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6.1. SR 01-28-2002Item 6.1. MEMORANDUM TO: FROM: DATE: SUBJECT: Mayor and City Council Pat Klaers, City Administraxtor January 28, 2002 Public Safety Facility - City Hall Remodeling/Expansion The last City Council discussion on the public safety facility and city hall remodeling/expansion project was held on January 14, 2002. At that meeting the City Council directed staff to continue to move forward with the project and to plan for a seven million dollar public safety facility to be financed with a lease-purchase plan. At this January 28, 2002, meeting, there are a number of action items for the City Council to consider. It is anticipated that the two main discussion items will be the public safety design or floor plan and the hiring of a construction management (CM) firm for the entire project. Gary Tushie of Tushie-Montgomery Architects (TM_A) will be at this meeting to present the public safety facility drawing, discuss the CM selection process, and to answer questions the Council may have on how the project is proceeding. Public Safety Facility The public safety facility plans have been put together with significant input from the fire chief and his department and the police chief, assistant police chief, and their department. The plans are consistent with City Council direction from January 14, 2002. The plans include 32,600 sq ft for the police facility, which includes the EOC in the basement, the gun range, and a 4,500 sq ft second level as a shell. Additionally the facility includes approximately 3,000 sq ft for the fire department office area and 5,400 sq ft for the fire department truck and apparatus garage area. The plan at this time is to include one bid alternate for the equipment in the gun range, a second bid alternate for additional garage spaces, and a third bid alternate for a canopy area in the impound lot. By including these items in the bid proposal the City Council retains numerous options in what to approve depending on whether or not the bids come in high, low, or right on the estimate. It is better to have these options in the original bid than to pursue them with a change order if the bids come in low. Invariably the city pays more by way of a change order versus a bid alternate. Construction Monager A proven successful trend in the construction of municipal facilities is to use the CM approach. This approach is being increasingly used by cities to save money and to help ensure a quality product. The city successfully used this approach when it constructed Northbound Liquor. Conversely, the city experienced difficulties (some minor, some major) with the construction of the Ice _Arena and City Hall when the general contractor approached was used. Based on our recent success and difficulties, and experiences in other municipalities, it was almost a foregone conclusion that the city would be adopdng the CM approach for this upcoming project. In 1992 when the city constructed the current city hall/police station it did so with a traditional approach. The architects completed the plans and specifications and the entire project was sent out for one bid. The low construction firm for the project was Bor-Son Construction who then hired all the subcontractors. The city did not have anyone on-site as a city representative or expert except for when building inspections were taking place and when the architect was on-site. There was no city representative on-site hour-to-hour or even day-to-day. Consequently, there was limited quality control over a number of issues. We simply had to assume that the general contractor completed everything according to the plans and specifications and that no shortcuts were taken. With the CM approach, a firm is hired as the city representative to be on-site for the entire project. The architect in conjunction with the CM completes the plans and specifications for the project. The city then goes out for bids on anywhere from fifteen to twenty-five separate components of the project and each component is awarded individually. Savings with the CM approach includes the mark-up on the subcontractors that typically goes to the general contractor. Besides the savings on the general contractors mark-up of the subcontractors bids, the most important element for using a CM is the local control and city representative being on-site all day, everyday. The CM firm is hired by the city and they are the city's expert, representative, and manager of the project. Finally, by using the CM approach, there is more opportunity for local firms to get bids for the project. The subcontracts may not be open to local firms if a general contractor approach is used. A large construction firm sometimes only hires subcontractors that they were comfortable working with and know. It should be noted that CM expenses (job superintendent, project manager, etc.) would also be charged to the city with the general contractor approach; only the fees would be included in the overall bid from the general contractor. In early January the city requested and received proposals from four firms for CM services. The committee interviewed all four firms on January 9, 2002, and the committee quickly narrowed the field down to two firms. Ultimately it was the committee's choice to recommend Kraus-Anderson Construction Company as the construction managers for the project (public safety, city hall, and utilities). This firm was the strong preference of the public safety individuals on the committee. It is somewhat difficult to compare "apples to apples" when looking at the costs submitted for CM services. Kraus-Anderson Construction Company (ICA) had a slightly higher proposal than the low firm, which was Bossardt Corporation. However, after the interviews it became clear that ICA was providing far more on-site supervision than Bossardt, and this more than compensated for the slightly higher fee proposal. The committee was very concerned that Bossardt was not providing enough on-site supervision. The expertise of ICA and the resources committed to the project were key factors in the committee's recommendation. Additionally, it should be noted that Bossardt is an agent CM, whereby all they do is consulting work. On the other hand, ICA is also a general contracting firm where it is in the construction business. The city liquor store project was very successful and a positive experience for the city and the CM for this project was also a general contractor. Attached for your consideration is the standard CM agreement. Architectural Contract The city has hired Tushie-Montgomery and Associates for programming and design services for the pubLic safety and city hall projects. Since the projects are moving forward into the final stages of the design development work, it is appropriate for the City Council to formally enter into the architectural agreement with Tushie-Montgomery and Associates for services for the city hall, utility, and public safety projects. Architectural services (including design services which we are currently completing) are '7 1/2 percent of the construction cost. This fee does not include the programming expenses, which we have already incurred, and interior design services. Compensation is on page ten of the attached standard owner/architect agreement and the services provided/not provided are listed on page 22. Action Requested 1. Direct the architects to proceed on with design development work and the preparation of construction documents so that the public safety facility can go out for bids. 2. Enter into the Construction Manager Contract with I~raus-Anderson Construction Company for the entire project, which includes the public safety facility, city hall expansion/remodeling, and the utilities facility. 3. Enter into the architectural contract with Tushie-Montgomery Architects. 