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Exh 9GAGENDA ITEM N9G SEPTEMBER 8, 2003 ' CITY OF ATLANTIC BEACH CITY COMMISSION MEETING STAFF REPORT AGENDA ITEM: City Hall Renovations and Additions SUBMITTED BY: Don Ford DATE: 09/02/03 BACKGROUND: Staff has reviewed proposed contract and price, asked for several Amendments and requests have been complied with. Now contract is ready to approve. BUDGET: ATTACHMENTS: RECOMMENDATION: $250,000.00 is in proposed budget for FY 2003-2004 Copy of Standard Form of Agreement Between Owner and Architect With Standard Form of Architect's Services Approve contract for P.Q.H. and authorize City Manager to sign. REVIEWED BY CITY AGENDA ITEM #9G SEP1'ENII3ER 8, 2003 1 9 9 7 E D I T I O N AIA DOCUMENT 18141-1997 Standard Form of Agreement Between Owner and Architect with Standard Form of Architect's Services This document has important legal consequences. AGREEMENT made as of the Twenty-eighth (28th) day of August Consultation with an in the year Two thousand and three (2003) . attorney is encouraged (!n words, indicate duy, month and year) with respect to its completion or modification. BETWEEN the Architect's client identified as the Owner (Name, address and other information) TABLE Of ARTICLES City of Atlantic Beach 1,1 INITIAL INFORMATION 800 Seminole Road Atlantic Beach, FL 32233-5445 1.3 RESPONSIBILITIES OF THE and the ATChttect: PARTIES 13 TERMS AND CONDITIONS PQH AI'ChlteCtS lilt. 4141 Southpoint Drive East, Salte ZOO 1.4 SCOPE OP SERVICES AND Jacksonville, FL 32216 OTHER SPECIAL TERMS For the following Project: AND CONDITIONS PROJECT SCOPE: Project is in City Hall located at 800 Seminole Road in Atlantic is COMPENSATION 13each. The new addition will be approximately.1,200 s.f. and shall be an expansion of the existing Ciry Hall building which contains 6,400 square feet. The project will include the addition of several new offices, remodeling of the lobby area, expansion or relocation of a conference room and possibly the addition of a drive-thtu payment window and reconfiguration ofthe adjacent parking lot. ' The design portion of the project will have two phases. The first will include the Schematic Phase which will include a design of the floor plan with an opinion of \`~/~ probable cost so that a budget can be established for the project. The second phase ~ ~~ ~~~ of the project will include Flllal Design and related services up to the bid opening and ~:~~M9,~ : : be approved.once the City Commission has budgeted the funds needed. .• . ~~ 0119] AIA® The new addition shall have an architectural style that is consistent with the original AlA DOCUMENT 8111.1997 ~.Ity Hall budding. STANDARD fORM AGREEMENT The Owner and Architect a tee as follows: g The American Irbnrole ~ of A]chilet]9 1735 New York Avenue, N.W. .Washington, D.C. 30004.5793 Copyrigh11917, 193Q 1918, 1957, 1953. 1958, I%1, 1943. 1966. 1%7, 1970, 1971, 1977, 1987, 01997 by The Amerkan Inslilul! OI Archiletlf. flepaductian of the material herein a1 fubflanlial gV01a1i01101 its prwifbnf Wiltqul wri11M permissbn of the AIA vglates Ifa copyright laws of the United Sloes and will subject tha violator to legal prose<u• AGENllA ITEM #9G SEPTEMBER 8, 2003 L~ ARTICLE 1.1 INITIAL INFORMATION 1.1.1 This Agreement is based al the following information and assumptions. (Nose the disposition fist she following ilenN by inserting she r<quesled infornwtion or a ssal<mcm su[h us "rmt applicable;' "unblown us sink of exrastion"or "ta be ddcrrnincd loser fry minuul ugreesnent. ") 1.12 PROTECT PARAMETERS 1.1.2.7 The objective or use is: ' (ldtnlify or desrribc, if appropriate, proposed use or goals.) City Hall expansion and remodeling to support the City's mission to provide service to its citizens. ; 7.1.2.2 The physical parameters are: (ldenlify or describq if appropriate, size, location, dimensions, or other pertinent information, such us geosechnical reports about the site) Location of projecC is at the existing City Hall. ].1.23 The Owner's Program is: (fdemify documenmtion or state the manner in which the program will be developed) Architect to provide Programming Services during Che Schematic Phase. 7.12.4 The legal parameters are: (fdensify pertinent Iegd information, including, if appropriate, fond surveys and legal descriptions and reslridions of the tile) Property and topographical survey to be provided as a reimbursable to Architect. t.12S The fmancial parameters are az follows. .r Amount of the Owner.'s overall budget for the Project, including the Architect's compensation, is: $250,000.00 more or less suBjecc to review by City Commission. 7.72.6 The time parameters are: (Identify, if appropriate, milestone dales, durations or fast nark scheduling.) Schematic Phase - 30 days after Notice to Proceed and receipt of survey. Final Design - 75 days after Notice to Proceed 1.72.7 The proposed procurement or delivery method for the Project is: (ldenlify method such as competitive bid, negwiated contract, w tonrtrutsion management.) To be determined III 1.12.8 Olhtr parameters are: 0 °o•.--.•o (Identify tpecia! daracterislict or n<dt of the f'rojett such at energy, tnvironmtntul or historic prettrvation °Q fegY%rtlllenfi.) O I f 1 r A I A NA DOCUMENT 0141-1997 None 9TANOAftO FORM AGREEMENT the AmerKan IMtiluM of Arthi1K15 1735 N<w Vork Avenue, N.W. Washington, D.C. 20006.5292 AGENDA ITEM #9G SEPTEMBER 8, 2003 i 1.13 PROTECT TEAM ~ ~ t.t.3.1 The Owner's Designated Representative is: ' ~ (List narnr, uddren and other in~srmution.) ! Don C. Ford CBO, Building Official City of Atlantic Beach 800 Seminole Road Atlantic Beach, Florida 32233 1.13.2 The persons or entities, in addition to the Owner's Designated Representative, who are required to review the Architect's submittals to the Owner are: (List namq address and other.in ormution.) Jim Hanson, ity Manager City of Atlantic Beach 800 Seminole Road Atlantic Beach, Florida 32233 t.t3.3 The Owner's other consultants and contractors are; (List discipline and, if known, identify them by Hume and address.) Not Applicable 1.13.4 The Architect's Designated Representative is; (Litt name, uddras and other information.) Jose M. Perez, AIA PQH Architects, Inc. 4141 Southpoint Drive East, Suite 200 Jacksonville, FL 32216 1.135 The consultants retained at the Architect's expense are: (List discipline and, if known, identify them byname and uddrds.) To be determined by the Architect t.t.4 Other important initial information is: None t.t.s When the services under this Agreement include contract administration services, the General Conditions of the Contract Cor Construction shall be the edition of AIA Document Axol current as of the dale of this Agreement. or as follows: 1.1.6 The information contained in this Article t.t may be reasonably relied upon by the Owner and Architect in determining the Architect's compensation. both parties, however, recognize that such information may change and, in that event, the Owner and the Architect shall negotiate appropriate adjustments in schedule, compensation and Change in Services in accordance with Paragraph L}.