditions shall supersede and control over the Standard Form of Agreement between the Owner and the Architect with Standard Form of Architect's Services (AIA Document B 141 -1997) to the extent that there is conflict. Article 1. 1.5 shall be amended to read as follows: When the services under this Agreement include contract administration services, the General Conditions of the Contract for Construction shall be those approved by the Owner. Should any term or condition therein exist which pertains to the Architect's contract administration services and which is inconsistent with the terms of this Agreement, both the Owner and Architect shall approve such term or condition. 2. Article 1.1.6 shall be deleted in its entirety. 3. Article 1.2.2.1 shall be amended as follows: Unless otherwise provided under this Agreement the Owner shall provide information in a timely manner regarding requirements for and limitations on the Project. 4. Article 1.2.2.2 shall be deleted in its entirety. 5. Article 1.2.2.4 shall be amended to read as follows: The Owner shall furnish the services of consultants other than those designated in Paragraph 1. 1.3 or authorize the Architect to furnish them as a Change in Services when such services are requested by the Architect and are reasonably required by the scope of the Project as determined by the Owner. 6. Article 1.2.2.6 shall be amended to read as follows: The Owner shall furnish all legal, insurance and accounting services, including auditing services, that may be reasonably necessary as determined by the Owner at any time for the project to meet the Owner's needs and Interests. 7. Article 1.2.2:7 shall be amended to read as follows: The Owner shall provide prompt written notice to the Architect if the Owner becomes aware of any fault or defect in the Project, including any errors, omissions or inconsistencies in the Architect's Instruments of Service. Failure of the Owner to provide such prompt written notice, however, shall not be considered a waiver of the right to seek and enforce all remedies available to the Owner to ensure that the defect or fault and any subsequent defect or fault is cured to the Owner's satisfaction. 8. Article 1.2.3.2 shall be amended to read as follows: The Architect understands and agrees that time is of the essence for the Project and the services to be performed hereunder. The Architect's services shall be performed with professional skill and care in accordance with the schedule for the performance of the Final Supplemental Conditions 14 May.doc Architect's Initials Owner's Initial • Architect's services which is attached hereto as Exhibit `B" "Time Schedule for Work" and incorporated herein for all intents and purposes. This 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. Time limits established by this schedule approved by the Owner shall not be exceeded by the Architect. 9. Article 1.2.3.4 shall be amended to read as follows: The Architect shall maintain the confidentiality of information of the Owner. The Architect shall require of the Architect's consultants similar agreements to maintain the confidentiality of information of the Owner. 10. Article 1.2.3.5 shall be amended to read as follow: Except with the Owner's knowledge and prior written 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. 11. Article 1.2.3.7 shall be amended to read as follows: The Architect shall not be entitled to rely on the accuracy and completeness of services and information furnished by the Owner, unless so specified by the Owner. The Architect shall provide prompt written notice to the Owner if the Architect becomes aware of any errors, omissions or inconsistencies in such services or information. 12. The following articles shall be added: 1.2.3.8 The. Architect shall exercise usual and customary professional care in the preparation of drawings and his designation of selection of materials and equipment and the selection and supervision of his personnel and the performance of its services pursuant to this contract to meet the recognized industry standards. 1.2.3.9 The Architect shall procure and maintain at- his sole cost and expense for the duration of the Contract, insurance against claims for injuries to person or damages to property which may arise from or in connection with the performance of the Work hereunder by the Architect, his agents, representatives, volunteers, employees or subconsultants. 1.23.10 The Architect's insurance coverage shall be primary insurance with respect to the Owner, his officials, employees and agents. Any insurance or self - insurance maintained by the Owner, his officials, employees or agents shall be considered in excess of the Architect's insurance and shall not contribute to it. Further, the Architect shall include all subconsultants, agents and assigns as additional insureds under its policy or shall furnish separate certificates and endorsements for each such person or entity. All coverages for subconsultants and assigns shall be subject to all of the requirements stated herein. • Final supplemental Conditions 14 May.doc Architect's Initials 2 Owner's Initial 0 1.2.3.11 The following is a list of standard insurance policies along with their respective minimum coverage amounts required in this Agreement: a. Commercial General Liability ❑ General Aggregate: $1,000,000 ❑ Products & Completed Operations Aggregate: $1,000,000 ❑ Personal & Advertising Injury: $1,000,000 0 Per Occurrence: $500,000 ❑ Fire Damage $50,000 ❑ Coverage shall be at least as broad as ISO CG 00 01 10 93 ❑ No coverage shall be deleted from standard policy without notification of individual exclusions being attached for review and acceptance. b. Business Automobile Policy ❑ Combined Single Limits: $500,000 0 Coverage for "Any Auto" C. Errors and Omissions ❑ Limit: $1,000,000 ❑ For all architects, engineers, and/or design companies ❑ Claims -made form is acceptable ❑ Coverage will be in force for three (3) years after construction of the Project is completed. d. Workers' Compensation ❑ Statutory Limits ❑ Employer's Liability $500,000 0 Waiver of Subrogation required. 