1997 Edition - Electronic Format TABLE OF ARTICLES 1.1 INITIAL INFORMATION 1.2 RESPONSIBILITIES OF THE PARTIES This document has important legal consequences. Consultation with an attorney is encouraged with respect to ,:,?f, ~, ,. ~ts completion or modification. AUTHENTICATION OF THIS ELECTRONICALLY DRAFTED AIA DOCUMENT MAY BE MADE BY USING AIA DOCUMENT D401. 1.3 TERMS AND CONDITIONS 1.4 SCOPE OF SERVICES AND OTHER SPECIAL TERMS AND CONDITIONS 1.5 COMPENSATION AGREEMENT made asofthe 28th dayofJanuary in:theyear 2002 (In words, it;d/cate day, moz~th m~d year) ETWE E N the Architect's client identified as the Owner: Name. address' m;d other information) Oity of Elk River 13065 Crone Parkway, Box 490 Elk River, Minnesota 55;330 and the Architect: (Name, address m~d other i~J£ormatiou) Tushie-Montgomery & Associates. Inc. 7645 Lyndale AvenUe SoUth, Suite ,100 Richfield, Minnesota 55423 For the following Project: (Include detailed description of Project) Public Safety Facility and Remgdel of existing City HalI.Boilding:¢ A 9.950 square foot two- story fire station includinaan apparatus garage, offices, air room. exercise room. dayroom, kitchen, ready:rOom and Emergency Operations Center attached to a 32.600 square foot two-story Police St~,tion.with a pattie basement level including office space, locker rooms, gun ra, nge; $811yport. evidence storage, armory, vehicle garage, labs and secured front entrance along with associated sitework. City Hall renovation includes a complete remodel of existing spaces except the Council 'Chambers and Wellness room, building additions of 2,201 square feet for City Attorney office,sand cable TV expansion, 2,760 square foot for an employee break room and conference room which also includes a full basement level and associated sitework. The Owner and Architect agre4 as follows. 0 1917, 1926, 1948, 1951, 1953, 1958, 1961, 1963, 1966, 1967, 1970, 1974, 1977, 1987, © 1997 by The American ~nstitute of Architects. Reproduction of the material herein or substantial quotation of its provisions ~vithout written permission of the AIA violates the copyright laws of the United States and will subject the violator to legal prosecution. WARNING: Unlicensed photocopying violates U.S. copyright laws and will subject the violator to legal prosecution. This document was electronically produced with permission of the AIA and can be reproduced in accordance with your license without violation until the date of expiration as noted below, expiration as noted below, expiration as ~oted below. User Document: 976141 ch & ps.aia -- 1/23/2002. AIA License Number 1017145, which expires on 9/30/2002. 1 © 1997 AIA® AIA DOCUMENT B141 - 1997 STANDARD FORM AGREEMENT The American Institute of Architects 1735 New York Avenue N.W. Washington, D.C. 2OOO6-5292 a, RTICLE 1.1 INITIAL INFORMATION 1.1.1 This Agreement is based on the following information and assumptions, (Note the disposition For the Following items by insetting the requested in£ormation or a stat~el~i su~li ~ ~Ot apph~ab]e, " '~nkno~ at time of execuffon 'or "to ~ dete~in~ later by mutud agreement. ') 1.1.2 PROJECT PARAMETERS 1.1.2.1 The objective or use is: (Identify or describe, Y'appropriate, proposed use or gods.) Municipal Fire Station and Police Station facility and complete renovation of an existing City Hall building 1.1.2.2 The physical parameters are: (Identify or describe, i£ appropriate, size, location, dimensions, or other reputes about the site.) This agreement i Tushie-Montqomery & Associates, Inc. 1.1.2.3 The Owner's Program is: (Identify documentation or state the manner in ~vhicb the Ownor has provided Architect with floor ~nd room This document has important legal consequences. Consultation with an attorney is encouraged with respect to OF THIS ELECTRONICALLY DRAFTED AIA DOCUMENT MAY BE MADE BY USING AIA DOCUMENT D401. ].1.2.4 The legal parameters are: (Identify pertinent legal information, including, il'appropriate, land surveys and legal descriptions and restrictions the site.) Site is part of the existing City Hall complex and park 1.1.2.5 compensation, is: NA .2 Amount of the Owner's budge[fo~eC°st of the Workiex~16fl~ the Architect's compensation, is: ~0~O:!0~00~or Publi~i~ and $2.700.000.00 for City Hall. 1.1.2.6 The time parameters are: (Identify, if appropriate, milestone dates, duraObns or Fast track scheduling.) See attached schedule 1.1.2.7 The proposed procuremen( ~rde method for the Project is: Construction Managemen~ ; ;:~' ~¥'~: ~~ requirements.) © 1997 AIA® AIA DOCUMENT B141 - 1997 STANDARD FORM AGREEMENT Pat Klaers Elk River City Hall Elk River Fire: ~b~:i! Ej~ ~i~ ~iiC~ Dept. 13065 Crone Parkway 13065 Crone ParkwaY 'i'~O~'~i:on6 Parkway Elk River, MN 55330 Elk Ri~er: MN 55330 Elk River, MN 55330 The American Institute of Architects 1735 New York Avenue N.W. Washington, D.C. 20006-5292 © 1917, 1926; 1948;1951, 1953, 1958, 1961, 1963, 1966; 196~; ~910~ 1914, 1977, 1987, © 1997 by The American Institute of Architects. Reproduction of the materiaj:~ih o~ ~bstantial quotation of its provisions · vithout written permission of the AIA violates the copyrigh~ laws 0f the United States and will subject the violator to legal Prosecution. WARN NG Un censed phot°coPyng ~i°lates U.S. copyright laws and will subject the violator to legal prosecution. This document was e ectr0ni~ally produced with permission of the AIA and can be reproduced in accordance with your license without Violation until the date of expiration as noted bel°w. expiration as noted below, expiration as noted bel°W: User Document: 976141 ch & ps.aia -- 1/23/2002. AIA License Number 1017145, Which expires on 9/30/200Z l. 1.3.2 Tile persons or entities, in addition to the Owner's Designated Representative~ who are required to review the Architect's submittals to the Owner are: (D~t nanw, address and other h;formation.) Jim Beckwith / Robert Fox Kraus-Anderson Construction Company St. Paul Division 200 Grand Avenue St. Paul, Minnesota 55102 The Owner's other consultants and contractors are: Structural Engineer: To Be Determined 1.1.3.3 (List discipline and, it-known, identify them b? name and address.) Civil Engineers: Howard R. Green Company To 1~326 Energy P~rk Drive St. Paul, MN ,55108-5202 Terry Maurer 1.1.3.4 The Architect's Designated Representative is: (List nmne, address and other information.) Jeff Wrede - (City Hall Remodel) Dan Pellinen - (Public Safety Building) 1.1.3.5 The consultants retained at the Architect's expense are: (List discipline and, ifknown, identify them by name and address.) Mechanical and Electrical Engineers: To Be Determined This document has important legal consequences. Consultation with an attorney is encouraged with respect to AUTHENTICATION OF THIS ELECTRONICALLY DRAFTED AIA DOCUMENT MAY BE MADE BY USING AIA DOCUMENT D401. 1.1.4 Other important initial information is: 1.1.5 When the services under this Agreement include contract administration services, the General Conditions of the Contract for Construction shail ~ ~i~dition of AIA Document A2ol current as of the date of this Agreement, or as follows: 1.1.6 The information contained in this Article L~ may be reasonably ielied upon by'the Owner and Architect in &term the Kr~hitect's compensation. Both parties, lhoW.~.ver, recognize that such informa~ chaiig~'~d~ in that event, the Owner and the Architect shall negotiate appropriate~,i~i~S't~fits in ~hed~i~:, ~ompensation and Change in Services in accordance with Paragrap~i.