}.. o lljl e d. b oo.~.oo c 0199) AIA® AIA DOCUMENT l1~1.1997 STANDARD FORM AGREEMENT Thn American Inftilule of Architects 1735 New York Avenue, N.W. Washington, D.C. 20006.5792 AGENDA ITEM #9G SEl'TENIl1ER 8, 2003 ARTICLE 1.2 RESPONSIBILITIES OF THE PARTIES 1.2.1 The Owner and the Architect shall cooperate with one another ro fulfill their respective obligations under this Agreement. Ooth parties shall endeavor to maintain good working relationships among all members of the Project team. 1.2.2 OWNER 1.2.2.7 Unless otherwise provided under this Agreement, the Owner shall provide full information in a timely manner regarding requirements for and limitations on the Project. The Owner shall Furnish to the Architect, within t5 days after receipt of a written request, information necessary and relevant for the Architect to evaluate, give notice of or enforce lien rights. 7.2.2.2 The Owner slTall periodically update the budget (or the Project, including that portion allocated for the Cost of the Work. The Owner shall not significantly increase or decrease the overall budget, the portion of the budget allocated for the Cost of the Work, or contingencies included in the overall budget or a portion of the budget, without the agreement of the Architect to a corresponding change in the Project scope and quality. 7.2.23 The Owner s Designated Representative identified in Paragraph t.t.} shall be authorized to act on the Owners behalf with respect to the Project. The Owner or the Owner's Designated Representative shall render decisions in a timely manner pertaining to documents submitted by the Architect in order to avoid unreasonable delay in the orderly and sequential progress of the Architect's services. 1.2.2.4 The Owner shall furnish the services of consultants other than those designated in Paragraph t.L3 or authorize the Architect to furnish them as a Change in Services when such services are requested by the Architect and are reasonably required by the scope of the Project. 7.2.2.5 l]nless otherwise provided in this Agreement, the Owner shall furnish tests, inspections and reports required by law or the Contract Documents, such as structural, mechanical, and chemical tests, tests for air and water pollution, and tests for hazardous materials. t.23.6 The Owner shall Cumish all legal, insurance and accounting services, including auditing services, that maybe reasonably necessary at any time for the Project to meet the Owner's needs and interests. 7.2.2.7 The Owner shall provide prompt written notice to the Architect if the Owner becomes aware of any fault or defect in the Project, including any errors, omissions or inconsistencies in the Architect's Instruments of Service. 1.23 ARCHITECT 7.23.7 The services performed by the Architect, Architect's employees and Architect's consultants shall be as enumerated in Article tq. 7.23.2 The Architec's semces shall be performed as expeditiously as is consistent with professional skill and care and the orderly progress of the, Project. The Architect shall submit for the Owner's approval a schedule for the performance of the Architect's services which initially shall be consistent with the lime periods established in Subparagraph t.t.16 and which shall be adjusted, if necessary, as the Project proceeds. This schedule shall include allowances for periods oC lime required for the Owner's review, for the performance of the Owner's consultants, and for approval of submissions by authorities having jurisdiction over the Project. Time limits established by this schedule approved by the Owner shall not, except for reasonable cause, be exceeded by the Architect or Owner. e Iljl o o. o op.~.oo D OIa9) AIAO AN DOCUMENT 0141.1997 STANDARD FORM AGREEMENT The American Institute of ArChiletts 1735 New Vork Avenue, N,W. Washington, O.C. 3000G•5293 AGENDA ITEM #9G SEPTEMBER 8, 2003 1.2.33 The Architect's Designated Representative identified in Paragraph t.t.} shall be authorized to act on the Architect's behalf with respect to the Project. 1.2.3.a The Architect shall maintain the confidentiality of information specifically designated as confidential by the Owncn unless wilhltolding such information would violate the law,crcate the risk of significant harm to llle public or prevent the Architect from establishing a claim ordefense in an adjudicatory proceeding. The Architect shall require of the Architect's consultants similar agreements to maintain the confidentiality of information specifically designated as confidential by the Owner. 1.23.5 Exccpl with the Owner's knowledge and consent, the Architect shalt not engage in any activity, or accept any employment, interest or contribution that would reasonably appear to compromise the Architect's professional judgment with respect to this Project. 1.23.6 The Architect shall review laws, codes, and regulations applicable to the Architect's services. The Architect shall respond in the design of the Project to requirements imposed by governmental authorities having jurisdiction over the Project. 133.7 The Architect shall be entitled to rely on the accurary and completeness of services and information furnished by the Owner. The Architect shall provide prompt written notice to the Owner if the Architect becomes aware of any ertors, omissions or inconsistencies in such services or information. ARTICLE 1.3 TERMS AND CONDITIONS 13.1 COST OF THE WORK 1.3.1.1 The Cost of the Work shall be the total cost or, to the extent the Project is not completed, the estimated cost to the Owner of a0 elements of the Project designed or specified by the Architect. 13.1.2 The Cost of the Work shall include the cost at current market rates of labor and materials furnished by the Owner and equipment designed, specified, selected or specially provided for by the Architect, including the costs of management'or supervision of construction or installation provided by a separate construction manager or contractor, plus a reasonable allowance for their overhead and profit. In addition, a reasonable allowance for contingencies shall be included Cor market conditions at the time of bidding and for changes in the Work. 1.3.13 The Cost of the Work does not include the compensation of the Architect and the Architect'sconsultants, the costs of the land, rights-of-way and financing or other costs that are the responsibility of the Owner. 