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Ordinance No. 10,952ORDINANCE NO. 10,952 AN ORDINANCE OFTI-11"CITY COUNCIL OF THE CITY OF BAYTOWN, TEXAS, AUTHORIZING A PROFESSIONAL SERVICES AGREEM[",NT WITH BROWN REYNOLDS WATFOf-U) ARCH[TECTS, INC., FOR ARCHITECTURAL SERVICES RELATED TO 'II -IE DESIGN ON THE I"ARE STATION NO, 6 PROJECT; AUTHORIZING FUNDS IN A 1.,+C TAL AMOUNT NOT TO EXCEED TWO HUNDRED TWENTY-EIGHT TI-IOUSAND FIVE HUNDRED AND NO/100 DOLLARS ($228,500.00); MAKING OTHER PROVISIONS RELATED THERETO; AND PROVIDING FOR TI -1I EFFECTIVE DATE,"ITIEREOF. ** * ** **** ** **** ***** *4,** **** * ** *** **** ** ****** * * ** * * ** * **** *** * * ** ** ** *** ** ** **** ** ** BE IT ORDAINED BY 'n iE CITY COUNCIL OF THE CITY OF BAYTOWN, TEXAS: Section 1: That (lie City Council of the City of Baytown, `Texas, hereby authorizes the City Manager to execute and the City Clerk to attest to it Professional Services Agreement with Brown Reynolds Watford Architects, Inc,., for architectural services related to the design on the Fire Station No.6 Project. 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 COL1116 I of the City of Baytown authorizes Funds payable to Brown Reynolds Watford Architects, Inc., in an amount not: to exceed TWO HUNDRED TWENTY-EIGHT THOUSAND FIVE HUNDRED AND NO/100 DOLLARS ($228,500.00) for professional services in accordance with the agreement approved in Section I hereof. Section 3: That the City Manager is licreby granted general authority to approve a decrease or an increase in costs by TWENTY-FIVE THOU SAN 1) AND NO/100 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 eft'ect 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 C 01.11161 Of tile City Of Baytown this the 28"' day of August, 2008. " r A KAYI NE DARNELL, City C APPROVED AS TO FORM: erifACCR, AMIREZ, SR., Cit - torney PI EN 11 DONCARLOS, Vwobsry I \1cgahKarLm\FdCS\CiLy Coiiiicil\Orclij)�ijices'12008\Aiigtist 28\1WAAgivoiiieiit,lFireStiitioiiNo6.cit)c Exhibit "A" STANDARD FORM OF AGREEMENT BETWEEN OWNER AND ARCHITECT FOR PROFESSIONAL SERVICES THIS AGREEMENT effective as of the day of August, 2008 ("Effective Date"). Between The City of Baytown ("OWNER") and Brown Reynolds Watford Architects, Inc. ("ARCHITECT"). OWNER intends to engage ARCHITECT to perform architectural services related to the design of Fire Station No. 6 (the "Project"). Such services shall include, but not be limited to, services pertaining to the following disciplines: ➢ Architectural ➢ Site Design, including grading, drainage, paving and on-site utilities ➢ Structural Engineering ➢ Mechanical, Electrical and Plumbing Engineering, including fire sprinkler system, and public address system performance specification ➢ Landscape Architecture, including irrigation system ➢ Cost Estimating ➢ Acoustical and Lighting Design ➢ Submission for Governmental Permits, including coordination of Texas Accessibility Standards Site Inspection ➢ Preparation and assistance with Bid Package OWNER and ARCHITECT in consideration of their mutual covenants as set forth herein agree as follows; Standard Form of Agreement Between Owner and Architect for Professional Services Page 1 of 12 TABLE OF CONTENTS Page ARCHITECT 3 ARTICLE1 - SERVICES OF .................... ................................................................................................. 1.01 Scope................................................................................................ 3 ARTICLE 2 - OWNER'S RESPONSIBILITIES........................................................................................ 3 2.01 General.............................................................................................................................................................. 3 ARTICLE 3 - TIMES FOR RENDERING SERVICES...................................................................................................... 3 3 3.01 General........................................................................................................... 3.02 Suspension ..................................................................................................................................................... 3 TO ARCHITECT 3 ARTICLE4 - PAYMENTS ................................................................................................................... 4.01 Methods of Payment for Services and Reimbursable Expenses of Architect .................................................. 3 4.02 Other Provisions Concerning Payments..............................................................................,............................ 3 ARTICLE5 - OPINIONS OF COST................................................................................................................................... 4 5.01 Opinions of Probable Construction Cost.........................................................................................................4 5.02 Designing to Construction Cost Limit.............................................................................................................4 5.03 Opinions of Total Project Costs....................................................................................................................... 4 ARTICLE6 - GENERAL CONSIDERATIONS................................................................................................................ 4 6.01 Standards of Performance................................................................................................................................. 4 6.02 Authorized Project Representatives.................................................................................................................. 5 6.03 Design without Construction Phase Services...................................................................................................5 6.04 Use of Documents............................................................................................................................................. 5 6 6.05 Insurance............................................................................................................................................................ 6 6.06 Termination...................................................................................................................,....................*.............. 7 6.07 Controlling Law................................................................................................................................................ 6.08 Successors, Assigns, and Beneficiaries............................................................................................................7 6.09 Dispute Resolution............................................................................................................................................ 7 6.10 Hazardous Environmental Condition...............................................................................................................7 6.11 Allocation of Risks............................................................................................................................................8 6.12 Notices............................................................................................................................................................... 8 6.13 Survival.............................................................................................................................................................. 8 6.14 Severability ........................................................................................................................................................ 8 6.15 Waiver...............................................................................................................................................................8 6.16 Headings............................................................................................................................................................ 8 ARTICLE7 DEFINITIONS .................... ........................... I ....................... ...................................................................... 8 7.01 Defined Terms.................................................................................................................................................. 8 ARTICLE 8 - EXHIBITS AND SPECIAL PROVISIONS............................................................................................... 11 8.01 Exhibits Included............................................................................................................................................. 11 8.02 Total Agreement.............................................................................................................................................. 11 Standard Form of Agreement Between Owner and Architect for Professional Services Page 2 of 12 ARTICLE 1 - SERVICES OF ARCHITECT 1.01 Scope A. ARCHITECT shall provide the Basic and Additional Services set forth herein and in Exhibit A. B. Upon this Agreement becoming effective, ARCHITECT is authorized to begin Basic Services as set forth in Exhibit A. C. (Not Used). ARTICLE 2 - OWNER'S RESPONSIBILITIES 2.01 General A. OWNER shall have the responsibilities set forth herein and in Exhibit B. ARTICLE 3 - TIMES FOR RENDERING SERVICES 3.01 General A. (Modified) ARCHITECT's services and compensation under this Agreement have been agreed to for the design of the Project. ARCHITECT's obligation to render services hereunder will be for whatever period necessary for the final completion of said services. B. (Not Used). C. (Modified) For purposes of this Agreement the tern "day" means a calendar day of 24 hours. 3.02 Suspension A. (Modified) if OWNER fails within a reasonable period of time to give written authorization to proceed with any phase of services after completion of the immediately preceding phase, or if OWNER delays ARCHITECT's services, ARCHITECT may, after giving seven days written notice to OWNER, suspend services under this Agreement. if during such seven-day period, OWNER gives written authorization to proceed or ARCHITECT'S services are no longer delayed by OWNER, ARCHITECT may not suspend services under this Agreement. B. (Modified) If ARCHITECT suspends services , ARCHITECT may be entitled to equitable adjustment of rates and amounts of compensation provided for elsewhere in this Agreement to reflect, reasonable costs incurred by ARCHITECT in connection with such suspension and reactivation and the fact that the time for performance under this Agreement has been revised. ARTICLE 4 - PAYMENTS TO ARCHITECT 4.01 Methods of Payment for Services and Reimbursable Expenses of ARCHITECT A. For Basic Services. OWNER shall pay ARCHITECT for Basic Services performed or furnished under Exhibit A, Part 1, as set forth in Exhibit C. B. For Additional Services. OWNER shall pay ARCHITECT for Additional Services performed or furnished under Exhibit A, Part 2, as set forth in Exhibit C. C. (Modified) For Reimbursable Expenses. In addition to payments provided for in paragraphs 4.01.A and 4.013, OWNER shall pay ARCHITECT for Reimbursable Expenses incurred by ARCHITECT and ARCHITECT's Consultants as set forth in Exhibit C. However, all expenses associated with meals and lodging must be approved in writing by OWNER prior to ARCHITECT incurring any expense associated therewith; otherwise, the parties hereto agree and understand that OWNER shall not be liable and ARCHITECT shall not make a claim against OWNER for any such expenses. 4.02 Other Provisions Concerning Payments A. Preparation of Invoices. Invoices will be prepared in accordance with ARCHITECT's standard invoicing practices and will be submitted to OWNER by ARCHITECT, unless otherwise agreed. ARCHITECT shall supply detailed back-up information along with each invoice in order for the OWNER to effectively evaluate the fees and charges. The amount billed in each invoice will be calculated as set forth in Exhibit C. B. (Modified) Payment of Invoices. Invoices are due and payable within 30 days after the receipt of the invoice and the necessary backup information. If OWNER fails to make any payment due ARCHITECT for services and expenses within 30 days after receipt of ARCHITECT's invoice and backup documentation therefor, the delinquent amount shall accrue interest at the rate specified in section 2251.025 of the Texas Government Code. ARCHITECT may after giving seven days written notice to OWNER suspend services under this Agreement until ARCHITECT has been paid in full all amounts due for services, expenses, and other related charges. However, it is expressly understood and agreed that ARCHITECT will not charge any interest or penalty as set Standard Form of Agreement Between Owner and Architect for Professional Services Page 3 of 12 forth herein on any portion of an invoice that is disputed and withheld in accordance with paragraph 3.02.0 and that ARCHITECT will not suspend services under the agreement on account of a disputed invoice or on account of monies withheld. All payments will be credited first to principal and then to interest. C. Disputed Invoices. In the event of a disputed or contested invoice, only that portion so contested may be withheld from payment, and the undisputed portion will be paid. D. Payments Upon Termination. In the event of any termination under section 6.06, ARCHITECT will be entitled to invoice OWNER and will be paid in accordance with Exhibit C for all services performed or furnished and all Reimbursable Expenses incurred through the effective date of termination. 2. (Not Used) E. (Modified) Records of ARCHITECT's Costs. Records of ARCHITECT's costs pertinent to ARCHITECT's compensation under this Agreement shall be kept in accordance with generally accepted accounting practices. Copies of such records will be made available to OWNER upon request at no cost to OWNER. F. Legislative Actions. In the event of legislative actions after the Effective Date of the Agreement by any level of government that impose taxes, fees, or costs on ARCHITECT's services or other costs in connection with this Project or compensation therefor, such new taxes, fees, or costs shall be invoiced to and paid by OWNER as a Reimbursable Expense to which a Factor of 1.0 shall be applied. Should such taxes, fees, or costs be imposed, they shall be in addition to ARCHITECT's estimated total compensation. ARTICLE 5 - OPINIONS OF COST 5.01 Opinions of Probable Construction Cost A. ARCHITECT's opinions of probable Construction Cost provided for herein are to be made on the basis of ARCHITECT's experience and qualifications and represent ARCHITECT's best judgment as an experienced and qualified professional generally familiar with the industry. However, since ARCHITECT has no control over the cost of labor, materials, equipment, or services furnished by others, or over the Contractor's methods of determining prices, or over competitive bidding or market conditions, ARCHITECT cannot and does not guarantee that proposals, bids, or actual Construction Cost will not vary from opinions of probable Construction Cost prepared by ARCHITECT. If OWNER wishes greater assurance as to probable Construction Cost, OWNER shall employ an independent cost estimator as provided in Exhibit B. 5.02 (Not Used) 5.03 Opinions of Total Project Costs A. ARCHITECT assumes no responsibility for the accuracy of opinions of Total Project Costs. ARTICLE 6 - GENERAL CONSIDERATIONS 6.01 Standards of Performance A. (Modified) The standard of care for all architectural and related services performed or furnished by ARCHITECT under this Agreement will be the care and skill ordinarily used by members of ARCHITECT's profession practicing under similar circumstances at the same time and in the same locality. B, (Modified) ARCHITECT shall be responsible for the technical accuracy of its services and documents resulting therefrom, and OWNER shall not be responsible for discovering deficiencies therein. ARCHITECT shall correct such deficiencies without additional compensation except to the extent such action is directly attributable to deficiencies in OWNER -f imished information upon which ARCHITECT is authorized to rely as provided in Section 6.0I I.E. C. ARCHITECT shall perform or furnish professional architectural and related services in all phases of the Project to which this Agreement applies. ARCHITECT shall serve as OWNER's prime professional for the Project. ARCHITECT may employ such ARCHITECT's Consultants as ARCHITECT deems necessary to assist in the performance or furnishing of the services. ARCHITECT shall not be required to employ any ARCHITECT's Consultant unacceptable to ARCHITECT. D. ARCHITECT and OWNER shall comply with applicable Laws or Regulations and OWNER -mandated standards. This Agreement is based on these requirements as of its Effective Date. Changes to these requirements after the Effective Date of this Agreement may be the basis for modifications to OWNER's responsibilities or to ARCHITECT's scope of services, times of performance, or compensation. Standard Form of Agreement Between Owner and Architect for Professional Services Page 4 of 12 E. (Modified) OWNER shall be responsible for, and ARCHITECT may rely upon, the accuracy and completeness of all requirements, programs, instructions, reports, data, and other information furnished by OWNER to ARCHITECT pursuant to this Agreement, unless expressly stated or communicated otherwise by OWNER. ARCHITECT may use such requirements, reports, data, and information in performing or furnishing services under this Agreement. F. OWNER shall make decisions and cavy out its other responsibilities in a timely manner and shall bear all costs incident thereto so as not to delay the services of ARCHITECT. G. Prior to the commencement of the Construction Phase, OWNER shall notify ARCHITECT of any variations from the language indicated in Exhibit E, "Notice of Acceptability of Work," or of any other notice or certification that ARCHITECT will be requested to provide to OWNER or third parties in connection with the Project. OWNER and ARCHITECT shall reach agreement on the terms of any such requested notice or certification, and OWNER shall authorize such Additional Services as are necessary to enable ARCHITECT to provide the notices or certifications requested. H. (Modified) ARCHITECT shall not be required to sign any documents, no matter by whom requested, that would result in ARCHITECT's having to certify, guarantee or warrant the existence of conditions whose existence ARCHITECT cannot ascertain; provided, that ARCHITECT has exercised due diligence and was not otherwise required to certify, guarantee or warrant the existence of such conditions. 1. During the Construction Phase, ARCHITECT shall not supervise, direct, or have control over Contractor's work, nor shall ARCHITECT have authority over or responsibility for the means, methods, techniques, sequences, or procedures of construction selected by Contractor, for safety precautions and programs incident to the Contractor's work in progress, nor for any failure of Contractor to comply with Laws and Regulations applicable to Contractor's furnishing and performing the Work. J. (Modified) ARCHITECT neither guarantees the performance of any Contractor nor assumes responsibility for any Contractor's failure to furnish and perform the Work in accordance with the Contract Documents. However, nothing contained in this paragraph shall be construed so as to absolve ARCHITECT from liability for any such failure about which ARCHITECT knew or should have known existed in the exercise of ARCHITECT's services under this Agreement. K. (Modified) ARCHITECT shall not be responsible for the acts or omissions of any Contractor(s), subcontractor or supplier, or of any of the Contractor's agents or employees or any other persons (except ARCHITECT's own employees and its consultants for which it is legally liable) at the Site or otherwise furnishing or performing any of the Contractor's work; or for any decision made on interpretations or clarifications of the Contract Documents given by OWNER without consultation and advice of ARCHITECT. L. (Modified) The General Conditions for any construction contract documents prepared hereunder are to be the Standard Foran of Agreement between Owner and Contractor and as approved by OWNER in writing. 6.02 Authorized Project Representatives A. Contemporaneous with the execution of this Agreement, ARCHITECT and OWNER shall designate specific individuals to act as ARCHITECT's and OWNER's representatives with respect to the services to be performed or furnished by ARCHITECT and responsibilities of OWNER under this Agreement. Such individuals shall have authority to transmit instructions, receive information, and render decisions relative to the Project on behalf of each respective party. 6.03 (Not Used) 6.04 Use of Documents A. (Modified) Upon execution of this Agreement, the ARCHITECT grants to the OWNER an ownership interest in the Instruments of Service. The ARCHITECT shall obtain similar interests from the OWNER and the ARCHITECT's consultants consistent with this Agreement. Within seven days of any termination or expiration of this Agreement, the ARCHITECT shall be required to tender to OWNER all Instruments of Service; provided OWNER has paid all monies, excluding any disputed amount, due and owing to ARCHITECT in accordance with this Agreement. With such ownership interest, it is expressly understood by the parties hereto that the OWNER may use the Instruments of Service for any purposes which the OWNER sees fit, including, but not limited to, subsequent construction, reconstruction, alteration, and/or repairs of the Project. As a condition to the OWNER's use of the Instruments of Service, the OWNER hereby expressly agrees to remove the ARCHITECT's name and all references to the ARCHITECT, and its consultants from the Documents. The OWNER hereby releases any and all claims which the OWNER could make arising out of or in connection with any reuse of the documents by the OWNER. This release of claims for the matters covered in this Paragraph 6.04.A shall be for the benefit of the ARCHITECT, its officers, and employees and sub - consultants, as well as their successors and assigns. B. (Modified) Copies of OWNER -furnished data that may be relied upon by ARCHITECT are limited to the printed Standard Form of Agreement Between Owner and Architect for Professional Services Page 5 of 12 copies that are delivered to ARCHITECT pursuant to Exhibit B unless otherwise expressly stated or communicated by OWNER. Files in electronic media format of text, data, graphics, or of other types that are furnished by OWNER to ARCHITECT are only for convenience of ARCHITECT. Any conclusion or information obtained or derived from such electronic files will be at the user's sole risk. C. Copies of Documents that may be relied upon by OWNER are limited to the printed copies (also known as hard copies) that are signed or sealed by the ARCHITECT. Files in electronic media format of text, data, graphics, or of other types that are furnished by ARCHITECT to OWNER are only for convenience of OWNER. Any conclusion or information obtained or derived from such electronic files will be at the user's sole risk. D. Because data stored in electronic media format can deteriorate or be modified inadvertently or otherwise without authorization of the data's creator, the party receiving electronic files agrees that it will perform acceptance tests or procedures within 60 days, after which the receiving party shall be deemed to have accepted the data thus transferred. The party delivering the electronic files will correct any errors detected within the 60 -day acceptance period. ARCHITECT shall not be responsible to maintain documents stored in electronic media format after acceptance by OWNER. E. When transferring documents in electronic media format, ARCHITECT makes no representations as to long- term compatibility, usability, or readability of documents resulting from the use of software application packages, operating systems, or computer hardware differing from those used by ARCHITECT at the beginning of this Project. F. (Modified) Any use of the Documents on any extension of the Project or on any other project shall be at OWNER's sole risk and OWNER hereby releases ARCHITECT from any liability associated solely with the reuse of the Documents. G. If there is a discrepancy between the electronic files and the hard copies, the hard copies govern. H. Any verification or adaptation of the Documents for extensions of the Project or for any other project will entitle ARCHITECT to further compensation at rates to be agreed upon by OWNER and ARCHITECT. 