1.2.3.12 The following shall be applicable to all policies of insurance required herein.. a. Insurance carrier must have an A.M. Best Rating of A:VIII or better. b. Only insurance carriers licensed and admitted to do business in the State of Texas will be accepted. C. Liability policies must be on occurrence form. Errors and Omissions can be on claims -made form. d. Each insurance policy shall be endorsed to state that coverage shall not be suspended, voided, canceled or reduced in coverage or in limits except after sixty (60) days' prior written notice by certified mail, return receipt requested, has been given to the Owner. • Final Supplemental Conditions 14 May.doc Architect's Initials Q/1Yti 3 Owner's Initial e. The Owner, its officers, agents and employees are to be added as Additional Insureds to all liability policies, with the exception of the Errors and Omissions Policy required herein. f. Upon request and without cost to the Owner, certified copies of all insurance polices and/or certificates of insurance shall be famished to the Owner. g. Upon request and without cost to the Owner, loss runs (claims listing) of any and/or all insurance coverages shall be furnished to the Owner. h. All insurance required herein shall be secured and maintained in a company or companies satisfactory to the Owner, and shall be carried in the name of the Architect. The Architect shall provide copies of insurance policies required hereunder to the Owner on or before the effective date of this Agreement. 1.2.3.13 . The Architect shall prepare or cause to be prepared operational and maintenance manuals 1.2.3.14 The Architect shall prepare a set of reproducible record drawings showing significant changes in the Work made during construction based on marked -up prints, drawings and other data furnished by the Contractor to the Architect 1.2.3.15 The Architect warrants the design preparation of drawings, the designation of selection of materials and equipment, the selection and supervision of the Architect's personnel as well as the Architect's consultant's personnel, and the performance of other services pursuant to this Agreement to meet the recognized industry standards. 13. Article 1.3.1.2 The Cost of the Work shall include the costs at the current market rates of labor, using the prevailing wage rates as established by the Owner, if appropriate, and material furnished by the Owner and equipment designed, specified, selected or specially provided for by the Architect, including the cost of management or supervision of construction or installation provided by a separate construction manager or contractor, plus a reasonable allowance for their overhead and profit. In addition, a reasonable allowance for contingencies shall be included for market conditions at the time of bidding and for changes in the Work. 14. Article 1.3.2.1 shall be amended to read as follows: Drawings, specifications and other documents, including those in electronic form, prepared by the Architect and the Architect's consultants are Instruments of Service. The Architect and the Architect's consultants shall be deemed the authors and owners of their respective Instruments of Service and, subject to the licenses herein granted to the Final Supplemental Conditions 14 May.doc Architect's Initials 4 Owner's Initial • Owner, shall retain all common law, statutory and other reserved rights, including copyrights. 15. Section 1.3.2.2 shall be amended to read as follows: Upon execution of this Agreement, the Architect grants to the Owner a non - exclusive license to reproduce the Architect's Instruments of Service for purposes of constructing, using and maintaining the Project. The Architect shall obtain similar nonexclusive licenses from the Architect's consultants consistent with this Agreement. . 16. Section 1.3.2.3 shall be amended to read as follows: All Architect's designs and work products relating to the Project, including, but not limited to, original drawings, specifications, investigations, studies and other documents completed shall remain the property of Architect; provided, however, the Architect hereby grants to the Owner a license to use the designs and work products in connection with the construction, reconstruction, renovation, repair, use and occupancy of the Project without additional compensation. Provided further that in the event the Owner uses said designs and work products without the Architect being retained to provide professional services in relation to the said use, the Owner does release the Architect from any liability which may result from the subsequent use thereof. The Architect shall ensure that the Owner obtains a license as described herein from each of the Architect's consultants performing work in fiu-therance of the Project. Within ten days of any termination of. this Agreement prior to completion of the Project or within ten days of the receipt of payment in accordance with the terms hereof from the Owner for the services rendered, whichever is later, the Architect shall tender all instruments of service, including, but not limited to, all drawings, specifications and other documents, including those in electronic form, prepared, by the Architect and the Architect's consultants, to the Owner. Thereafter, for additional sets, the Architect shall provide the Owner with a complete set of transparencies of the designs and plans for subsequent reproduction, at the Owner's expense, within three (3) days of receipt by Architect of the Owner's written request for the same. 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. However, the Owner shall be permitted to authorized the Contractor, Subcontractors, Sub- subcontractors and material or equipment suppliers to reproduce applicable portions of the Instruments of Service Appropriate to and for the use in their execution of the Work by license granted in Subparagraph 4.3.2.2. 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. 17.. Article 1.3.2:4 shall be deleted in its entirety. 