13.2 INSTRUMENTS OF SERVICE 73.2.1 Drawings, specifications and other documents, including those in electronic form, Ilj~ prepared by the Architect and the Architect's consultants are Instruments of Service for use sole- > ly with respect to this Project. The Architect and llre Architect's consultants shall be deemed the d eo O° authors and owners of their respective Instruments of Service and shall retain all common law, ~D statutory and other reserved rights, including copyrights. OIf91 AIAO AU DOCUMENT 6141.1997 73.2.2 Upon execution of this Agreement, the Architect grants to the Owner a nonexclusive STANDARD FORM license l0 Ct raiuce the Architect's Instruments of Service solel fOr U OSeS Of GOnSIIVCIIn P y P rP g' AGREEMENT using and maintaining the Project, provided that the Owner shall comply with all obligations, 'The American Institute including prompt payment of all sums when due, under this Agreement. The Architect shall of Architects 1735 New York Avenue, N.W. Washington, D.C. 10006.5292 wt~' AGENDA I1'EDI tf9C SEPTEMBER 8, 2003 obtain similar nonexclusive licenses from the Architect's consultants consistent with this Agreement. Any termination of this Agreement prior to completion of the Project shall terminate this license. llpon such termination, the Owner shaA refrain from making further reproductions of lnstrumenls of Service and shall return to the Architect within seven days of termination all originals and reproductions in the Owner's possession or control. If and upon the date the Architect is adjudged in default of this Agreement, the foregoing license shall be deemed terminated and replaced by a second, nonexclusive license permitting the Owner to authorize other similarly credentialed design professionals to reproduce and, where permitted by law, to make changes, corrections or additions to the Inslrumenls of Service solely for purpous of completing, using and maintaining the Project. t3.23 Except for the licenses granted in Subparagraph 1.}.z.z, no other license or right shall be deemed granted or implied under this Agreement. The Owner shall not assign, delegate, sublicense, pledge or otherwise transfer any license granted herein to another party without the prior written agreement of the Architect. However, the Owner shall be permitted to authorize the Contractor, Subcontractors, Sub-subcontractors and material or equipment suppliers to reproduce applicable portions of the Inslrumenls of Service appropriate to and for use in their execution oC the Work by license granted in Subparagraph t.}.z.z. Submission or distribution of Instruments of Service to meet official regulatory requirements or for similar purposes in connection with the Project is not to be construed as publication in derogation of the reserved rights of the Architect and the Architect's consultants. The Owner shall not use the instruments of Service for Future additions or alterations to this Project or Cor other projects, unless the Owner obtains the prior written agreement of the Architect and the Architect's consultants. Any unauthorized use of the lnstrumenls of Service shall be at the Owners sole risk and without liability to the Architect and the Architect's consultants. t31.4 Prior to the Architect providing to the Owner any Instruments of Service in electronic form or the Owner providing to the Architect any electronic data for incorporation into the Instruments oCService, the Owner and the Architect shall by separate written agreement set forth the specific conditions govcming'the format oC such lnstrumenls of Service or electronic data, including any special limitations or licenses not otherwise provided in this Agreement. 133 CHANGE IN SERVICES 133.1 Change in Services of the Architect, including services required oC the Architect's consultants, may be accomplished after ezecution of this Agreement, without invalidating the Agreement, if mutually agreed in writing, if required by circumstances beyond the Architect's control, ar if the Architect's services are affected as described in Subparagraph 1.}.}z. !n the absence of mutual agreement in writing, the Architect shall notify the Owner prior to providing such services. if the Owner deems that all or a part of such Change in Services is not required, the Owner shall give prompt written notice to the Architect, and the Architect shall have no obligation to provide those services. Except For a change due to the fault of the Architect Change in Services of the Architect shall entitle the Architect to an adjustment in compensation pursuant to Paragraph t.5.x, and to any Reimbursable Expenses described in Subparagraph 1.}.9.z and Paragraph t.5.5. 133.2 If any of the following circumstances affect the Architect's services (or the Project the Architect shall be entitled to an appropriate adjustment in the Architect's schedule and compensation: .t change in the instructions or approvals given by the Owner that necessitate revisions in In$lrument$ Of Service; s enactment or revision of codes, laws or regulations or official interpretations which necessitate changes to previously prepared lnstrumenls of Service; o Ilj~ o 0 °oo.~.oo 0 0199) A1~0 AIA DOCUMENT 8141-1997 STANDARD rORM AGREEMENT The American Institute of Architects 1735 New York Avenue, N.W. Washington, D.C. 2000G•5291 AGENDA ITEM #9G SEPTEMllER 8, 2003 ~ decisions of the Owner not rendered in a timely manner; .~ significant change in the Project including, but not limited to, size, quality, complexity, ' the Owner's schedule or budget or procurement method; s failure of performance on the part of the Owner or the Owner's consultants or contractors; s preparation for and attendance at a public hearing, a dispute resolution proceeding or a legal proceeding except where the Architect is party thereto; .r change in the information contained in Article t.t. 1.3.4 MEDIATION 1.3.a.t Any claim, dispute or other matter in question arising out of or related to this Agreement shall be subject to mediation as a condition precedent to arbitration or the institution of legal or equitable proceedings by either party. if such matter relates to or is the subject of a lien arising out of the Architect's services, the Architect may proceed in accordance with applicable law to comply with the lien notice or filing deadlines prior to resolution of the matter by mediation or by arbitration. 13.4.2 The Owner and Architect shall endeavor to resolve claims, disputes and other matters in question between them by mediation which, unless the parties mutually agree otherwise, shall be in accordance wish the Construction Industry Mediation Rules of the American Arbitration Association currently in effect.Itequest for mediation shall be filed in writing with the other party to this Agreement and with the Arneriean Arbitration Association. The request may be made concurrently with the filing oC a demand for arbitration but, in such event, mediation shall proceed in advance of arbitration or legal or equitable proceedings, which shall be stayed pending mediation for a period of 6o days Erom the date of filing, unless stayed for a longer period by agreement of the parties or court order. 