6.05 Insurance A. ARCHITECT shall procure and maintain insurance as set forth in Exhibit G, "Insurance." B. Not used. C. Not used. D. Not used. E. Not used. F. At any time, OWNER may request that ARCHITECT, at OWNER's sole expense, provide additional insurance coverage, increased limits, or revised deductibles that are more protective than those specified in Exhibit G. If so requested by OWNER, with the concurrence of ARCHITECT, and if commercially available, ARCHITECT shall obtain and shall require ARCHITECT's Consultants to obtain such additional insurance coverage, different limits, or revised deductibles for such periods of time as requested by OWNER, and Exhibit G will be supplemented to incorporate these requirements. 6.06 Termination A. (Modified) The obligations hereunder may be terminated: 1. For cause, a. (Modified) By either parry upon 30 days written notice in the event of failure by the other party to perform in accordance with the terns hereof through no fault of the terminating party; or b. By ARCHITECT upon seven days written notice if ARCHITECT is being requested by OWNER to furnish or perform services contrary to ARCHITECT's responsibility as a licensed professional. c. Notwithstanding the foregoing, this Agreement will not terminate as a result of such substantial failure if the party receiving such notice begins, within seven days of receipt of such notice, to correct its failure to perform and proceeds diligently to cure such failure within no more than 30 days of receipt thereof; provided, however, that if and to the extent such substantial failure cannot be reasonably cured within such 30 day period, and if such party has diligently attempted to cure the same and thereafter continues diligently to cure the same then the cure period provided for herein shall extend up to, but in no case more than 60 days after the date of receipt of the notice. 2. For convenience by OWNER effective upon the receipt of notice by ARCHITECT. Standard Form of Agreement Between Owner and Architect for Professional Services Page 6 of 12 B. Not used. 6.07 Controlling Law A. This Agreement is to be governed by the law of the state in which the Project is located. 6.08 Successors, Assigns, and Beneficiaries A. OWNER and ARCHITECT each is hereby bound and the partners, successors, executors, administrators and legal representatives of OWNER and ARCHITECT (and to the extent permitted by paragraph 6.08,13 the assigns of OWNER and ARCHITECT) are hereby bound to the other party to this Agreement and to the partners, successors, executors, administrators and legal representatives (and said assigns) of such other party, in respect of all covenants, agreements and obligations of this Agreement. B. Neither OWNER nor ARCHITECT may assign, sublet, or transfer any rights under or interest (including, but without limitation, moneys that are due or may become due) in this Agreement without the written consent of the other, except to the extent that any assignment, subletting, or transfer is mandated or restricted by law. Unless specifically stated to the contrary in any written consent to an assignment, no assignment will release or discharge the assignor from any duty or responsibility under this Agreement. C. Unless expressly provided otherwise in this Agreement: 1. Nothing in this Agreement shall be construed to create, impose, or give rise to any duty owed by OWNER or ARCHITECT to any Contractor, Contractor's subcontractor, supplier, other individual or entity, or to any surety for or employee of any of them. 2. All duties and responsibilities undertaken pursuant to this Agreement will be for the sole and exclusive benefit of OWNER and ARCHITECT and not for the benefit of any other party. The OWNER agrees that the substance of the provisions of this paragraph 6.08.0 shall appear in the Contract Documents. 6.09 Not Used. 6.10 Hazardous Environmental Condition A. OWNER represents to Architect that to the best of its knowledge a Hazardous Environmental Condition does not exist. B. (Modified) OWNER has disclosed to the best of its knowledge and belief to ARCHITECT the existence of all Asbestos, PCB's, Petroleum, Hazardous Waste, or Radioactive Material located at or near the Site, including type, quantity and location. C. (Modified) If a Hazardous Environmental Condition is encountered or alleged, ARCHITECT shall have the obligation to notify OWNER on or before the next business day of the same. D. It is acknowledged by both parties that ARCHITECT's scope of services does not include any services related to a Hazardous Environmental Condition. In the event ARCHITECT or any other party encounters a Hazardous Environmental Condition, ARCHITECT may, at its option and without liability for consequential or any other damages, suspend performance of services on the portion of the Project affected thereby until OWNER: (i) retains appropriate specialist consultant(s) or contractor(s) to identify and, as appropriate, abate, remediate, or remove the Hazardous Environmental Condition; and (ii) warrants that the Site is in full compliance with applicable Laws and Regulations. E. OWNER acknowledges that ARCHITECT is performing professional services for OWNER and that ARCHITECT is not and shall not be required to become an "arranger," "operator," "generator," or "transporter" of hazardous substances, as defined in the Comprehensive Environmental Response, Compensation, and Liability Act of 1990 (CERCLA), which are or may be encountered at or near the Site in connection with ARCHITECT's activities under this Agreement. F. If ARCHITECT's services under this Agreement cannot be performed because of a Hazardous Environmental Condition, the existence of the condition shall justify ARCHITECT's terminating this Agreement for cause on 30 days notice. 6.11 Allocation of Risks A. (Modified) Indemnification. See Exhibit K. 6.12 Notices A. (Modified) Any notice required under this Agreement will be in writing, addressed to the appropriate party at its address on the signature page and given personally, or by registered or certified mail postage prepaid, or by a commercial courier service. Additionally, notices may be given via facsimile or by electronic mail if such notice is also given personally, or by registered or certified mail or by a commercial courier service. All notices shall be effective upon the date of receipt. Standard Form of Agreement Between Owner and Architect for Professional Services Page 7 of 12 6.13 Survival A. (Modified) All express representations, indemnifications, and limitations of liability included in this Agreement will survive its completion or termination for any reason. 6.14 Severability A. Any provision or part of the Agreement held to be void or unenforceable under any Laws or Regulations shall be deemed stricken, and all remaining provisions shall continue to be valid and binding upon OWNER and ARCHITECT, who agree that the Agreement shall be reformed to replace such stricken provision or part thereof with a valid and enforceable provision that comes as close as possible to expressing the intention of the stricken provision. 6.15 Waiver A. Non -enforcement of any provision by either party shall not constitute a waiver of that provision, nor shall it affect the enforceability of that provision or of the remainder of this Agreement. 6.16 Headings A. The headings used in this Agreement are for general reference only and do not have special significance. ARTICLE 7 - DEFINITIONS 7.01 Defined Terms A. Wherever used in this Agreement (including the Exhibits hereto) and printed with initial or all capital letters, the terms listed below have the meanings indicated, which are applicable to both the singular and plural thereof: 1. Addenda --Written or graphic instruments issued prior to the opening of Bids which clarify, correct, or change the Bidding Documents. 2. Additional Services --The services to be performed for or furnished to OWNER by ARCHITECT in accordance with Exhibit A, Part 2 of this Agreement. 3. Agreement --This "Standard Form of Agreement between OWNER and ARCHITECT for Professional Services," including those Exhibits listed in Article 8 hereof. 4. Application for Payment --The form acceptable to ARCHITECT which is to be used by Contractor in requesting progress or final payments for the completion of its Work and which is to be accompanied by such supporting documentation as is required by the Contract Documents. 5. Asbestos --Any material that contains more than one percent asbestos and is friable or is releasing asbestos fibers into the air above current action levels established by the United States Occupational Safety and Health Administration. 6. Basic Services --The services to be performed for or furnished to OWNER by ARCHITECT in accordance with Exhibit A, Part 1, of this Agreement. 7. Bid --The offer or proposal of the bidder submitted on the prescribed form setting forth the prices for the Work to be performed. 8. Bidding Documents --The advertisement or invitation to Bid, instructions to bidders, the Bid form and attachments, the Bid bond, if any, the proposed Contract Documents, and all Addenda, if any. 9. Change Order --A document recommended by ARCHITECT, which is signed by Contractor and OWNER to authorize an addition, deletion or revision in the Work, or an adjustment in the Contract Price or the Contract Times, issued on or after the Effective Date of the Construction Agreement. 10. Construction Agreement --The written instrument which is evidence of the agreement, contained in the Contract Documents, between OWNER and Contractor covering the Work. 11. Construction Contract --The entire and integrated written agreement between the OWNER and Contractor concerning the Work. 12. Construction Cost --The cost to OWNER of those portions of the entire Project designed or specified by ARCHITECT. Construction Cost does not include costs of services of ARCHITECT or other design professionals and consultants, cost of land, rights-of-way, or compensation for damages to properties, or OWNER's costs for legal, accounting, insurance counseling or auditing services, or interest and financing charges incurred in connection with the Project, or the cost of other services to be provided by others to OWNER pursuant to Exhibit B of this Agreement. Construction Cost is one of the items comprising Total Project Costs. Standard Form of Agreement Between Owner and Architect for Professional Services Page 8 of 12 13. (Modified) Contract Documents --Documents that establish the rights and obligations of the parties engaged in construction and include the Construction Agreement between OWNER and Contractor and all documents referenced therein, Addenda (which pertain to the Contract Documents), Contractor's Bid (including documentation accompanying the Bid and any post -Bid documentation submitted prior to the notice of award) when attached as an exhibit to the Construction Agreement, the notice to proceed, the bonds, appropriate certifications, insurance documents the General Conditions, the Supplementary Conditions, the Specifications and the Drawings as the same are more specifically identified in the Construction Agreement, together with all Written Amendments, Change Orders, Work Change Directives, Field Orders, and ARCHITECT's written interpretations and clarifications issued on or after the Effective Date of the Construction Agreement. Approved Shop Drawings and the reports and drawings of subsurface and physical conditions are not Contract Documents. 14. Contract Price --The moneys payable by OWNER to Contractor for completion of the Work in accordance with the Contract Documents and as stated in the Construction Agreement. 15, Contract Times --The numbers of days or the dates stated in the Construction Agreement to: (i) achieve Final Completion, and (ii) complete the Work so that it is ready for final payment as evidenced by ARCHITECT's written recommendation of final payment. 16. Contractor --An individual or entity with whom OWNER enters into a Construction Agreement. 17. Correction Period --The time after Final Completion during which Contractor must correct, at no cost to OWNER, any Defective Work, normally one year after the date of Final Completion or such longer period of time as may be prescribed by Laws or Regulations or by the terms of any applicable special guarantee or specific provision of the Contract Documents, 18. Defective --An adjective which, when modifying the word Work, refers to Work that is unsatisfactory, faulty, or deficient, in that it does not conform to the Contract Documents, or does not meet the requirements of any inspection, reference standard, test, or approval referred to in the Contract Documents, or has been damaged prior to ARCHITECT's recommendation of final payment. 19. Documents --Data, reports, Drawings, Specifications, Record Drawings, and other deliverables, whether in printed or electronic media format, provided or furnished in appropriate phases by ARCHITECT to OWNER pursuant to this Agreement. 20. Drawings --That part of the Contract Documents prepared or approved by ARCHITECT which graphically shows the scope, extent, and character of the Work to be performed by Contractor. Shop Drawings are not Drawings as so defined. 21. Effective Date of the Construction Agreement -- The date indicated in the Construction Agreement on which it becomes effective, but if no such date is indicated, it means the date on which the Construction Agreement is signed and delivered by the last of the two parties to sign and deliver. 22. Effective Date of the Agreement --The date indicated in this Agreement on which it becomes effective, but if no such date is indicated, it means the date on which the Agreement is signed and delivered by the last of the two parties to sign and deliver. 23. ARCHITECT's Consultants --Individuals or entities having a contract with ARCHITECT to furnish services with respect to this Project as ARCHITECT's independent professional associates, consultants, subcontractors, or vendors. The term ARCHITECT includes ARCHITECT's Consultants. 24. Field Order --A written order issued by ARCHITECT which directs minor changes in the Work but which does not involve a change in the Contract Price or the Contract Times. 25. 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. 26. General Conditions -That part of the Contract Documents which sets forth terms, conditions, and procedures that govern the Work to be performed or furnished by Contractor with respect to the Project. 27. Hazardous Environmental Condition --The presence at the Site of Asbestos, PCB's, Petroleum, Hazardous Waste, or Radioactive Materials in such quantities or circumstances that may present a substantial danger to persons or property exposed thereto in connection with the Work. Standard Form of Agreement Between Owner and Architect for Professional Services Page 9 of 12 28. Hazardous IVaste--The term Hazardous Waste shall have the meaning provided in Section 1004 of the Solid Waste Disposal Act (42 USC Section 6903) as amended from time to time. 29. Laws and Regulations; Lmvs or Regulations -- Any and all applicable laws, rules, regulations, ordinances, codes, standards, and orders of any and all governmental bodies, agencies, authorities, and courts having jurisdiction. 30. PCB's --Polychlorinated biphenyls. 31. Petroleum --Petroleum, including crude oil or any fraction thereof which is liquid at standard conditions of temperature and pressure (60 degrees Fahrenheit and 14.7 pounds per square inch absolute), such as oil, petroleum, fuel oil, oil sludge, oil refuse, gasoline, kerosene, and oil mixed with other non -Hazardous Waste and crude oils. 32. Radioactive ,Vaterials--Source, special nuclear, or byproduct material as defined by the Atomic Energy Act of 1954 (42 USC Section 2011 et seq.) as amended from time to time. 33. Record Drawings --The Drawings as issued for construction on which the ARCHITECT, upon completion of the Work, has shown changes due to Addenda or Change Orders and other information which ARCHITECT considers significant based on record documents furnished by Contractor to ARCHITECT and which were annotated by Contractor to show changes made during construction. 34. Reimbursable Expenses --The expenses incurred directly by ARCHITECT in connection with the performing or furnishing of Basic and Additional Services for the Project for which OWNER shall pay ARCHITECT as indicated in Exhibit C. 35. Resident Project Representative --The authorized representative of ARCHITECT, if any, assigned to assist ARCHITECT at the Site during the Construction Phase. The Resident Project Representative will be ARCHITECT's agent or employee and under ARCHITECT's supervision. As used herein, the term Resident Project Representative includes any assistants of Resident Project Representative agreed to by OWNER. The duties and responsibilities of the Resident Project Representative are as set forth in Exhibit D. 36. Samples --Physical examples of materials, equipment, or workmanship that are representative of some portion of the Work and which establish the standards by which such portion of the Work will be judged. 37. Shop Drawings --All drawings, diagrams, illustrations, schedules, and other data or information which are specifically prepared or assembled by or for Contractor and submitted by Contractor to ARCHITECT to illustrate some portion of the Work. 38. Site --Lands or areas indicated in the Contract Documents as being furnished by OWNER upon which the Work is to be performed, rights-of-way and easements for access thereto, and such other lands furnished by OWNER which are designated for use of Contractor. 39. Specifications --That part of the Contract Documents consisting of written technical descriptions of materials, equipment, systems, standards, and workmanship as applied to the Work and certain administrative details applicable thereto. 40. Substantial Completion --The time at which the Work (or a specified part thereof) has progressed to the point where, in the opinion of ARCHITECT, the Work (or a specified part thereof) is sufficiently complete, in accordance with the Contract Documents, so that the Work (or a specified part thereof) can be utilized for the purposes for which it is intended. The terms "substantially complete" and "substantially completed" as applied to all or part of the Work refer to Substantial Completion thereof. 41. Supplementary Conditions --That part of the Contract Documents which amends or supplements the General Conditions. 42. (Modified) Total Project Costs --The sum of the Construction Cost, allowances for contingencies, the total costs of services of ARCHITECT or other design professionals and consultants, cost of land, rights-of-way, compensation for damages to properties, OWNER's costs for legal, accounting, insurance counseling or auditing services, interest and financing charges incurred in connection with the Project, and the cost of other services to be provided by others to OWNER pursuant to Exhibit B of this Agreement. 43. Work --The entire completed construction or the various separately identifiable parts thereof required to be provided under the Contract Documents with respect to this Project. Work includes and is the result of performing or furnishing labor, services, and documentation necessary to produce such construction and furnishing, installing, and incorporating all materials and all equipment into such construction, all as required by the Contract Documents. Standard Form of Agreement Between Owner and Architect for Professional Services Page 10 of 12 44. Work Change Directive --A written directive to Contractor issued on or after the Effective Date of the Construction Agreement and signed by OWNER upon recommendation of the ARCHITECT, ordering an addition, deletion, or revision in the Work, or responding to differing or unforeseen subsurface or physical conditions under which the Work is to be performed or to emergencies. A Work Change Directive will not change the Contract Price or the Contract Times but is evidence that the parties expect that the change directed or documented by a Work Change Directive will be incorporated in a subsequently issued Change Order following negotiations by the parties as to its effect, if any, on the Contract Price or Contract Times. 45. Written Amendment --A written amendment of the Contract Documents signed by OWNER and Contractor on or after the Effective Date of the Construction Agreement and normally dealing with the non -architectural or non-technical rather than strictly construction -related aspects of the Contract Documents. ARTICLE 8 - EXHIBITS AND SPECIAL PROVISIONS 8.01 Exhibits Included A. Exhibit A, "ARCHITECT's Services," consisting of nine (9) pages. B. Exhibit B, "OWNER's Responsibilities," consisting of two (2) pages. C. Exhibit C, "Payments to Architect for Services and Reimbursable Expenses," consisting of two (2) pages. D. Exhibit D, "Duties, Responsibilities and Limitations of Authority of Resident Project Representative," is not used. E. Exhibit E, "Notice of Acceptability of Work," consisting of two (2) pages. F. Exhibit F, "Construction Cost Limit," is not used. G. Exhibit G, "Insurance," consisting of two (2) pages. H. Exhibit H, "Dispute Resolution," is not used. I. Exhibit I, "Allocation of Risks," is not used. J. Exhibit J, "Special Provisions" is not used. K. (Added) Exhibit K, "Indemnification" consisting of two (2) pages. 