~~:' ARTICLE 1.2 RESPO~ 1.2.1 The respective working 1.2.2 OWNER ' ~' 1.2.2.1 Unless otherwise information in a timely manner regarding reqm OF THE PARTIES t team. other to fulfill their endeavor to maintain good shall provide full oil the Project. The I © 1997 AIA® AIA DOCUMENT B141 - 1997 STANDARD FORM AGREEMENT The American Institute of Architects 1735 New York Avenue N.W. Washington, D.C. 20006-5292 © 1917, 1926;!948;1951, 1953, 1958, 1961, 1963, 1966;1967,1970;1974 1977, 1987, 0 1997 by The American Institute ~[ ~r~i~cts. Reproduction of the material h~fi ~ ~bstantial quotation of its provisions w thout ~i}~ brrnissionp of the A A violates the copyright laws of the United States and will subject the violatOr t° bgal prosecution. WARNING: Unlicensed photocOPYihg 9i°lates U.S. copyright laws and will subject thev o ator to legal prosecution. This document was electroniCally produced with permission of the AIA and Can be ~ePr0dUc~ed in accordance with your license without Violation until the date of expiration as noted be oTM exP ration ~S n°ted below, expiration as noted bel°w. user Document: 976141 ch & ps.aia -- 1/23/2OO2. AIA License Number 1017145; Which expires on 9/30/2002. 3 1.2.2.2 Tile Owner shall periodically update the budget for the Project, including that portion allocated for the Cost of the Work. The Owner shall not significantly increase or decrease the overall budget the portion of the budget allocated for the Cost of the Work, or contingencies included in the overall budget or a portion of the budget, without the agree~ih( ~f the Architect to a corresponding change in the Project scope and quality. 1.2.2.3 The Owner's Designated Representative identified in authorized to act on the Owner's behalf with respect to the Project. The Designated Representative shall render decisions in a timely manner submitted by the Architect in order to avoid unreasonable delay in progress of the Architect's services. 1.2.2.4 The Owner shall furnish the services of consultants Paragraph la.3 or authorize the Architect to furnish them as a services are requested by the Architect and are reasonabb uential designated in vices when Sg.ch 1.2.2.5 Unless otherwise provided in this Agreement, inspections and reports required by law or the mechanical, and chemical tests, tests for air and water materials. 1.2.2.6 The Owner shall furnish all legal, insurance and auditing services, that may be reasonably necessary at any time for the Owner's needs and interests. .2.2.7 The Owner shall provide prompt written notice to the Architect if the Owner becomes ~'his document has important legal consequences. Consultation with an attorney is encouraged with respect to THIS ELECTRONICALLY DRAFTED AIA DOCUMENT MAY BE MADE BY USING AIA DOCUMENT D40L 1.2.3.2 The Architect's services shall be performed as ei~peditio~sl¥ as 'is.iCor~istent with professional skill and care and the orderly progress of the Project, Tlie: 3~rch ~hall submit for the Owner's approval a schedule for the performance of the ArchiteCtS ~ gWliich initially shall be consistent with the time periods established in Subparagraph ii'~!~i]~,~h shall be adjusted, if necessary, as the Project proceeds. This schedule shall include ~S fo, r periods of time required for the ~er's review for the performance 6f"l..,~e :O~gr s consultants, and for approval ; having jurisdiction over'the Project. Time limits established by ~wner shall not, except for re%~nable cause, be exceeded by the 1.2.3.3 The Architects: Designated be authorized to act on the Architect s ]. 2.3.4 The Architect shall maintain the confidentiality of information specifically designated as confidential by ~e OWner, unless withholdihg su:ch information would violate the law, create the risk of' significant harm to the publid or prevent the Architect from establishing a claim or defense in an adjudicatory proce~diiig?:-Th~ Architect shall require of the Architect's consultants similar agreements td /naintain [h~:.'~nfiden:tiality'' ~f information specifically designated as confidential by the Owner. © 1997 AIA® AIA DOCUMENT B141 - 1997 STANDARD FORM AGREEMENT The American Institute of Architects - 1735 New York Avenue N.W. Washington, D.C. 20006-5292 © 1917, 1926, 1948, 1951, 1953, 1958, 1961, 1963, ~966, 1967, 1970, 1974, 1977, 1987, © 1997 by The American Institute of Architects. Reproduction of the material herein or substantial quotation of its provisions without written permission of the AIA violates the copyright laws of the United States and will subject the violator to legal prosecution. WARNING: Unlicensed photocopying violates U.S. copyright laws and will subject the violator to legal prosecution. This document was electronically produced with permission of the AIA and can be reproduced in accordance with your license without violation until the date of expiration as noted below, expiration as noted below, expiration as noted below. User Document: 976141 ch & ps.aia -- t/23/2002 AIA License Number 1017145, which expires on 913012002, 4 1.2.3.5 Excep! with the Owner's knowledge and consent, the Architect shall not engage in any activity, or accept any employment, interest or contribution that would reasonably appear to compromise the Architect's professional judgment with respect to this Project. 1.2.3.6 The Architect shall review laws, codes, and regulations applicable services The Architect shall respond in the design of the Project to requiremen~ i~e~ ~ governmental authorities having jurisdiction over the Project 1.2.3.7 The Architect shall be entitled to rely on the accuracy and co~tCt~ °f services and information furnished by the Owner. The Architect shall provide pr~:h~[~;[en notice to the Owner if the Architect becomes aware of any errors, omissions 0g~ncon~[~ncies in such services or information. This document has important legal consequences. Consultation with an ARTICLE 1.3 TERMS AND CONDITIONS attorney is encouraged with respect to 1.3.1 COST OF THE WORK 1.3.1.1 The Cost of the Work shall be the total cost or, :THIS completed, the estimated cost to the Owner of all ELECTRONICALLY DRAFTED AIA by the Architect. DOCUMENT MAY BE MADE BY USING · adA DOCUMENT D401. 1.3.1.2 The Cost of the Work shall include the cost materials furnished by the Owner and equipment provided for by the Architect, including the costs of construction or installation provided by a separate construction manager or co reasonable allowance for their overhead and profit. In addition, a reasonable contingencies shall be included for market conditions at the time of bidding and for changes in the Work. 1.3.1.3 The Cost of the Work does not Architect's consultants, the costs of the land the responsibility of the Owner. 1.3.2 I N ST R U M E N TS O F S E RV I C E 1.3.2.1 Drawings, specifications and other docu~fi~ i~lu~g those ~ el~[~ form, prepared by the Architect and the Architect's consult~h~;hf~ ~¢~mentk ~i~ for use solely with respect to this Project The Architect and th~: '~Chii~i~ :¢~suihiiis shall be deemed the authors and owners of their respective InstrumentS ~[ ~ ah'd Shall retain all common law, statutory and other reserved rights, including copyright~i:: ; : 1.3.2.2 Upon execution of this ~reementi.the Architect grants to the Owner a nonexClUsive license to reproduce the Architect~'~' ~tm :;~fS~i~e solely for purposes of cons~ing, using and maintaining the P~; p d'~at th:~~ er shall comply with all obliggtions, including prompt paymen[:.0f, ~ stied ~heh' du~} dnfler:~his Agreement. TheArchi~ect shall obtain similar nonexclu~i¥~ licenses from the ~d ts consult~tS~'conSist~'nt With this Agreement. Any termi~i'6'n"~0f this Agreement prib[ to:c6~pletiOh of'the~.Prbject shall terminate this license, ;~on such termination,,the OWner ~hall 3efrain from:'~alci~g further reproductions of Insdmm~nta 0f Service and sh~ ~et~rn t6 th~~ Architect within seven days of termination all originals~'hr~d'ifeproductions in:ibP OWner'S possession or control. If and upon the date the Archi~ct :~:adj~d~d in default i~i: this Agreement the foregoing license shall be deemed terminated ~d :r~h~d'by a second, nonexclusive license permitting the Owner to authorize other similarl); ~dential~d design professionals to reproduce and, where permitted by law, to make changes, corrections or additions to the Instruments of Service solely for purposes of completing, using and maintaining the Project. 