13.43 The parties shall shaze the mediator's Cee and any filing fees equally. The mediation shall beheld in the place where the Project is located, unless another location is mutua0y agreed upon. Agreements reached in mediation shall be enforceable u settlement agreements in any court having jurisdiction thereof. 735 ARBITMTION 135.7 Any claim, dispute or other matter in question arising out of or related to this Agreement sha0 be subject to arbitration. Prior to azbitrution, the parties shall endeavor to resolve disputes by mediation in accordance with Paragraph t.}.4. 73.52 Claims, d'rspules and other matters in question between the parties that are not resolved by mediation sha0 be decided by arbitration which, unless the parties mutua0y agree otherwise, shall be in accordance with the Construction industry Mbilration Rules of the American Arbitration Association currently in effect. The demand for arbitration shall be filed in writing with the other party to this Agreement and with the American Arbitration Association. Ilj~ t3.sa A demand for arbitration shall be made within a reasonable time after the claim, dispute e e or other matter in question has arisen. In no event shall the demand for arbitration be made after oo.~-s.oo° the dale when institution of legal or equitable proceedings based on such claim, dispute or other matter in question would b<barred by the applicable statute of limitations. Olf1f AIAO AU IfONMENT 8141.1997 135.4 No arbitration arising out of or relating to this Agreement shall include, by consolidation sTANOARD FORM AGREEMENT or joinder or in any other manner, an additional person or entity not a party to this Agreement, except by written consent containing a specific reference to this Agreement and signed by the The American Inflilule Owner, Architect, and any other person or entity sought to be joined. Consent to azbitration or Archisecrs involving an additional person or entity shall not constitute consent to arbitration oC any claim, 1735 New York Avenue, N.W. Washington, O,C. 200065292 ~f~ AGENDA ITEM N9G SEPTEMBER 8, 2003 dispute or other master in question not described in the written consent or wish a person or entity not named ordescribed therein.The foregoing agreement to arbitrate and outer agreements to arbitrate with an additional person or entity duly consented to by parties to this Agreement shall be specifically enforceable in accordance with applicable law in any court having jurisdiction thereof. 1.3.5.5 The award rendered by the arbitrator or arbitrators shall be final, and judgment may be entered upon it in accordance with applicable law in any court having juriuliction lhereoC 1.3,6 CLAIMS FOR CON6EOUENTiAI DAMAGES The Architect and the Owner waive consequential damages for claims, disputes or other matters in question arising out of or relating to this Agreement. This mutual waiver is applicable, without limitation, to all consequential damages due to either party's termination in accordance with Paragraph t.}.R. 13.7 MISCELLANEOUS PROVISIONS 13.7.1 This Agreement shall be governed by the law of the principal place of business of the Architect, unless otherwise provided in Paragraph t.q.7. 1.3.7.2 Terms in this Agreement shall have the same meaning as those in the edition of AIA Document Axo4 General Conditions of the Contract For Construction, current as of the date of this Agreement. 13.73 Causes of action between the parties to this Agreement pertaining to acts or failures to act shall be deemed to have accrued and the applicable statutes of limitations shall commence to run not later than either the date of Substantial Completion for acts or failures to act occurring prior to Substantial Completion or the date of issuance of the final Certificate For Payment for acts or failures to ad occurring after Substantial Completion. In no event shall such statutes oC limitations commence to run any later than the date when the Architect's services are substantially completed. 13.7.4 To the extent damages are covered by property insurance during construction, the Owner and the Architect waive all rights against each other and against the contractors, consultants, agents and employees of the other Cor damages, except such rights as they may have to the proceeds of such insurance as Set Corth in the edition of AlA Document Axot, General Conditions of the Contract Cor Construction, current as of the dale of this Agreement. The Owner or the Architect, as appropriate, shall require of the contractors, consultants, agents and employees of any of them similar waivers in favor of the other parties enumerated herein. 13.7.5 Nothing contained in this Agreement sha0 create acontractual relationship with or a cause of action in favor of a third party against either the Owner or Architect. 13.7.6 Unleu otherwise provided in this Agreement, the Architect and Architect's consuhanls III) shall have no responsibility Cor the discovery, presence, handling, removal or disposal of or exposure of persons to hazardous materials or toxic substances in any form at the Project site. o °oD~oo° 13.7.7 The Architect shall have the right to include photographic or artistic repmsenWtions of the design of the Project among the Architect's promotional and professional materials. The Architect o i s s r a ~ w shall be given reasonable access to the completed Project to make such representations. However, AIA DOCUMENT 1141-1997 the Architect's materials shall not include the Owners confidential or ro rieta information if STANDARD FORM P P rY AGREEMENT the Owner has previously advised the Architect in writing of the specific information considered by the Owner to be confidential or proprietary. The Owner shall provide professional credit fur The American Institute olArchifeers the Architect in the Owner's promotional materials (or the Project. u75 New vork Avenue, N.w. A~ Washington, D.C. 300063792 AGENDA ITEM #9C SEPTEMBER 8; 2003 e Ilj~ o o. o oo~ao O I)9) AIAO AIA DOCUMENT a141.1997 STANDARD fORM AGREEMENT t3.7.a If the Owner requests the Architect to execute certificates, the proposed language of such certificates shall be submitted to the Architect for review at least Iq days prior to the requested dates of execution. The Architect shall not be required to execute certificates that would require knowledge, services or responsibilities beyond the scope of this Agreement. i3J.9 Thr Owner and Architect, respectively, bind themselves, their partners, successors, assigns and legal representatives to the other party to this Agreement and to the partners, successors, assigns and legal representatives of such other party with