8.02 Total Agreement A. This Agreement (consisting of pages I to 12 inclusive, together with the Exhibits identified above) constitutes the entire agreement between OWNER and ARCHITECT and supersedes all prior written or oral understandings. This Agreement may only be amended, supplemented, modified, or canceled by a duly executed written instrument. This Agreement along with the exhibits shall be read and construed as the same Agreement. Standard Form of Agreement Between Owner and Architect for Professional Services Page I l of 12 IN WITNESS WHMOF, the Parties hereto have executed this Agreevmi% the Efeeba Date of which is Indicated on page 1. OWNER CM OF BAYTOWN GARRISON C. BRUiM1BACK Mo: city Maaager Date Sisaed: Address for givatg notices: P.O. BOX 424 RAYTOWN,'TEXAS 77422.0424 Designated Representative (Mragraph 6.02A): RICHARD E. CARTER. P.E. Title: Director of Engineering Phone Number. (281) 4207154 Facsimt7eNumber. (281)420.6586 E- M rM Address: diclt.cartu@baytown.otg ARCIMCT: BROWN REYNOLDS WATFORD ARCHITECTS, INC. %7. Address for giving notices: 3535 TRAVIS STREET. SUITE 250 DALLAS, TEXAS 75204 Desiguated Representative (paragrg0 6.02.A): kk MTRIFT Standard Forth of Agreement Between Owner and Architect for Professional Services Page 12 of 12 This is EXHIBIT A, consisting of 8 pages, referred to in and part of the Agreement between OWNER and ARCHITECT for Professional Services dated Initial: OWNER ARCHITECT ARCHITECT's Services Article 1 of the Agreement is amended and supplemented to include the following agreement of the parties. ARCHITECT shall provide Basic and Additional Services as set forth below. PART I -- BASIC SERVICES (Modified) A 1.01 Schematic DesigmProgramming Phase A. ARCHITECT shall: Consult with OWNER to define and clarify OWNER's requirements for the Project and available data 2. Advise OWNER as to the necessity of OWNER's providing data or services of the types described in Exhibit B which are not part of ARCHITECT's Basic Services, and assist OWNER in obtaining such data and services. 3. Consult with OWNER's consultants to coordinate the scope of the Project. 4. (Modified) Identify, consult with, and analyze requirements of governmental authorities having jurisdiction to approve the portions of the Project designed or specified by ARCHITECT, including but not limited to, requirement of the Texas Accessibility Standards of the Architectural Barriers Act. 5. Identify and evaluate potential solutions available to OWNER; and, after consultations with OWNER, recommend to OWNER those solutions which in ARCHITECT's judgment meet OWNER's requirements for the Project. 6. (Modified) Attend four (4) working design meetings with OWNER and OWNER'S consultants, designated boards commissions, and/or city council to receive input into OWNER'S requirements for the Project and evaluate potential solutions available to OWNER. 7. (Modified) Prepare a preliminary report (the "Report") which will, as appropriate, contain schematic layouts illustrating the scale and relationship of the components, sketches, schedule of events, preliminary site plans, building plans, sections and elevations, and conceptual design criteria with appropriate exhibits to indicate the agreed -to requirements, considerations involved, and those alternate solutions available to OWNER which ARCHITECT recommends. Preliminary selections of major building systems and construction materials shall be noted on the drawings or otherwise described in writing in the Report. This Report will be accompanied by ARCHITECT's opinion of Total Project Costs for each solution which is so recommended for the Project with each component separately itemized, including the following, which will be separately itemized: opinion of probable Construction Cost, allowances for contingencies and for the estimated total costs of design, professional, and related services provided by ARCHITECT and, on the basis of information furnished by OWNER, allowances for other items and services included within the definition of Total Project Costs. 8. Furnish three (3) review copies of the Report to OWNER within fifty (50) days of authorization to begin services and review it with OWNER. Page 1 of 8 pages (Exhibit A — Architect's Services) 9. Revise the Report in response to OWNER's and other parties' comments, as appropriate, and furnish five (5) final copies of the revised Report to the OWNER within ten (10) days after completion of reviewing it with OWNER. B. (Modified) ARCHITECT's services under the Schematic Design/Programming Phase will be considered complete on the date when the final copies of the revised Report have been delivered to and accepted by OWNER. A 1.02 Design Developmen! Phase A. After acceptance by OWNER of the Schematic Design/Programming Phase documents and revised opinion of probable Construction Cost as determined in the Schematic Design/Programming Phase, but subject to any OWNER -directed modifications or changes in the scope, extent, character, or design requirements of or for the Project, and upon written authorization from OWNER, ARCHITECT shall: (Modified) On the basis of the above acceptance, direction, and authorization, prepare final Drawings indicating the scope, relationships, fortes size and appearance of the Project by means of plans, sections and elevations, construction details and specifications together with the extent and character of the Work to be performed and furnished by Contractor, including the quality levels for major materials and Project systems. Specifications will be prepared, where appropriate, in conformance with the 33 -division format of the Construction Specifications Institute or other format agreed to in writing by OWNER and ARCHITECT. 2. Advise OWNER of any adjustments to the Project schedule and the opinion of probable Construction Cost and any adjustments to Total Project Costs known to ARCHITECT, itemized as provided in paragraph A 1.01.A.7. 3. Make appropriate recommendations to the OWNER to adjust the Project size, quality or budget if at any time the ARCHITECT's estimate of the probable Construction Cost or Total Project Costs exceed the OWNER's budget. 4. Provide three full-size sets of documents for the OWNER's review and comment within forty (40) days of authorization to begin services and review it with OWNER; 5. Revise the documents in response to OWNER's and other parties' comments, as appropriate, and furnish five (5) final copies of the revised documents to the OWNER within ten (10) days after completion of reviewing it with OWNER B. (Modified) ARCHITECT's services under the Design Development Phase will be considered complete on the date when the final copies of the revised documents have been delivered to and accepted by OWNER. A1.025 Construction Document Phase A. After acceptance by OWNER of the deliverables in the Design Development Phase and the revised opinion of probable Construction Cost as determined in the Design Development Phase, but subject to any OWNER - directed modifications or changes in the scope, extent, character, or design requirements of or for the Project, and upon written authorization from OWNER, ARCHITECT shall: 1. Prepare and furnish three (3) copies of the Bidding Documents, which shall include Drawings and Specifications that establish in detail the quality levels of materials and project systems required for construction, for review and approval by OWNER, its legal counsel, and other advisors, as appropriate, and assist OWNER in the preparation of other related documents. 2. Update the opinion of probable Construction Cost and project schedule at 50% completion and 95% completion of Construction Documents Page 2 of 8 pages (Exhibit A — Architect's Services) 3. Submit 15 final copies of the Bidding Documents a►id a revised opinion of probable Construction Cost to OWNER within seventy (70) days after authorization to proceed with this phase. 4. (Added) Prepare additional line items in the Bid Tabulations, assuming the project documentation, including plans and specifications, were originally prepared to reflect these items, as reasonably requested by OWNER, so long as this/these request(s) is made prior to the preparation of the final bid documents. 5. (Added) Provide technical criteria, written descriptions, and design data for OWNER's use in filing applications for permits from or approvals of governmental authorities having jurisdiction to review or approve the final design of the Project and assist OWNER in consultations with appropriate authorities. B. (Modified) ARCHITECT's services under the Construction Document Phase will be considered complete on the date when the submittals required by paragraphs A1.025.A.3, A1.025.A.4, and A1025.A.5 have been delivered to and accepted by OWNER. A 1.03 Bidding or Negotiating Phase A. After acceptance by OWNER of the Bidding Documents and the most recent opinion of probable Construction Cost as determined in the Construction Document Phase, and upon written authorization by OWNER to proceed, ARCHITECT shall: I. Assist OWNER in advertising for and obtaining bids or negotiating proposals for the Work and, where applicable, provide 15 sets of plans and specifications. 2. Issue Addenda as appropriate to clarify, correct, or change the Bidding Documents. 3. Consult with OWNER as to the acceptability of subcontractors, suppliers, and other individuals and entities proposed by Contractor for those portions of the Work as to which such acceptability is required by the Bidding Documents. 4. (Modified) Attend the Mandatory Pre -Bid Conference and the Bid opening, prepare Bid tabulation sheets, assemble contract documents, assist OWNER in both evaluating Bids or proposals and awarding contracts for the Work. 5. (Added) Assist in connection with Bid protests, rebidding, or re -negotiating contracts for construction, materials, equipment, or services. B. (Modified) The Bidding or Negotiating Phase will be considered complete upon commencement of the Construction Phase. A 1.04 Construction Phase A. Upon successful completion of the Bidding and Negotiating Phase, and upon written authorization from OWNER, ARCHITECT shall: 1. General Administration of Construction Contract. Consult with OWNER and act as OWNER's representative as provided in the General Conditions. The extent and limitations of the duties, responsibilities and authority of ARCHITECT as assigned in said General Conditions shall not be modified, except as ARCHITECT may otherwise agree in writing. All of OWNER's instructions to Contractor will be issued through ARCHITECT, who shall have authority to act on behalf of OWNER in dealings with Contractor to the extent provided in this Agreement and said General Conditions except as otherwise provided in writing. Page 3 of 8 pages (Exhibit A — Architect's Services) 2. (Modified) Selecting Independent Testing Laboratory. Assist OWNER in the selection of an independent testing laboratory to perform the services identified in paragraph B2.01.0, if any. 3. Pre -Construction Conference. Participate in a Pre -Construction Conference prior to commencement of Work at the Site. 4. Baselines and Benchmarks. As appropriate, establish baselines and benchmarks for locating the Work which in ARCHITECT's judgment are necessary to enable Contractor to proceed. S. Visits to Site and Observation of Construction. In connection with observations of Contractor's work in progress while it is in progress: a. (Modified) Make visits to the Site at intervals appropriate to the various stages of construction, appropriate to verify Contractor's payment requests, and as ARCHITECT and/or OWNER deems necessary, in order to observe as an experienced and qualified design professional the progress and quality of the Work. Such visits and observations by ARCHITECT, and the Resident Project Representative, if any, are not intended to be exhaustive or to extend to every aspect of Contractor's work in progress or to involve detailed inspections of Contractor's work in progress beyond the responsibilities specifically assigned to ARCHITECT in this Agreement and the Contract Documents, but rather are to be limited to spot checking, selective sampling, and similar methods of general observation of the Work based on ARCHITECT's exercise of professional judgment as assisted by the Resident Project Representative, if any. Based on information obtained during such visits and such observations, ARCHITECT will determine if Contractor's work is proceeding in accordance with the Contract Documents, and ARCHITECT shall keep OWNER informed of the progress of the Work. b. (Modified) The purpose of ARCHITECT's visits to, and representation by the Resident Project Representative, if any, at the Site, will be to enable ARCHITECT to better cavy out the duties and responsibilities assigned to and undertaken by ARCHITECT during the Construction Phase, and, in addition, by the exercise of ARCHITECT's efforts as an experienced and qualified design professional, to provide for OWNER a greater degree of confidence that the completed Work will substantially conform to the Contract Documents and that the integrity of the design concept of the completed Project as a functioning whole as indicated in the Contract Documents has been implemented and preserved by Contractor. ARCHITECT shall not, during such visits or as a result of such observations of Contractor's work in progress, supervise, direct, or have control over Contractor's work, nor shall ARCHITECT have authority over or responsibility for the means, methods, techniques, sequences, or procedures of construction selected by Contractor, for safety precautions and programs incident to Contractor's work, or for any failure of Contractor to comply with Laws and Regulations applicable to Contractor's furnishing and performing the Work. Accordingly, ARCHITECT neither guarantees the performance of any Contractor nor assumes responsibility for any Contractor's failure to furnish and perform its work in accordance with the Contract Documents. 6. (Modified) Defective Work. Recommend to OWNER that Contractor's work be disapproved and rejected while it is in progress if, on the basis of such observations, ARCHITECT believes that such work will not produce a completed Project that substantially conforms to the Contract Documents or that it will prejudice the integrity of the design concept of the completed Project as a functioning whole as indicated in the Contract Documents. 7. Clarifications and Interpretations; Field Orders. Issue necessary clarifications and interpretations of the Contract Documents as appropriate to the orderly completion of Contractor's work. Such clarifications and interpretations will be consistent with the intent of and reasonably inferable from the Contract Documents. ARCHITECT may issue Field Orders authorizing minor variations from the requirements of the Contract Documents. Page 4 of 8 pages (Exhibit A — Architect's Services) 8. Change Orders and Work Change Directives. Recommend Change Orders and Work Change Directives to OWNER, as appropriate, and prepare Change Orders and Work Change Directives as required. 9. Shop Drawings and Samples. Review and approve or take other appropriate action in respect to Shop Drawings and Samples and other data which Contractor is required to submit, but only for conformance with the information given in the Contract Documents and compatibility with the design concept of the completed Project as a functioning whole as indicated in the Contract Documents. Such reviews and approvals or other action will not extend to means, methods, techniques, sequences or procedures of construction or to safety precautions and programs incident thereto. ARCHITECT has an obligation to meet any Contractor's submittal schedule that has earlier been acceptable to ARCHITECT. 10. Substitutes and "or -equal. " Evaluate and determine the acceptability of substitute or "or -equal" materials and equipment proposed by Contractor, but subject to the provisions of paragraph A2.01 of this Exhibit A. 11. Inspections and Tests. Require such special inspections or tests of Contractor's work as deemed reasonably necessary, and receive and review all certificates of inspections, tests, and approvals required by Laws and Regulations or the Contract Documents. ARCHITECT's review of such certificates will be for the purpose of determining that the results certified indicate compliance with the Contract Documents and will not constitute an independent evaluation that the content or procedures of such inspections, tests, or approvals comply with the requirements of the Contract Documents. ARCHITECT shall be entitled to rely on the results of such tests. 12. (Modified) Disagreements between OWNER and Contractor. Render formal written decisions on all claims of OWNER and Contractor relating to the acceptability of Contractor's work or the interpretation of the requirements of the Contract Documents pertaining to the execution and progress of Contractor's work. In rendering such decisions, ARCHITECT shall be fair and not show partiality to OWNER or Contractor. 13. Applications for Payment. Based on ARCHITECT's observations as an experienced and qualified design professional and on review of Applications for Payment and accompanying supporting documentation: a. Determine the amounts that ARCHITECT recommends Contractor be paid. Such recommendations of payment will be in writing and will constitute ARCHITECT's representation to OWNER, based on such observations and review, that, to the best of ARCHITECT's knowledge, information and belief, Contractor's work has progressed to the point indicated, the quality of such work is substantially in accordance with the Contract Documents (subject to an evaluation of the Work as a functioning whole prior to or upon Substantial Completion, to the results of any subsequent tests called for in the Contract Documents and to any other qualifications stated in the recommendation), and the conditions precedent to Contractor's being entitled to such payment appear to have been fulfilled in so far as it is ARCHITECT's responsibility to observe Contractor's work. In the case of unit price work, ARCHITECT's recommendations of payment will include final determinations of quantities and classifications of Contractor's work (subject to any subsequent adjustments allowed by the Contract Documents). The responsibilities of ARCHITECT contained in paragraph A1.04.A.5.a are expressly subject to the limitations set forth in paragraph A1.04.A.5.b and other express or general limitations in this Agreement and elsewhere. b. By recommending any payment, ARCHITECT shall not thereby be deemed to have represented that observations made by ARCHITECT to check the quality or quantity of Contractor's work as it is performed and furnished have been exhaustive, extended to every aspect of Contractor's work in progress, or involved detailed inspections of the Work beyond the responsibilities specifically assigned to ARCHITECT in this Agreement and the Contract Documents. Neither Page 5 of 8 pages (Exhibit A — Architect's Services) ARCHITECT's review of Contractor's work for the purposes of recommending payments nor ARCHITECT's recommendation of any payment including final payment will impose on ARCHITECT responsibility to supervise, direct, or control Contractor's work in progress or for the means, methods, techniques, sequences, or procedures of construction or safety precautions or programs incident thereto, or Contractor's compliance with Laws and Regulations applicable to Contractor's furnishing and performing the Work. It will also not impose responsibility on ARCHITECT to make any examination to ascertain how or for what purposes Contractor has used the moneys paid on account of the Contract Price, or to determine that title to any portion of the work in progress, materials, or equipment has passed to OWNER free and clear of any liens, claims, security interests, or encumbrances, or that there may not be other matters at issue between OWNER and Contractor that might affect the amount that should be paid. 14. Other Services. a. Provide assistance in connection with the testing and adjusting of Project equipment or systems. b. Assist OWNER in training OWNER's staff to operate and maintain Project, equipment, and systems. c. Assist OWNER in developing procedures for control of the operation and maintenance of, and record keeping for Project equipment and systems. d. Together with OWNER, visit the Project to observe any apparent defects in the Work, assist OWNER in consultations and discussions with Contractor concerning correction of any such defects, and make recommendations as to replacement or correction of Defective Work, if present. 15. Contractor's Completion Documents. a. (Modified) Receive and review maintenance and operating instructions, schedules, and guarantees as prepared by the Contractor in accordance with the Contract Documents. Architect will compile this information as provided by Contractor, and deliver three (3) copies of the same to OWNER. b. (Modified) Receive bonds, certificates, or other evidence of insurance not previously submitted and required by the Contract Documents, certificates of inspection, tests and approvals, Shop Drawings, Samples and other data approved as provided under paragraph A1.04.A.9, and the annotated record documents which are to be assembled by Contractor in accordance with the Contract Documents to obtain final payment. The extent of such ARCHITECT's review will be limited as provided in paragraph A1.04.A.9. c. ARCHITECT shall transmit these documents to OWNER within thirty days of receipt of documents from Contractor. d. (Added) Preparing and furnishing to OWNER Record Drawings on mylar showing appropriate record information based on Project annotated record documents received from Contractor. 16. Substantial Completion. Promptly after notice from Contractor that Contractor considers the entire Work ready for its intended use, in company with OWNER and Contractor, conduct an inspection to determine if the Work is Substantially Complete. If after considering any objections of OWNER, ARCHITECT considers the Work Substantially Complete, ARCHITECT shall deliver a certificate of Substantial Completion to OWNER and Contractor. 17. (Modified) Final Notice of Acceptability of the Work. Conduct a final inspection to determine if the completed Work of Contractor is acceptable so that ARCHITECT may recommend, in writing, final Page 6 of 8 pages (Exhibit A — Architect's Services) payment to Contractor. Accompanying the recommendation for final payment, ARCHITECT shall also provide a notice in the form attached hereto as Exhibit E (the "Notice of Acceptability of Work") that to the best of ARCHITECT's knowledge, information and belief and upon the exercise of ARCHITECT'S due diligence, the Work is acceptable and is in compliance with the Contract Documents. B. Duration of Construction Phase. The Construction Phase will commence with the execution of the first Construction Agreement for the Project or any part thereof and will terminate upon final payment to Contractors. C. Limitation of Responsibilities. ARCHITECT shall not be responsible for the acts or omissions of any Contractor, or of any of its subcontractors, suppliers, or of any other individual or entity performing or furnishing any of the Work. ARCHITECT shall not be responsible for failure of any Contractor to perform or furnish the Work in accordance with the Contract Documents. PART 2 — ADDITIONAL SERVICES A2.01 Additional Services Requiring OWNER's Authorization in Advance A. If authorized in writing by OWNER, ARCHITECT shall furnish or obtain from others Additional Services of the types listed below. These services will be paid for by OWNER as indicated in Article 4 of the Agreement. (Modified) Preparation of applications and supporting documents (in addition to those furnished under Basic Services) for private or governmental grants, loans or advances in connection with the Project; preparation or review of environmental assessments and impact statements; review and evaluation of the effects on the design requirements for the Project of any such statements and documents prepared by others; assistance in obtaining approvals of authorities having jurisdiction over the anticipated environmental impact of the Project; and assistance in obtaining on behalf of the OWNER permits not otherwise included with the scope of Basic Services from all governmental authorities having jurisdiction to approve all phases of the PROJECT designed or specified by ARCHITECT. 