1.3.2.3 Except for the licenses granted in Subparagraph 1.3.2.2, no other license or right shall be deemed grated or impli~a:'dnder this Agreement. The Owner shall not assign, delegate, © 1997 AIA® AIA DOCUMENT B141 - 1997 STANDARD FORM AGREEMENT The American Institute of Architects 1735 New Y~ rk Avenue N.W. Washington, D.C. 20006-5292 ~ 1917, 1926, 1948, .1951, 1953, 1958, 1961, 1963, 1966, 1967, 1970, 1974, 1977, 1987, © 1997 by The American Institute of Architects. Reproduction of the material herein or substantial quotation of its provisions without written permission of the AIA violates the copyright laws of the United States and will subject the violator to legal prosecution. WARNING: Unlicensed photocopying violates U.S. copyright laws and will subject the violator to legal prosecution. This document was electronically produced with permission of the AIA and can be reproduced in accordance with your license without violation until the date of expiration as noted below, expiration as noted below, expiration as noted below. User Document: 976141 ch & ps.aid -- 1/23/2002. AIA License Number 1017145, which expires on 9/30/2002. 5 sublicense, pledge or otherwise transfer any license granted herein to another party without the prior written agreelnent of the Architect. However, the Owner shall be permitted to authorize the Contractor, Subcontractors, Sub-subcontractors and material or equipment ~uppliers to reproduce applicable portions of the Instruments of Service appropriate to and fo~ fig~ in their execution of the Work by license granted in Subparagraph 1.3.2.2. Submission Instruments of Service to meet official regulatory requirements or for connection with the Project is not to be construed as publication in dero rights of the Architect and the Architect's consultants· The Owner shall of Service for future additions or alterations to this Project or for Owner obtains the prior written agreement of the Architect and the Any unauthorized use of the Instruments of Service shall be at the risk and without liability to the Architect and the Architect's consultants. 1.3.2.4 Prior to the Architect providing to the form or the Owner providing to the Architect any electronic Instruments of Service, the Owner and the Architect shall forth the specific conditions governing the format of such data, including any special limitations or licenses not in electronic 1.3.3 CHANGE IN SERVICES 1.3.3.1 Change in Services of the Architect, consultants, may be accomplished after execution of this Agreement, if mutually agreed in writing, if required by circumstances control, or if the Architect's services are affected as described in Subparagraph absence of mutual agreement in writing, the Architect shall notify the Owner prior 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 in Services of the Architect compensation pursuant to Paragraph L5 Subparagraph L3.9.2 and Paragraph L5.5. 1.3.3.2 I f any of the following circumstances affect the Architect's services the Architect shall be entitled to an appropriate and compensation: .1 change in the instructions or approvals revisions in Instruments of Service; .2 enactment or revision of codes, laws or regulations or which necessitate changes to. preuiously preF · 3 decisions of the O~r-not"r~'in:a timely manner; :' "i~.ii~i~ii~':~- - .4 significant change ~'the.~itoj~'induding, but not limited to, sizei"'~fiality, complexity, the o~e~'s sch~duie'0r ~uaget; or procurement me~3. ~'~i TM'~ .5 failure of performance on the paff°~ih~ Owner or the 0 ~ ~fihants or .6 preparation for and attendance at .a 'public hearing;~' a~;di~p~{~'~¥esoluuon proceeding o~ a legal proceeding except wl~er~ tl~e Archite~i' is party thereto; .7 change inthe information contained {n ArtiCle 1.L 1.3.4 MEDIATION 1.3.4.1 Any claim, dispute Or other matter in'question arising out of or related to this Agreement shall be subject to mediation as a '~0r/dition precedent to arbitration or the institution of legal or equitable proceedings by either Party, ~ such m~tter 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 comPlywith the lien notice or filing deadlines prior to resolution of the matter by mediation or by arbitration. This document has important legal consequences. Consultation with an attorney is encouraged with respect to THIS ELECTRONICALLY DRAFTED AIA DOCUMENT MAY BE MADE BY USING AIA DOCUMENT D401. / / © 1997 AIA® AIA DOCUMENI B141 - 1997 STANDARD FORM AGREEMENT The American Institute of Architects 1735 New York Avenue N.W. Washington, D.C. 20006-5292 © 1917, 1926, 1948, 1951, 1953, 1958, 1961, 1963, 1966, 1967,1970,1974, 1977, 1987, © 1997 by The American Institute of Architects. Reproduction of the material herein or substantial quotation of its provisions without written permission of the AIA violates the copyright laws of the United States and will subject the violator to legal prosecution. WARNING: Unlicensed photocopying violates U.S. copyright laws and will subject the violator to legal prosecution. This document was electronically produced with permission of the AIA and ran be reproduced in accordance with your license without violation until the date of expiration as noted below, expiration as noted below, expiration as noted below. User Document: 976141 ch & ps.a~a -- 1/23/2002. AIA License Number 1017145, which expires on 9/30/2002. 6 1.3.4.2 The Owner and Architect shall endeavor to resolve claims, disputes and other matters in question between them by mediation which, unless the parties mutually agree Oth~se, alkali be in accordance with the Construction Industry Mediation Rules of ~-American Arbitration Association currently in effect. Request for mediation shall be the other party to this Agreement and with the American Arbitration may be made concurrently with the filing of a demand for arbitration mediation shall proceed in advance of arbitration or legal or equitable be stayed pending mediation for a period of 6o days from the date for a longer period by agreement of the parties or court order. ].3.4.3 The varhes shall share the mediator s fee and any filing fees~ioaualI¥. The mediation shall be held i~n the place where the Project is located, unless a ion is mutually agreed upon Agreements reached in mediation shall be enforceabl~ ~}$ Kent agreements m any court having lunsd~chon thereof. 1.3.5 ARBITRATION 1.3.5.1 Any claim, dispute or other matter in Agreement shall be subject to arbitration. Prior to resolve disputes by mediation in accordance or This document has important legal consequences. Consultation with an attorney is encouraged with respect to fflCATION OF THIS ELECTRONICALLY DRAFTED AdA DOCUMENT MAY BE MADE BY USING AdA DOCUMENT D401. 1.3.5.2 Claims, disputes and other matters in question resolved by mediation shall be decided by arbitration which, unless the 1; otherwise, shall be in accordance with the Construction Industry Arbitration American Arbitration Association currently in effect. The demand for arbitration shall be filed in writing with the other party to this Agreement and with the American Arbitration Association. 1.3.5.3 A demand for arbitration shall bei dispute or other matter in question has made after the date when institution of dispute or other matter in question would be ].3.5.4 No arbitration arising out of or relati~ t~ ~i;~g~ent ~11 ~i~de, by consolidation or joinder or in any other manner an addi~[~ ~ot~ party to this Agreement, except by written consent containing a specific ~b ~0 ~is Agreement and signed by the Owner, Architect, and any other person or ~h~tit~ ~ ~t° ~ ioined. Consent to arbitration involving an additional person or entity shall n~i ~fl'~fitt~t~ ~6~nt: to arbitration of any claim, dispute o~, o~ matter in question not consent or with a person or entity not: ~ ~,des~ibed therein. The foregoin~ ~ent to arbitrate and other agreemea~ ~ ~ ~:~it~onal person or entity duly ~hted to by parties to this Agreembn{ ~1[ ~;~fi~ffi~ceable in accordance with applicable law in any court having iu~ic{~0'h ~th~reof. 1.3.5.5 The award ~the arbitrator may be entered upon thereof. 