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CCR1999183AMENDED COMMON COUNCIL - CITY OF MUSKEG0 RESOLUTION #183-99 Approval of Agreement Between the City of Muskego and Barrientos Design 8 Consulting, LLC for Architectural and Engineering Design Services for Remodeling of City Hall BE IT RESOLVED That the Common Council of the City of Muskego, upon the recommendation of the Finance Committee, does hereby approve the attached Agreement, as amended, between the City of Muskego and Barrientos Design & Consulting, LLC to provide professional architectural and engineering design services for the remodeling of City Hall. BE IT FURTHER RESOLVED That the Mayor is authorized to execute the Agreement in the name of the City subject to review of the City Attorney. BE IT FURTHER RESOLVED That the Mayor may make any necessary technical changes to the Agreement in consultation with the City Attorney DATEDTHIS 26Ih DAY OF OCTOBER 1999. SPONSORED BY: FINANCE COMMITTEE AM Mark Slocomb Ald. David J. Sanders Ald. Nancy C. Salentine This is to certify that this is a true and accurate copy of Resolution #183-99 which was adopted by the Common Council of the City of Muskego. 10199jmb COMMON COUNCIL - CITY OF MUSKEG0 RESOLUTION #183-99 Approval of Agreement Between the City of Muskego Consulting, LLC for Architectural and Remodeling of City Hall BE IT RESOLVED That the Common Council recommendation of the Finance Committee, Agreement between the City of Muskego provide professional architectural and of City Hall. BE IT FURTHER RESOLVED That in the name of BE IT FURTHER may make any necessary technical changes to the Agreement in the City Attorney. DATED THIS DAY OF 1999. SPONSORED BY: FINANCE COMMITTEE Ald. Mark Slocomb Ald. David J. Sanders Ald. Nancy C. Salentine This is to certify that this is a true and accurate copy of Resolution #183-99 which was adopted by the Common Council of the City of Muskego. 10199jmb Clerk-Treasurer Oct-22-99 02:55P P.02 e Standard Form of Agreement Between Owner and Architect AIA Document 6141 - Electronic Format TlIlS DOCUMEM HAS IMWRTANT LEGAL CONSEQUENCES CONSULTATION WITH AN ATTORNEY IS ENCOURAGED WITH RESPECT TO 11'5 COMPI.ETION OK MODIFICATION. ALITHENTICATION OF THIS ELECTRONICAI.LY DRAFTED AIA DOCUMENT MAY EE MADE BY USING AIA UOCLMENT WO1. Copyright 1917. 1926. 1948. 1951, 1953. 1958. 1961. 1963. 1966. 1967, 1970. 1974. 1977. 1987 by Thc Anxrican InrtiluLL of Architects. 1735 Ncr YaL Avcnuc. N.W.. Wuhtnglon. D.C.. 200065292. Rcproduclion of [he mtcRd hemin orrubsunrial quolstion orits provisions withoul rrincn permmion d1hr AIA vi0IaIL.s thc copyfight law olthc Unitcd Shtcr and will be subject to Icgnl proyNtim. AGREEMENT made as of the 26 day of October in the year of Nineteen Hundred and 99 BETWEEN the Owner: (Nom odaddres4 City of Muskcgo W182 S8200 Racine Avenue !Aukego, WI 53150 and the Architect: (.Vmw nnd uddrlrerrl Bamenlos Design &Consulting. LLC. 8324 N. Steven Road Milwaukee, WI 53223 (lncludr dnailed description o/F?ojm, locolion. oddws and scope.) For the fallowing Project: Building Renovation of existing City Hall based on Space Plans developed by Barrientos Design earlier this year. Renovation program encompasses vacared Library space. exisdug fist floor offrces. basemen5 enuy sidewalk and exterior air conditioning unirs. All exisling city Function with the addition of Information Services will be re-arranged into the new layout. Renovation work will include: interior partitions. finished ceilings, flooring, a few new exterior windows and doors, and modifications to HVAC and electrical system.. No major sbuctural work to the foundation or columns are anticipated The Owner and Arclulect agree as set forth below. Oct-22-99 02:56P P.03 TERMS AND CONDITIONS OF AGREEMENT BETWEEN OWNER AND ARCHITECT ARTICLE 1 ~~~ ~ ARCHITECT'S RESPONSIBILITIES 1.1 ARCHITECT'S SERVICES performed by the Architect, Architect's employees and 1.1.1 The Architect's serviccs consist of those smices Architects consulrants as enumerated in Articles 2 and 3 of this Agreement and any other services included in Article 12. 1.1.2 The Architect's services shall he performed as expeditiously as is congistent with professional skill and care and the orderly progress of the Work. "feap&4& the Architect shall submit for the Owner's approval a schedule for the performance of the Architecfs services which may be adjusted as the Project proceeds. and shall include allowances for periods of time required for the Owner's review and for approval of submissions by authorities having jurisdiction over the Project. Time limits except for reasonable cause, be exceeded by the Architect or established by this schedule approved by the Owner shall not, Owner. 1.1.3 The services covered by this Agreement are subject 0 to the lime limitations conlained in Subparagraph I1 S.1. ARTICLE 2 SCOPE OF ARCHITECTS BASIC SERVICES 2.1 DEFINITION 2.1.1 The Architecl's Basic Services consist of those described in Paragraphs 2.2 through 2.6 and any other services identilied in Article 12 as part of Basic Services, and include normal structural. mechanical and electrical engineeting services. 2.2 SCHEMATIC DESIGN PHASE 2.2.1 The Architect shall review the program furnished by the Owner to ascertain the requirements of the Project and shall arrive at a mutual understanding of such requirements with the Owner. 2.2.2 The Architect shall provide a preliminary evaluation of the Owner's program. schedule and consmction budget requirements. each in terms of the other, subject to the limitations set forth in Subparagraph 5.2.1. 2.2.3 The Architect shall review with the Owner alternative approaches to design and construction of the Project. 2.2.4 Based on the muarally agreed-upon program. schedule and construction budget requirements. the Architect shall prepare, for approval by the Owner. Schematic Deslgn Documents consisiig of drawings and other documents illustrating the scale and relationship of Project components. 2.2.5 The Architect shall submit to the Owner a preliminary estimate of Conmction Cost based on current area, volume or other unit costs. 