2. Services to make measured drawings of or to investigate existing conditions or facilities, or to verify the accuracy of drawings or other information furnished by OWNER. 3. (Modified) Services resulting from significant changes in the scope, extent, or character of the portions of the Project designed or specified by ARCHITECT or its design requirements including, but not limited to, changes in size, OWNER's schedule, or character of construction; and revising previously accepted studies, reports, Drawings, Specifications, or Contract Documents when such revisions are required by changes in Laws and Regulations enacted subsequent to the Effective Date of this Agreement. 4. (Modified) Services resulting from OWNER's request to evaluate additional Phase alternative solutions beyond those identified in Part I "Basic Services." 5. Services required as a result of OWNER's providing incomplete or incorrect Project information with respect to Exhibit B; provided, such information was to be relied upon by ARCHITECT pursuant to Section 6.0I .EA of the Agreement. 6. Providing renderings or models for OWNER's use. 7. Undertaking investigations and studies including, but not limited to, detailed consideration of operations, maintenance, and overhead expenses; the preparation of feasibility studies, cash flow and economic evaluations, rate schedules, and appraisals; assistance in obtaining financing for the Project; evaluating processes available for licensing, and assisting OWNER in obtaining process licensing; detailed quantity Page 7 of 8 pages (Exhibit A — Architect's Services) surveys of materials, equipment, and labor; and audits or inventories required in connection with construction performed by OWNER. S. Furnishing services of ARCHITECT's Consultants for other than Basic Services. 9. Services attributable to more than one prime construction contract. 10. Services during out-of-town travel required of ARCHITECT other than for visits to the Site or OWNER's office. 11. Preparing for, coordinating with, participating in and responding to structured independent review processes, including, but not limited to, construction management, cost estimating, project peer review, value architectural, and constructibility review requested by OWNER; and perfonning or furnishing services required to revise studies, reports, Drawings, Specifications, or other Bidding Documents as a result of such review processes. 12. Providing assistance in resolving any Hazardous Environmental Condition in compliance with current Laws and Regulations. 13. (Modified) Preparing to serve or serving as a consultant or witness for OWNER in any litigation, arbitration or other dispute resolution process related to the Project if ARCHITECT is not a party to the same). 14. Providing more extensive services required to enable ARCHITECT to issue notices or certifications requested by OWNER under paragraph 6.01.G of the Agreement. 15, Other services performed or furnished by ARCHITECT not otherwise provided for in this Agreement. 16. Property descriptions. 17. (Modified) Property, easement, right-of-way, and other special surveys or data, including establishing relevant reference points. 18. (Added) Environmental assessments, audits, investigations and impact statements, and other relevant environmental or cultural studies as to the Project, the Site, and adjacent areas. 19. (Added) Additional services during construction made necessary by (1) emergencies or acts of God endangering the Work, (2) an occurrence of a Hazardous Environmental Condition, (3) Work damaged by fire or other cause during construction, or (4) acceleration of the progress schedule involving services beyond normal working hours. A2.02 Required Additional Services Not used Page 8 of 8 pages (Exhibit A — Architect's Services) This is EXHIBIT B, consisting of 1 pages, referred to in and part of the Agreement between OWNER and ARCHITECT for Professional Services dated Initial: OWNER ARCHITECT OWNER's Responsibilities Article 2 of the Agreement is amended and supplemented to include the following agreement of the parties. B2.01 In addition to other responsibilities of OWNER as set forth in this Agreement, OWNER shall: A. Provide ARCHITECT with all criteria and full information as to OWNER's requirements for the Project, including design objectives and constraints, space, capacity and performance requirements, flexibility, and expandability, and any budgetary limitations; and furnish copies of all design and construction standards which OWNER will require to be included in the Drawings and Specifications; and furnish copies of OWNER's standard forms, conditions, and related documents for ARCHITECT to include in the Bidding Documents, when applicable. B. Furnish to ARCHITECT any other available information pertinent to the Project including reports and data relative to previous designs, or investigation at or adjacent to the Site. C. (Modified) Following ARCHITECT's assessment of initially -available Project information and data and upon ARCHITECT's written request, furnish or otherwise make available such additional available Project related information and data as is reasonably required to enable ARCHITECT to complete its Basic and Additional Services. 1. (Not Used). 2. (Not Used). 3. (Not Used). 4. (Not Used). 5. (Not Used). 6. (Not Used). D. (Not Used). E. (Modified) Authorize ARCHITECT to provide Additional Services as set forth in Part 2 of Exhibit A of the Agreement as the OWNER determines is necessary. F. (Modified) Arrange for access to and make all provisions for ARCHITECT to enter upon public property as required for ARCHITECT to perform services under the Agreement. G. Examine all alternate solutions, studies, reports, sketches, Drawings, Specifications, proposals, and other documents presented by ARCHITECT (including obtaining advice of an attorney, insurance counselor, and other advisors or consultants as OWNER deems appropriate with respect to such examination) and render in writing timely decisions pertaining thereto. H. (Not Used), I. (Not Used). Page 1 of 2 pages (Exhibit B - OWNER's Responsibilities) J. Advise ARCHITECT of the identity and scope of services of any independent consultants employed by OWNER to perform or furnish services in regard to the Project, including, but not limited to, cost estimating, project peer review, value architectural, and constructability review. K. Furnish to ARCHITECT data as to OWNER's anticipated costs for services to be provided by others for OWNER so that ARCHITECT may make the necessary calculations to develop and periodically adjust ARCHITECT's opinion of Total Project Costs. L. (Modified) If OWNER designates a construction manager or an individual or entity other than, or in addition to, ARCHITECT to represent OWNER at the Site, define and set forth the duties, responsibilities, and limitations of authority of such other party and the relation thereof to the duties, responsibilities, and authority of ARCHITECT. M. Attend the pre-bid conference, bid opening, pre -construction conferences, construction progress and other job related meetings, and Substantial Completion and final payment inspections. N. Provide copies of daily observation reports prepared by OWNER's on-site representative to ARCHITECT during construction phase. Page 2 of 2 pages (Exhibit B - OWNER's Responsibilities) This is EXHIBIT C, consisting of 2 pages, referred to in and part of the Agreement between OWNER and ARCHITECT for Professional Services dated Payments to ARCHITECT for Services and Reimbursable Expenses Article 4 of the Agreement is amended and supplemented to include the following agreement of the parties: ARTICLE 4 -- PAYMENTS TO THE ARCHITECT C4.01 For Basic Services Having A Determined Scope —Cost not to Exceed Method of Payment A. OWNER shall pay ARCHITECT for Basic Services set forth in Exhibit A as follows: 1. (Modified) A cost not to exceed amount of $213,000.00, based upon the rate schedule, which is attached as Appendix I of Exhibit C and incorporated herein for all intents and purposes. This amount does not include those Architect's Consultant's charges as provided below in this Article 4, Subparagraph C4.05. The fee shall not exceed the following for each itemized phase or category: a. Schematic Design/ Programming Phase $31,200.00 b. Design Development Phase $52,000.00 c. Construction Document Phase $72,800.00 d. Bidding and Negotiating Phase $10,400.00 e. Construction Phase $46,600.00 3.2. (Modified) ARCHITECT may with the consent of OWNER alter the distribution of compensation between individual phases noted herein to be consistent with services actually rendered, but shall not exceed the total cost not to exceed amount unless approved in writing by the OWNER. 3. The cost not to exceed includes compensation for ARCHITECT's services and services of ARCHITECT's Consultants (with the exception of those outlined in paragraph C4.05), Initial: OWNER ARCHITECT if any. Appropriate amounts have been incorporated in the cost not to exceed to account for labor, overhead, profit, and Reimbursable Expenses. 4. Not Used. 5. The portion of the amount billed for ARCHITECT's services will be based upon total services actually completed during the billing period. C4.02 For Basic Services Having An Undetermined Scope -- Direct Labor Costs Times a Factor Method of Payment A. (Not Used). C4.03 For Additional Services A. OWNER shall pay ARCHITECT for Additional Services as follows: 1. General. For services of ARCHITECT's employees engaged directly on the Project pursuant to paragraph A2.01 or A2.02 of Exhibit A of the Agreement, except for services as a consultant or witness under paragraph A2.0l.A.13, an amount equal to ARCHITECT's Direct Labor Costs based upon the rate schedule, which is attached as Appendix 1 of Exhibit C and incorporated herein for all intents and purposes plus Reimbursable Expenses and ARCHITECT's Consultant's charges, if any. Additional Services shall not exceed $0.00 without the prior written consent of the Owner. 2. (Not Used). C4.04 For Reimbursable Expenses Page I of 2 pages (Exhibit C - Basic Services With Determined Scope -- Cost not to exceed Method) A. (Modified) OWNER shall pay ARCHITECT for Reimbursable Expenses that are associated with Additional Services at the rate set forth in Appendix 2 of this Exhibit C. Before the OWNER shall be liable for any reimbursable expenses, the ARCHITECT must obtain prior written approval of the OWNER of any expense that exceeds $1000.00 for which the ARCHITECT seeks reimbursement. Reimbursable Expenses shall not exceed $2,000.00. B. (Modified) Reimbursable Expenses include the following categories: mileage, parking tolls, long distance, reproduction of Drawings, Specifications, Bidding Documents, and similar Project -related items in addition to those required under Exhibit A, and, if authorized in advance by OWNER. C. The amounts payable to ARCHITECT for Reimbursable Expenses will be the Project -related internal expenses actually incurred or allocated by ARCHITECT, plus all invoiced external Reimbursable Expenses allocable to the Project, the latter multiplied by a Factor of (i .10). D. Not Used. E. (Added) The OWNER must approve all travel expenses before the same are incurred. If such approval is not obtained, the OWNER shall not be liable for such travel expenses. C4.05 For ARCHITECT's Consultant's Charges A. (Modified) Whenever compensation to ARCHITECT herein is stated to include charges of ARCHITECT's Consultants, those charges shall be the amounts billed by ARCHITECT's Consultants to ARCHITECT times a Factor of (1.10). The consultant charges shall not exceed the following amounts specified for each of the following services, unless approved in writing by the OWNER. The charges include the factor, and are as follows: Surveying ADA Review..........................................$5,500 Surveying...............................................$4,000 Geotechnical .......................................... $4,000 C4.06 Direct Labor Costs A. Direct Labor Costs means salaries and wages paid to ARCHITECT's employees but does not include payroll related costs or benefits. B. (Not Used). 4.07 Rate Schedule A. (Modified) The Rate Schedule includes the cost of customary and statutory benefits including, but not limited to, social security contributions, unemployment, excise and payroll taxes, workers' compensation, health and retirement benefits, bonuses, sick leave, vacation, and holiday pay applicable thereto; the cost of general and administrative overhead, which includes salaries and wages of principals and employees engaged in business operations not directly chargeable to projects, plus non -Project operating costs, including but not limited to, business taxes, legal, rent, utilities, office supplies, insurance, and other operating costs; plus operating margin or profit. B. External Reimbursable Expenses and ARCHITECT's Consultant's Fees include ARCHITECT's overhead and profit associated with ARCHITECT's responsibility for the administration of such services and costs. C4.08 Other Provisions Concerning Payment A. Progress Payments. The portion of the amounts billed for ARCHITECT's services which are identified in paragraphs C4.01 and C4.03, will be based on the Rate Schedule for the cumulative hours charged to the Project during the billing period by all of ARCHITECT's employees, plus Reimbursable Expenses and ARCHITECT's Consultant's charges, if any. Page 2 of 2 pages (Exhibit C - All Other Services/Charges -- Cost not to Exceed Method of Payment) APPENDIX 1 OF EXHIBIT C RATESCHEDULE Employee Classification Maximum Hourly Rate Principal $225.00 Senior Project Manager $185.00 Project Manager $160.00 Project Architect $135.00 Architect $110.00 Intern Architect $ 85.00 Administrative Assistant $ 70.00 Page I of 1 pages (Appendix 1 to Exhibit C Rade Schedule) APPENDIX 2 OF EXHIBIT C REIMBURSEMENT OF COSTS Reproduction and Deliveries: Cost plus 10% Mileage; IRS Rate Page l of l pages (Appendix 2 to Exhibit C Reimbursement of Costs) This is EXHIBIT E, consisting of 2 pages, referred to in and part of the Agreement between OWNER and ARCHITECT for Professional Services dated NOTICE OF ACCEPTABILITY OF WORK PROJECT: OWNER: OWNER's Construction Contract Identification: EFFECTIVE DATE OF THE CONSTRUCTION AGREEMENT: CONSTRUCTION CONTRACT DATE: ARCHITECT: To: And To: OWNER CONTRACTOR Initial: OWNER ARCHITECT The undersigned hereby gives notice to the above OWNER and CONTRACTOR that the completed Work furnished and performed by CONTRACTOR under the above Contract is acceptable, expressly subject to the provisions of the related Contract Documents and the terms and conditions set forth on the reverse side hereof. By: Title: Dated: , Page 1 of 2 pages Exhibit E - Notice of Acceptability of Work) (Reverse side of Notice) CONDITIONS OF NOTICE OF ACCEPTABILITY OF WORK The Notice of Acceptability of Work ("Notice") on the front side of this sheet is expressly made subject to the following terms and conditions to which all persons who receive said Notice and rely thereon agree: Said Notice is given with the skill and care ordinarily used by members of the architectural profession practicing under similar conditions at the same time and in the same locality. 2. Said Notice reflects and is an expression of the professional judgment of ARCHITECT. 3. Said Notice is given as to the best of ARCHITECT's knowledge, information, and belief as of the date hereof. 4. (Modified) Said Notice is based entirely on and expressly limited by the scope of services ARCHITECT has been employed by OWNER to perform or furnish during construction of the Project (including observation of the CONTRACTOR's work) under ARCHITECT's Agreement with OWNER and applies to facts that are within ARCHITECT's knowledge or could or should have been ascertained by ARCHITECT as a result of carrying out the responsibilities specifically assigned to ARCHITECT under ARCHITECT's agreement with OWNER. 5. (Modified) Said Notice is not a guarantee or warranty of CONTRACTOR's performance under the Construction Contract nor an assumption of responsibility for any failure of the Contractor to furnish and perform the work thereunder in accordance with the Contract documents, unless ARCHITECT knew or should have known of such failure and failed to notify the Owner of such failure and take appropriate action so that the same were corrected and brought into compliance with the Contract Documents. Page 2 of 2 pages (Exhibit E — Notice of Acceptability of Work) This is EXHIBIT G, consisting of 2 pages, referred to in and part of the Agreement between OWNER and ARCHITECT for Professional Services dated Initial: OWNER ARCHITECT Insurance Paragraph 6.05 of the Agreement is amended and supplemented to include the following agreement of the parties. G6.05 Insurance Throughout the term of this Agreement, the ARCHITECT at its own expense shall purchase, maintain and keep in force and effect insurance against claims for injuries to or death of persons or damages to property which may arise out of or result from the ARCHITECT's operations and/or performance of the work under this Agreement, whether such operations and/or performance be by the ARCHITECT, its agents, representatives, volunteers, employees or subcontractors or by anyone directly or indirectly employed by any of them, or by anyone for whose acts any of them may be liable. The ARCHITECT's insurance coverage shall be primary insurance with respect to the OWNER, its officers, agents and employees. Any insurance or self-insurance maintained by the OWNER, its officials, agents and employees shall be considered in excess of the ARCHITECT's insurance and shall not contribute to it. Further, the ARCHITECT shall include all subcontractors as additional insureds under its commercial general liability policies or shall furnish separate certificates and endorsements for each subcontractor. All coverage for subcontractors shall be subject to all of the requirements stated herein. The following is a list of standard insurance policies along with their respective minimum coverage amounts required in this contract: Commercial General Liability (CGL) General Aggregate: $1,000,000 Products & Completed Operations: $1,000,000 Personal & Advertising Injury: $1,000,000 Per Occurrence: $500,000 a. Coverage shall be at least as broad as ISO CG 00 01 10 93 b. No coverage shall be excluded from standard policy without notification of individual exclusions being attached for review and acceptance. Business Automobile Policy (BAP) Combined Single Limits: $1,000,000 a. Coverage for "Any Auto." Workers' Compensation Insurance Statutory Limits Employer's Liability $500,000 Waiver of Subrogation required Errors & Omissions (E&O) Limit: $500,000 Page 1 of 2 Pages (Exhibit G - Insurance) a. For all architects, and/or design companies. b. Claims -made form is acceptable. c. Coverage will be in force for three (3) years after project is completed. Upon execution of this contract, ARCHITECT shall file with the OWNER valid Certificates of Insurance and endorsements acceptable to the OWNER. Such Certificates shall contain a provision that coverage afforded under the policies will not be canceled, suspended, voided, or reduced until at least thirty (30) days' prior written notice has been given to the OWNER via certified mail, return receipt requested. The ARCHITECT shall also file with the OWNER valid Certificates of Insurance covering all subcontractors. The following are general requirements applicable to all policies: a. AM Best Rating of A:VII or better. b. Insurance carriers licensed and admitted to do business in State of Texas will be accepted. c. Liability policies will be on occurrence form. E & O can be on claims -made form. d. City of Baytown, its officials and employees are to be added as Additional Insured to the commercial general liability and business automobile policies. e. Upon request of and without cost to City of Baytown, certified copies of all insurance policies and/or certificates of insurance shall be furnished to City of Baytown's representative. Certificates of insurance showing evidence of insurance coverage shall be provided to City of Baytown's representative prior to execution of this agreement. f. Upon request of and without cost to City of Baytown, loss runs (claims listing) of any and/or all insurance coverage shall be furnished to City of Baytown's representative. Page 2 of 2 pages (Exhibit G - Insurance) This is EXHIBIT K, consisting of 2 pages, referred to in and part of the Agreement between OWNER and ARCHITECT for Professional Services dated Initial: OWNER ARCHITECT ARCHITECT AGREES TO AND SHALL INDEMNIFY AND HOLD HARMLESS AND DEFEND OWNER, ITS OFFICERS, AGENTS, AND EMPLOYEES (HEREAFTER, WHETHER SINGULAR OR PLURAL, COLLECTIVELY REFERRED TO AS "OWNER") 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 ARCHITECT OR ARCHITECT'S EMPLOYEES (HEREINAFTER, WHETHER SINGULAR OR PLURAL, COLLECTIVELY REFERRED TO AS "ARCHITECT"). IN THE EVENT OF PERSONAL INJURY TO OR DEATH OF ARCHITECT, SUCH INDEMNITY SHALL APPLY (I) TO THE FULLEST EXTENT ALLOWED BY LAW AND (II) TO THE EXTENT ALLOWED REGARDLESS OF WHETHER THE CLAIMS, LOSSES, DAMAGES, CAUSES OF ACTION, SUITS OR LIABILITY ARISE (I) IN WHOLE OR IN PART FROM THE NEGLIGENCE OF OWNER OR (II) IN WHOLE OR IN PART FROM THE NEGLIGENCE OF ARCHITECT. IT IS THE EXPRESSED INTENTION OF THE PARTIES HERETO, BOTH ARCHITECT AND OWNER, THAT THE INDEMNITY PROVIDED FOR IN THIS PARAGRAPH IS INDEMNITY BY ARCHITECT TO INDEMNIFY AND PROTECT OWNER FROM THE CONSEQUENCES OF (I) OWNER'S OWN NEGLIGENCE TO THE EXTENT ALLOWED BY LAW, WHERE THAT NEGLIGENCE IS A SOLE OR CONCURRING CAUSE OF THE RESULTING INJURY OR DEATH OF ARCHITECT AND/OR (II) ARCHITECT'S JOINT AND/OR SOLE NEGLIGENCE. SUCH INDEMNITY SHALL NOT APPLY, HOWEVER, TO LIABILITY ARISING FROM THE PERSONAL INJURY, DEATH, OR PROPERTY DAMAGE OF PERSONS OTHER THAN ARCHITECT THAT IS CAUSED BY OR RESULTS FROM THE Page 1 of 2 Pages (Exhibit K - Indemnification) NEGLIGENCE OF OWNER. IN THE EVENT THAT ANY ACTION OR PROCEEDING IS BROUGHT AGAINST THE OWNER BY REASON OF ANY OF THE ABOVE, THE ARCHITECT FURTHER AGREES AND COVENANTS TO DEFEND THE ACTION OR PROCEEDING BY LEGAL COUNSEL ACCEPTABLE TO THE OWNER AND THE ARCHITECT. The indemnity provided hereinabove shall survive the termination and/or expiration of this Agreement. ARCHITECT assumes full responsibility for its work