18. Article 1.2.3.6 shall be amended as follows: Final Supplemental Conditions 14 May.doc Architect's Initials Qi171/ 5 Owner's Initial The Architect shall review laws, codes and regulations applicable to Architect's services and shall ensure that the Architect's services as well as those that the Architect requires of others in furtherance of the Project comply with all applicable laws, codes and regulations. The Architect shall promptly comply with all requirements imposed by governmental authorities having jurisdiction over the Project and, the Architect's compliance shall be complete within the time period specified by the authority having jurisdiction over the Project or by the Owner, whichever is sooner. 19. Article 1.3.3.1 shall be amended to read as follows: Changes in services of the Architect, including services required for the Architect's consultants, may be accomplished after execution of this Agreement, without invalidating the Agreement, if mutually agreed in writing, if required by circumstances beyond the Architect's control, or if the Architect's services are affected as described in Subparagraph 1.3.3.2. 20. Article 1.3.3.2 shall be amended to read as follows: If any of the following circumstances affect the Architect's services for the project, the Architect may be entitled to an appropriate adjustment in the Architect's Schedule and compensation if agreed to in writing by the parties: .1 change in the instructions or approvals given by the Owner that necessitate substantial revisions in the Instruments of Service; .2 enactment or revision of codes, laws or regulations or official interpretations which necessitate changes to previously prepared Instruments of Service; .4 significant change in the Project as to size, quality, the Owner's schedule or budget, or procurement method; .5 substantial failure of performance on the part of the Owner; .6 preparation for and attendance at a dispute resolution proceeding or legal proceeding, except where the Architect is a party thereto or if required as a part of Architect's services hereunder; and .7 change in the information contained in Article 1.1. 21. Article 1.3.4 shall be deleted in its entirety. 22. Article 1.3.5 shall be deleted in its entirety. 23. Article 1.3.6 shall be deleted in its entirety. 24. Article 1.3.7.1 shall be amended to read as follows: This Agreement shall be governed by the law of the principal place of business of the Owner, unless otherwise provided in Paragraph 1.4.2. 25. Article 1.3.7.2 shall be amended to read as follows: Final Supplemental Conditions 14 May.doc Architect's Initials ornA,' 6 Owner's Initial ® Terms in this Agreement shall have the same meaning as those in the edition of AIA Document A201, General Conditions of the Contract for Construction current as of the date of this Agreement and as modified by the Owner. 26. Article 1.3.7.3 shall be deleted in its entirety. 27. Article 1.3.7.4 shall be deleted in its entirety 28. Article 1.3.7.6 shall be amended to read as follows: Except as otherwise provided in this agreement, the Architect and Architect's consultants shall have no responsibility for the discovery, presence, handling, removal or disposal of or exposure of persons to hazardous materials or toxic substance in any form at the Project Site. Should the Architect or any of his officials, employees or subcontractors, discover, notice or become aware of hazardous materials in any form at the Project Site at any time throughout the term of this Agreement, the Architect shall immediately notify the Owner of such fact in writing. 29. Article 1.3.7.7 shall be amended to read as follows: 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 material shall not include the Owner's confidential or proprietary information and the Architect shall take all appropriate measures to ensure that such information is not disclosed by the Architect. The Owner may provide professional credit for the Architect in the Owner's promotional materials for the Project. 30. Article 1.3.7.8 shall be amended to read as follows: If the Owner request the Architect to execute certificates, the Owner shall endeavor to submit the proposed language of such certificates to the Architect for review at least seven days prior to the requested dates of execution. The Architect shall not be required to execute certificates that would require knowledge, services or responsibilities beyond the scope of this Agreement. 31. Add the following articles: 1.3.7.10 All parties agree that should any provision of this agreement be determined to be invalid or unenforceable, such determination shall not affect any other term of this Agreement, which shall continue in full force and effect. 1.3.7.11 The relationship of the Architect to the Owner shall be that of an independent contractor. 1.3.7.12 Both the Architect and the Owner agree that the proper venue for any dispute arising under this Agreement is Baytown, Harris County, Texas. Final supplemental Conditions 14 May.doc Architect's Initials 7 Owner's Initial • 1.3.7.13 THE ARCHITECT AGREES TO AND SHALL INDEMNIFY AND HOLD HARMLESS AND DEFEND THE OWNER, ITS OFFICERS, AGENTS, AND EMPLOYEES FROM AND AGAINST ANY AND ALL CLAIMS, LOSSES, DAMAGES, CAUSES OF ACTION, SUITS AND LIABILITY OF EVERY KIND, INCLUDING ALL EXPENSES OF LITIGATION, COURT COSTS, AND ATTORNEY'S FEES, FOR INJURY TO OR DEATH OF ANY PERSON, FOR DAMAGE TO ANY PROPERTY, OR FOR ANY BREACH OF CONTRACT, ARISING OUT OF, OR IN CONNECTION WITH THE WORK DONE BY THE ARCHITECT UNDER THIS CONTRACT. IN THE EVENT OF PERSONAL INJURY TO OR DEATH OF THE ARCHITECT OR. THE ARCHITECT'S EMPLOYEES, SUCH INDEMNITY SHALL APPLY REGARDLESS OF WHETHER THE CLAIMS, LOSSES, DAMAGES, CAUSES OF ACTION, SUITS OR LIABILITY ARISE IN WHOLE OR IN PART FROM THE NEGLIGENCE OF THE OWNER. SUCH INDEMNITY SHALL NOT APPLY, HOWEVER, TO LIABILITY ARISING FROM THE PERSONAL INJURY, DEATH, OR PROPERTY DAMAGE OF PERSONS OTHER THAN THE ARCHITECT OR ITS EMPLOYEES THAT IS CAUSED BY OR RESULTS FROM THE NEGLIGENCE OF THE OWNER. By this Agreement, the Owner does not consent to litigation or suit, and the Owner hereby