2.3 DESIGN DEVELOPMENT PHASE 2.3.1 Based on the approved Schematic Design Documents and any adjustments authorized by the Owner in the program. schedule or consmction budget. the Architect Development Dncuments consisting or drawings and other shall prepare, for approval by the Owner, Design documents to fix and describe the size and character of the Project as to archilectural, structural. mechanical and be appropriate. electtical system. marerials and such other elements as may 2.3.2 The Architect shall advise the Owner of any adjustments to the preliminary estimate of Construction Cost. 2.4 CONSTRUCTION DOCUMENTS PHASE 2.4.1 Based on the approved Design Development Documents and any funher adjustments in the scope or quality of the Project or in the construction budget authorized by the Owner, the Architect shall prepare. for approval by the Owner, Consrmction Documents consisting of Drawings and Specifications setting forth in detail the requirements for the construction ofthe Project. 2.4.2 The Architect shall prepared&QwneF%+he- ppaf#km 4 &e necessary bidding information, bidding Agreement between the Owner and Contractor. fornu;. the Conditioos of the Contract. and !he form of adjustments to previous preliminary estimates of Construction 2.4.3 The Architect shall advise the Owner of any Cost indicated by changes in requirements or general market Oct-22-99 02:56P conditions. 2.4.4 ?le Architect. shall assist the Owner in connection with the Ownefs responsibility for filing documents required for the approval of governmental authorities having junsdiction over the Project. 2.5 BIDDING OR NEGOTIATION PHASE, 2.5.1 The Architect following the Owner's approval of the Construction Documents and of the latest preliminary estimate of Construction Cost, shall assist the Owner in obtaining bids "pwpdn and essist+n+wdkg prepare conhncts for construction. 2.6 CONSTRUCTION PHASE-ADMINISTRATION ad~-ama#S-cBF~ "_ award and OF THE CONSTRUCTION CONTRACT 2.6.1 The Architect's responsibility to provide Basic Services for the Construction Phase under this Agreement commences with the award of the Contract for Construction and terminates at the earlier of the issuance to the Owner of the final Certificate for Payment or 60 days after the date of Substantial Completion of the Work. 2.6.2 The Architect shall provide administration of the Conaact for Construction as set forh below and in the edition of AIA Document A201. General Conditions of the Contract for Construction. current as of the date of lhis Agreemcnt. by the Architcct to comply with Wisconsin law including, but not limited to, City projects. 2.6.3 Duties. responsibilities and limitations of authority of the Archtect shall not be restricted, modified or extended without minen agreement of the Owner and Architect with consent of the Contractor, which consent shall not be unreasonably withheld. 2.6.4 The Architect shall be a representative of and shall until fi~l payment to the Conuactor is due, and (2) as an advise and consult with the Owner (I) during consrmction Additlonal Service at the Owner's direction from time IO time during the correction period described in the Conhacl for Conshuction. The Architect shall have authority IO act on behalf of the Owner only to the extent provided in this Agreement unless olherwlse modified by written instrument. 2.6.5 The Architect shall visit the site at intervals appropriate lo the stage of conslruclion or as otherwise agreed by the Owner and Architecl in writing to become generally familiar with the progress and quality or the Work completed e unless otherwise provided in lhis Agreement. and as modified P.04 and ta determine in general if the Work is being performed in B mer indicating that the Work when completed will be in accordance with the Contract Documents. However, the Architect shall not be requind to make exhaustive or continuous on-site inspections to check the quality or quantity of the Work. On the bask of on-site observations as an architect. the Architect shall keep the Owner informed of the progress and quality of the Work. and shall endeavor to guard the Owner against defects and deficiencies in the Work. (More crrwive nile mprermmrion may be oxreed Io nr on Addilionol Service, os described in Paragraph 3.2.) 2.6.6 The Architect shall not have control over or charge of and shall not be responsible for construction means. methods, techques, sequences or procedures. or for safety precautions and programs in connection with he Work, since these are solely the Contractor's responsibility under the Contract for Construction. The Architcct shall not be responsible for the Contractor's schedules or failure to ca? The Architect shall not have control over or charge of acts or out the Work in accordance with the Contract Documents. omissions of the Contractor. Subcontractors, or rhelr agents or employees, or of any other persons performing portions of the Work. 2.6.7 'Ihe Architect shall at all times have access to the Work wherever it is in preparation or progress. 2.6.8 Except as may otherwise be provided in the Contract specially authorized. the Owner and Contractor shall Documenls or when direct communications have been communicate through the Architect. Communications by and with the Architect's consullants shall be lhrough the Architect. 2.6.9 Based on the Archtect's observations and evaluations of the Contractor's Applications for Payment. the Architect shall review and ceriify the amounts due the Contractor. 