performed hereunder and hereby releases, relinquishes and discharges OWNER, its officers, agents, and employees from all claims, demands, and causes of action of every kind and character for any injury to or death of any person and/or any loss of or damage to any property that is caused by or alleged to be caused by, arising out of, or in connection with ARCHITECT's work to be performed hereunder. This release shall apply with respect to ARCHITECT's work regardless of whether said claims, demands, and causes of action are covered in whole or in part by insurance. The protections afforded to OWNER in this Exhibit K shall control and supersede any apportionment of liability or release of liability contained elsewhere in the Contract Documents. Page 2 of 2 Pages (Exhibit K - Indemnification) STANDARD FORM OF AGREEMENT BETWEEN OWNER AND ARCHITECT FOR PROFESSIONAL SERVICES THIS AGREEMENT effective as of the 1 day of October,2008("Effective Date"). Between The City of Baytown ("OWNER") and Brown Reynolds Watford Architects, Inc. ("ARCHITECT"). OWNER intends to engage ARCHITECT to perform architectural services related to the design of Fire Station No. 6(the"Project"). Such services shall include,but not be limited to,services pertaining to the following disciplines: ➢ Architectural ➢ Site Design, including grading,drainage,paving and on-site utilities ➢ Structural Engineering ➢ Mechanical, Electrical and Plumbing Engineering, including fire sprinkler system, and public address system performance specification ➢ Landscape Architecture,including irrigation system ➢ Cost Estimating ➢ Acoustical and Lighting Design ➢ Submission for Governmental Permits, including coordination of Texas Accessibility Standards Site Inspection ➢ Preparation and assistance with Bid Package OWNER and ARCHITECT in consideration of their mutual covenants as set forth herein agree as follows: Standard Form of Agreement Between Owner and Architect for Professional Services Page 1 of 12 TABLE OF CONTENTS Pam ARTICLE 1 -SERVICES OF ARCHITECT.....................................................................................................................3 1.01 Scope.................................................................................................................................................................3 ARTICLE 2-OWNER'S RESPONSIBILITIES................................................................................................................3 2.01 General..............................................................................................................................................................3 ARTICLE 3-TIMES FOR RENDERING SERVICES......................................................................................................3 3.01 General..............................................................................................................................................................3 3.02 Suspension.........................................................................................................................................................3 ARTICLE 4-PAYMENTS TO ARCHITECT...................................................................................................................3 4.01 Methods of Payment for Services and Reimbursable Expenses of Architect..................................................3 4.02 Other Provisions Concerning Payments...........................................................................................................3 ARTICLE 5-OPINIONS OF COST...................................................................................................................................4 5.01 Opinions of Probable Construction Cost.........................................................................................................4 5.02 Designing to Construction Cost Limit.............................................................................................................4 5.03 Opinions of Total Project Costs.......................................................................................................................4 ARTICLE 6-GENERAL CONSIDERATIONS................................................................................................................4 6.01 Standards of Performance.................................................................................................................................4 6.02 Authorized Project Representatives..................................................................................................................5 6.03 Design without Construction Phase Services...................................................................................................5 6.04 Use of Documents.............................................................................................................................................5 6.05 Insurance............................................................................................................................................................6 6.06 Termination.......................................................................................................................................................6 6.07 Controlling Law................................................................................................................................................7 6.08 Successors,Assigns,and Beneficiaries............................................................................................................7 6.09 Dispute Resolution............................................................................................................................................7 6.10 Hazardous Environmental Condition...............................................................................................................7 6.11 Allocation of Risks............................................................................................................................................8 6.12 Notices...............................................................................................................................................................8 6.13 Survival..............................................................................................................................................................8 6.14 Severability........................................................................................................................................................8 6.15 Waiver...............................................................................................................................................................8 6.16 Headings............................................................................................................................................................8 ARTICLE7- DEFINITIONS.............................................................................................................................................8 7.01 Defined Terms..................................................................................................................................................8 ARTICLE 8-EXHIBITS AND SPECIAL PROVISIONS............................................................................................... 11 8.01 Exhibits Included............................................................................................................................................. 11 8.02 Total Agreement.............................................................................................................................................. 11 Standard Form of Agreement Between Owner and Architect for Professional Services Page 2 of 12 ARTICLE 1-SERVICES OF ARCHITECT Agreement to reflect, reasonable costs incurred by ARCHITECT in connection with such suspension and reactivation and the fact that the time for performance under 1.01 Scope this Agreement has been revised. A. ARCHITECT shall provide the Basic and ARTICLE 4-PAYMENTS TO ARCHITECT Additional Services set forth herein and in Exhibit A. B. Upon this Agreement becoming effective, 4.01 Methods of Payment for Services and ARCHITECT is authorized to begin Basic Services as set Reimbursable Expenses of ARCHITECT forth in Exhibit A. A. For Basic Services. OWNER shall pay C.(Not Used). ARCHITECT for Basic Services performed or furnished under Exhibit A,Part 1,as set forth in Exhibit C. ARTICLE 2-OWNER'S RESPONSIBILITIES B. For Additional Services. OWNER shall pay ARCHITECT for Additional Services performed or furnished 2.01 General under Exhibit A,Part 2,as set forth in Exhibit C. A. OWNER shall have the responsibilities set forth C.(Modified) For Reimbursable Expenses. In herein and in Exhibit B. addition to payments provided for in paragraphs 4.01.A and 4.0l.B, OWNER shall pay ARCHITECT for Reimbursable Expenses incurred by ARCHITECT and ARCHITECT's ARTICLE 3-TIMES FOR RENDERING SERVICES Consultants as set forth in Exhibit C. However, all expenses associated with meals and lodging must be approved in writing by OWNER prior to ARCHITECT incurring any 3.01 General expense associated therewith; otherwise, the parties hereto agree and understand that OWNER shall not be liable and A. (Modified) ARCHITECT's services and ARCHITECT shall not make a claim against OWNER for compensation under this Agreement have been agreed to for any such expenses. the design of the Project. ARCHITECT's obligation to render services hereunder will be for whatever period 4.02 Other Provisions Concerning Payments necessary for the final completion of said services. A. Preparation of Invoices. Invoices will be prepared B. (Not Used). in accordance with ARCHITECT's standard invoicing practices and will be submitted to OWNER by ARCHITECT, C. (Modified)For purposes of this Agreement the term unless otherwise agreed. ARCHITECT shall supply detailed "day"means a calendar day of 24 hours. back-up information along with each invoice in order for the OWNER to effectively evaluate the fees and charges. The 3.02 Suspension amount billed in each invoice will be calculated as set forth in Exhibit C. A.(Modified) If OWNER fails within a reasonable period of time to give written authorization to proceed with B.(Modified) Payment of Invoices. Invoices are due any phase of services after completion of the immediately and payable within 30 days after the receipt of the invoice and preceding phase, or if OWNER delays ARCHITECT's the necessary backup information. If OWNER fails to make services, ARCHITECT may, after giving seven days written any payment due ARCHITECT for services and expenses notice to OWNER,suspend services under this Agreement. If within 30 days after receipt of ARCHITECT's invoice and during such seven-day period, OWNER gives written backup documentation therefor, the delinquent amount shall authorization to proceed or ARCHITECT'S services are no accrue interest at the rate specified in section 2251.025 of the longer delayed by OWNER, ARCHITECT may not suspend Texas Government Code. ARCHITECT may after giving services under this Agreement. seven days written notice to OWNER suspend services under this Agreement until ARCHITECT has been paid in full all B. (Modified) If ARCHITECT suspends services amounts due for services,expenses,and other related charges. ARCHITECT may be entitled to equitable adjustment of rates However, it is expressly understood and agreed that and amounts of compensation provided for elsewhere in this ARCHITECT will not charge any interest or penalty as set Standard Form of Agreement Between Owner and Architect for Professional Services Page 3 of 12 forth herein on any portion of an invoice that is disputed and Construction Cost will not vary from opinions of probable withheld in accordance with paragraph 3.02.0 and that Construction Cost prepared by ARCHITECT. If OWNER ARCHITECT will not suspend services under the agreement wishes greater assurance as to probable Construction Cost, on account of a disputed invoice or on account of monies OWNER shall employ an independent cost estimator as withheld. All payments will be credited first to principal and provided in Exhibit B. then to interest. 5.02 (Not Used) C. Disputed Invoices. In the event of a disputed or contested invoice, only that portion so contested may be withheld from payment, and the undisputed portion will be 5.03 Opinions of Total Project Costs paid. A. ARCHITECT assumes no responsibility for the D. Payments Upon Termination. accuracy of opinions of Total Project Costs. In the event of any termination under section 6.06, ARTICLE 6-GENERAL CONSIDERATIONS ARCHITECT will be entitled to invoice OWNER and will be paid in accordance with Exhibit C for all services performed or furnished and all Reimbursable Expenses 6.01 Standards of Performance incurred through the effective date of termination. A. (Modified) The standard of care for all architectural 2. (Not Used) and related services performed or furnished by ARCHITECT under this Agreement will be the care and skill ordinarily E.(Modified) Records of ARCHITECT's Costs. used by members of ARCHITECT's profession practicing Records of ARCHITECT"s costs pertinent to ARCHITECT's under similar circumstances at the same time and in the same compensation under this Agreement shall be kept in locality. accordance with generally accepted accounting practices. Copies of such records will be made available to OWNER B. (Modified) ARCHITECT shall be responsible for upon request at no cost to OWNER. the technical accuracy of its services and documents resulting therefrom, and OWNER shall not be responsible for F. Legislative Actions. In the event of legislative discovering deficiencies therein. ARCHITECT shall correct actions after the Effective Date of the Agreement by any level such deficiencies without additional compensation except to of government that impose taxes, fees, or costs on the extent such action is directly attributable to deficiencies in ARCHITECT's services or other costs in connection with this OWNER-furnished information upon which ARCHITECT is Project or compensation therefor, such new taxes, fees, or authorized to rely as provided in Section 6.01.E. costs shall be invoiced to and paid by OWNER as a Reimbursable Expense to which a Factor of 1.0 shall be C. ARCHITECT shall perform or furnish professional applied. Should such taxes, fees, or costs be imposed, they architectural and related services in all phases of the Project to shall be in addition to ARCHITECT's estimated total which this Agreement applies. ARCHITECT shall serve as compensation. OVYJNER's prime professional for the Project. ARCHITECT may employ such ARCHITECT's Consultants as ARTICLE 5-OPINIONS OF COST ARCHITECT deems necessary to assist in the performance or furnishing of the services. ARCHITECT shall not be required to employ any ARCHITECT's Consultant 5.01 Opinions of Probable Construction Cost unacceptable to ARCHITECT. A. ARCHITECT's opinions of probable Construction D. ARCHITECT and OWNER shall comply with Cost provided for herein are to be made on the basis of applicable Laws or Regulations and OWNER-mandated ARCHITECT's experience and qualifications and represent standards. This Agreement is based on these requirements as ARCHITECT's best judgment as an experienced and of its Effective Date. Changes to these requirements after the qualified professional generally familiar with the industry. Effective Date of this Agreement may be the basis for However, since ARCHITECT has no control over the cost of modifications to OWNER's responsibilities or to labor, materials, equipment, or services furnished by others, ARCHITECT's scope of services, times of performance, or or over the Contractor's methods of determining prices, or compensation. over competitive bidding or market conditions,ARCHITECT cannot and does not guarantee that proposals, bids, or actual Standard Form of Agreement Between Owner and Architect for Professional Services Page 4 of 12 E.(Modified) OWNER shall be responsible for, and and its consultants for which it is legally liable) at the Site or ARCHITECT may rely upon, the accuracy and completeness otherwise furnishing or performing any of the Contractor's of all requirements,programs, instructions, reports, data, and work; or for any decision made on interpretations or other information furnished by OWNER to ARCHITECT clarifications of the Contract Documents given by OWNER pursuant to this Agreement, unless expressly stated or without consultation and advice of ARCHITECT. communicated otherwise by OWNER. ARCHITECT may use such requirements, reports, data, and information in L.(Modified) The General Conditions for any performing or furnishing services under this Agreement. construction contract documents prepared hereunder are to be the Standard Form of Agreement between Owner and F. OWNER shall make decisions and carry out its other Contractor and as approved by OWNER in writing. responsibilities in a timely manner and shall bear all costs incident thereto so as not to delay the services of 6.02 Authorized Project Representatives ARCHITECT. G. Prior to the commencement of the Construction A. Contemporaneous with the execution of this Phase, OWNER shall notify ARCHITECT of any variations Agreement, ARCHITECT and OV-JNER shall designate from the language indicated in Exhibit E, "Notice of specific individuals to act as ARCHITECT's and OWNER's Acceptability of Work,"or of any other notice or certification representatives with respect to the services to be performed or that ARCHITECT will be requested to provide to OWNER or furnished by ARCHITECT and responsibilities of OWNER third parties in connection with the Proj ect. OWNER and under this Agreement. Such individuals shall have authority ARCHITECT shall reach agreement on the terms of any such to transmit instructions, receive information, and render requested notice or certification,and OWNER shall authorize decisions relative to the Project on behalf of each respective such Additional Services as are necessary to enable party. ARCHITECT to provide the notices or certifications requested. 6.03(Not Used) H. (Modified) ARCHITECT shall not be required to 6.04 Use of Documents sign any documents, no matter by whom requested, that would result in ARCHITECT's having to certify,guarantee or A. (Modified) Upon execution of this Agreement, the warrant the existence of conditions whose existence ARCHITECT grants to the OWNER an ownership interest in ARCHITECT cannot ascertain; provided, that ARCHITECT the Instruments of Service. The ARCHITECT shall obtain has exercised due diligence and was not otherwise required to similar interests from the OWNER and the ARCHITECT's certify,guarantee or warrant the existence of such conditions. consultants consistent with this Agreement. Within seven days of any termination or expiration of this Agreement, the I. During the Construction Phase, ARCHITECT shall ARCHITECT shall be required to tender to OV*JNER all not supervise, direct,or have control over Contractor's work, Instruments of Service; provided OWNER has paid all nor shall ARCHITECT have authority over or responsibility monies, excluding any disputed amount, due and owing to for the means,methods,techniques, sequences, or procedures ARCHITECT in accordance with this Agreement. With such of construction selected by Contractor, for safety precautions ownership interest, it is expressly understood by the parties and programs incident to the Contractor's work in progress, hereto that the OVVNER may use the Instruments of Service nor for any failure of Contractor to comply with Laws and for any purposes which the OVTNER sees fit, including, but Regulations applicable to Contractor's furnishing and not limited to, subsequent construction, reconstruction, performing the Work. alteration,and/or repairs of the Project. As a condition to the OWNER's use of the Instruments of Service, the OWNER J.(Modified)ARCHITECT neither guarantees the hereby expressly agrees to remove the ARCHITECT's name performance of any Contractor nor assumes responsibility for and all references to the ARCHITECT, and its consultants any Contractor's failure to furnish and perform the Work in from the Documents. The OWNER hereby releases any and accordance with the Contract Documents. However,nothing all claims which the OWNER could make arising out of or in contained in this paragraph shall be construed so as to absolve connection with any reuse of the documents by the OWNER. ARCHITECT from liability for any such failure about which This release of claims for the matters covered in this ARCHITECT knew or should have known existed in the Paragraph 6.04.A shall be for the benefit of the exercise of ARCHITECT's services under this Agreement. ARCHITECT, its officers, and employees and sub- consultants,as well as their successors and assigns. K. (Modified)ARCHITECT shall not be responsible for the acts or omissions of any Contractor(s), subcontractor or B. (Modified) Copies of OWNER-furnished data that supplier,or of any of the Contractor's agents or employees or may be relied upon by ARCHITECT are limited to the printed any other persons (except ARCHITECT's own employees Standard Form of Agreement Between Owner and Architect for Professional Services Page 5 of 12 copies that are delivered to ARCHITECT pursuant to Exhibit B unless otherwise expressly stated or communicated by C. Not used. OWNER. Files in electronic media format of text, data, graphics, or of other types that are furnished by OWNER to D. Not used. ARCHITECT are only for convenience of ARCHITECT. Any conclusion or information obtained or derived from such E. Not used. electronic files will be at the user's sole risk. F. At any time, OWNER may request that C. Copies of Documents that may be relied upon by ARCHITECT,at OWNER's sole expense,provide additional OWNER are limited to the printed copies(also known as hard insurance coverage, increased limits, or revised deductibles copies) that are signed or sealed by the ARCHITECT. Files that are more protective than those specified in Exhibit G. If in electronic media format of text, data, graphics, or of other so requested by OWNER, with the concurrence of types that are furnished by ARCHITECT to OWNER are ARCHITECT, and if commercially available, ARCHITECT only for convenience of OWNER. Any conclusion or shall obtain and shall require ARCHITECT's Consultants to information obtained or derived from such electronic files obtain such additional insurance coverage, different limits,or will be at the user's sole risk. revised deductibles for such periods of time as requested by OWNER,and Exhibit G will be supplemented to incorporate D. Because data stored in electronic media format can these requirements. deteriorate or be modified inadvertently or otherwise without authorization of the data's creator, the party receiving 6.06 Termination electronic files agrees that it will perform acceptance tests or procedures within 60 days, after which the receiving party A.