expressly revokes any consent to litigation that it may have granted by the terms of this Contract or any other contract or agreement, any charter, or applicable state law. The Architect assumes full responsibility for its work performed hereunder and hereby releases, relinquishes and discharges the Owner, its officers, agents, and employees from all claims, demands, and causes of action of every kind and character, including the cost of defense thereof, for any injury to or death of any person (whether they be either of the parties hereto, their employees, or other third parties) and any loss of or damage to property (whether the property be that of either of the parties hereto, their employees, or other third parties) that is caused by or alleged to be caused by, arising out of, or in connection with the Architect's work to be performed hereunder. This release shall apply with respect to the Architect's work regardless of whether said claims, demands, and causes of action are covered in whole or in part by insurance. For those matters for which the Architect has the obligation to defend the Owner, the Owner shall employ at its own expense counsel acceptable to the Owner. This Final Supplemental Conditions 14 May.doc Architect's Initials 8 Owner's Initial 0 Section 1.3.7.13 shall survive the termination- or earlier expiration of this Agreement. 32. Article 1.3.8.1 shall be amended to read as follows: If the Owner fails to make payments to the Architect in accordance with this Agreement, and after being given notice of such nonpayment and a reasonable period to cure the same, which cure period shall not be less than 15 calendar days, such failure may be considered substantial nonperformance and cause for termination or, at the Architect's option, cause for suspension of performance of services under this Agreement. If the Architect elects to suspend services, prior to suspension of services, the Architect shall give seven days' written notice to the Owner. If the City cures, within such seven day period, the Architect shall not be entitled to suspend services. However, 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 . The Architect's fees for the remaining services and the time schedules may be equitably adjusted if agreed to by the parties in writing. 33. Article 1.3.8.2 shall be amended to red as follows: If the Project is suspended by the Owner for more than 30 consecutive days, the Architect shall be compensated for services performed prior to notice of such suspension upon tendering all work product and Instruments of Services associated with the Project. 34. Article 1.3.8.3 shall be deleted in its entirety. 35. Article 1.3.8.4 shall be amended to read as follows: This Agreement may be terminated by either party upon not less than fourteen days' written notice should the other party fail substantially to perform in accordance with the terms of this Agreement through no fault of the party initiating the termination. Such notice of termination shall include a detailed explanation of the reason for the termination• and if such default is cured within the period prescribed in the notice the Agreement will cannot be terminated. 36. Article 1.3.8.5 This Agreement may be terminated by the Owner upon not less than seven days' written notice to the Architect for the Owner's convenience and without cause. At the time that notice is received the Architect shall cease work immediately. 37. Article 1.3.8.6 shall be amended to read as follows: 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. 38. Article 1.3.8.7 shall be deleted in its entirety. Final Supplemental Conditions 14 May.doc Architect's Initials / 9 Owner's Initial • 39. Article 1.3.9.1 shall be amended to read as follows: Payments on account of services rendered and for Reimbursable Expenses incurred shall be made within 30 days after the Owner receives the Architect's detailed statement of services actually performed and a report of the progress of the Project; provided, that in the event of a disputed or contested invoice the Owner may withhold any such disputed or contested amount without penalty. No deductions shall be made for the Architect's compensation on account of penalty, liquidated damages or other sums withheld from payments to contractors or on account of the cost of changes in the Work other than those for which the Architect may be liable. 40. 1.3.9.2 shall be amended to read as follows: Reimbursable expense are subject to the limitations specified in Parapraph 1.3.9.4 and are in addition to compensation for the Architect's services and include expenses incurred by the Architect and Architect's employees and consultants directly related to the Project, as. identified in the following Clauses: .l transportation in connection with the Project, authorized out-of-town travel and subsistence and electronic communications; .2 fees paid for securing approval of authorities having jurisdiction over the Project; .3 reproductions, plots, standard form documents, postage, handling and delivery of Instruments of Service, unless otherwise required as a part of the basic services; .4 expense of overtime work requiring higher than regular rates if authorized in advance in writing by the Owner; .5 rendering, models and mock -ups which are requested by the Owner and are not included as a j2art of the basic services• .6 reimbursable expenses as designated in Paragraph 1.5.5; .7 other similar direct Project- related expenditures if approved in advance by the Owner in writiniz. . 41. Article 1.3.9.3 shall be amended to read as follows: Records of Reimbursable Expenses, of expenses pertaining to a Change in Services, and of services performed on the basis of hourly rates or a multiple of Direct Personnel Expenses shall be tendered to the Owner or the Owner's authorized representative concomitantly with the Architect's detailed statement of services. 