respect to all covenants of this Agreement. Neither the Owner nor the Architect shall assign this Agreement without the written consent of the other, except that the Owner may assign this Agreement to an institutional lender providing financing for the Project. In such event, the lender shall assume the Owner's rights and obligations under this Agreement. The Architect shall execute all consents reasonably required to facilitate such assignment, 13.8 TERMINATION OR SUSPENSION 13.a.t If the Owner fails to make payments to the Architect in accordance with this Agreement, such failure shall be considered substantial nonperformance and cause for termination or, at the Architect's option, cause Cor suspension of performance of services under this Agreement. If the Architect elects to suspend services, prior to suspension of services, the Architect shall give xven days' written police to the Owner. In the event of a suspension of services, the Architect shall have no liability to the Owner Cor delay or damage caused the Owner because of such suspension of services. Before resuming services, the Architect shall be paid all sums due prior to suspension and any expenses incurred in the interruption and resumption of the Architect's services. The Architect's fees for the remaining xrvices and the time schedules shall be equitably adjusted. t3.9.2 IC the Project is suspended by the Owner for more than }o consecutive days, the Architect shall be compensated for services performed prior to notice of such suspension. When the Project is resumed, the Architect shall be compensated for expenses incurred in the interruption and resumption of the Architett's services.The Architect's fees for the remaining services and the time schedules shall be equitably adjusted. 13.a3 If the Project is suspended or the Architect's services are suspended Eor more than 90 consecutive days, the Architect may terminate this Agreement by giving not less than seven days' written notice. t3.a.4 This Agreement maybe terminated by either party upon not less than seven days' written notice should the other party fail substantially to perform in accordance with the terms of this Agreement through no Cault of the party initiating the termination. t3.a5 This Agreement may be terminated by the Owner upon not less than seven days' written notice to the Architect for the Owner's convenience and without cause. t3.e.6 In the event of termination not the fault of the Architect, the Architect shall be compensated for services performed prior to termination, together with Reimbursable Expenses then due and all Termination Expenses as defined in Subparagraph t.3.8.7. 13.e.7 Termination Expenses are in addition to compensation for the services of the Agreement and include expenses directly attributable to termination Cor which the Architect is not otherwise compensated, plus an amount for the Architect's anticipated profit on the value of the services not performed by the Architect. The American InsNlute olArthilecls 1735 New York Avenua, N.W. Washington, D.C. 1000G3i9i AGENDA ITEM tl9G SEPTEMBER 8, 2003 1.3.9 PAYMENTS TO THE ARCHITECT 1.3.9.1 Payments on account of services rendered and for Reimbursable Expenses incurred shall be made monthly upon presentation of the Architect's statement of services. No deductions shall be made Gom the Architect's compensation on account of penalty, liquidated damages or other sums withheld Crom payments to contractors, or on account of the cost of changes in the Work other than those for which the Architect has been adjudged to be liable. 13.9.2 Reimbursable Expenses are in addition to compensation for the Architect's services and include expenses incurred by the Architect and Architect's employees and consultants directly related to the Project, as identified in the following Clauses: a transportation in connection with the Project, authorized out•of-town travel and subsistence,. s (ees paid for securing approval of authorities having jurisdiction over the Project; s reproductions, plots, standard form documents, postage, handling and delivery of Instruments of Service; .4 expense of overtime work requiring higher than regular rates if authorized in advance by the Owner; s renderings, models and mock-ups requested by the Owner; .s expense of professional liability insurance dedicated exclusively to this Project or the expense of additional insurance coverage or limits requested by the Owner in excess of that normally carried by the Architect and the Architect's consultants; .7 reimbursable expenses as designated in Paragraph t.5•Si .e other similar direct Project-relatedexpendilures. t3.93 Records of Reimbursable Expenses, of expenses pertaining to a Change in Services, and of services performed on the basis of hourly rates or a multiple of Direct Personnel Expense shall be available to the Owner or the Owner's authorized repreuntative at mutually convenient times. 13.9.4 Direct Personnel Expense is defined as the direct salaries of the Architect's personnel engaged on the Project and the portion of the cost of their mandatory and customary contributions and benefits related thereto, such as employment lazes and other statutory employee benefits, insurance, sick leave, holidays, vacations, employee retirement plans and similar contributions. ARTICLE 1.4 SCOPE OF SERVICES AND OTNER SPECIAL TERMS AND CONDITIONS 1.4.1 Enumeration of Parts of the Agreement. This Agreement represents the entire and integrated agreement between the Owner and the Architect and supersedes all prior negotiations, representations or agreements, either written or oral. This Agreement may be amended only by written instrument signed by both Owner and Architect. This Agreement comprises the documents listed below. 1.4.1.1 Standard Form oFAgreement between Owner and Architect, A[A Document 6tgt-t997. 1.4.1.2 Standard Form of Architect's Services: Design and Contract Administration, AfA Document Otgo-t997 or as follows: (List other dacumenu, if any, Il<lin<asing Arrhilecfs scope of s<rvices.) 1.4.13 Other documents as fo0ows: (List other Alxumenls, if any, forming port of the Agrtem<nL) None. III o 0 oo~oo 01991 AIAO AIA DOCUMENT 8U1-0997 STANDARD fORM AGREEMENT The American Instil Ule of Arrhilecli 1735 New Yark Avenue. N.W. Wathingron, D.C. r0006.579] AGENDA ITEM #9G SEPTENII3ER 8, 2003 i ,i La.I Special Terms and Conditions. Special terms and conditions that modify this Agreement are as follows: None ARTICLE 1.5 COMPENSATION 1,5.1 For the Architect's services as described under Article t.a, compensation shall be computed as follows. Phase I -Schematics $ 7,500,00 Phase TT -Final Design/Bidding, 22,500:00 Total Fixed Fee $ 30,000.00 15.2 If the services of the Architect are changed as described in Subparagraph t.