1.3.6 CLAI The Architect matters in question applicable, without limitation, accordance with Paragraph damages for claims, disputes or other This mutual waiver is party's termination in 1.3.7 MISCELLANEOUS PROVISIONS 1.3.7.1 T~ Agi?eementShall be -governed by the law of the principal place of business of the Architect, ~nles~ othe~ provid~l in P~gi~tph-~4~2. © 1917, 1926, '1948,1951, 1953, 1958, 1961, 1963, 1966, 1967, 1970,]974, 1977, 1987, © 1997 by The American Institute 0f Architects. Reproduction of the material herein or substantial quotation of its provisions without written permission of the AIA violates the copyrightlaws of lhe United States and will subject the v o ator to ega prosecution. WARNING: Unlicensed photocopying *iolates U.S. copyright laws and will subject the violator to legal prosecution. This document was electronically produced with permission of the AIA and can be reproduced in accordance with your license without violation until the date of expiration as noted below, expiration as noted below, expiration as noted below. User Document: 976141 ch & ps.aia -- 1/23/2OO2 AIA License Number 1017145, which expires on 9/30/2002. 7 © 1997 AtA® AIA DOCUMENT B141 - 1997 STANDARD FORM AGREEMENT The American Institute of Architects 1735 New York Avenue N.W. Washington, D.C. 20006-5292 1.3.7.2 Terms in this Agreement shall have the same meaning as those in the edition of AIA Document A2ol, General Conditions of the Contract for Construction, current as of the date of this Agreement. 1.3.7.3 Causes of action between the parties to this Agreement act shall be deemed to have accrued and the applicable statutes to run not later than either the date of Substantial Completion for occurring prior to Substantial Completion or the date of issuance of Payment for acts or failures to act occurring after Substantial Corn such statutes of limitations commence to run any later than the date services are substantially completed. ' .... 1.3.7.4 To the extent damages are covered by property Owner and the Architect waive all rights against each consultants, agents and employees of the other for damages, have to the proceeds of such insurance as set forth in the General Conditions of the Contract for Construction, The Owner or the Architect, as appropriate, shall require and employees of any of them similar waivers in favor for event shall Architect's the This document has important/ega/ consequences. Consultation with an attorney is encouraged with respect to AUTHENTICATION OF THIS ELECTRONICAlly DRAFTED AIA DOCUMENT MAY BE MADE BY USING AIA DOCUMENT D401. 1.3.7.5 Nothing contained in this Agreement shall create a cause of action in favor of a third party against either the Owner or 1.3.7.6 Unless otherwise provided in this Agreement, the Architect and Architects consultants shall have no responsibility for the discovery, presence, handling, removal or disposal of or exposure of persons to hazardous materials or toxic substances in any form at the Project site. · · · · 1.3.7.7 The Architect shall have the right to ifi~lUdephotograPhi~ ~ artistic 3e~re~ntationS'~f the design of the Project among the Architec[ s pr©in©ti©hal arid Pr~fessi0fi~Imaterials. The Architect shall be given reasonable ,access: ~ the completed Project .:~o, :make such representations. However, the Architect s materials shall not i~clude the Owner's confidential or proprietary information if the Owner has previously advised ~e Archite~t ~ writing of the specific information considered by the Owner to be Owner shall provide professional credit for the Architect in the for the Project. ' ' ; ~ 1.3.7.8 If the Owner requests the Architect to execute certificates, the pr°P0s~d language of such certificates shall be submitted:to ~:Architect for review at least ~4 days Pri~} tg the requested dates of execution~ Th~:~chitec~:~all :n6t be required to execute certificates that '"'"' would require knowledge, serVic~s6r reap©natbilifi~s~be);ond the scope of this Agreement. 1.3.7.9 The Owner and:~ itect respectively, bind themselve~;~th~:~nersi"~Sg~cessors, assigns and legal repreS~n{~fiveS 'to the other pa~t0 t~ ~gr~ '~{6 th~?partners, successors, assigns and legal representatives of st~ch'~'~her p~ ~th r~spect (0 all covenants of 1 this Agreement. Neither the Owner nor the Archite~:shall ~issign 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 [~) facilitate sueh ~sigfihent. 1.3.8 TERMINATION OR SUSPENSION 1.3.8.1 If the Owner fails to make payments to the Architect in accordance with this Agreement, such failure shall be considered substantial nonperformance and cause for termination or, at the Architect's option, cause for suspension of performance of services under © 1997 AIA® AIA DOCUMENT B141 - 1997 STANDARD FORM AGREEMENT The American Institute of Architecls 1735 New York Avenue N.W. Washington, D.C. 20006-5292 © 1917, 1926, 1948, 1951, 1953, 1958, 1961, 1963, 1966, 1967, 1970, 1974, 1977, 1987, © 1997 by The American Institute of Architects. Reproduction of the materia herein or substantial quotation of its provisions without written permission of the AIA violates the copyright laws of the United States and will subject the violator to legal prosecution. WARNING: Unlicensed photocopying violates U.S. copyright laws and will subject the violator to legal prosecution· This document was electronically produced with permission of the AIA and can be reproduced in accordance with your license without violation until the date of expiration as noted below, expiration as noted below, expiration as noted below. User Document: 976141 ch & ps.aia -- 1/23/2002. AIA License Number 1017145, which expires on 9/30/2002. 8 this Agree~nent. If the Architect elects to suspend services, prior to suspension of services, the Architect shall give seven days' written notice to the Owner. In the event of a susPeniion of services, the Architect shall have no liability to the Owner for delay or damage ~i~d the Owner because of such suspension of services. Before resuming services, the Architect shalI be paid all sums due prior to suspension and any expenses incurred in the resumption of the Architect's services. The Architect's fees for the time schedules shall be equitably adjusted. 1.3.8.2 If the Project is suspended by the Owner for more than 30 Architect shall be compensated for services performed prior to When the Project is resumed, the Architect shall be compensated for interruption and resumption of the Architect's services. services and the time schedules shall be equitably adjusted. 1.3.8.3 If the Project is suspended or the Architect's services consecutive days, the Architect may terminate this days' written notice. 1.3.8.4 This Agreement may be terminated written notice should the other party fail of this Agreement through no fault of the' to the remaining This document has important legal consequences. Consultation with an attorney is encouraged with respect to nodification. r THIS ELECTRONICALLY DRAFTED AIA DOCUMENT MAY BE MADE BY USING AIA DOCUMENT D401. 1.3.8.5 This Agreement may be terminated by the Owner upon written notice to the Architect for the Owner's convenience and without cause. 1.3.8.6 In the event of termination not the fault of the Architect, the Architect shall be compensated for services performed prior to termination, together with Reimbursable Expenses then due and all Termination Expenses 1.3.8.7 Termination Expenses are in Agreement and include expenses directly , not otherwise compensated, plus an amoun{ f0~ lh~ ie~ts anticipated of the services not performed by the Architect. 