(Modified) The obligations hereunder may be shall be deemed to have accepted the data thus transferred. terminated: The party delivering the electronic files will correct any errors detected within the 60-day acceptance period. ARCHITECT 1. For cause, shall not be responsible to maintain documents stored in electronic media format after acceptance by OWNER. a. (Modified) By either party upon 30 days written notice in the event of failure by the other E. When transferring documents in electronic media party to perform in accordance with the terms hereof format, ARCHITECT makes no representations as to long- through no fault of the terminating party;or term compatibility, usability, or readability of documents resulting from the use of software application packages, b. By ARCHITECT upon seven days written operating systems,or computer hardware differing from those notice if ARCHITECT is being requested by used by ARCHITECT at the beginning of this Project. OWNER to furnish or perform services contrary to ARCHITECT's responsibility as a licensed F. (Modified) Any use of the Documents on any professional. extension of the Project or on any other project shall be at OWNER's sole risk and OWNER hereby releases c. Notwithstanding the foregoing, this ARCHITECT from any liability associated solely with the Agreement will not terminate as a result of such reuse of the Documents. substantial failure if the party receiving such notice begins, within seven days of receipt of such notice, G. If there is a discrepancy between the electronic files to correct its failure to perform and proceeds and the hard copies,the hard copies govern. diligently to cure such failure within no more than 30 days of receipt thereof;provided,however,that if H. Any verification or adaptation of the Documents for and to the extent such substantial failure cannot be extensions of the Project or for any other project will entitle reasonably cured within such 30 day period, and if ARCHITECT to further compensation at rates to be agreed such party has diligently attempted to cure the same upon by OWNER and ARCHITECT. and thereafter continues diligently to cure the same then the cure period provided for herein shall extend 6.05 Insurance up to,but in no case more than 60 days after the date of receipt of the notice. A. ARCHITECT shall procure and maintain insurance as set forth in Exhibit G,"Insurance." 2. For convenience by OWNER effective upon the receipt of notice by ARCHITECT. B. Not used. Standard Form of Agreement Between Owner and Architect for Professional Services Page 6 of 12 B. Not used. Asbestos, PCB's, Petroleum, Hazardous Waste, or Radioactive Material located at or near the Site, including 6.07 Controlling Law type,quantity and location. A. This Agreement is to be governed by the law of the C.(Modified) If a Hazardous Environmental state in which the Project is located. Condition is encountered or alleged,ARCHITECT shall have the obligation to notify OWNER on or before the next 6.08 Successors,Assigns,and Beneficiaries business day of the same. A. OWNER and ARCHITECT each is hereby bound D. It is acknowledged by both parties that and the partners, successors, executors, administrators and ARCHITECT's scope of services does not include any legal representatives of OWNER and ARCHITECT (and to services related to a Hazardous Environmental Condition. In the extent permitted by paragraph 6.08.B the assigns of the event ARCHITECT or any other party encounters a OWNER and ARCHITECT) are hereby bound to the other Hazardous Environmental Condition, ARCHITECT may, at party to this Agreement and to the partners, successors, its option and without liability for consequential or any other executors, administrators and legal representatives (and said damages, suspend performance of services on the portion of assigns) of such other party, in respect of all covenants, the Project affected thereby until OWNER: (i) retains agreements and obligations of this Agreement. appropriate specialist consultant(s)or contractor(s)to identify and, as appropriate, abate, remediate, or remove the B. Neither OVJNER nor ARCHITECT may assign, Hazardous Environmental Condition; and (ii) warrants that sublet, or transfer any rights under or interest(including, but the Site is in full compliance with applicable Laws and without limitation, moneys that are due or may become due) Regulations. in this Agreement without the written consent of the other, except to the extent that any assignment, subletting, or E. OWNER acknowledges that ARCHITECT is transfer is mandated or restricted by law. Unless specifically performing professional services for OWNER and that stated to the contrary in any written consent to an assignment, ARCHITECT is not and shall not be required to become an no assignment will release or discharge the assignor from any "arranger," "operator," "generator," or "transporter" of duty or responsibility under this Agreement. hazardous substances, as defined in the Comprehensive Environmental Response,Compensation,and Liability Act of C. Unless expressly provided otherwise in this 1990(CERCLA),which are or may be encountered at or near Agreement: the Site in connection with ARCHITECT's activities under this Agreement. 1. Nothing in this Agreement shall be construed to create, impose, or give rise to any duty owed by F. If ARCHITECT's services under this Agreement OWNER or ARCHITECT to any Contractor, cannot be performed because of a Hazardous Environmental Contractor's subcontractor, supplier, other individual or Condition, the existence of the condition shall justify entity,or to any surety for or employee of any of them. ARCHITECT's terminating this Agreement for cause on 30 days notice. 2. All duties and responsibilities undertaken pursuant to this Agreement will be for the sole and 6.11 Allocation of Risks exclusive benefit of OWNER and ARCHITECT and not for the benefit of any other party. The OWNER agrees A. (Modified) Indemnification. See Exhibit K. that the substance of the provisions of this paragraph 6.08.0 shall appear in the Contract Documents. 6.12 Notices 6.09 Not Used. A. (Modified) Any notice required under this 6.10 Hazardous Environmental Condition Agreement will be in writing, addressed to the appropriate party at its address on the signature page and given A. OWNER represents to Architect that to the best of personally,or by registered or certified mail postage prepaid, its knowledge a Hazardous Environmental Condition does not or by a commercial courier service. Additionally, notices exist. may be given via facsimile or by electronic mail if such notice is also given personally, or by registered or certified mail or B.(Modified) OWNER has disclosed to the best of by a commercial courier service. All notices shall be effective its knowledge and belief to ARCHITECT the existence of all upon the date of receipt. Standard Form of Agreement Between Owner and Architect for Professional Services Page 7 of 12 4. Application for Payment--The form acceptable 6.13 Survival to ARCHITECT which is to be used by Contractor in requesting progress or final payments for the completion A. (Modified) All express representations, of its Work and which is to be accompanied by such indemnifications, and limitations of liability included in this supporting documentation as is required by the Contract Agreement will survive its completion or termination for any Documents. reason. 5. Asbestos--Any material that contains more than 6.14 Severability one percent asbestos and is friable or is releasing asbestos fibers into the air above current action levels established A. Any provision or part of the Agreement held to be by the United States Occupational Safety and Health void or unenforceable under any Laws or Regulations shall be Administration. deemed stricken, and all remaining provisions shall continue to be valid and binding upon OWNER and ARCHITECT, 6. Basic Services--The services to be performed who agree that the Agreement shall be reformed to replace for or furnished to OWNER by ARCHITECT in such stricken provision or part thereof with a valid and accordance with Exhibit A,Part 1,of this Agreement. enforceable provision that comes as close as possible to expressing the intention of the stricken provision. 7. Bid--The offer or proposal of the bidder submitted on the prescribed form setting forth the prices 6.15 Waiver for the Work to be performed. A. Non-enforcement of any provision by either party 8. Bidding Documents--The advertisement or shall not constitute a waiver of that provision, nor shall it invitation to Bid, instructions to bidders, the Bid form affect the enforceability of that provision or of the remainder and attachments, the Bid bond, if any, the proposed of this Agreement. Contract Documents,and all Addenda,if any. 6.16 Headings 9. Change Order--A document recommended by ARCHITECT, which is signed by Contractor and A. The headings used in this Agreement are for general OWNER to authorize an addition, deletion or revision in reference only and do not have special significance. the Work, or an adjustment in the Contract Price or the Contract Times, issued on or after the Effective Date of ARTICLE 7- DEFINITIONS the Construction Agreement. 10. Construction Agreement--The written 7.01 Defined Terms instrument which is evidence of the agreement,contained in the Contract Documents, between OWNER and A. Wherever used in this Agreement (including the Contractor covering the Work. Exhibits hereto)and printed with initial or all capital letters, the terms listed below have the meanings indicated, which 11. Construction Contract--The entire and are applicable to both the singular and plural thereof: integrated written agreement between the OWNER and Contractor concerning the Work. 1. Addenda--Written or graphic instruments issued prior to the opening of Bids which clarify, correct, or 12. Construction Cost--The cost to OWNER of change the Bidding Documents. those portions of the entire Project designed or specified by ARCHITECT. Construction Cost does not include 2. Additional Services--The services to be costs of services of ARCHITECT or other design performed for or furnished to OWNER by ARCHITECT professionals and consultants,cost of land,rights-of-way, in accordance with Exhibit A.Part 2 of this Agreement. or compensation for damages to properties,or OWNER's costs for legal, accounting, insurance counseling or 3. Agreement--This"Standard Form of Agreement auditing services, or interest and financing charges between OWNER and ARCHITECT for Professional incurred in connection with the Project, or the cost of Services," including those Exhibits listed in Article 8 other services to be provided by others to OWNER hereof. pursuant to Exhibit B of this Agreement. Construction Cost is one of the items comprising Total Project Costs. Standard Form of Agreement Between Owner and Architect for Professional Services Page 8 of 12 13. (Modified) Contract Documents--Documents whether in printed or electronic media format, provided that establish the rights and obligations of the parties or furnished in appropriate phases by ARCHITECT to engaged in construction and include the Construction OWNER pursuant to this Agreement. Agreement between OWNER and Contractor and all documents referenced therein,Addenda(which pertain to 20. Drawings--That part of the Contract Documents the Contract Documents), Contractor's Bid (including prepared or approved by ARCHITECT which documentation accompanying the Bid and any post-Bid graphically shows the scope, extent, and character of the documentation submitted prior to the notice of award) Work to be performed by Contractor. Shop Drawings when attached as an exhibit to the Construction are not Drawings as so defined. Agreement,the notice to proceed,the bonds,appropriate certifications, insurance documents the General 21. Effective Date of the Construction Agreement-- Conditions, the Supplementary Conditions, the The date indicated in the Construction Agreement on Specifications and the Drawings as the same are more which it becomes effective, but if no such date is specifically identified in the Construction Agreement, indicated, it means the date on which the Construction together with all Written Amendments, Change Orders, Agreement is signed and delivered by the last of the two Work Change Directives, Field Orders, and parties to sign and deliver. ARCHITECT's written interpretations and clarifications issued on or after the Effective Date of the Construction 22. Effective Date of the Agreement--The date Agreement. Approved Shop Drawings and the reports indicated in this Agreement on which it becomes and drawings of subsurface and physical conditions are effective, but if no such date is indicated, it means the not Contract Documents. date on which the Agreement is signed and delivered by the last of the two parties to sign and deliver. 14. Contract Price--The moneys payable by OWNER to Contractor for completion of the Work in 23. ARCHITECT's Consultants--Individuals or accordance with the Contract Documents and as stated in entities having a contract with ARCHITECT to furnish the Construction Agreement. services with respect to this Project as ARCHITECT's independent professional associates, consultants, 15. Contract Times--The numbers of days or the subcontractors, or vendors. The term ARCHITECT dates stated in the Construction Agreement to: includes ARCHITECT's Consultants. (i)achieve Final Completion,and(ii)complete the Work so that it is ready for final payment as evidenced by 24. Field Order--A written order issued by ARCHITECT's written recommendation of final ARCHITECT which directs minor changes in the Work payment. but which does not involve a change in the Contract Price or the Contract Times. 16. Contractor--An individual or entity with whom OWNER enters into a Construction Agreement. 25. Final Completion shall mean that all work has been completed, all final punch list items have been 17. Correction Period--The time after Final inspected and satisfactorily completed, all payments to Completion during which Contractor must correct, at no subcontractors have been made, all documentation and cost to OWNER,any Defective Work,normally one year warranties have been submitted, all closeout documents after the date of Final Completion or such longer period have been executed and approved by the OWNER,and of time as may be prescribed by Laws or Regulations or the Pro j ect has been finally accepted by the OWNER. by the terms of any applicable special guarantee or specific provision of the Contract Documents. 26. General Conditions-That part of the Contract Documents which sets forth terms, conditions, and 18. Defective--An adjective which,when modifying procedures that govern the Work to be performed or the word Work, refers to Work that is unsatisfactory, furnished by Contractor with respect to the Project. faulty, or deficient, in that it does not conform to the Contract Documents, or does not meet the requirements 27. Hazardous Environmental Condition--The of any inspection, reference standard, test, or approval presence at the Site of Asbestos, PCB's, Petroleum, referred to in the Contract Documents, or has been Hazardous Waste, or Radioactive Materials in such damaged prior to ARCHITECT's recommendation of quantities or circumstances that may present a substantial final payment. danger to persons or property exposed thereto in connection with the Work. 19. Documents--Data, reports, Drawings, Specifications,Record Drawings, and other deliverables, Standard Form of Agreement Between Owner and Architect for Professional Services Page 9 of 12 28. Hazardous Waste--The term Hazardous Waste standards by which such portion of the Work will be shall have the meaning provided in Section 1004 of the judged. Solid Waste Disposal Act (42 USC Section 6903) as amended from time to time. 37. Shop Drawings--All drawings, diagrams, illustrations, schedules, and other data or information 29. Laws and Regulations; Laws or Regulations-- which are specifically prepared or assembled by or for Any and all applicable laws, rules, regulations, Contractor and submitted by Contractor to ARCHITECT ordinances, codes, standards, and orders of any and all to illustrate some portion of the Work. governmental bodies, agencies, authorities, and courts having jurisdiction. 38. Site--Lands or areas indicated in the Contract Documents as being furnished by OWNER upon which 30. PCB's--Polychlorinated biphenyls. the Work is to be performed, rights-of-way and easements for access thereto, and such other lands 31. Petroleum--Petroleum, including crude oil or furnished by OWNER which are designated for use of any fraction thereof which is liquid at standard conditions Contractor. of temperature and pressure (60 degrees Fahrenheit and 14.7 pounds per square inch absolute), such as oil, 39. Specifications--That part of the Contract petroleum, fuel oil, oil sludge, oil refuse, gasoline, Documents consisting of written technical descriptions of kerosene,and oil mixed with other non-Hazardous Waste materials, equipment, systems, standards, and and crude oils. workmanship as applied to the Work and certain administrative details applicable thereto. 32. Radioactive Materials--Source, special nuclear, or byproduct material as defined by the Atomic Energy 40. Substantial Completion--The time at which the Act of 1954 (42 USC Section 2011 et seq.) as amended Work(or a specified part thereof)has progressed to the point from time to time. where, in the opinion of ARCHITECT, the Work (or a specified part thereof) is sufficiently complete, in accordance 33. Record Drawings--The Drawings as issued for with the Contract Documents,so that the Work(or a specified construction on which the ARCHITECT, upon part thereof) can be utilized for the purposes for which it is completion of the Work, has shown changes due to intended. The terms "substantially complete" and Addenda or Change Orders and other information which "substantially completed"as applied to all or part of the Work ARCHITECT considers significant based on record refer to Substantial Completion thereof. documents furnished by Contractor to ARCHITECT and which were annotated by Contractor to show changes 41. Supplementary Conditions--That part of the Contract made during construction. Documents which amends or supplements the General Conditions. 34. Reimbursable Expenses--The expenses incurred directly by ARCHITECT in connection with the 42. (Modified) Total Project Costs--The sum of the performing or furnishing of Basic and Additional Construction Cost, allowances for contingencies, the total Services for the Project for which OWNER shall pay costs of services of ARCHITECT or other design ARCHITECT as indicated in Exhibit C. professionals and consultants, cost of land, rights-of-way, compensation for damages to properties,OWNER's costs for 35. Resident Project Representative--The legal, accounting, insurance counseling or auditing services, authorized representative of ARCHITECT, if any, interest and financing charges incurred in connection With the assigned to assist ARCHITECT at the Site during the Project,and the cost of other services to be provided by others Construction Phase. The Resident Project Representative to OWNER pursuant to Exhibit B of this Agreement. will be ARCHITECT's agent or employee and under ARCHITECT's supervision. As used herein, the term 43. Work--The entire completed construction or the Resident Project Representative includes any assistants various separately identifiable parts thereof required to be of Resident Project Representative agreed to by provided under the Contract Documents with respect to this OWNER. The duties and responsibilities of the Resident Project. Work includes and is the result of performing or Project Representative are as set forth in Exhibit D. furnishing labor, services, and documentation necessary to produce such construction and furnishing, installing, and 36. Samples--Physical examples of materials, incorporating all materials and all equipment into such equipment, or workmanship that are representative of construction,all as required by the Contract Documents. some portion of the Work and which establish the Standard Form of Agreement Between Owner and Architect for Professional Services Page 10 of 12 44. Work Change Directive--A written directive to K. (Added) Exhibit K, "Indemnification" consisting of Contractor issued on or after the Effective Date of the two(2) pages. Construction Agreement and signed by OWNER upon recommendation of the ARCHITECT, ordering an addition, 8.02 Total Agreement deletion, or revision in the Work, or responding to differing or unforeseen subsurface or physical conditions under which A. This Agreement (consisting of pages 1 to 12 the Work is to be performed or to emergencies. A Work inclusive, together with the Exhibits identified above) Change Directive will not change the Contract Price or the constitutes the entire agreement between OWNER and Contract Times but is evidence that the parties expect that the ARCHITECT and supersedes all prior written or oral change directed or documented by a Work Change Directive understandings. This Agreement may only be amended, will be incorporated in a subsequently issued Change Order supplemented, modified, or canceled by a duly executed following negotiations by the parties as to its effect,if any,on written instrument. This Agreement along with the exhibits the Contract Price or Contract Times. shall be read and construed as the same Agreement. 45. Written Amendment--A written amendment of the Contract Documents signed by OWNER and Contractor on or after the Effective Date of the Construction Agreement and normally dealing with the non-architectural or non-technical rather than strictly construction-related aspects of the Contract Documents. ARTICLE 8 - EXHIBITS AND SPECIAL PROVISIONS 8.01 Exhibits Included A. Exhibit A. "ARCHITECT's Services,"consisting of nine(9)pages. B. Exhibit B. "OWNER's Responsibilities," consisting of two(2)pages. C. Exhibit C, "Payments to Architect for Services and Reimbursable Expenses,"consisting of two(2)pages. D. Exhibit D. "Duties,Responsibilities and Limitations of Authority of Resident Project Representative,"is not used. E. Exhibit E. "Notice of Acceptability of Work," consisting of two(2)pages. F. Exhibit F,"Construction Cost Limit,"is not used. G. Exhibit G,"Insurance,"consisting of two(2)pages. H. Exhibit H."Dispute Resolution,"is not used. I. Exhibit I."Allocation of Risks,"is not used. J. Exhibit J."Special Provisions"is not used. Standard Form of Agreement Between Owner and Architect for Professional Services Page 11 of 12 IN WITNESS WHEREOF,the parties hereto have executed this Agreement,the Effective Date of which is indicated on page 1. OWNER: CITY OF BAYTQWN ARCHITECT: BROWN REYNOLDS WATFORD ARCHITECTS, C. GARRISON C. R AC Printed Name ✓V 1��L� jQ Title: Manager Title ZTVdg2 Lgo loll tc»f- Date Signed: �b 7 V 0 Date Signed g'/ 6ld�l Address for giving notices: Address for giving notices: P.O.BOX 424 3535 TRAVIS STREET,SUITE 250 BAYTOWN,TEXAS 77422-0424 DALLAS,TEXAS 75204 Designated Representative(paragraph 6.02.A): Designated Representative(paragraph 6.02.A): RICHARD E.CARTER,P.E. j' Y L L we;d.Y Title:Director of Engineering Title: 1+4 l ILI� Phone Number: (281)420-7154 Phone Number: �� Facsimile Number: (281)420-6586 Facsimile Number: Cq 1 C- :?