}.3.r, the Architect's compensation shall be adjusted. Such adjustment shall be calculated as described below or, if no method of adjustment is indicated in this Paragraph r.5.x, in an equitable manner. (Insert bmis of compcnsution, including rates and multiples of Direct Personnel Expense for Principals and employees, and identify Principals anJ classify employee, if required. fdmtify specific services to which purtic- ular methods of compcnsution apply) Hourly basis L53 For a Change in Servius of the Architect's consultants, compensation shall be computed as a multiple of one and one-tenth ( 1.1) times the amounts billed to the Architect for such services. 1s.4 For Reimbursable Expenses as described in Subparagraph t.}.y.z, and any other items included in Paragraph r.S.S as Reimbursable Expenses, the compensation shall be computed as a multiple of one and one-tenth ( 1.1 )times the expenses incurred by the Architect, and the Architect's employees and consultants. ll(I 1.5.5 Other Reimbursable Expenses, if any, are as follows: Survey: To be determined oo, a . °o~~-'o~o° Geotechnical: To be determined Permitting: To be determined of++r ~~Am Reproduction: To be determi d AU DC1Ct1MENT 8141.1997 ne STANDARD FORM AGREEMENT The American Imlltute of Architects 1735 New York Avenue, N.W. Washington, D.C. 700064792 AG>/NDA ITED[ k9G S)/PTEMBER 8, 2003 1.5.6 The rates and multiples for services of the Architect and the Architect's consultants as set forth in this Agreement shall Mt adjusted in accordance with their normal salary review practices. 1.5.7 An initial payment of none Dollars (s 0 )shall b< made upon execution of this Agreement and is the minimum payment under this Agreement. It shall be credited to the Owner's account al final payment. Subsequent payments for services shall be made monthly, and where applicable, shall be in proportion to services performed on the basis set forth in this Agreement. t.5.e Payments are due attd payable Chitty ( 30 )days from the dale of the Architect's invoice. Amounts unpaid thirty ( 30 )days after the invoice date shall bear iltlerest at the rate entered below, or in llte absence thereof at the legal rate prevailing from lime to time al,the principal place of,business of the Architect. (Inmrt rote of interest agreed upon,) 1 1/2% per month (Usury lows anJ requirements under the Fedrral Truth in Lending Act, similar state and loaf consumer credit laws and other regulations w the Ownr~s andArchitectt principal places of business, the location of the Project and elsewhere may affect the wlidity of this provision. Specific legal advice should hr abwined with respect to deletions or modifications, and also regarding requirements such as written ditdotures or wuiversJ 1.5.9 if the services covered by this Agreement have not been completed within twenty-four ( 24) months of the date hereof, through no fault of the Architect, extension of the Architect's services beyond that time shall be compensated as provided in Paragraph t.5s. This Agreement entered into as of the day and year first written above. 0 W N E R(Signaturc) ARCHIT Jim Hanson, City Manager Jose M. Perez, AIA, President (Printed name and tide) (Printed name and tide) CAUTION: You should sign un original A!A document or a licensed rcproduclion, Originals contain the A!A logo ``refer/~/ printed in red; licensed reproductions ore those produced in accordance with the fnstruniont to this document 1",I _~M~{ =:,_.. 0199) AIA® AIA DOCUMENT el~l•1997 STANDARD FORM AGREEMENT the American Instl role of AfehilKis 1735 New Vork Avenue, N.W. Washington, D.C. 20006.5291 1 9 9 7 E D I T I O N AIA DOCUMENT Standard Form of Architect's Services: TABLE OF ARTICLES 2.1 PROJECT ADMINISTRATION SERVICES 2.2 SUPPORTING SERVICES 2.3 EVALUATION AND PLANNING SERVICES 2.4 DESIGN SERVICES 2.5 CONSTRUCTION PROCUREMENT SERVICES Capyrlght 1917, 1916, 1948, 1951, 1957, 1958, I%1, 1%l, 1966, 1%7, 19)Q 197, 1977, 1967, 01997 by Tha American Instllule O( ArChilKts. ReplOduCtiOrl O( Ih! INIHNI herein a suh9lmlid gwtalion O( llf provisbnf withOUt wrinen permission a) the AIA vidares the copyright laws of the Unfired Soles and will sobjecr the vblaor to legal prosecu• twr,, AGENDA ITEM #9G SEI'TEMIIER 8, 2003 8141-1997 This document has impor- tant legal consequences. Consultation with an attorney is encouraged with respect to its completion or modification, =--.~,- :~,_._ 01991 AIA® AlA DONMENT 8141.1997 $TANDARO FORM SERVICES The American Intlilure O( ArchiIKN 1775 New Vork Avenue, N.W. Wathinglon, D.C. IOOOG•5291 0 AGENDA ITEM #9G SEPTEMBER 8, 2003 ARTICLE 2.1 PROJECT ADMINISTRATION SERVICES 2.1.1 The Architect shall manage lhr Architect's services and administer the Project. The Architect shall consult with the Owner, research applicable ,design criteria, attend Project meetings, communicate with membersof the Project ream and issue progress reports. The Architect shall coordinate the services provided by the Architect and the Architect's consultants with those services provided by the Ownerand the Owner's consultants. 2.1.2 When Project requirements have been sufficiently identified, the Architect shall prepare, and periodically update, a Project schedule that shall identify milestone dates For decisions required of the Owner, design services furnished by the Architect, completion of documentation provided by the Architect, commencement of construction and Substantial Completion of the Work. 2.13 The Architect shall consider the value of alternative materials, building systems and equipment, together with outer considerations based on program, budget and aestltetiu in developing the design for the Project. ' 2.1A Upon request oC the Owner, the Architect shall make a presentation to explain the design of the Project to representatives ofthe Owner. 3.15 The Architect shall submit design documents to the Owner al intervals appropriate to the design process (or purposes of evaluation and approval by the Owner. The Architect shall be entitled to rely on approvals received from the Owner in the further development of the design. 2.1.6 The Architect shall assist the Owner N connexion with the Owner's responsibility (or filing documents required for the approval of governmental authorities having jurisdiction over the Projex. 2.1.7 EVALUATION OF BUDGET AHD COST OF THE WORK 2.1.7.1 Wlren the Projex requirements have been sufficiently identified, the Architex sha0 prepare a prel'uninary estimate of the Cost of the Work This estimate may be based on current area, volume or similar conceptual estimating techniques. As the design process progresses through the end of the preparation of the Constmxion Documents, the Architex shall update and refine the preliminary estimate of the Cost of Ute Work The Architex shall advise tite Owner of any adjustments to previous estimates of Use Cost of the Work indicated by changes in Projex requirements or general market conditions: [f at any time the Archilex's estimate of the Cosl of the Work exceeds the Owner's budget, the Archilex shall make appropriate recommendations to the Owner to adjust the Projex's size, quality or budget, and the Owner shall cooperate with the Architex in'making such adjustments. 