1.3.9 PAYMENTS TO THE ARCHITECT 1.3.9.1 Payments on account of services rendered and for shall be made monthly upon presentation of the Architect's deductions shall be made from the Architect's compensation on damages or other sums withheld changes in th 1.3.9.2 Reimbursable and include expenses directly related to the · 1 transportation ~ connection with subsistence, and electronic .2 fees pai~i~f6:fsecuring ap[ · 3 re incurred No for ervices and jurisdiction over the Project; handling and delivery of .4 expense of ov~i-time work re :hi~her than regular rates if authorized in advance by the Owner; .5 renderings, models and mock-ups requested by the Owner; .6 expense of professional liability insurance dedicated exclUsively to this Project or th~ ex~ens~ of additional insurance coverage or limits requested by the Owner in excess of that ri0rmall¥ carried bythe Architect and the Architect's consultants; 1 © 1997 AIA® AIA DOCUMENT B141 - 1997 STANDARD FORM AGREEMENT The American Institute of Architects 1735 New York Avenue N.W. Washington, D.C. 20006-5292 © 1917, 1926, 1948, '1951, 1953, 1958, 1961, 1963, 1966, 1967,1970, ]974, 1977, 1987, © 1997 by The American tnstitute of Architects· Reproduction of the material herein orsubstantial quotation of its provisions ,~ithout written permission of the AIA violates the copyright laws'of the United States and will subject the violator to legal prosecution· WARNING: Unlicensed photocopying violates U.S. copyright laws and will subject the violalor Io legal prosecution. This document was electronically produced with permission of the AIA and can be reproduced in accordance with your license without violation until the date of expiration as noted below· expiration as noted below· expiration as noted below· user Document: 97b141 ch 8, ps.aia -- 1/23/2002. AIA License Number 1017145, which expires on 9/30/2002. 9 .7 reimbursable expenses as designated in Paragraph L5.5; .8 other similar direct Project-related expenditures. 1.3.9.3 Records of Reimbursable Expenses, of expenses pertaining to a Change in S¢~i~esi and of services performed on the basis of hourl,y rates or a multiple of Direct shall be available to the Owner or the Owner s authorized representative at times. 1.3.9.4 Direct Personnel Expense is defined as the direct salaries of thg ~i personnel engaged on the Project and the portion of the cost of their man~ki6~/~?~ customary contributions and benefits related thereto, such as employment and ~'ther statutory employee benefits, insurance, sick leave, holidays, vacations, em plans and similar contributions. ARTICLE 1.4 SCOPE OF SERVICES AND OTHER SPECIAL 1.4.1 Enumeration of Parts of the Agreement. This integrated agreement between the Owner and the negotiations, representations or agreements, either amended only by written instrument signed by both comprises the documents listed below. This document has important legal consequences. Consultation with an attorney is encouraged with respect to completion or modification. ELECTRONICALLY DRAFTED AIA DOCUMENT MAY BE MADE BY USING AIA DOCUMENT D401. 1.4.1.1 Standard Form of Agreement Between Owner and 1997. 1.4.1.2 Standard Form of Architect's Services: Design and Contract Administration, AIA Document Bi41q997, or as follows: (List other documents, i£m~y, delineath~g Architect's scope o£services.) N o n e 1.4.1.3 Other documents as follows: (List other documents, if any, £ormfi~g part of the Agreement :~: None : 1.4.2 Special Terms and Conditions. Special t~m~S a~ %~difi0ns: ih~ ~dify this Agreement are as follows: ; 1.5.1 For the Architect's services as described under Article 1.4, comp~{~ ~ be computed as follows: 7.5°/° of the total constructi°~ ~§i~ a~ d~finea in t~is aclreement including Construction Managemofi~ ~6~~w~~ - 1.5.2 If the se~ices o~t~ ~chitect are the Architect's compensati°~ ~ali ~ adjusted. Sucl below or, if no meth6d ~ ~dj~stment is ~n an equitable manner. (Insert b~is of compenS~ ~on, iadu&~ r~t~ m~d multiples of Dk~t Personnel Expense for Princ~?;als m~d employees, m~d identi~ Princip~ls ~ cl~i~ : if require~ Id~ s~cific se~ices to which panwular methods of compensation apply.~ P r incipal~ $1 ~0/Hour Sonior Associat°~ $~ 20ill,Ur Associato Archito~t 0r Landscapo Architoct $ intofi0rDO~jqhor $ 94/Hour ~ 1917, 1926 ~948, 1951, 1953, 1958, 1961, 1963, 1966, 196l~ 1970;;19~4, 1977, 1987, ~ 1997 by The American nstitote of ArChitects. Reproduction of the material he~ei~ br Sdbstantial quotation of its provisions without written P~fmission of the AIA violates the copyright iaW~ °f the United States and will subject the violator t° legal Prosecution. WARNING: Unlicensed photocopying Violates U.S. copyright laws and will subject the violator ~o legal prosecution. This document was electroni~ally produced with permission of the AIA and can be reproduced in accordance wi~h your license WithOut Violation until the date of expiration as noted below, expiration as noted below, expiration as noted beloW~ User Document: 976141 ch & ps.aia -- 1/23/2~2. AIA License Number 1017~45, which expires on 913012~2, 10 l © 1997 AIA® AIA DOCUMENT B141 - 1997 STANDARD FORM AGREEMENT The American Institute of Architects 1735 New York Avenue N.W. Washington, D.C. 20006-5292 Interior Designer Intern $ 82/Hour 1.5.3 For a Change in Services of the Architect's consultants, compensatiPn sh~ be co]nputed as a multiple of one point one five ( 1.15 ) times the amounts billed ~o the Architect for such services. 1.5.4 For Reimbursable Expenses as described in Subparagraph L3.9.2, included in Paragraph x.5.5 as Reimbursable Expenses, the compensation multiple of one 0oint one five ( 1.1 5 ) times the expenses incurred b) Architect's employees and consultants. 1.5.5 Other Reimbursable Expenses, if any, are as follows: and the .... this document has comequences. Consultation with an attorney is encouraged with respect to Exterior Building Renderings : ?~:,.',4 ~? its completion or modification. 1 5 6 '? %*~i C?"" ' AUTHENTICATION OF THIS . . The rates and multiples for se~ices of the ~chitect and the~itgct s consulta~, ~, Z~CTRONICALLY DRAFTED ~A set fodh in this Agreement shall ~ adjusted in accordance ~ ormal salaw ~:, DocuMENT MAY BE M~EBY USING practices 1.5.7 An initial payment of Do~ars ($ None ) sha~'5 on Agreement and ~s the mmxmum pa~ent under th~s O ners account at final pa~ent. Subsequent pa~e and where applicable, sha~ be in propoflion to se~ices per~8 Agreement. the Archttects 1.5.8 Payments are due and payable thifly ( ~ ) days from the date of ' invoice. Amounts unpaid thifly ( ~ ) days after the invoice date shall bear interest at the rate entered below, or in the absence thereof at the legal rate prevailing from time to time at the principal place of business of the Architect (lIlse~ rate Off l)ltereM agre~ upon.) ~ 2% per annum (~u~ laws and requirements under the FederM aad other r~ulations at me Om, er ~ and mcha~t~ the l~atio~ of~ ~cl alid elsewhere may affect the vdidity of this proffsion, r or modi~cations, and dso r~arding r~uirements such ~ ~itten 1.5.9 If the se~ices covered by this Agreement have n°t ~h complete~5~thin twenty- foot ( ~ ) months of the date hereof, through no fault of tng of the Architect s se~ices beyond that time shall be compensated as provided This Agreement entered into as City of Elk River OWNER (Signature) (Printed name and tit]e) )ve. & (~Printed name m~d title) © 1997 AIA® AIA DOCUMENT B141 - 1997 STANDARD FORM AGREEMENT The American Institute of Architects 1735 New York Avenue N.W. Washingron, D.C. 20006-5292 'h 1917, 1926, 1948, 1951, 1953, 1958, 1961, 1963, 1966, 1967, 1970, 1974, 1977, 1987, © 1997 by The American rstitute of Architects. Reproduction of the material herein or substantial quotation of its provisions without written permission of