-4- f 7 w 1 E-Mail Address: dick.carter@baytown.org E-Mail Address:Khe'l 1//1�Waye4? Standard Form of Agreement Between Owner and Architect for Professional Services Page 12 of 12 This is EXHIBIT A, consisting of 8 pages, referred to in and part of the Agreement between OWNER and ARCHITECT for Professional Services dated JON&. Initial: OWNER ARCHITECT ARCHTTECT's Services Article 1 of the Agreement is amended and supplemented to include the following agreement of the parties. ARCHITECT shall provide Basic and Additional Services as set forth below. PART 1 --BASIC SERVICES(Modified) A1.01 Schematic Design/Programming Phase A. ARCHITECT shall: 1. Consult with OWNER to define and clarify OWNER's requirements for the Project and available data. 2. Advise OWNER as to the necessity of OWNER's providing data or services of the types described in Exhibit B which are not part of ARCHITECT's Basic Services, and assist OWNER in obtaining such data and services. 3. Consult with OWNER's consultants to coordinate the scope of the Project. 4. (Modified) Identify, consult with, and analyze requirements of governmental authorities having jurisdiction to approve the portions of the Project designed or specified by ARCHITECT, including but not limited to,requirement of the Texas Accessibility Standards of the Architectural Barriers Act. 5. Identify and evaluate potential solutions available to OWNER; and,after consultations with OWNER, recommend to OWNER those solutions which in ARCHITECT's judgment meet OWNER's requirements for the Project. 6. (Modified) Attend four (4) working design meetings with OWNER and OWNER'S consultants, designated boards commissions, and/or city council to receive input into OWNER'S requirements for the Project and evaluate potential solutions available to OWNER. 7. (Modified) Prepare a preliminary report (the "Report") which will, as appropriate, contain schematic layouts illustrating the scale and relationship of the components, sketches, schedule of events, preliminary site plans, building plans, sections and elevations, and conceptual design criteria with appropriate exhibits to indicate the agreed-to requirements, considerations involved, and those alternate solutions available to OWNER which ARCHITECT recommends. Preliminary selections of major building systems and construction materials shall be noted on the drawings or otherwise described in writing in the Report. This Report will be accompanied by ARCHITECT's opinion of Total Project Costs for each solution which is so recommended for the Project with each component separately itemized, including the following, which will be separately itemized: opinion of probable Construction Cost, allowances for contingencies and for the estimated total costs of design, professional,and related services provided by ARCHITECT and,on the basis of information furnished by OWNER, allowances for other items and services included within the definition of Total Project Costs. 8. Furnish three (3) review copies of the Report to OWNER within fifty (50) days of authorization to begin services and review it with OWNER. Page 1 of 8 pages (Exhibit A—Architect's Services) 9. Revise the Report in response to OWNER's and other parties' comments, as appropriate, and furnish five (5) final copies of the revised Report to the OWNER within ten (10) days after completion of reviewing it with OWNER. B. (Modified) ARCHITECT's services under the Schematic Design/Programming Phase will be considered complete on the date when the final copies of the revised Report have been delivered to and accepted by OWNER. A 1.02 Design Development Phase A. After acceptance by OWNER of the Schematic Design/Programming Phase documents and revised opinion of probable Construction Cost as determined in the Schematic Desig r/Programming Phase, but subject to any OWNER-directed modifications or changes in the scope, extent, character, or design requirements of or for the Project,and upon written authorization from OWNER,ARCHITECT shall: 1. (Modified) On the basis of the above acceptance, direction, and authorization, prepare final Drawings indicating the scope,relationships, forms size and appearance of the Project by means of plans, sections and elevations,construction details and specifications together with the extent and character of the Work to be performed and furnished by Contractor,including the quality levels for major materials and Project systems. Specifications will be prepared,where appropriate,in conformance with the 33-division format of the Construction Specifications Institute or other format agreed to in writing by OWNER and ARCHITECT. 2. Advise OWNER of any adjustments to the Project schedule and the opinion of probable Construction Cost and any adjustments to Total Project Costs known to ARCHITECT, itemized as provided in paragraph A 1.01.A.7. 3. Make appropriate recommendations to the OWNER to adjust the Project size,quality or budget if at any time the ARCHITECT's estimate of the probable Construction Cost or Total Project Costs exceed the OWNER's budget. 4. Provide three full-size sets of documents for the OWNER's review and comment within forty(40) days of authorization to begin services and review it with OWNER; 5. Revise the documents in response to OWNER's and other parties' comments, as appropriate, and furnish five (5) final copies of the revised documents to the OWNER within ten (10) days after completion of reviewing it with OWNER B. (Modified) ARCHITECT's services under the Design Development Phase will be considered complete on the date when the final copies of the revised documents have been delivered to and accepted by OWNER. A 1.025 Construction Document Phase A. After acceptance by OWNER of the deliverables in the Design Development Phase and the revised opinion of probable Construction Cost as determined in the Design Development Phase, but subject to any OWNER- directed modifications or changes in the scope,extent,character,or design requirements of or for the Project, and upon written authorization from OWNER,ARCHITECT shall: 1. Prepare and furnish three (3) copies of the Bidding Documents, which shall include Drawings and Specifications that establish in detail the quality levels of materials and project systems required for construction, for review and approval by OWNER, its legal counsel, and other advisors, as appropriate, and assist OWNER in the preparation of other related documents. 2. Update the opinion of probable Construction Cost and project schedule at 50% completion and 95% completion of Construction Documents Page 2 of 8 pages (Exhibit A—Architect's Services) 3. Submit 15 final copies of the Bidding Documents and a revised opinion of probable Construction Cost to OWNER within seventy(70)days after authorization to proceed with this phase. 4. (Added) Prepare additional line items in the Bid Tabulations, assuming the project documentation, including plans and specifications,were originally prepared to reflect these items,as reasonably requested by OVJNER,so long as this/these request(s)is made prior to the preparation of the final bid documents. 5. (Added) Provide technical criteria, written descriptions, and design data for OWNER's use in filing applications for permits from or approvals of governmental authorities having jurisdiction to review or approve the final design of the Project and assist OWNER in consultations with appropriate authorities. B. (Modified) ARCHITECT's services under the Construction Document Phase will be considered complete on the date when the submittals required by paragraphs A 1.025.A.3, A 1.025.A.4, and A 1025.A.5 have been delivered to and accepted by OWNER. A 1.03 Bidding or Negotiating Phase A. After acceptance by OWNER of the Bidding Documents and the most recent opinion of probable Construction Cost as determined in the Construction Document Phase, and upon written authorization by OV*JNER to proceed,ARCHITECT shall: 1. Assist OVTNER in advertising for and obtaining bids or negotiating proposals for the Work and,where applicable,provide 15 sets of plans and specifications. 2. Issue Addenda as appropriate to clarify,correct,or change the Bidding Documents. 3. Consult with OWNER as to the acceptability of subcontractors, suppliers, and other individuals and entities proposed by Contractor for those portions of the Work as to which such acceptability is required by the Bidding Documents. 4. (Modified)Attend the Mandatory Pre-Bid Conference and the Bid opening,prepare Bid tabulation sheets, assemble contract documents, assist OWNER in both evaluating Bids or proposals and awarding contracts for the Work. 5. (Added) Assist in connection with Bid protests, rebidding, or re-negotiating contracts for construction, materials,equipment,or services. B. (Modified) The Bidding or Negotiating Phase will be considered complete upon commencement of the Construction Phase. A 1.04 Construction Phase A. Upon successful completion of the Bidding and Negotiating Phase, and upon written authorization from OVvrNER,ARCHITECT shall: 1. General Administration of Construction Contract. Consult with OWNER and act as OWNER's representative as provided in the General Conditions. The extent and limitations of the duties, responsibilities and authority of ARCHITECT as assigned in said General Conditions shall not be modified,except as ARCHITECT may otherwise agree in writing. All of OWNER's instructions to Contractor will be issued through ARCHITECT, who shall have authority to act on behalf of OVvrNER in dealings with Contractor to the extent provided in this Agreement and said General Conditions except as otherwise provided in writing. Page 3 of 8 pages (Exhibit A—Architect's Services) 2. (Modified) Selecting Independent Testing Laboratory. Assist OWNER in the selection of an independent testing laboratory to perform the services identified in paragraph B2.01.0,if any. 3. Pre-Construction Conference. Participate in a Pre-Construction Conference prior to commencement of Work at the Site. 4. Baselines and Benchmarks. As appropriate,establish baselines and benchmarks for locating the Work which in ARCHITECT's judgment are necessary to enable Contractor to proceed. 5. Visits to Site and Observation of Construction. In connection with observations of Contractor's work in progress while it is in progress: a. (Modified)Make visits to the Site at intervals appropriate to the various stages of construction, appropriate to verify Contractor's payment requests, and as ARCHITECT and/or OWNER deems necessary, in order to observe as an experienced and qualified design professional the progress and quality of the Work. Such visits and observations by ARCHITECT, and the Resident Project Representative, if any, are not intended to be exhaustive or to extend to every aspect of Contractor's work in progress or to involve detailed inspections of Contractor's work in progress beyond the responsibilities specifically assigned to ARCHITECT in this Agreement and the Contract Documents, but rather are to be limited to spot checking, selective sampling, and similar methods of general observation of the Work based on ARCHITECT's exercise of professional judgment as assisted by the Resident Project Representative, if any. Based on information obtained during such visits and such observations,ARCHITECT will determine if Contractor's work is proceeding in accordance with the Contract Documents,and ARCHITECT shall keep OWNER informed of the progress of the Work. b. (Modified)The purpose of ARCHITECT's visits to,and representation by the Resident Project Representative, if any, at the Site, will be to enable ARCHITECT to better carry out the duties and responsibilities assigned to and undertaken by ARCHITECT during the Construction Phase, and, in addition, by the exercise of ARCHITECT's efforts as an experienced and qualified design professional, to provide for OWNER a greater degree of confidence that the completed Work will substantially conform to the Contract Documents and that the integrity of the design concept of the completed Project as a functioning whole as indicated in the Contract Documents has been implemented and preserved by Contractor. ARCHITECT shall not,during such visits or as a result of such observations of Contractor's work in progress, supervise, direct, or have control over Contractor's work,nor shall ARCHITECT have authority over or responsibility for the means, methods, techniques, sequences, or procedures of construction selected by Contractor,for safety precautions and programs incident to Contractor's work,or for any failure of Contractor to comply with Laws and Regulations applicable to Contractor's furnishing and performing the Work. Accordingly, ARCHITECT neither guarantees the performance of any Contractor nor assumes responsibility for any Contractor's failure to furnish and perform its work in accordance with the Contract Documents. 6. (Modified) Defective Work. Recommend to OWNER that Contractor's work be disapproved and rejected while it is in progress if,on the basis of such observations,ARCHITECT believes that such work will not produce a completed Project that substantially conforms to the Contract Documents or that it will prejudice the integrity of the design concept of the completed Project as a functioning whole as indicated in the Contract Documents. 7. Clarifications and Interpretations;Field Orders. Issue necessary clarifications and interpretations of the Contract Documents as appropriate to the orderly completion of Contractor's work. Such clarifications and interpretations will be consistent with the intent of and reasonably inferable from the Contract Documents. ARCHITECT may issue Field Orders authorizing minor variations from the requirements of the Contract Documents. Page 4 of 8 pages (Exhibit A—Architect's Services) 8. Change Orders and Work Change Directives. Recommend Change Orders and Work Change Directives to OWNER, as appropriate, and prepare Change Orders and Work Change Directives as required. 9. Shop Drawings and Samples. Review and approve or take other appropriate action in respect to Shop Drawings and Samples and other data which Contractor is required to submit, but only for conformance with the information given in the Contract Documents and compatibility with the design concept of the completed Project as a functioning whole as indicated in the Contract Documents. Such reviews and approvals or other action will not extend to means, methods, techniques, sequences or procedures of construction or to safety precautions and programs incident thereto. ARCHITECT has an obligation to meet any Contractor's submittal schedule that has earlier been acceptable to ARCHITECT. 10. Substitutes and "or-equal." Evaluate and determine the acceptability of substitute or "or-equal" materials and equipment proposed by Contractor,but subject to the provisions of paragraph A2.01 of this Exhibit A. 11. Inspections and Tests. Require such special inspections or tests of Contractor's work as deemed reasonably necessary, and receive and review all certificates of inspections, tests, and approvals required by Laws and Regulations or the Contract Documents. ARCHITECT's review of such certificates will be for the purpose of determining that the results certified indicate compliance with the Contract Documents and will not constitute an independent evaluation that the content or procedures of such inspections, tests, or approvals comply with the requirements of the Contract Documents. ARCHITECT shall be entitled to rely on the results of such tests. 12. (Modified)Disagreements between 0 97A ER and Contractor. Render formal written decisions on all claims of OWNER and Contractor relating to the acceptability of Contractor's work or the interpretation of the requirements of the Contract Documents pertaining to the execution and progress of Contractor's work. In rendering such decisions,ARCHITECT shall be fair and not show partiality to OWNER or Contractor. 13. Applications for Payment. Based on ARCHITECT's observations as an experienced and qualified design professional and on review of Applications for Payment and accompanying supporting documentation: a. Determine the amounts that ARCHITECT recommends Contractor be paid. Such recommendations of payment will be in writing and will constitute ARCHITECT's representation to OWNER, based on such observations and review, that, to the best of ARCHITECT's knowledge, information and belief, Contractor's work has progressed to the point indicated, the quality of such work is substantially in accordance with the Contract Documents (subject to an evaluation of the Work as a functioning whole prior to or upon Substantial Completion, to the results of any subsequent tests called for in the Contract Documents and to any other qualifications stated in the recommendation), and the conditions precedent to Contractor's being entitled to such payment appear to have been fulfilled in so far as it is ARCHITECT's responsibility to observe Contractor's work. In the case of unit price work, ARCHITECT's recommendations of payment will include final determinations of quantities and classifications of Contractor's work (subject to any subsequent adjustments allowed by the Contract Documents). The responsibilities of ARCHITECT contained in paragraph A1.04.A.5.a are expressly subject to the limitations set forth in paragraph A1.04.A.5.b and other express or general limitations in this Agreement and elsewhere. b. By recommending any payment,ARCHITECT shall not thereby be deemed to have represented that observations made by ARCHITECT to check the quality or quantity of Contractor's work as it is performed and furnished have been exhaustive, extended to every aspect of Contractor's work in progress, or involved detailed inspections of the Work beyond the responsibilities specifically assigned to ARCHITECT in this Agreement and the Contract Documents. Neither Page 5 of 8 pages (Exhibit A—Architect's Services) ARCHITECT's review of Contractor's work for the purposes of recommending payments nor ARCHITECT's recommendation of any payment including final payment will impose on ARCHITECT responsibility to supervise,direct,or control Contractor's work in progress or for the means,methods,techniques, sequences, or procedures of construction or safety precautions or programs incident thereto,or Contractor's compliance with Laws and Regulations applicable to Contractor's furnishing and performing the Work. It will also not impose responsibility on ARCHITECT to make any examination to ascertain how or for what purposes Contractor has used the moneys paid on account of the Contract Price, or to determine that title to any portion of the work in progress, materials, or equipment has passed to OWNER free and clear of any liens,claims, security interests,or encumbrances,or that there may not be other matters at issue between OWNER and Contractor that might affect the amount that should be paid. 14. Other Services. a. Provide assistance in connection with the testing and adjusting of Project equipment or systems. b. Assist OWNER in training OWNER's staff to operate and maintain Project, equipment, and systems. c. Assist OWNER in developing procedures for control of the operation and maintenance of,and record keeping for Project equipment and systems. d. Together with OWNER, visit the Project to observe any apparent defects in the Work, assist OWNER in consultations and discussions with Contractor concerning correction of any such defects, and make recommendations as to replacement or correction of Defective Work, if present. 15. Contractor's Completion Documents. a. (Modified) Receive and review maintenance and operating instructions, schedules, and guarantees as prepared by the Contractor in accordance with the Contract Documents. Architect will compile this information as provided by Contractor,and deliver three(3)copies of the same to OWNER. b. (Modified)Receive bonds, certificates, or other evidence of insurance not previously submitted and required by the Contract Documents, certificates of inspection, tests and approvals, Shop Drawings, Samples and other data approved as provided under paragraph A 1.04.A.9, and the annotated record documents which are to be assembled by Contractor in accordance with the Contract Documents to obtain final payment. The extent of such ARCHITECT's review will be limited as provided in paragraph A 1.04.A.9. c. ARCHITECT shall transmit these documents to OWNER within thirty days of receipt of documents from Contractor. d. (Added) Preparing and furnishing to OWNER Record Drawings on mylar showing appropriate record information based on Project annotated record documents received from Contractor. 16. Substantial Completion. Promptly after notice from Contractor that Contractor considers the entire Work ready for its intended use,in company with OWNER and Contractor,conduct an inspection to determine if the Work is Substantially Complete. If after considering any objections of OWNER, ARCHITECT considers the Work Substantially Complete, ARCHITECT shall deliver a certificate of Substantial Completion to OWNER and Contractor. 17. (Modified) Final Notice of Acceptability of the Work. Conduct a final inspection to determine if the completed Work of Contractor is acceptable so that ARCHITECT may recommend, in writing, final Page 6 of 8 pages (Exhibit A—Architect's Services) payment to Contractor. Accompanying the recommendation for final payment,ARCHITECT shall also provide a notice in the form attached hereto as Exhibit E(the"Notice of Acceptability of Work")that to the best of ARCHITECT's knowledge,information and belief and upon the exercise of ARCHITECT'S due diligence,the Work is acceptable and is in compliance with the Contract Documents. B. Duration of Construction Phase. The Construction Phase will commence with the execution of the first Construction Agreement for the Project or any part thereof and will terminate upon final payment to Contractors. C. Limitation of Responsibilities. ARCHITECT shall not be responsible for the acts or omissions of any Contractor, or of any of its subcontractors, suppliers, or of any other individual or entity performing or furnishing any of the Work. ARCHITECT shall not be responsible for failure of any Contractor to perform or furnish the Work in accordance with the Contract Documents. PART 2--ADDITIONAL SERVICES A2.01 Additional Services Requiring OWNER's Authorization in Advance A. If authorized in writing by OWNER,ARCHITECT shall furnish or obtain from others Additional Services of the types listed below. These services will be paid for by OWNER as indicated in Article 4 of the Agreement. 1. (Modified) Preparation of applications and supporting documents (in addition to those furnished under Basic Services) for private or governmental grants, loans or advances in connection with the Project; preparation or review of environmental assessments and impact statements;review and evaluation of the effects on the design requirements for the Project of any such statements and documents prepared by others; assistance in obtaining approvals of authorities having jurisdiction over the anticipated environmental impact of the Project; and assistance in obtaining on behalf of the OWNER permits not otherwise included with the scope of Basic Services from all governmental authorities having jurisdiction to approve all phases of the PROJECT designed or specified by ARCHITECT. 