42. Article 1.3.9.5 shall be added and shall read as follows: Before the Owner shall be liable for any reimbursable expenses, the Architect must obtain prior written approval of the Owner or the Owner's representative of any expense that exceeds $1,000 for which the Architect seeks reimbursement. However, for travel expenses and related expenses specified in Paragraph 1.3.9.4.1, all such expenses must be approved by the Owner before the same are incurred. If such approval is not obtained, the Owner shall not be liable for such expenses. Additionally, the Owner shall at no time be obligated to pay more than FIVE THOUSAND AND NO /100 DOLLARS ($5,000) for all reimbursable expenses without prior written authorization by the Owner. • Final Supplemental Conditions 14 May.doc Architect's Initials 10 Owner's Initial • 43. Article 1.4.2 shall be amended to read as follows: Special Terms and Conditions. Special terms and conditions that modify this Agreement are as follows: Special terms and conditions are given in, "Supplemental Conditions," which are attached hereto and incorporated herein for all intents and purposes. 44. Article 1.5.5 shall be deleted in its entirety. 45. Article 1.5.6 shall be amended to read as follows:. The rates for services of the Architect and the Architect's consultants as set forth in this Agreement shall be adjusted in accordance with their normal salary review practices. 46. Article 1.5.7 shall be deleted in its entirety and replaced with the following. - No initial payment shall be required upon execution of this Agreement. Subsequent payments for services shall be made monthly, and where applicable, shall be in proportion to services performed in the basis set forth in this agreement. 47. Article 1.5.8 shall be amended to read as follows: Payments are due and payable thirty (30) days after the Owner receives the Architect's detailed statement of services actually performed and a report„ of the progress of the Project.- Undisputed amounts unpaid sixty 60 days after the invoice shall bear interest at the rate of I% per month. 48. Article 1.5.9 shall be amended to read as follows: The Architect's services and compensation under this Agreement have been agreed to for the construction of the Project. The Architect's obligation to render services hereunder will be for whatever period necessary for the Final Completion of said services. As used in this Agreement, "Final Completion" shall mean that all work has been completed, all final punch list items have been inspected and satisfactorily completed, all payments to subcontractors have been made, all documentation and warranties have been submitted, . all closeout documents have been executed and approved by the Owner, and the Project has been finally accepted by the Owner. These supplemental conditions shall supersede and control over the Standard Form of Architect's Services: Design and Contract Administration (AIA Document B141 -1997) to the extent that there is conflict. 1. Article 2.1.2 shall be amended to read as follows: When Project requirements have been sufficiently identified, the Architect shall prepare and tender to the Owner a project schedule that shall identify milestone dates for decisions required of the Owner, design services furnished by the Architect, completion of documentation provided by the Architect, commencement of construction and • Final Supplemental Conditions 14 May.doc Architect's Initials 11 Owner's Initial • Substantial Completion and Final Completion of the Work. The project schedule shall be updated and tendered to the Owner periodically and upon request of the Owner. As used in this Standard Form of Architect's Design Services: Design and Contract Administration, "Final Completion" shall mean that all work has been completed, all final punch list items have been inspected and satisfactorily completed, all payments to subcontractors have been made all documentation and warranties have been submitted all closeout documents have been executed and approved b. � the Owner, and the Project has been finally accepted by the Owner 2. Article 2.1.4 shall be amended to read as follows: Upon request of and without cost to the Owner, the Architect shall make presentations to explain the design of the Project to the representatives of the Owner. 3. Article 2.1.6 shall be amended to read as follows: The Architect shall be responsible for gathering and filing necessary information and documents required for the approval of governmental authorities having jurisdiction over the project. 4. Article 2.1.7.1 shall be amended to read as follows: When the Project requirements have been sufficiently identified, the Architect shall prepare a preliminary estimate of the Cost of the Work. This estimate may be based on current area, volume or similar conceptual estimating techniques. As the design process progresses through the end of the preparation of the Construction Documents, the Architect shall update and refine the preliminary estimate of the cost of the Work. The Architect shall advise the Owner in writin s? of any adjustments to previous estimates of the Cost of the Work indicated by changes in Project requirements or general market conditions. If at any time the Architect's estimate of the Cost of the Work exceeds the Owner's budget, the Architect shall make appropriate recommendations in writing to the Owner to adjust the Project's size, quality or budget. 5. Article 2.1.7.3 shall be amended as follows: In preparing estimates of the Cost of the 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; to make reasonable adjustments in the scope of the project and to include in the Contract Documents alternate bids as may be necessary to adjust the estimated Cost of the Work to meet the Owner's budget for the Cost of the Work. 6. Article 2.1.7.4 shall be deleted in its entirety. 