the AIA violates the copyright laws of the United States and will subject the violator to legal prosecution. WARNING: Unlicensed photocopying violates U.S. copyright laws and will subject the violator to legal prosecution This document was electronically produced with permission of the AIA and can be reproduced in accordance with your license without violation until the date of expiration as noted below, expiration as noted below, expiration as noted below. User Document: 976141 ch & ps.aia -- 1/23/2002. AIA License Number 1017145, which expires on 9/30/2002 1] This document has important legal consequences. Consultation with an attorney is encourased with respect to ::~ ~? i::~ its completion or modification. AUTHENTICATION OF THIS ELECTRONICALLY DRAFTED AIA © 1997 AIA® AIA DOCUMENT B141 - 1997 STANDARD FORM AGREEMENT The American Inslilule of Archilecls 1735 New York Avenue N.W. Washington, D.C. 20006-5292 © 1917, 1926, 1948, 1951, 1953, 1958, 1961, 1963, 1966, 1967, 1970, 1974, 1977, 1987, © 1997 by The American Inslitule of Archi~'ecls. Reproduction of the material herein o[ subsl'anlial quotation of its provisions wilhout written permission of lhe AIA violates the copyrighl' laws of the United Stales and wi subjecl the violalor ~'o legal prosecution. WARNING: Unlicensed pholocopying violales U.S. copyright laws and will subjed' the violalor to legal prosecution. This document was electronically produced wilh permission of ~'he AIA and can be reproduced in accordance with your license without violation until lhe dale of expiration as noted below, expiration as noted below, expiration as noted below. User Documenl: 976141 ch 8, ps.a~a -- 1/23/2002. AIA License Number ]017145, which expires on 9/30/2002. 12 1997 Edition - Electronic FOrmat Standard Form of Architect's Services: Design and Contract Administration TABLE OF ARTICLES 2.1 PROJECT ADMINISTRATION SERVICES 2.2 SUPPORTING SERVICES 2.3 EVALUATION AND PLANNING SERVICES This document has important legal consequences. Consultation with an attorney is encouraged with respect to its completion or modification. AUTHENTICATION OF THIS ELECTRONICALLY DRAFTED AIA DOCUMENT MAY M OE US,~ AIA DOCUMENT D401. 2.4 DESIGN SERVICES 2.5 CONSTRUCTION PROCUREMENT SERVICES 2.6 CONTRACT ADMINISTRATION SERVICES 2.7 FACILITY OPERATION SERVICES 2.8 SCHEDULE OF SERVICES 2.9 MODIFICATIONS ARTICLE 2.1 PROJECT ADMINISTRATION SERVICES 2.1.1 The Architect shall manage the Architect's services Architect shall consult with the Owner, research applicable design meetings, communicate with members of the Project team and issue Architect shall coordinate the se ~ p~ided byfl~g:Arc, hitect and the with those services provided by th~i~ ~ the er S consultants. 2.1.2 When Project re~Ui/e~[h~S have been?sufficientl' prepare, and periodically fipdate, a Project decisions required of thb' CiWnfr, design The / shall ~or fletion of documentation provided by the Architect, commencement of construction and Substantial Completion of the Work. 2.1.3 The Architect shall consider the value Of alternative materials, building systems and equipment, together with other ~0hsiderations based on program, budget and aesthetics in developing the design for the Project. 2.1.4 Upon request of the Owner, the Architect shall makefi presentation to explain the design of the Project to representatives of the Owner. I © 1997 AIA® AIA DOCUMENT B141 - 1997 STANDARD FORM AGREEMENT The American Institute of Architects 1735 New York Avenue N.W. Washington, D.C. 20OO6-5292 © 1917, 1926, 1948, 1951, 1953, 1958, 1961, 1963, 1966, 1967r]970, 1974, 1977, 1987, © 1997 by The American 'nstitute of Architects. Reproduction of the material herein or substantial quotation of its provisions zithout written permission of the AIA violates the copyright laws of the United States and will subject 1he violator to legal prosecution. WARNING: Unlicensed photocopying violates U.S. copyright laws and will subject the violator to legal prosecution· This document was electronically produced with permission of the AIA and can be reproduced in accordance with your license without violation until the date of ex pira!ion as noted below, expiration as noted below, expiration as noted below. User Document 97b141 ch & ps.aia -- 112312002. AIA License Nu tuber 1017145, which expires on 9/30/2OO2 13 2.1.5 The Architect shall submit design documents to the Owner at intervals appropriate to the design process for purposes of evaluation and approval by the Owner. The Architect Shall be entitled to rely on approvals received from the Owner in the further development ofihe design. 2.1.6 filing documents required for the approval of governmental authorities the Project. The Architect shall assist the Owner in connection with the Owner': 2.1.7 EVALUATION OF BUDGET AND COST OF THE WORK 2.1.7.1 When the Project requirements have been sufficiently prepare a preliminary estimate of the Cost of the Work. area, volume or similar conceptual estimating techniques. As through the end of the preparation of the Construction Docume~ and refine the preliminary estimate of the Cost of the Work. Owner of any adiustments to previous estimates of the Cost o in Project requirements or general market conditions. the Cost of the Work exceeds the Owner's budget, recommendations to the Owner to adjust the Project's shall cooperate with the Architect in making th~ ~chitect shall on current progresses This document has important legal consequences. Consultation with an attorney is encouraged with respect to AUTHENTICATION OF THIS ELECTRONICALLY DRAFTED AIA DOCUMENT MAY BE MADE BY USING AIA DOCUMENT D401. 2.1.7.2 Evaluations of the Owner's budget for the Project, Cost of the Work and updated estimates of the Cost of the Work represent the Architect's judgment as a design professional familiar with the industry. It is recognized, however, that neither the Architect nor the Owner has control over ' i:: ~ the cost of labor, materials or equipment, over the Contractor's methods of determining bid prices, or over competitive bidding, market or negotiating conditions. Accordingly, the Architect cannot and does not warrant or re from the Owner's budget for the Pro evaluation prepared or agreed to by the 2.1.7.3 In preparing estimates of the Cost of the Wdrk;::the Architect shall be Permitted to include contingencies for design bidding and price escalation; to determine what materials, equipment component systems and types of construction ale ~0 be included in the Contract Documents; to make reasonable adjustments in the scope of the Pii6iect ~dto ~clude in the Contract Documents alte, rnate bids as may be necessary to adiU~t4heest~ated;Cost of the Work to meet the Owner s budget for the Cost of the Work. If an ih :the'C°ntract Sum occurring after execution of the Contract between the Owner and thd~'niractor~cafi~es the budget for the Cost of the Work to be ~ et shall be increased acc°rd~glY~~ 2.1.7.4 If bidding or within 90 days after the Architect ,..i, submits the Construction ~dget for the Cost of the Work shall be adjusted to reflect change~:~ the general level 6f the construction industry. 