2.6.10 The Architect's certification for payment shall constitute a representation to the Owner, based on the Architect's observations at the site as provided in Subparagraph 2.6.5 and on the data comprising the Contractor's Application for Payment. that the Work has progressed to the point indicated and that. 10 Ihc besl OF thc Architect's knowledge, information and belief, quality of the Work is in accordance with the Contract Documents The foregoing representations are subject to an evaluation of the Substantial Completion, to rcsulls of subsequent tests and Work for conformance with the Contract Documents upon inspections. to minor deviations from the Contract Documents correctable prior to completion and to specific User Document: MUSKEGO -- 1012Z1999. AIA License Number 100786. which expires on 11/22/1999 -. Page #3 Electronic Format 8141-1987 act-22-99 02:57P qualifications expressed by the Architect. The issuance of a Cemficate for Payment shall Mer constitute a representation that the Contractor is entitled to payment in the 0 Payment shall not be a representation chat the Architect has amount certified. However. the issuance of a Certificate for (I) made exhaustive or continuous on-site impections to check the quality or quantity of the Work, (2) reviewed construction means, methods, techniques, sequences or procedures, (3) reviewed copies of requisitions received from Subcontractors and material suppliers and other data requested by the Owner to substantiate the Contractor's right to payment or (4) ascertained how or for what purpose the Contract Sum. Contractor has used money previously paid on account of the 2.6.11 The Architect shall have authority to reject Work which does not conform to .the Contract Documents. Whenever the Architect considers it necessary or advisable for implementation of the intent of the Contract Documents. the Architect will have authority to require additional inspection or testing of the Work in accordance with the provisions of the Contract Documents. whether or not such Work is fabricated. installed or completed. However, neither hs authority of the Architect nor a decision made in good give rise to a duty or responsibility of the Architect to the faith either to exercise or not to exercise such authority shall Contractor. Subcontractors. material and equipment suppliers, their agents or employees or other persons performing pomons of the Work. 2.6.12 The Architect shall review and approve or take other appropriate action upon Contractor's submittals such as Shop purpose of checking for conformance with information given Drawings, Product Data and Samples, but only for the limited The Architect's action shall be taken with such reasonable and the design concept expressed in the Contract Documents. promptness as to cause no delay in the Work or in the consuuction of the Owner or of separate contractors, while Judgment to permit adequate review. Review of such allowing sufficient time in the Architect's professional submittals is not conducted for the purpose of determining the accuracy and completencss of other details such as dimensions and quantities or for substantiating insmctions designed by the Contractor. all of which remain the for installation or performance of equipment or systems responsibility of the Contractor to the extent required by the constitme approval of safety precautions or. unless otherwise Contract Documents. The Architect's review shall not specifically stated by the ArchitecL of conshction means, methods. techniques. sequeuces or procedures. The approval of an assembly of which the item is a component. Architect's approval of a specific item shall not indicate When profcsrional ccrtificatiun of performance P.05 characteristics of matcrials, systems or equipment is required by the Contract Documents, the Architect shall be entitled to rely upon such certification to establish. rhal the materials, systems or equipment will meet the performance criteria required by the Contract Documents. 2.6.13 The Architect shall prepare Change Orders and Consmction Change Directives. with supporting documentation and data if deemed necessary by the Architect aspmvidedinSuhpmgraphs3.1.1 and3.3.3.fortheOwner's appmvol and execution in accordancc with he Cunlrdct Documents, and may authorizc minor changes in he Work not involving an adjustment in the Conmct Sum or an with the intent of the Contract Documents. extension of the Contract Time which arc not inconsistent 2.6.14 The Architect shall conduct inspections to determine the dare or dates of Substantial Completion and the date of the Owner's review and records wriHen warranties and related fd completion, shall receive and forward IO the Owner for documents quired by the Contract Oocuments and assembled by the Contractor. and shall Issue a final Certificate for Payment upon compliance with the requirements of the Contract Documenrs. 2.6.15 The Architect shall interpret and decide maners concerning performance of the Owner and Contractor undcr the requirements of the Contract Documents on wrinen request of either the Owner or Contractor. The Architect's response to such requests shall be made with reasonable promptness and withii any time limits agreed upon. 2.6.16 Interpretations and decisions of the Architect shall be consistent with the intent of and reasonably inferable from the Contract Documents and shall be In writing or in the form of drawings. When making such interpretations and initla1 decisions, the Architect shall endeavor to secure faithful performance by both Owner and Contractor. shall not show partiality to either. and shall not be liable for results of interpretations or decisions so rendered in Eood faith. 2.6.17 The Architect's decisions on matters relating to aesthetic effect shall be fnal if consistent with the intent expressed in the Contract Documents. 2.6.18 The Architect shall render written decisions within a question between the Owner and Conrractor relating to the reasonable time on all claims, disputes or other maners tn cxccution or progress of the Work as provided in the Contract Documents. 2.6.19 The Architect's decisions on claims, disputes or Oct-22-99 02:58P P.06 and Contractor. except for those relating to aesthetic effect as orher manem, including those in question between the Owner dispufe resolution as provided in this Agreement provided in Subparagraph 2.6.17. shall be subject to and In the Contract Documents. ARTICLE 3 ADDITIONAL SERVICES 3.1 GENERAL 3.1.1 The services described in this Article 3 are not and they shall be paid for by the Owner as provided in this included in Basic Services unless so identified in Article 12, Services. The services described under Paragraphs 3.2 and Agreement. in addition to the compensation for Basic 3.4 shall only be provided if authorized or confnned in writing by the Owner. If services described under Contingent Additional Services in Paragraph 3.3 are required due lo circumstances beyond the Architect's conml. the Architect shall noti@ rhe Owner prior to commencing such services. If the Owner deems that such services described under written notice to rhe Architect. If lhe Owner indicates in Paragraph 3.3 are not required. the Ouner shall give prompr are not required, the Architect shall have no obligation to writing that all or pan of such Contingent Additional Services provide lhose services. a 3.2 PROJECTREPRESENTATIONBEYOND BASIC SERVICES 3.2.1 U-mefe~+epemWh4-€be+kak-k d.3%&3din-aA@ike- W"" 3.2.2 Pqeet~"be+ek4e&+wky-& ~4feeed4?y4be~4-h~ "e- ' a" ate" 4"ec"eF "#&P &""*4*&&& . .,. .. .. 