7. Article 2.1.7.5 shall be amended to read as follows: If the budget for the Cost of the Work is exceeded by bid of the lowest responsible bidder, the Owner shall: .1 give written approval of an increase in the budget for the Cost of the Work; • Final Supplemental Conditions 14 May.doc Architect's Initials _ 12 Owner's Initial .2 authorize rebidding the Project; .3 terminate in accordance with Subparagraph 1.3.8.5; or .4 cooperate in revising the Project scope and quality as required to reduce the Cost of the Work. 8. Article 2.1.7.6 is hereby amended to read as follows: If the Owner chooses to proceed under Clause 2.1.7.5.4, the Architect, without additional compensation, shall modify the documents for which the Architect is responsible under this Agreement as 'necessary to comply with the budget for the cost of the Work. The Architect shall be entitled to compensation in accordance with this Agreement for only those services performed and appropriately documented, whether or not construction is commenced. 9. Article 2.2.1.2 shall be amended to read as follows: When requested by the Architect and approved by the Owner, the Owner -shall famish surveys to describe physical characteristics, legal limitation and utility locations for site of Project, and a written legal description of the site. M - US MUM 11. Article 2.5.1 shall be amended to read as follows: The Architect following the Owner's approval of the Construction Documents and the latest preliminary estimate of construction cost shall obtain competitive bids with the assistance of the Owner, and shall assist the Owner in awarding the contract for construction. The Architect shall be responsible for preparing and assembling the Contract Documents to obtain competitive bids and to award the contract for construction. The manner in which competitive bids are sought shall comply with all applicable re uirements of state law and the Owner's charter. 12. Article 2.5.4.1 shall be amended to read as follows: Bidding Documents must be approved by the Owner and shall consist of bidding requirements, proposed contract formes, General Conditions and all documents referenced therein, Supplementary Conditions, Specifications and Drawings. 13. Article 2.5.5 shall be deleted in its entirety. 14. Article 2.6.1.1 shall be amended to read as follows: Final Supplemental Conditions 14 May.doe Architect's Initials 13 Owner's Initial • The Architect shall provide administration of the Contract between the Owner and the Contractor as set forth below and as further defined in Exhibit C — Scove of Services ParagrEtph C Construction Phase services and in the edition of AIA Document A201, General Conditions of the Contract for Construction, current as of the date of this agreement and as modified by the Owner. 15. Article 2.6.1.2 shall be amended to read as follows: The Architect's responsibility to provide the Contract Administration Services under this Agreement commences with the award of the initial Contract for Construction and terminates upon Final Completion. 16. Article 2.6.1.4 shall be amended to read as follows: Duties, responsibilities and limitations of authority for the Architect under this Article 2.6 shall not be restricted, modified or extended without written agreement of the Owner and Architect. 17. Article 2.6.1.7 shall be amended to read as follows: The Architect shall interpret and decide matters concerning performance of the Owner and Contractor under, and requirements of, the Contract Documents on written request of either the Owner or Contractor. The Architect's response to such requests shall be made in writing within any time limits agreed upon or otherwise with reasonable promptness, not to exceed 15 days, unless otherwise extended by the Owner. 18. Article 2.6.1.8 shall be amended to read as follows: Interpretations and decisions of the Architect shall be consistent with the intent of and reasonably inferable from the Contract Documents and shall be in writing or in the form of drawings. When making such interpretations and initial decisions, the Architect shall endeavor to secure faithful performance by both Owner and Contractor, shall not show partiality to either. 19. Article 2.6.2.1 shall be amended to read as follows: The Architect, as a representative of the Owner, shall visit the site at intervals appropriate to the stage of Contractor's operations or as otherwise agreed by the Owner and Architect in writing (1) to become familiar with and to keep the Owner informed about the progress and quality of the portion of the Work completed, (2) to endeavor to guard the Owner against defects and deficiencies in the Work, and (3) to determine if the Work is being performed in accordance with the Contract Documents. The Architect shall visit the site to verify each payment requested by the Contractor. The inspections required in this paragraph shall entail the visual observation of the construction to permit the Architect to render his professional opinion as to whether the Contractor is performing the Work in a manner indicating that when completed, the Work will be in accordance with the Contract Documents. Such observations shall not be relied upon by the Contractor as acceptance of the Work, nor shall they relieve any party from fulfillment of all of their respective obligations and responsibilities; whether contractual or otherwise. However, Final Supplemental Conditions 14 May.doc Architect's lnitials� 14 Owner's Initial the Architect shall not be required to make exhaustive or continuous on -site inspections to check the quality or quantity of the Work. The Architect shall neither have control over or charge of, nor be responsible for, the construction means, methods, techniques, sequences or procedures or for safety precautions and programs in connection with the Work, since these are solely the Contractor's rights and responsibilities under the Contract Documents. 20. Article 2.6.2.2 shall be amended to read as follows: Based upon the Architect's on -site inspections and information of which the Architect has knowledge, the Architect shall report to the Owner deviations from the Contract Documents and from the most recent construction schedule submitted by the Contractor. However, the Architect shall not be responsible for the Contractor's failure to perform the Work in accordance with the requirements of the Contract Documents. The Architect shall be responsible for the acts or omissions of the Architect and the Architect's subconsultants .along with their respective officers, agents and employees, but shall not have control over or charge of and shall not be responsible for the acts or omissions of the Contractor, its subcontractors or their respective officers agents or employees, or of any persons or entities performing portions of the Work other than the Architect and the Architect's subconsultants along with their respective officers; agents and employees. 