2.1.7.2 Evaluations of the Owner's budget for the Projex, the preliminary estimate of the Cost of the Work and updated estimates of the Cosl of the Work prepared by Use Architect represent the Ilj Architect's judgment as a design professional familiar with the construction industry. Il is ~ recognized, however, that neither the Archilex nor the Owner hu control over the cost of labor, o materials or equipment, over the Contractor's methods of determining bid prices, or over oo.~•oo competitive bidding, market or negotiating conditions. Accordingly, the Architect cannot and ~ does not warrant or represent titat bids or negotiated prices will not vary Gom the Owner's O 19 9 / A I A ® budget for the Project or from any estimate of tise Cost of the Work or evaluation prepared or AIA DOCUMENT al~l•7997 agreed to by the Mchitecl. STANDARD FORM SERVICES The American Institute of ArcMtects 1735 New York Avenue, N.W. Washington, D.C. 20006.529] R~ AGENDA ITEM #9G SEPTEMBER 8, 2003 I r-- I 2.t.7.] In preparing estimates of the Cost of the Work, the Architect shall be permitted to include contingencies (or design, bidding and price escalation; to determine what materials, equipment, component systems and types of construction are to be included in the Contract Docuntenls; to make reasonable adjustments in the scope of the Project and to include in the Contract Documents alternate bids as maybe necessary to adjust the estimated Cosl of the Work to meet the Owner's budget for the Cosl of the Work. If an increase in the Contract Sum occurring alter execution of the Contract between the Owner and the Contractor causes the budges for the Cost of the Work to be exceeded, that budget shall be increased accordingly. 2.1.24 (f bidding or negotiation has not commenced within 9o days after the Mchitect submits the Construction Documents ro the Owner, the budget [or the Cost of the Work shall be adjusted to reflect changes in the general level oC prices in the construction industry. 2.1.7.5 [F thebudget for the Cost of the Work is exceeded by the lowest bona fide bid or negotiated proposal, the Owner shall: .I give written approval of an increase in the budget (or the Cost of the Work; ~ authorize rebidding or renegotiating of the Project within a reasonable lime; a terminate in accondance with Subparagraph t.].g.5; or .+ cooperate in revising the Project scope and quality as required to reduce the Cost of the Work. 2.t.7.6 If the Owner chooses to proceed under Clause z.t.7.5.a, the Architect, without additional compensation, shall modify the documents for which the Architect is responsible under this Agreement as necessary to comply with the budget for the Cost of the Work. The modification oC such documents shall be the limit of the Architect's responsibility under this Paragraph st.7. The Architect shall be entitled to compensation in accordance with this Agreement Cor all services performed whether or not construction is commenced. ARTICLE 2.25UPPORTING SERVICES 2.2.1 Unless specifically designated in Paragraph z.&},lhe services in this Article z.z sha0 be provided by the Owner or the Owner's consultants and contractors. 22.7.1 The Owner shall furnish a program setting forth the Owner's objectives, schedule, constraints and criteria, including.spaa requirements and relationships, special equipment, systems and site requirements. 22.12 The Owner shall (umish surveys to describe physical charaeterisUcs, legal limitations and utility locations for the site of the Project, and a written legal description of the site. The survrys and legal information shall include, as applicable, grades and lines of streets, alleys, pavements and adjoining property and structures; adjacent drainage; rights•ofway, restrictions, easements, encroachments, zoning, decd restrictions, boundaries and contours of the site; locations, dimen- sions and neceuary data with respect to existing buildings, other improvements and frees; and information concerning available utility services and lines, both public and private, above and below grade, including inverts and depths. All the information on the survey shall be referenced to a Project Benchmark. 2.2.13 The Owner shall Curnish services of geoleehnical engineers which may include but are not limited to test borings, test pits, determinations of soil bearing values, percolation tests, evalua• lions of hazardous materials, ground corrosion tests and resistivity tests, including necessary operations for anticipating subsoil conditions, wish reports and appropriate recommendations. o. Ills o 00~~0 0199] AIA® AU DOCUMENT al1l•1997 $TANOARD fORM SERVICES The American Institute aU,rchitects 1735 New York Avenue, N.W. Washington, D.C. 20006-5292 AGENDA ITEM #9C ' SEPTEMBER 8, 2003 I i ARTICLE 2.3 EVALUATION AND PLANNING SERVICES 2.3.1 The Arcltitecl shall provide a preliminary evaluation of the information furnished by the Owner under ibis Agreement, including the Owner's program and schedule requirements and budget for the Cost of the Work, each in terms of the other. The Architect shall review such information to ascertain that it is consistent with the requirements of the Project and shall notify the Owner of any other information or consultant services that may be reasonably needed for the Project. 23.2 The Architect shall provide a preliminary evaluation of the Owner's site Cor the Project based on the information provided by lhe,Owner o(site conditions, and the Owner's program, schedule and budget for the Cost of the Work. 233 The Architect shall review the Owner's proposed method of contracting for construction services and shall notify the Owner of anticipated impacts that such method may have on the Owner's program, financial and time requirements, and the scope of the Project. ARTICLE 2.4 DESIGN SERVICES 2.4.1 The Architect's design services shall include normal structural, mechanical and electrical engineering services. 2.4.2 SCHEMATIC DESIGN DOCUMENTS 2.4.2.1 Tile Architect shall provide Schematic Design Documents based on the mutually agreed- upon program, schedule, and budget for the Cost of the Work. The documents shall establish the conceptual design of the Project illustrating the scale and relationship of the Project components. The Schematic Design Documents shall include a conceptual site plan, if appropriate, and preliminary building plans, sections and elevations. At the Architect's option, the Schematic Design Documents may include study models, perspective sketches, electronic modeling or com- binations of these media. Preliminary selections of major building rystems and construction materials shall be noted on the drawings or described in writing. 