3.2.3 Tbsmgb 40 dxaw&ws -by & 4kjeef- ~~-ief&~"& ~tke-Af&k€4skell"w-tHeui$e ~tn-Cke~~-h"ef~~ fewefAhM"*" ewgawn5-3f*- m. -09"S&d~in* 3.3 CONTINGENT ADDITIONAL SERVICES , ... * 3.3.1 Making revisions in Drawings. Specifications ar other documents when such revisions are: .1 inconsistent with approvals or insauctions previously given by che Owner. including revisions program or Projcct budget; made necessary by adjusunents in the Owner's .2 required by the enactment or revision of codes laws or regulations subsequent lo the preparation of such documents; or 3 due to changes required as a result of the Owner's failure to render decisions in a rimely manner. 3.3.2 Providing Services requircd because of signifiicant changes in the Project including, but not limited to. size. bidding or negotiating and contracting for construction. quality. complexity. the Owner's schedule. or the method of except for services required under Subparagraph 5.2.5. 3.3.3 Preparing Drawings, Specifications and other proposals, and providing other services in connection with documentation and suppofling data. evaluating Contractor's Change Orders and Construction Change Direcrives. 3.3.4 Providing services in connection with evaluating substitutions proposed by the Contractor and making subsequent revisions to Drawings, Specificatians and other documentation resulting therefrom. 3.3.5 Providing consultauon concemg replacement of and Furnishing services required in connection with the Work damaged by fue or other cause during construction. replacement of such Work. 3.3.6 Providing services made necessary by the default of the Connactor, by major defects or deficiencies in the Work of the Contractor. or by failure of performance of either the Owner or Contractor under the Contract for Construction. 3.3.7 Providing services in evaluating an extensive number of clatms submitted by the Contractor or others in connection with the Work. 3.3.8 Proriding services in connection wlth a public hearing, arbitration proceeding or legal proceeding except where the Architect is party thereto. 3.3.9 F'reparing documentc for alternate. separate or sequential bids or providing services In connection with AlA DOCUMENT Dl41 . OWNER-ARCIIITECT AGREEMENI' . FOURTEENTH EDITION - AIA -COPYRIGHT 1987 - TIIF AMERICAN INSTI'IIITI. OF AKCttITECTS. 1731 NEW YORK AVENUE N.W.. WASHINGTON. D.C. 2(1006-5292.: Unliccwed pholccupying biolales U S copyfight law and is rublect 10 Icgal pmrccudan. 'Ihir documcnl was clectronically producd with the permission allhe AIA and can k rcpmduccd rilhoul %~olalmn unlil the date nlcxpwmon ab notcd hclaw Electronic Format 8141-1987 User Document MUSKEG0 -- 10122H999. AIA License Number 100786. which expires on 11/22/1999 -. Page #5 Oct-22-99 02:59P bidding, negotiation or conskuction prior to the completion of rhe Construction Documents Phase. a 3.4 OPTIONAL ADDITIONAL SERVICES progra-ing the requirements of the Project. 3.4.1 Providing analyses of the Ownets needs and 3.4.2 Providing fmancial feasibility or other special studies. comparative studies of prospective sites. 3.4.3 Providing planning surveys, site evaluations or 3.4.4 Providing special surveys, environmental studies aod submissions rquired for approvals of governmental authorities or others having jurisdiction over the Project. 3.4.5 Providing services relative to future facilities, systems and equipment. 3.4.6 Providing services to investigate existing conditions or facilities or to make measured drawings thereof 3.4.7 Providing services to verify the accuracy of drawings or other information furnished by the Owner. 3.4.8 Providing coordination of construction performed by separate conkactors or by the Owner's own forces and coordination of services required in connection with construction performed and equipment supplied by the Owner. consfruction manager or separate consultants retained by the 3.4.9 Providing services in connection with the work of a Owncr. 3.4.10 Providing derailed estimates of Construction Cost. 3.4.11 Providing detailed quantify surveys or inventories of material. equipment and labor. 3.4.12 Providing analyses of owning and operating costs. 3.4.13 Providing interior design and other similar services or installation of furniture. furnishings and related equipment, required for or in connection with the selection, procurement spaces. 3.4.'14 Providing services for planning tenant or rental P.07 3.4.15 Making investigations, inventories of materials or equipment. or valuations and detailed appraisals of existing facilities. 3.4.16 Preparing a set of reproducible record drawings showing significant changes in the Work made during construction based on marked-up printr. drawings and other data furnished by the Conhaactor to the Architect. 3.4.17 Providing assistance in the utilization of equipment or system such as testing, adjusting and balancing, preparation of operation and maintenance manuals, training personnel for operation and maintenance, and consultation during operation. 3.4.18 Providing services after issuance to the Owner of the fml Cutificate for Payment. or in the absence of a final Certificate for Payment, more than 60 days after the date of Substantial Completion of the Work. 3.4.19 Providing services of consultants for other than architectural. SfruCNral, mechanical and electrical engineering portions of the Project provided as a part of Basic Services. 