21. Article 2.6.2.4 shall be amended to read as follows: Except as otherwise provided in this agreement or when direct communications have been specifically 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. 22. Article 2.6.3.1 shall be amended to read as follows: The Architect shall review and certify the amounts due the Contractor and shall issue Certificates for Payment 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 Paragraph 2.6.2 and on data comprising the Contractor's application for Payment that the Work has progress to the point indicated and that, to the best of the Architect's knowledge, information and belief, 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 and approved by the Owner. 23. Article 2.7 shall be deleted in its entirety 24. Article 2.8.1 shall be deleted in its entirety. 25. Article 2.8.2 shall be amended to read as follows: • Final Supplemcntal Conditions 14 May.doc Architect's Initials/ 15 Owner's Initial - The following Design and Contract Administration Services shall be provided by the Architect as a Change in Services in accordance with Paragraph 1.3.3 if the Architect has obtained the Owner's prior written approval: .3 Change Orders and Construction Change Directives requiring evaluation of proposals, including the preparation or revision of the Instruments of Service; .4 Providing consultation concerning replacement of Work resulting from fire or other causes during construction; .6 Evaluation of substitutions proposed by the Owner's consultant or contractors and making subsequent revisions to Instruments of Service resulting therefrom; or .8 Contract Administration Services provided 60 days after the date of Final Completion of the Work, except as otherwise required under the Agreement. 26. Article 2.9.1 shall be amended to read as follows: Modifications to this Standard Form of Architect's Services: Design and Contract Administration, if any, are as follows: As given in "Supplemental Conditions," which are attached hereto and incorporated herein for all intents and purposes • Final Supplemental Conditions 14 May.doc Architect's Initials 16 Owner's Initial • • EXHIBIT A — COMPENSATION A. Compensation to the Professional for services defined in Exhibit C for the Design and documentation of a new Police Academy shall be as follows: Basic Services: Architectural, Engineering and related documentation $ 103,975 Construction Phase Services (Included above) $ Other Charges: Additional Cost — Expanded Construction Services $ 10,600 Additional Cost - Printing and Other Consumables $ 4,000 Additional Cost — Geotechnical Investigation and Report $ 4,000 Programming $ 7,500 Total Not to Exceed Fee $ 130,075 If the Professional see the Scope of Services changing so that additional services are needed, the professional will notify City for City's approval before proceeding with any additional services. Additional Services, if authorized, shall be invoiced per Schedule of Charges attached based on a multiplier of 3.0. Upon authorization from the City, the Professional shall proceed with services outlined in Exhibit C. Monthly payment requests shall be submitted to the City for that portion of service which has been accomplished as evidenced by monthly statements. The basic and construction phase services will be invoiced per Schedule of Charges attached based on a multiplier of 3.0. T.OFWao4 lBAY4FxA IA A- 1/1 C] 0 Freese and N i c h o ls, Inc. Engineers Environmental Scientists Architects 2010 East Broadway Pearland, TX 77581 -5502 281/485 -2404 281/485 -4322 fax www.freese.com SCHEDULE OF CHARGES POSITION MIN MAX PRINCIPAL OF FIRM 140 215 OFFICE MANAGER 135 145 SENIOR PROJECT MANAGER 125 140 PROFESSIONAL ENGINEER/PROJECT MANAGER 90 100 DESIGN ENGINEER 70 85 SR. CADD DESIGNER 45 55 CADD OPERATOR 40 45 RESIDENT CONSTRUCTION INSPECTOR 65 75 CONTRACT /OPERATIONS ANALYST 65 70 WORD PROCESSING /SECRETARIAL 50 60 The ranges and individual salaries will be adjusted annually. EXPENSES Plottin Bond $ 2.00 per plot Color $ 3.50 per plot Vellum $ 4.00 per plot Mylar $1 0.00 per plot Computer and Cadd PC Cad Stations $ 10.00 per hour PC Stations $ 8.00 per hour Printin BluelinesBlacklines $0.08 per square foot Offset and Xerox Copies $0.07 per side copy Binding $2.00 per book Tape Binding $1.75 per book OTHER DIRECT EXPENSES Other direct expenses are reimbursed at actual cost times multiplier of 1.10. They include outside printing and reproduction expense, communication expense, travel, transportation and subsistence away from Pearland and other miscellaneous expenses directly related to the work, including costs of laboratory analysis, tests, and other work required to be done by independent persons other than staff members. T: OFF99991FN20035chedukoKlages .doc Freese and • N 1 c h o Ls, Inc. Engineers Environmental Scientists Architects 2010 East Broadway Pearland, TX 77581 -5502 281/485 -2404 281/485 -4322 fax www.freese.com FREESE AND NICHOLS, INC SCHEDULE OF CHARGES - FACILITIES GROUP POSITION MIN MAX GROUP MANAGER 140 170 ARCHITECT VI (SENIOR ARCHITECT) 140 150 ENGINEER VI 130 145 MECHANICAL ENGINEER VI 130 155 DISCIPLINE LEADER 11 - DFW 140 150 PROGRAM MANAGER H 95 140 ARCHITECT V 95 115 ENGINEER V 100 115 ELECTRICAL ENGINEER V 120 125 LANDSCAPE ARCHITECT V 110 115 SENIOR DESIGNER 105 110 ELECTRICAL ENGINEER N 105 115 ENGINEER N 80 90 ARCHITECTURAL INTERN III 95 100 MECHANICAL ENGINEER IV 80 95 DESIGNER II 90 100 DISCIPLINE LEADER I - DFW 95 105 CONSTRUCTION CONTRACT ADMIN III 135 145 INTERIOR DESIGNER V 85 95 ELECTRICAL ENGINEERING INTERN 111 75 85 SENIOR RESIDENT REPRESENTATIVE 90 95 DESIGNER I 85 90 CONSTRUCTION CONTRACT ADMIN U 70 95 ENGINEERING INTERN lI 70 75 ARCHITECTURAL INTERN II 60 80 INTERIOR DESIGNER 111 60 65 ENGINEERING TECHNICIAN 65 75 TECHNICIAN 11 60 70 CONSTRUCTION CONTRACT ADMIN 1 60 105 DOCUMENT CONTROL CLERK 50 55 CO- OP/INTERN 35 40 *The ranges and individual salaries will be adjusted annually. 