2.43 DESIGN DEVELOPMENT DOCUMENTS 2.43.1 The Architect shall provide Design Development Documents based on the approved Schematic Design Documents and updated budget for the Cost of llle Work The Design Development Documents shall illustrate and describe the refinement of the design of the Project, establishing the scope, relationships, fortns,siu and appearance of the Projed by means of plans, sections and elevations, typical construction details, and equipment layouts. The Design Development Documents shall include specifications that identify major materials and rystems and establish in general their quality I~wels. 2.4.4 CONSTRUCTION DOCUMENTS 2.4.4.1 The. Architect shall provide Construction Documents based on the approved Design Development Documents and updated budget for the Cost of the Work The Construction III Documents shall set forth in detail the requirements for construction of the Projed. The Construction Documents shall include Drawings and Specifications that establish in detail the o. quality levels of materials and systems required for the Project. ~ 2.4.42 During the development of the Construction Documents, the Architect shall assist the AIA DOCUMENT 0141 1997 Owner in the development and preparation oL• (1) bidding and procurement information which STANDARD FOftM describes the time, place and conditions of bidding; bidding or proposal forms; and the form of sEftvlCES agreement between the Owner and the Contractor; and (z) the Conditions of the Contract Cor The American Institute Construction (General, Supplementary and other Conditions). The Architect also shall compile of Aanirecu the Project Manual that includes the Conditions of the Contract (or Construction and tT35 New vork Avenue, N.w. Specifications and may include bidding requirements and sample forms. Washington, D.C. 20006579] a~ AGENDA ITEM #9C SEPTEMIIER 8, 2003 ARTICLE 2.5 CONSTRUCTION PROCUREMENT SERVICES x.5.1 The Architect shall assist the Owner in obtaining either competitive bids or negotiated proposals and shall assist the Owner in awarding and preparing contracts (or construction. 2.S.x The Architect shall assist the Owner in establishing a list of prospective bidders or con- tractors. 2.5.3 The Architect shall assist the Owner in bid validation or proposal evaluation and detertni- nalion oCthe succeuful bid or proposal, iC any. If requested by the Owner, the Architect shall noli- Cyall prospective bidders or contractors of the bid or proposal results. x.5.4 COMPETITIVE BIDDING 2.5.4.1 bidding Documents shall consist of bidding requirements, proposed contract forms, General Conditions and Supplementary Conditions, Specifications and Drawings. 25.4.2 if requested by the Owner, the Architect shall arrange for procuring the reproduction of Bidding Documents for distribution to prospective bidders. The Owner shah pay directly for the cost of reproduction or shall reimburse the Architect for such expenses. 2.5.4.3 If requested by the Owner, the Architect shall distribute the bidding Documents to prospective bidders and request their return upon completion of the bidding process. The Architect shall maintain a log of distribution and retrieval, and the amounts of deposits, if any, received From and resumed to prospective bidders. 2.5.4.4 The Architect shah consider requests for substitutions, if permitted by the bidding Documents, and sha0 prepare and distribute addenda identifying approved substitutions to all prospective bidders. 2.5.45 The Architect shai participate,iD or, at the Owner's direction, shall organic and conduct a pre-bid conference for prospective bidders. 2.5.4.6 The Architect shah prepaze responses to questions Crom prospective bidders and provide clarifications and interpretations of the Bidding Documents to all prospective bidders in the form of addenda. 26.4.7 The Architect shah participate in or, at the Owner's direction, shall Organic and conduct the opening of the bids. The Architect shah subsequently document and distribute the bidding results, as directed by the Owner 2.5.5 NEGOTIATED PROPOSALS 2.5.5.1 Proposal Documents shall consist of proposal requirements, proposed contract forms, General Conditions~and Supplementary Conditions, Specifications and Drawings. 2.sS.x [C requested by the Owner, the Architect shall artange for procuring the repraluction oC llll Proposal Documents (or distribution to prospective contractors. The Owner shall pay directly (or eo, o the cost of reproduction or shall reimburse the Architect for such expenses. °a'c~"~'o° x.5.53 If requested by the Owner the Architect shall or anize and artici ate in selection inter- ° I's r "' A , g p p VIeWS Wllh pCOSpeCLIVC CODLraCYOrS. AU DOCUMENT aI41•I997 STANDARD iORM SERVICES 2.55.4 The Architect shall consider requests (or substitutions, i( permitted by the Proposal Documents, and shall prepare and distribute addenda identifying approved substitutions to all the American msliwie Ol MChi1KI5 pfOSpeellVe COnlraelOES. 1775 N<w York Avenue, N.W. w~ Washington, D.C. x0006•Sx9x AGENDA ITEM #9G SEPTEMBER 8, 2003 ARTICLE 2.G MODIFICATIONS: Modifications to this Standard Form of Architect's Services: Design and Contract Administration, ifany, arc as follows: .SUSPENSION, CANCELLATION OR ABANDONMENT In the event the project or the services of PQH called under this Agreement are suspended, canceled or abandoned by the City, PQH shall be given five (5) days prior written notice ofsuch action and shall be compensated for the, professional services provided up to the date of suspension, cancellation or abandonment. REPRODUCTIONS The Architect shall provide five (5) sets of documents to the Owner at no charge at the following three (3) stages of the Architect's services: Schematic Documents Design Development Documents (50°/a Pinal Design) Construction Documents (L00°/a Pinal Design) By its execution, this Standard Forth of Architect's Services: Design and modifications hereto are incorporated into the Standard Forth of Agreement Between the Owner and Architect, Modified A[A Document B14I-1997, that was entered into by the parties as of the daft. OWNER (Signature) ARCHITE ::.~~~~ .~:~ ~~ Jim Hanson, City Manager Jose M. Perez, AIA, President (Primed name and lido) (PrinseJ mm~e uml lido) 01991 ~IwO AIA DOCUMENT 6N7.1997 STANDARD FORM SERVICES GW pox: You should sign un aiginul A(A Jo[urn[nl or a IicenuJ rePmJuniml. Originub [onmin the AlA logo The American Inslitule prinl[J in rtA; linnsrd repnsrlu[lions are (hose proJureJ in a[rnrJwxe wills the Lntrurlirnls 1° This Jsxuns[„l, of Archilecss 1735 New York Avenue, N.W. Washington, O.C. 7000a•5797 __ ~___