3.4.20 Providing any other services not otherwise included in this Agreement or not customarily furnished in accordance with generally accepted architectural practice. ARTICLE 4 OWNERS RESPONSIBILITIES 4.1 The Owner sball provide full information regarding requirements for the Projecc including a program which sllall set forth the Owner's objectives. schedule, constraints and criteria, including space requirements and relationships. flexibility, expandability. special equipment. systems and site requirements. 4.2 The Owner shall estzblish and update an overall budget for the Project, including the Construction Cost, the Owner's other costs and reasonable contingencies related to all of these costs. 4.3 If requested by the Architect, the Owner shall to Fulfill the Owner's obligations under this Agreement. furnish evidence that financial arrangements have been made 4.4 The Owner shall designate a representative authorized to act on the Owncr's behalf with respect to the Project. The Owner or such authorized representative shall render c!ecisions in a timely manner penaiuing 10 documenu User Document: MUSKEG0 -- 10/22/1999. AIA License Number 100786, which expires on 11/22/1999 __ page #j Elechonic Format B141-1987 Oct-22-99 03:OOP p.oa submiaed by the Architect in order to avoid unreasonable delay in thc orderly and sequential progress of the Architects rcrvic5. 4.5 The Omcr shall furnish surveys describing physical charactcristics. legal limitations and utility locations for the site of the Project, and a w.rinen legal description of the site. The surveys and lcgal information shall include, as applicable, grades and lines of streets. allcys, pavements and adjoining propmly and StluCNres; adjacent drainage; rights-of-way, restrictions, easements, encroachments. zoning. deed mtrictions. boundaries and conw of thc site; locations, dimensions and necessary &to perraining lo existing buildings, other improvements and trees; and information concerning available utility services and lines, both public and private. above and below grade, including inverts and depths. All the information on the survey shall be refcrenced to a project benchmark. 4.6 The Owner shall furnish the services of geotechnical cngineers when such services are requested by the Architect. Such senzices may include but are not limited to test borings. test pits, determinations of soil bearing valuch. percolation tcsts. evaluations of hazardous materials. ground corrosion and resistivity tests. including necessary operations for anticipating subsoil conditions. with reports and appropriate professional recommendations. 4.6.1 The Owner shall furnish the services of other consultants when such services are reasonably required by the scope of the Project and are requested by the Architect. 4.7 The Owner shall furnish structural. mechanical. chemical, air and water pollution tests, tcsu for hazardous materials. and other laboratory and environmental tests, inspections and repom required by law or the Contract Documents. 4.8 The Owner shall furnish all legal, accounting and insurance counseling services as may be necessary at any tinle for the Project, including auditing services the Owner may require Io verify the Conbactor's Applications for Payment or to ascertain how or for what purposes the Contractor has used the money paid by or on behalf of the Owner. 0 4.9 The services, information, surveys and repom required by Paragraphs 4.5 through 4.8 shall be furnished at the Owner's expeose. and the Architect shall be entitled to rely upon the accuracy and completeness thereof. 4.10 Prompt wrincn notice shall be given by the Owner to the Architect if the Owner becomes aware of any fault or defect in the Project or nonconformance with the Conmct Documents. 4.11 The proposed language of certificates or certiftutions requested of the Architect or Architect's consultanu shall be submitted to the Architect for revica and approval at least 14 days prior to execution. The Owner shall not request certifications that would require knowledge or services beyond the scope of this Agreement. CONSTRUCTION COST ARTICLE 5 5.1 DEFINITION 5.1.1 The Consmction Cost shall be the total cost or estimated cost to the Owner of all elements of the Project designed or specified by he Architect. current market rates of labor and materials furnished by the 5.1.2 The Construction Cost shall include the cost at Owncr and equipment destgned. specified. selected or specially provided for by the Architect. plus a reasonable allowance for the Contractor's overhead and profit. In addition. a reasonable allowance for contingencies shall be changer in the Work during consmction. included for market conditions at the time of bidding and for compensation of the Architect and Architects consultants. the 5.1.3 Commction Cost does not include he costs of the land rights-of-way, financing or other COSIS which are the responsibiliry of the Owner as provided in Article 4. 5.2 RESPONSIBILITY FOR CONSTRUCTION COST 5.2.1 Evaluations of the Owner's Project budget. preliminary estimates of Construction Cost and detailed estimates of Consmction Cost. if any, prepared by the Architect, represent the Architect's best judgment as a design professional familiar with the consmction Industry It is recognized, however. that neither the Architect nor the Owner has control over the cost of labor, materials or equipmenl. over the Conkactor's methods of detemuning bid pnces, or over competitive bidding. market or negotiating condttionq. Accordmgly, the Architect cannot and does not wanant or represent that bids or negotiated prices will not vary from the Owneh Project budget or from any estimate of Construcnon Cost or evaluation prepared or agreed to by the Architect. 