0 • �J EXHIBIT B — TIME SCHEDULE FOR WORK TIME OF COMPLETION: The Architect is authorized to commence work on the Project upon execution of the AGREEMENT and agrees to complete the services called for in Exhibit C. Both the Police Academy and Emergence Operations Center will proceed on a common schedule through design, bidding and construction. Deadlines and meetings (except specialty construction period site visits) for both projects will be scheduled to occur concurrently. Construction documents shall be delivered to the City ready for bidding within 180 days. It is anticipated that the bidding, selection of the general contractor, and being of construction will require sixty days from the Release for Bids date. It is anticipated that construction will require twelve months from Notice to Proceed. T:OFF020411Bay41Exhibit6 B - 1/1 0 EXHIBIT C — SCOPE OF SERVICES BASIC SERVICES: Police Academy A. Prouarnming Phase 1. A two and one half day programming meting will be held in Baytown.. Day one will be used to gather data and program the EOC. Day two will be used to gather data and program the Police Academy. The morning of day three will be used to review the programming data with City staff. B. Design and Bid Phase 1. Schedule and attend up to three meetings with the City for project coordination. Schedule and attend a one day programming session to be held in Baytown Texas. One meeting to be held at the end of the Owner's Design Development (35 %) review. The second to be held at the end of the Owner's Construction Document 90% review. Meetings are to be scheduled to be concurrent with meetings for the Emergency Operations Center. 2. Submit five copies of Design Development (35 %) documents to the City for review and comment. The submittal shall include site plan, floor plan, elevations, building sections, typical wall sections and other drawings as deemed necessary by the Architect to convey the intent of the design. A statement of Probable Cost will be submitted for the City's review. 3. The City of Baytown shall return Design Development (35 %) review comments to the Architect within 14 days. Comments will be incorporated into the documents and work to progress the Construction Documents to 90% completion will begin after receipt by the Architect of the Owner's comments. 4. Prepare Contract Documents, including technical specifications for the project. 5. Submit five sets of the 90% Construction Documents, to City for review and comments. A statement of Probable Cost will be submitted for the City's review. FNI shall not be required to guarantee the accuracy of these estimates. 6. The City shall return comments to the Architect within 14 days. Comments will be incorporated into the documents and the documents prepared for release for bids. 7. FNI will provide 20 sets of the bid documents. Two sets will be provided to the City, one set will be used for Texas Department of Licensing and Regulation's Accessibility Review, two sets will be retained by FNI, and the remaining 15 sets will be available for purchase by bidders. Money collected by FNI for the purchase of the 15 bid sets will be forwarded to the City. 8. Prepare detailed cost estimate of authorized construction. FNI shall not be required to guarantee the accuracy of these estimates. 9. Assist the City in bidding process for both this building and the Emergency Operations Center which are to be bid concurrently. Distribution of construction documents will be by Freese and Nichols who will also provide tabulation of bids. and recommendation on award of contract. 10. Attend the pre - construction meeting to be held concurrently with the pre - construction meeting for the Emergency Operations Center. T:OFF02041\Bay4\ExhibitC C -1/2 • 11. Following selection of a general contactor, FNI will prepare a set of conformed documents to include all addenda issued during the bidding phase. FNi will print 10 sets bf the construction documents for distribution. Two sets will be retained by FNI, two sets will be provided to the City, the remaining six sets will be provided to the general contractor. C. Construction Phase Services: 1. Site visits Pre -Bid Conference — to be scheduled concurrently with the Emergency Operations Center pre -bid conference. Pre - Construction Conference — to be scheduled concurrently with the Emergency Operations Center pre - construction conference Monthly site visits to process contractor's pay request — to be scheduled concurrently with the Emergency Operations Center monthly site visit. . Specialty site visits Site visit(s) to prepare punch list Site visit(s) for final completion 2. Issue addenda during the bidding phase. 3. Maintain Document Tracking System. 4. Respond to RFIs 5. Review contractor's submittals 6. Review contractor's submittals including shop drawings, product data, and samples one time each. Submittals rejected and resubmitted shall be reviewed one time following the initial rejection. The architect shall be reimbursed for additional reviews required by the contractor's submittal of twice rejected submittals. 7. Coordinate efforts of materials testing labs 8. Process contract modification documents 9. Construction progress reports, one each month plus as many as four specialty reports. 10. Record Drawings — Provide one set of Mylar drawings, one set of specifications printed on 8 %2 x 11 bond paper, electronic files of all drawings in AutoCAD version currently being used by Freese and Nichols, Inc., electronic files of all specifications in Microsoft Word version being used by Freese and Nichols, Inc. one Operation and Maintenance Manual. 11. One year inspection of the project to be done currently with the one year inspection of the Emergency Operations Center. END OF EXHIBIT - C TOFF020411Bay41Exhibit C C - 2/2