2. Services to make measured drawings of or to investigate existing conditions or facilities,or to verify the accuracy of drawings or other information furnished by OWNER. 3. (Modified)Services resulting from significant changes in the scope,extent,or character of the portions of the Project designed or specified by ARCHITECT or its design requirements including,but not limited to, changes in size, OWNER's schedule, or character of construction; and revising previously accepted studies, reports, Drawings, Specifications, or Contract Documents when such revisions are required by changes in Laws and Regulations enacted subsequent to the Effective Date of this Agreement. 4. (Modified) Services resulting from OWNER's request to evaluate additional Phase alternative solutions beyond those identified in Part I"Basic Services." 5. Services required as a result of OWNER's providing incomplete or incorrect Project information with respect to Exhibit B; provided, such information was to be relied upon by ARCHITECT pursuant to Section 6.01.EA of the Agreement. 6. Providing renderings or models for OV*TNER's use. 7. Undertaking investigations and studies including,but not limited to,detailed consideration of operations, maintenance, and overhead expenses; the preparation of feasibility studies, cash flow and economic evaluations, rate schedules, and appraisals; assistance in obtaining financing for the Project; evaluating processes available for licensing, and assisting OWNER in obtaining process licensing;detailed quantity Page 7 of 8 pages (Exhibit A—Architect's Services) surveys of materials, equipment, and labor; and audits or inventories required in connection with construction performed by OVJNER. 8. Furnishing services of ARCHITECT's Consultants for other than Basic Services. 9. Services attributable to more than one prime construction contract. 10. Services during out-of-town travel required of ARCHITECT other than for visits to the Site or OWNER's office. 11. Preparing for, coordinating with, participating in and responding to structured independent review processes, including,but not limited to, construction management, cost estimating, project peer review, value architectural, and constructibility review requested by OVJNER; and performing or furnishing services required to revise studies, reports, Drawings, Specifications, or other Bidding Documents as a result of such review processes. 12. Providing assistance in resolving any Hazardous Environmental Condition in compliance with current Laws and Regulations. 13. (Modified) Preparing to serve or serving as a consultant or witness for OWNER in any litigation, arbitration or other dispute resolution process related to the Project if ARCHITECT is not a party to the same). 14. Providing more extensive services required to enable ARCHITECT to issue notices or certifications requested by OWNER under paragraph 6.01.G of the Agreement. 15.Other services performed or furnished by ARCHITECT not otherwise provided for in this Agreement. 16. Property descriptions. 17. (Modified)Property,easement,right-of-way,and other special surveys or data,including establishing relevant reference points. 18. (Added) Environmental assessments,audits,investigations and impact statements,and other relevant environmental or cultural studies as to the Project,the Site,and adjacent areas. 19. (Added) Additional services during construction made necessary by (1) emergencies or acts of God endangering the Work, (2) an occurrence of a Hazardous Environmental Condition, (3) Work damaged by fire or other cause during construction,or(4)acceleration of the progress schedule involving services beyond normal working hours. A2.02 Required Additional Services Not used Page 8 of 8 pages (Exhibit A—Architect's Services) This is EXHMIT B, consisting of 2 pages, referred to in and part of the Agreement between O R and ARCHITECT for Professional Services dated�QJ' m. Initial: OWNER ARCHITECT��W OWNER's Responsibilities Article 2 of the Agreement is amended and supplemented to include the following agreement of the parties. B2.01 In addition to other responsibilities of OWNER as set forth in this Agreement,OWNER shall: A. Provide ARCHITECT with all criteria and full information as to OWNER's requirements for the Project, including design objectives and constraints, space, capacity and performance requirements, flexibility, and expandability, and any budgetary limitations; and furnish copies of all design and construction standards which OWNER will require to be included in the Drawings and Specifications; and furnish copies of OWNER's standard forms,conditions,and related documents for ARCHITECT to include in the Bidding Documents,when applicable. B. Furnish to ARCHITECT any other available information pertinent to the Project including reports and data relative to previous designs,or investigation at or adjacent to the Site. C. (Modified) Following ARCHITECT's assessment of initially-available Project information and data and upon ARCHITECT's written request, furnish or otherwise make available such additional available Project related information and data as is reasonably required to enable ARCHITECT to complete its Basic and Additional Services. 1. (Not Used). 2. (Not Used). 3. (Not Used). 4. (Not Used). 5. (Not Used). 6. (Not Used). D. (Not Used). E. (Modified)Authorize ARCHITECT to provide Additional Services as set forth in Part 2 of Exhibit A of the Agreement as the OWNER determines is necessary. F. (Modified)Arrange for access to and make all provisions for ARCHITECT to enter upon public property as required for ARCHITECT to perform services under the Agreement. G. Examine all alternate solutions, studies, reports, sketches, Drawings, Specifications, proposals, and other documents presented by ARCHITECT (including obtaining advice of an attorney, insurance counselor, and other advisors or consultants as OWNER deems appropriate with respect to such examination) and render in writing timely decisions pertaining thereto. H. (Not Used). I. (Not Used). Page 1 of 2 pages (Exhibit B-OWNER's Responsibilities) J. Advise ARCHITECT of the identity and scope of services of any independent consultants employed by OWNER to perform or furnish services in regard to the Project, including,but not limited to, cost estimating,project peer review,value architectural,and constructability review. K. Furnish to ARCHITECT data as to OWNER's anticipated costs for services to be provided by others for OV,JNER so that ARCHITECT may make the necessary calculations to develop and periodically adjust ARCHITECT's opinion of Total Project Costs. L. (Modified)If OV`JNER designates a construction manager or an individual or entity other than,or in addition to, ARCHITECT to represent OWNER at the Site, define and set forth the duties, responsibilities, and limitations of authority of such other party and the relation thereof to the duties,responsibilities,and authority of ARCHITECT. M. Attend the pre-bid conference,bid opening,pre-construction conferences,construction progress and other job related meetings,and Substantial Completion and final payment inspections. N. Provide copies of daily observation reports prepared by OWNER's on-site representative to ARCHITECT during construction phase. Page 2 of 2 pages (Exhibit B-OWNER's Responsibilities) This is EXHIBIT C, consisting of 2 pages,referred to in and part of the Agreement between OWNER and AR fl TECT for Professional Services dated 101 rllal:� Initial: OWNER ARCHITECT Payments to ARCHITECT for Services and Reimbursable Expenses Article 4 of the Agreement is amended and if any. Appropriate amounts have been supplemented to include the following agreement of incorporated in the cost not to exceed to account the parties: for labor, overhead, profit, and Reimbursable Expenses. ARTICLE 4--PAYMENTS TO THE ARCHITECT 4. Not Used. C4.01 For Basic Services Having A Determined Scope —Cost not to Exceed Method of 5. The portion of the amount billed for Payment ARCHITECT's services will be based upon total services actually completed during the billing A. OWNER shall pay ARCHITECT for Basic period. Services set forth in Exhibit A as follows: 1. (Modified) A cost not to exceed C4.02 For Basic Services Having An Undetermined amount of $213,000.00, based upon the rate Scope --Direct Labor Costs Times a Factor schedule, which is attached as Appendix 1 of Method of Payment Exhibit C and incorporated herein for all intents and purposes. This amount does not include A. (Not Used). those Architect's Consultant's charges as provided below in this Article 4, Subparagraph C4.03 For Additional Services C4.05. The fee shall not exceed the following for each itemized phase or category: A. OWNER shall pay ARCHITECT for Additional Services as follows: a. Schematic Design/ Programming Phase $31,200.00 1. General. For services of b. Design Development Phase $52,000.00 ARCHITECT's employees engaged directly on c. Construction Document Phase $72,800.00 the Project pursuant to paragraph A2.01 or d. Bidding and Negotiating Phase $10,400.00 A2.02 of Exhibit A of the Agreement,except for e. Construction Phase $46,600.00 services as a consultant or witness under paragraph A2.01.A.13, an amount equal to ARCHITECT's Direct Labor Costs based upon 3.2. (Modified) ARCHITECT may with the the rate schedule, which is attached as Appendix consent of OWNER alter the distribution of 1 of Exhibit C and incorporated herein for all compensation between individual phases noted intents and purposes plus Reimbursable herein to be consistent with services actually Expenses and ARCHITECT's Consultant's rendered, but shall not exceed the total cost not charges, if any. Additional Services shall not to exceed amount unless approved in writing by exceed $0.00 without the prior written consent the OWNER. of the Owner. 3. The cost not to exceed includes 2. (Not Used). compensation for ARCHITECT's services and services of ARCHITECT's Consultants(with the C4.04 For Reimbursable Expenses exception of those outlined in paragraph C4.05), Page 1 of 2 pages (Exhibit C-Basic Services With Determined Scope--Cost not to exceed Method) A. (Modified) OWNER shall pay B. (Not Used). ARCHITECT for Reimbursable Expenses that are associated with Additional Services at the rate set 4.07 Rate Schedule forth in Appendix 2 of this Exhibit C. Before the OWNER shall be liable for any reimbursable A. (Modified) The Rate Schedule includes expenses,the ARCHITECT must obtain prior written the cost of customary and statutory benefits approval of the OWNER of any expense that exceeds including, but not limited to, social security $1000.00 for which the ARCHITECT seeks contributions, unemployment, excise and payroll reimbursement. Reimbursable Expenses shall not taxes, workers' compensation, health and retirement exceed$2,000.00. benefits, bonuses, sick leave, vacation, and holiday pay applicable thereto; the cost of general and B. (Modified) Reimbursable Expenses include administrative overhead, which includes salaries and the following categories: mileage,parking tolls, long wages of principals and employees engaged in distance, reproduction of Drawings, Specifications, business operations not directly chargeable to Bidding Documents,and similar Project-related items projects, plus non-Project operating costs, including in addition to those required under Exhibit A, and, if but not limited to,business taxes,legal,rent,utilities, authorized in advance by OWNER. office supplies, insurance, and other operating costs; plus operating margin or profit. C. The amounts payable to ARCHITECT for Reimbursable Expenses will be the Project-related B. External Reimbursable Expenses and internal expenses actually incurred or allocated by ARCHITECT's Consultant's Fees include ARCHITECT, plus all invoiced external ARCHITECT's overhead and profit associated with Reimbursable Expenses allocable to the Project, the ARCHITECT's responsibility for the administration latter multiplied by a Factor of(I.10). of such services and costs. D. Not Used. C4.08 Other Provisions Concerning Payment E. (Added) The OWNER must approve all A. Progress Payments. The portion of the travel expenses before the same are incurred. If such amounts billed for ARCHITECT's services which approval is not obtained, the OWNER shall not be are identified in paragraphs C4.01 and C4.03,will be liable for such travel expenses. based on the Rate Schedule for the cumulative hours charged to the Project during the billing period by all C4.05 For ARCHITECT's Consultant's Charges of ARCHITECT's employees, plus Reimbursable Expenses and ARCHITECT's Consultant's charges, A. (Modified) Whenever compensation to if any. ARCHITECT herein is stated to include charges of ARCHITECT's Consultants, those charges shall be the amounts billed by ARCHITECT's Consultants to ARCHITECT times a Factor of (1.10). The consultant charges shall not exceed the following amounts specified for each of the following services, unless approved in writing by the OWNER. The charges include the factor,and are as follows: Surveying ADA Review..........................................$55500 Surveying...............................................$4,000 Geotechnical..........................................$4,000 C4.06 Direct Labor Costs A. Direct Labor Costs means salaries and wages paid to ARCHITECT's employees but does not include payroll related costs or benefits. Page 2 of 2 pages (Exhibit C-All Other Services/Charges-- Cost not to Exceed Method of Payment) APPENDIX 1 OF EXHIBIT C RATESCHEDULE Employee Classification Maximum Hourly Rate Principal $225.00 Senior Project Manager $185.00 Project Manager $160.00 Project Architect $135.00 Architect $110.00 Intern Architect $ 85.00 Administrative Assistant $ 70.00 Page 1 of 1 pages (Appendix 1 to Exhibit C Rate Schedule) (sisoj o juaucavdngtuzay a ltgtuxa of z xipuaddV) sa2ud i jo T aiivd a��?I S2u:a��ajiL1l %p j snjd isoo:sauaAijaQ puu uoponpoida-a sssoa 90 im3wasimumau 311 xa go z xlQuHaaV This is EXHIBIT E, consisting of 2 pages, referred to in and part of the Agreement between OWNER and ARC I ITECT for Professional Services dated Initial: OWNER ARCHITECT NOTICE OF ACCEPTABILITY OF WORK PROJECT: OWNER: OWNER's Construction Contract Identification: EFFECTIVE DATE OF THE CONSTRUCTION AGREEMENT: CONSTRUCTION CONTRACT DATE: ARCHITECT: To: OWNER And To: CONTRACTOR The undersigned hereby gives notice to the above OWNER and CONTRACTOR that the completed Work furnished and performed by CONTRACTOR under the above Contract is acceptable, expressly subject to the provisions of the related Contract Documents and the terms and conditions set forth on the reverse side hereof. By: Title: Dated: Page 1 of 2 pages Exhibit E-Notice of Acceptability of Work) (Reverse side of Notice) CONDITIONS OF NOTICE OF ACCEPTABILITY OF WORK The Notice of Acceptability of Work ("Notice") on the front side of this sheet is expressly made subject to the following terms and conditions to which all persons who receive said Notice and rely thereon agree: 1. Said Notice is given with the skill and care ordinarily used by members of the architectural profession practicing under similar conditions at the same time and in the same locality. 2. Said Notice reflects and is an expression of the professional judgment of ARCHITECT. 3. Said Notice is given as to the best of ARCHITECT's knowledge,information,and belief as of the date hereof. 4. (Modified) Said Notice is based entirely on and expressly limited by the scope of services ARCHITECT has been employed by OWNER to perform or furnish during construction of the Project(including observation of the CONTRACTOR's work) under ARCHITECT's Agreement with OWNER and applies to facts that are within ARCHITECT's knowledge or could or should have been ascertained by ARCHITECT as a result of carrying out the responsibilities specifically assigned to ARCHITECT under ARCHITECT's agreement with OWNER. 5. (Modified) Said Notice is not a guarantee or warranty of CONTRACTOR's performance under the Construction Contract nor an assumption of responsibility for any failure of the Contractor to furnish and perform the work thereunder in accordance with the Contract documents,unless ARCHITECT knew or should have known of such failure and failed to notify the Owner of such failure and take appropriate action so that the same were corrected and brought into compliance with the Contract Documents. Page 2 of 2 pages (Exhibit E—Notice of Acceptability of Work) This is EXHIBIT G, consisting of 2 pages, referred to in and part of the Agreement between OWNER and AR HI ECT for Professional Services dated O Initial: OWNER ARC r_o__ Insurance Paragraph 6.05 of the Agreement is amended and supplemented to include the following agreement of the parties. G6.05 Insurance Throughout the term of this Agreement,the ARCHITECT at its own expense shall purchase, maintain and keep in force and effect insurance against claims for injuries to or death of persons or damages to property which may arise out of or result from the ARCHITECT's operations and/or performance of the work under this Agreement,whether such operations and/or performance be by the ARCHITECT, its agents, representatives, volunteers, employees or subcontractors or by anyone directly or indirectly employed by any of them, or by anyone for whose acts any of them may be liable. The ARCHITECT's insurance coverage shall be primary insurance with respect to the OWNER,its officers,agents and employees. Any insurance or self-insurance maintained by the OWNER, its officials, agents and employees shall be considered in excess of the ARCHITECT's insurance and shall not contribute to it. Further, the ARCHITECT shall include all subcontractors as additional insureds under its commercial general liability policies or shall furnish separate certificates and endorsements for each subcontractor. All coverage for subcontractors shall be subject to all of the requirements stated herein. The following is a list of standard insurance policies along with their respective minimum coverage amounts required in this contract: Commercial General Liability(CGL) General Aggregate: $1,000,000 Products&Completed Operations: $1,000,000 Personal&Advertising Injury: $1,000,000 Per Occurrence: $500,000 a. Coverage shall be at least as broad as ISO CG 00 01 10 93 b. No coverage shall be excluded from standard policy without notification of individual exclusions being attached for review and acceptance. Business Automobile Policy(BAP) Combined Single Limits: $1,000,000 a. Coverage for"Any Auto." Workers' Compensation Insurance Statutory Limits Employer's Liability$500,000 Waiver of Subrogation required Errors&Omissions(E&O) Limit: $500,000 Page 1 of 2 Pages (Exhibit G-Insurance) a. For all architects,and/or design companies. b. Claims-made form is acceptable. c. Coverage will be in force for three(3)years after project is completed. Upon execution of this contract, ARCHITECT shall file with the OWNER valid Certificates of Insurance and endorsements acceptable to the OWNER. Such Certificates shall contain a provision that coverage afforded under the policies will not be canceled, suspended, voided, or reduced until at least thirty (30) days' prior written notice has been given to the OWNER via certified mail,return receipt requested. The ARCHITECT shall also file with the OWNER valid Certificates of Insurance covering all subcontractors. The following are general requirements applicable to all policies: a. AM Best Rating of A:VII or better. b. Insurance carriers licensed and admitted to do business in State of Texas will be accepted. c. Liability policies will be on occurrence form. E&O can be on claims-made form. d. City of Baytown, its officials and employees are to be added as Additional Insured to the commercial general liability and business automobile policies. e. Upon request of and without cost to City of Baytown, certified copies of all insurance policies and/or certificates of insurance shall be furnished to City of Baytown's representative. Certificates of insurance showing evidence of insurance coverage shall be provided to City of Baytown's representative prior to execution of this agreement. f. Upon request of and without cost to City of Baytown, loss runs(claims listing)of any and/or all insurance coverage shall be furnished to City of Baytown's representative. Page 2 of 2 pages (Exhibit G-Insurance) This is EXHIBIT K, consisting of 2 pages, referred to in and part of the Agreement between OWNER and ARCHITECT for Professional Services dated 1 Initial: OWNER ARCHITECT ARCHITECT AGREES TO AND SHALL INDEMNIFY AND HOLD HARMLESS AND DEFEND OWNER, ITS OFFICERS, AGENTS, AND EMPLOYEES (HEREAFTER, WHETHER SINGULAR OR PLURAL, COLLECTIVELY REFERRED TO AS "OWNER") FROM AND AGAINST ANY AND ALL CLAIMS, LOSSES, DAMAGES, CAUSES OF ACTION, SUITS AND LIABILITY OF EVERY HIND, INCLUDING ALL EXPENSES OF LITIGATION, COURT COSTS, AND ATTORNEY'S FEES, FOR INJURY TO OR DEATH OF ARCHITECT OR ARCHITECT'S EMPLOYEES (HEREINAFTER, WHETHER SINGULAR OR PLURAL, COLLECTIVELY REFERRED TO AS "ARCHITECT"). IN THE EVENT OF PERSONAL INJURY TO OR DEATH OF ARCHITECT, SUCH INDEMNITY SHALL APPLY (I) TO THE FULLEST EXTENT ALLOWED BY LAW AND (II) TO THE EXTENT ALLOWED REGARDLESS OF WHETHER THE CLAIMS, LOSSES, DAMAGES, CAUSES OF ACTION, SUITS OR LIABILITY ARISE (I) IN WHOLE OR IN PART FROM THE NEGLIGENCE OF OWNER OR (II) IN WHOLE OR IN PART FROM THE NEGLIGENCE OF ARCHITECT. IT IS THE EXPRESSED INTENTION OF THE PARTIES HERETO, BOTH ARCHITECT AND OWNER, THAT THE INDEMNITY PROVIDED FOR IN THIS PARAGRAPH IS INDEMNITY BY ARCHITECT TO INDEMNIFY AND PROTECT OWNER FROM THE CONSEQUENCES OF (I) OWNER'S OWN NEGLIGENCE TO THE EXTENT ALLOWED BY LAW, WHERE THAT NEGLIGENCE IS A SOLE OR CONCURRING CAUSE OF THE RESULTING INJURY OR DEATH OF ARCHITECT AND/OR (II) ARCHITECT'S JOINT AND/OR SOLE NEGLIGENCE. SUCH INDEMNITY SHALL NOT APPLY, HOWEVER, TO LIABILITY ARISING FROM THE PERSONAL INJURY, DEATH, OR PROPERTY DAMAGE OF PERSONS OTHER THAN ARCHITECT THAT IS CAUSED BY OR RESULTS FROM THE Page 1 of 2 Pages (Exhibit K- Indemnification) NEGLIGENCE OF OWNER. IN THE EVENT THAT ANY ACTION OR PROCEEDING IS BROUGHT AGAINST THE OWNER BY REASON OF ANY OF THE ABOVE, THE ARCHITECT FURTHER AGREES AND COVENANTS TO DEFEND THE ACTION OR PROCEEDING BY LEGAL COUNSEL ACCEPTABLE TO THE OWNER AND THE ARCHITECT. The indemnity provided hereinabove shall survive the termination and/or expiration of this Agreement. ARCHITECT assumes full responsibility for its work performed hereunder and hereby releases, relinquishes and discharges OWNER, its officers, agents, and employees from all claims, demands, and causes of action of every kind and character for any injury to or death of any person and/or any loss of or damage to any property that is caused by or alleged to be caused by, arising out of, or in connection with ARCHITECT'S work to be performed hereunder. This release shall apply with respect to ARCHITECT'S work regardless of whether said claims, demands, and causes of action are covered in whole or in part by insurance. The protections afforded to OWNER in this Exhibit K shall control and supersede any apportionment of liability or release of liability contained elsewhere in the Contract Documents. Page 2 of 2 Pages (Exhibit K-Indemnification)