5.2.2 NO fixed limit of Construction Cost shall be established as a condition of IIUS Agrecmcnt by rhc fumishmg, proposal or establlshment of a Rojcct budget, User Document: MUSKEG0 -- 10/22/1999. AIA License Number 100786, which expires on 11/22/1999 _. Page #7 Electronic Format 8141-1981 Oct-22-99 03:OlP P.09 signed by the parties hereto. If such a fued limit has been unless such fixed limit has been agrecd upon in writing and established. the Architect shall be permitted lo include contingencies for design, bidding and price escalation. to determim what matenals. equipment, component systems and types of consnuctlon are to be included in the Contract Documenrs. to make reasonable adjusunents in the scope of the Project and to include in the Contract .Documents alternate bids to adjust the Construction Cost to the fued limit. Fixed limits, if any, shall be increased in the amount of an increasc in the Conbact Sum occurring after execution of the Conhct for Construction. commenced within 90 days after the Architect submits the 5.2.3 If the Bidding or Negotiation Phase has not Consrmcdon Documenu to the Owner. any Project budget or fixed limit of Conshuction Cost shall be adjusted to reflect changes in the general level of prices in the consnuction industry between the date of submission of the Consnuction Documents to the Owner and the date on which proposals are sought. 5.2.4 If a fixed limit of Construction Cost (adjusted as provided ~n Subparagraph 5.2.3) is exceeded by the lowest bona fide bid or negotiated proposal. the Owner shall: 1 give wrltren approval of an increase in such fixed limit; 0 .2 authorize rebidding or renegotiating of the Project within a rearonable time; .3 if the Project is abandoned, terminate in accordance .\n,ith Paragraph 8.3: or .4 cooperate in revising the Project scope and quality as required to reduce the Construction Cost. 5.2.5 If the Owner chooses to proceed under Clause 5.2.4.4. the Architect, without additional charge, shall modify the Contract Documents as necessary to comply with the The modification of Contract Documents shall be the limit of fixed limit. if established as a condition of this Agreement. the Architect's responsibtliry arising out of the esrablishment of a fixed limir The Architect shall be entitled to compensation in accordance with this Agreement for all services performed whether or not the Construction Phase is commenced. USE OF ARCHITECT'S DRAWINGS, ARTlCLE 6 SPECIFICATIONS AND OTHER DOCUMENTS 6.1 The Drawings, Specifications and other documenls prepared by the Architect for this Project are insnuments of me Architeds service for use solely with respect to this Project and, unlcss othenvise provided. the Architect shall be deemed the aurhor oi these documenrs and shall retain all common law. statutory and other reserved rights. including the copyright. The Owner shall be permitted to retain copies, including reproducible copies, of the Architect's Drauzings. Specifications and other documents for information and reference in connection with the Owner's use and occupancy of the ~OJCC~. The Architect's Drawings. Specifications or other documenis shall not be used by the Owner or others on other projects. for additions Io this Projat or for completion be in default under this Agreement. except by agreement in of this Project by others, unless the Architect is adjudged to as provided in Section 12.6. writing and with appropriate compensation lo the Architect or 6.2 Submission or distribution of documenls to meet ofticial regulatory requirements or for similar purposes in connectioo with the Project is not lo be construed as publication in derogation ofthe Architect's reserved rights. AlA DOCUMENT 0141 . OWNER-ARCHIZCT AGREEMENT. FOUHTEEMH EDITION - AlA .COPYRIGHT 1987 . 'THE AMEMCAN INSrlTU rr OF prosecution. Thlr dncumcnl wa electronically pmduccd with de pemirrmn olthc AlA and can bc rcproduccd wiuloul wolaion mil the dm ol~rp~rat~~ as ARCHITECTS, I735 NEW YORK AVENUE N.W.. WASHtNCTON. D.C. 2WW-5292.; Unlicensed phomcopytng vmla~s U.S. copyright law and is subject LO noted beluw. Elecbonic Format 8141-1987 User Documenl: MUSKEG0 -- 10/22/1999. AIA License Number 100786, which expires on 11/22/1999 -- Page #8 Oct-22-99 03:OZP TERMINATION, SUSPENSION OR ARTICLE 8 ABANDONMEW 8.1 This Agreement may be terminated by either party upon not less than scvm days' written notice should Ihe other party fail substantially to perform in accordance with the terms of this Agreement through no fault of the party initiating the termination. 8.2 If the Project is suspended by the Owner for more than 30 consecutive days, the Architect shall be compensated for services performed prior to notice of such suspension. shall be equitably adjusted to providc for expenses incurred in When the Project is resumed, the Architecfs compensation the intemption and resumption of he Architects services. 8.3 This Agreement may be terminated by the Owner upon not less than seven days' written notice to the Architect in the event that the Project is permanently abandoned. If the Project is abandoned by the Owner for more than 90 consecutive days, the Architect may terminate this Agreement by giving wmen notice. 8.4 Failure of the Owner to make payments to the Architect in accordance with this Agreemenl shall be considered substantial nonperformance and cause for termination. 8.5 If the Owner fails to make payment when due the Arcbitect for services and expenses, the Architect may, upon seven days' written notice to the Owner, suspend performance of services under this Agreemenl. Unless payment in full is received by the Architect within scven days of the date of the notice. the suspension shall take eflect without further notice. have no liability IO the Owner for delay or damage caused the In the event of a suspension of services. the Architect shall ONncr because of such suspension of services. P. 10 Architect. the Architect shall be compensated for services 8.8 In the event of termination not the fault of the performed prior to termination. together with Reimbursable Expenses then due.-ee84-+*- 0.7 "4- TeRRtRe(tetr"areie"le ," ~~+Fe-€hf&Iy~*~ 7ewtiRe(iee&npetws*h-*+-4 fhe~~~~~~~ .. - .l Twe)*4&&~&* eesws**-ktRRg-atce* .2 Ten+fean84"~& +&itkdbd*&-i$- .3 Fiud" r+d&k&-d*&d- MISCELLANEOUS PROVISIONS ARTICLE 9 9.1 Unlcss otherwise provided, this Agreement shall be governed by the law ofihe principal place of business of the Architect. 9.2 Terms in this Agreement shall have the same Conditions of the Contract for Construction. current as of the meaning as those in AIA Document AZOI. General date of this Agreement. 9.3 Causes of action between the parties IO this deemed to have accrued and the applicable statutes of Agreement pertaining to acts or failures to act shall be date of Substantial Completion for acts or failures to act limihtions shall commence to run not later than either the occurring prior to Substantial Completion. or the date of issuance of the final Certificate for Payment for acts or failures to act occurring after Substantial Completion. 9.4 The Owner and Archtecr waive all rights against each other and against the contractors. consultants. agents and employees of the other for damages. but only to the extent covered by property insurance during construction. except such rights as they may have to the proceeds of such insurance as set forth in the edition of ALA Document A201. m AIA UOCUMENT E141 . OWNER-ARCHITECT AGREEMENT - FOURTmNTIi EDITION - AIA .COPYRIGHT 1987 - THE AMKRICAN INSll~ul E or ARCHITECTS. 1735 NEW YOKK AVENUE N.W.. WASHINGTON. D.C. 20006.5292.; Unlicenred phomcopying violates US coppghl law and is subject tu lcpl pmsecuUon. This documnt Was clcclmnically pmduced with the pemirrian ollhe AIA and can bc reproduced withou< Y~O~~LIOII until thc daw alcrplratiun as old below. User Document: MUSKEG0 -- 10/22/1999. AIA License Number 100786, which expires on 11/22/1999 __ page #g Electronic Format 8141-1987 Oct-22-99 03:03P General Conditions of the ConUact for Conrtnrctios current as of the date of lhis Agreement. ne Owner and Architect each shall require similar waivers from thcu contractors. e consulants and agena: 9.5 The Owner and Architect, respectively, bind themselves, their parmers. successon, assigns and legal representatives to the other party to this Agreement and to the parmen, successors, assigns and legal representatives of such other party with respect to all covennnu of this Agrcemcnt. Neither Owner nor Architect shall assign this Agreement without the written consent of the other. 9.6 This Agreement represents the entire and integrated agreement between the her and Architect and supersedes all prior negotiations. representations or agreements, either written or oral. Th~s Agreement may be amended only by writtcn instrument signed by both Owner and Architect. 9.7 Nothing contained in this Agrcnncnt shall creatc a contractual relationship with or a cause of action in favor of a third party against either the Owner or Architect. 9.8 Unless otherwise provided in this Agreemenl, the Architect and Architect's consultants shall have no rcsponsibility for the discovery, presence, handling, removal or disposal of or exposure of persons to hazardous materials in any form at the Project site, including but nor limited to asbesros, asbestos products. polychlorinated biphenyl (PCB) or other toxic substanccs. 9.9 The Architect shall have the right to include reprcscntations of the design of the Project. including photopraphs of the exterior and interior, among Ihc Architerr's promotional and professional materials. The Architect's materials shall not include the Owner's confidential or proprietary information if the Owner has previously advised the Architect in wriling of the specific proprietary. Thc owncr shall provide professional credit for information considered by the Owner lo be confidential or materials for the Project. the Architect on the construction s~gn nnd in the promotional PAYMENTS TO THE ARCHITECT ARTICLE 10 10.1 DIRECT PERSONNEL EXPENSE 10.1.1 Direct Personnel Expense is dehed as the direcl salarics of the Architect's personnel engaged on the Project contributions and benefils related thereto. such as and the portion of the cos1 of their mandatory and customary employment taxes and oker statutory employee benefits, P.11 similar contributions and benefits. insuyxe, sick leave, holidays, vacations, pensions and 10.2 REIMBURSABLE EXPENSES 10.2.1 Reimbursable Expenses are in additton to compensation for Basic and Additional Services and include expenses incurred by the Architect and Architects employees and consultants in the interest of tbe Project. as identified in he following Clausa All reimbursable expmscs referred 10 borings. DILHR and City plan reviews and document printing in Article 10.2 specifically to include land survey. soil $25.000. for bidding purposes. shall not exceed a maximum of 10.2.1.1 Expense oftransportation in connection with thc Project; expenses in connection with authorized out-of-town uavel; IongAstance communications: and fees paid for securing approval of authorities having jurisdiction over the Project. 10.2.1.2 Expense of reproductions. postage and handling of Drawings, Specifications and other documents. 10.2.1.3 If authorized in advance by the Owner, expense of overtime work requiring higher than regular rates. 10.2.1.4 Expense of renderings. models and mock-ups requested by the Owner. 10.2.1.5 Expense of additional insurance coverage or limits, including professional liability insurance, requested by the Ownm in excess of bat normally carried by the Architect and Architect's COnSuhIts. 10.2.1.6 &peaee+f-&- kt. 10.3 PAYMENTS ON ACCOUNT OF BASIC SERVICES 10.3.1 An initial payment as set forth in Paragraph 11.1 is the minimum payment under this Agreement. 10.3.2 Subsequent payments for Basic Scrvices shall be made monthly and, where applicable, shall be in proportion to services performed within each phase of service, on the basis set forth in Subparagraph 11.2.2. 10.3.3 If and to the extent that the time initially established in Subparagraph 11.5.1 of lhis Agreement is exceeded or extended through no fault of the ArchitecL cornpensarion for any services rendered during the additlonal period of time shall be computed in the manner set forth in Subparagraph AlA OOCUMENT 8141 - OWNER-ARCHITECT AGREEMENT - FOURTEENTH LDITION . AlA -COPYRIGHT 1987 . TlIE AMEFXAN INSTITtITL! OF AKCHITfiCTS. 1735 NEW YORK AVENUE N.W.. WASHINGTON. D.C. 2W06J292.: Unlncmred photocopying violales U.S. copyright laws and is rubjecl LO lcgal pmrcsulion. This documcnl u-b( ClCCtmnically produced wilh the mission arthe AIA and can k rcpdurcd without violalmn unlil thc dale uf cspiralmn as norcd below. a Electronic Format 8141-1987 User Document: MUSKEG0 -- 10/22/1999. AIA License Number 100786. which expires on 11/22/1999 -Page #IO I Oct-22-99 03:04P 11.3.2. P. 12 Conrtruction Cost andaoy poltions of the Project are deleted 10.3.4 Whcn compcnsation is based on a percentage of or otherwire not constructed. compensation for those portions of the Project shall be payable lo the extent services are performed on those portions. in accordance with the schedule bona fide bid or negotiated proposal, or (2) if no such bid or set forth in Subparagraph 11.2.2, based on (1) ulc lowest services rendered or expenses incurred. 10.5 PAYMENTS WITHHELD compensation on account of penalty. liquidated damages or 10.5.1 No deductions shall be made from the Architect's account Of the cost of changes in he Work other than those other sums witbheld from payments to contractors, or on for which the Architect has been found to be liable. proposal is received, the most recent preliminary estimate of Construction Cost or detailed estimate of Construction Cost 10.6 ARCHTTECT'S ACCOUNTING RECORDS for such portions of the Project. 10.4 PAYMENTS ON ACCOUNT OF ADDITIONAL 10.6.1 Recordr of Reimbursable Expenses and expenses pertaining to Additional Services and services performcd on available to the Owner or the Owner's authorized the basis of a multiple of Direct Personnel Expense shall be SERVICES 10.4.1 Payments on account of the Architecl's Additional representative at mutually convenient times monthly upon presentation of the Arcbilect's statement of Services and for Reimbursable Expenses shall be made BASIS OF COMPENSATION ARTICLE 11 The her shall compensate the Architect as follows: 11.1 AN MITIAL PAYMENT of One Thousand Dollars (S 1,000.00 ) shall be made upon execution of this Agreement and credlred to the Owner's account at ha1 payment. 11.2 BASIC COMPENSATION 11.2.1 FOR BASIC SERVICES, as described in Article 2. and any other services included in Article 12 as part of Basic Services, Barlc Compensation shall be computed as follows: (Inren basis of compensation. mcluding stipulated sums, multiples or percentages, and Identify phases IO which parlicular methodr of compensation apply. if necessary.) Lump Sum fee for completion of Construction document^ of $62.000 Lump Sum fee for completion of Bidding and Construction Adminishation duties of S13.200 11.2.2 where compensation is based on a stipulated sum or percentage ofConsmction Cosl, progress payments for Basic sc,-,ices tn each phase shall total the following percentages of the total Basic Compensation payable: (Insert additional phases as appropriate.) 0 .. Schematic Design Phase: percent ( I5 %) Consrmctioo Documents Phase: Design Development Phase: percent ( I5 %) percent ( 50 %) Bidding or Negotiation Phase: percent ( 5 %) Construcrion Phase: percent ( I5 %) Total Baric Compensation one hundred percent( loo%) 11.3 COMPENSATION FOR ADDITIONAL SERVICES 11.3.1 FOR PROJECT REPRESENTATION BEYOND BASIC SERVICES. as described in Paragraph 3.2, compensation shall be computed as follows: 11.3.2 FOR ADDITlONAL SERVICES OF THE ARCHITECT, as described in Articles 3 and 12, other than (I) Additional project e I Oct-22-99 03:05P P. 13 Rcpresenmtion, as described in Paragraph 3.2. and (2) services included in Aaicle I2 as pan of Basic Services, but excluding sewices (lnrm bmd of mmpcaruion. indudinp IOICI &or mulriplrr 01 Dived Pcnmncl Expense for Princ@#ls wd employee. and ,dm@ Princlpnlr nnd clorsv~ of consul~nts, compensation shall be computed as follows: rmplo-, frqud. Idmrfi rprcific xm'cu IO which particular nurhods of conpenrnrion apply, ifneccrmry) Hourly Rates computed on basis of 1.75 of actunl wages aa follows: Principal s95.00 Project Architect 572.00 Architect 554.00 Designer $45.00 Clerical $31.00 11.3.3 FOR ADDITIONAL SERVICES OF CONSULTANTS, including additional suuctural, mechanical and electrical engineering services and those provided under Subparagraph 3.4.19 or identified in Article 12 as part of Additional Services, a multiple of one ( I ) times the mounts billed to the Architect for such services. ({dento ~p~ijir typu ofmnrullmn in AHicle 12, vrquired.) 11.4 REIMBURSABLE EXPENSES 11.4.1 FOR REIMBURSABLE EXPENSES, as describcd in Paragraph 10.2. and any olher items included io Article 12 as Reimbursable Expenses. a multiple of one ( I ) limes the expenses incurred by the Architect, the Architect's employees and consultants in the interest of the Project 11.5 ADDITIONAL PROVISIONS hereof, through no fault of the Architect, extension of the Architect's services beyond that time shall be compensated as provided in 11.5.1 IF THE BASIC SERVICES covered by this Agreement hove not been completed within eighteen ( IS ) months of be dale Subparagraphs 10.3.3 and 11.3.2. 11.5.2 Payments are due and payable thirty ( 30 ) days from the date of the Architect's invoice. Amounts unpaid ( ) days after the invoice date shall bear interest at the rate entered below. or in the absence thereof at the legal rate prevailing from time to tune at the principal place of business of the Architecl. (Inre" rare o/inremr, *gd "pa".) none I ~ 0. , (Lhury bwr nnd requimmmlr under the Fedem1 Tm1.h tn LEndiinr Act. rimilnr nnlc ond loco1 ~on.wrnrr credit laups and orher r,=gular;onr ,I,. O*nr, 1 Arrhifedr prinripnl placer o/bur;nrrr. the' lornrion of the Projrer nnd rlrorhere my @ecr the vnl;d;Iy o/rhir provision. spc@ lrgnl nd,.;cc ,hould be o&,,,ned rrrh rrrperr to ddcrionr or modificmicm. ond nho regording rquircmcnlr rud os wrirrcn dirclosvrer or wnirerr., 11.5.3 The rates and multiples se1 forth for Additional Services shall be annually adjusted in accordance with salary review practices of the Architect. User Document: MUSKEGO -- 10/22/1999. AIA License Number 100786. which expires on 1 i/zz/t~gg .. page #12 Electronic Format 8141.1987 P. 14 n,iS Agreement entered into us of the day and year fmt written above. OWNER City of Mwkego ARCHITECT Barricnt os Dcisgn & Consulting. LLC. AM DOCUMFN'r 0141 . VWWER.ARCHITF.Cr AGREEMEN1 -FOURTEENTH EVITION - AIA -COPYRIGHT I987 -THE AMERICAN INSrITU rE OF ARCHITECrS, I115 NEW YORK AVENllk N W . WASHINGTON. D.C. 213006-1292.: Unhcmxd pholoeopying violates G.S. copyighl laas and is rubpt en pmrccvcoon. 'rhb drruml was clccaanically produced with Uc pcmursion orlhc AIA and can bc repproduced WaIhouL vmlation until Ihc Jaw oicxp,ration 3s otsd bcloa. Elccrronic Format 8141-1981 User Document: MUSKEG0 -- 10/22/1999. AIA License Number 100786. which expires on 11/22/1999 -- Page #13