2.1.7.5 If the budget for the Cost of the Work is~exceed~d by the lowest bona fide bid or negotiated proposal, the owner Shall: .1 give writteg approval of an increaseinS~e budget for the Cost o f the Work; .2 autho~ ~bid~g or renegofiatingofthe Project within a reasonable time; terminate in accordance with Subparagraph L3.8.5 or .4 cooperate tn revising the Project slope and quality as required to reduce the Cost of the Work. 1 2.1.7.6 I£ the Owner chooses to proceed under Claus~ 2.1.7.5.4, the Architect, without additional compensation, shall 'modify the documents for which the Architect is responsible under this Agreement as necesgary to comply With the budget for the Cost of the Work. The © 1997 AIA® AIADOCUMENTB141 1997 STANDARD FORM AGREEMENT The American Institute of Architects 1735 New York Avenue N.W. Washington, D.C. 20006-5292 © 1917, 1926, 1948, 1951, 1953, 1958, 1961, 1963, 1966, 1967, 1970, 1974, 1977, 1987, © 1997 by The American Institute of Architects. Reproduction of the material herein or substantial quotation of its provisions without written permission of the AIA violates the copyright laws of the United States and will subject the violator to legal prosecution. WARNING: Unlicensed photocopying violates U.S. copyright laws and will subject the violator to legal prosecution. This document was electronically produced with permission of the AIA ano can be reproduced in accordance with your license without violation until the date of expiration as noted below, expiration as noted below, expiration as noted below. User Document: 976141 ch & ps.aia -- 1/23/2002. AIA License Number 1017145, which exp~ res on 9/30/2002. 14 modification of such documents shall be the limit of the Architect's responsibility under this Paragraph 2.1.7. The Architect shall be entitled to compensation in accordance with this Agreement for all services performed whether or not construction is commenced. provided by the Owner or the Owner's consultants and contractors. 2.2.1.1 The Owner shall furrvsh a program setting forth the Owner s59~1 , schedule, constraints and criteria, ~ncludxng space reqrvrements and relahonsh~ps~a~:&I eqrvpment systems and site requirements. 2.2.1.2 The Owner shall furnish surveys to describe physical ch~ and utility locations for the site of the Project, and a written surveys and legal information shall include, as applicable, pavements and adjoining property and structures; adjacent easements, encroachments, zoning, deed restrictions, locations, dimensions and necessary data with res improvements and trees; and information concerning public and private, above and below grade, including the survey shall be referenced to a Project benchmark. limitations This document has important legal consequences. Consultation with an attorney is encouraged with respect to ~ THIS ELECTRONICALLY DRAFTED AIA DOCUMENT MAY BE MADE BY USING AIA DOCUMENT D401. 2.2.1.3 The Owner shall furnish services of geotechnical engineers not limited to test borings, test pits, determinations of soil bearing values, evaluations of hazardous materials, ground corrosion tests and resistivity tests, including necessary operations for anticipating subsoil conditions, with reports and appropriate recommendations. ARTICLE 2.3 EVALUATION AND PLANN 2.3.1 The Architect shall provide a the Owner under this Agreement, ients and budget for the Cost of the Work, each in Architect information to ascertain that it is consistent wi[h ~ t~i n~,,..of the Pr~J~i' ~d shall notify the Owner of any other information or conS~l~/ffi{:~ ~a~ ~aY ~ ~as°nably needed for the Project. schedule and budget for the Cost 2.3.3 The Architect construction services and have on the Owner's progfa~i ~fi[ial method of may ect. mechanical and ' .... 2.4.2.1 The Architect shali:'~Prrv;i& $chdmatic De~ig~ 'Documents based on the mutually agreed-upon program, schedule, and b~dget for the dSst 8[ the ~W&~k. The documents shall establish the conceptual design of the Project illustrating the~scale and relationship of the Project components. The Schematic Design Documents sl~ll i~ldde a conceptual si~e plan, if appropriate, and prelim~dry building Plans; sections and elevations. At the Architect s option, the Schematic D~sign Doct~ments n~;~, indhde Study models, perspective sketches electronic © 1997 AIA® AIA DOCUMENT B141 - 1997 STANDARD FORM AGREEMENT The American Institute of Architects 1735 New York Avenue N.W. Washington, D.C. 20OOG-5292 © 1917, 1926, 1948, 1951, 1953, 1958, 1961, 1963 1966, 1967, 197.0, 197.4, 1977, 1987, © 1997 by The American institute of Archilects. Reproductio~ of the material h~'~kbin;'gP $~bstantial quotation of its provisions Athout written permission of the AIA violates the copyright laws of the United States and will subject the violator to legal prosecution. WARNING: Unlicensed photocopying ¥iolates U.S. copyright laws and will subject the violator to legal prosecution. This document was electronically produced with permission of the AIA and can be reproduced in accordance with your license without violation until the date of expiration as noted below, expiration as noted below, expiration as noted below. User Document: 976141 ch & ps.aid -- 1/23/2002. AIA License Num her 1017145, which expires on 913012002. 15 modeling or combinations of these media. Preliminary selections of major building systems and construction materials shall be noted on the drawings or described in writing. 2.4.3 DESIGN DEVELOPMENT DOCUMENTS 2.4.3.1 The Architect shall provide Design Development Documents based Schematic Design Documents and updated budget for the Cost of the Development Documents shall illustrate and describe the ol Project, establishing the scope, relationships, forms, size and a means of plans, sections and elevations, typical construction details, The Design Development Documents shall include specifications that and systems and establish in general their quality levels. 2.4.4 CONSTRUCTION DOCUMENTS 2.4.4.1 The Architect shall provide Construction Documents Development Documents and updated budget for the Cost Documents shall set forth in detail the requirements for Construction Documents shall include Drawings and quality levels of materials and systems required for the Pro' by layouts. materials )roved De~jg~ This document has important legal consequences. Consultation with an attorney is encouraged with respect to THIS ELECTRONICALLY DRAFTED AIA DOCUMENT MAY BE MADE BY USING AIA DOCUMENT D401. 2.4.4.2 During the development of the Construction Dc Owner in the development and preparation of: 0) which describes the time, place and conditions of bidding; form of agreement between the Owner and the Contractor; and (2) Contract for Construction (General, Supplementary and other Conditions). The shall compile the Project Manual that includes the Conditions of the Contract for Construction and Specifications and may include bidding requirements and sample forms. ARTICLE 2.5 CONSTRUCTION PRO( 2.5.1 Owner has oommissiom the Owner in obtaining either-corn shall assist the Owner in ~lisii~ ~ list of prosg~tiv~ i~idders or 2.5.2 The Architect contractors. 2.5.3 The Architect shall assist the Owner~n .... bd vahdat~on. ~ ~ ......... .... -~- ~. 5.4 COMPETITIVE BI[ 2.5.4.1 Bidding t~rements, proposed ~pg~g~[ forms, General Conditions and 2.5.4.2 If requested b~ ~r, the of Bidding Document~ f0~ a~t~i~ution to Pay directly for the cost of reprodur reimburse the ~ f0~:~h ~Penses 2.5.4.3 If distribute the Bidding Documents to prospective of the bidding process. The Architect shall maintain a of deposits, if any, received from and returned to 2.5.4.4 The Architect Sh~ll e~nsider requests for substituti0n~, if p~fmitted by the Bidding Documents~ ~fid kh~l PrePare ~a ~{~i~i~ addenda identifying approved substitutions to all prospective bi~a~rs © 1917, 1926; 1948~ 1951, 1953, 1958, 1961, 1963, 1966~196!~t970i1974, 1977, 1987, © 1997 by The American Institute of ArChitects. Reproduction of the material he~ihbr jUbstanta quotation of its provisions without written permission of the AIA violates the copyright I~WS 6f the United Slates and will subject the voalor tdie ~lProsecutiong WARNNG' Un censed phot°~ n Vi°atesg u..s copyrght aws and w subject the ViOlator to legal prosecution. This document was ~le~trbhiCally produced with permission of the AIA and can be reproduced in accordance with your license WithOut Vi°lation until the date of expiration as noted bel°w. eXPirati°n ~s h°ted below, expiration as nOt~a below~ User Document: 976141 ch & ps.aia -- 1123/2002. AiA License NUmber iO171~5, Which expires on ~30)2002. 16 © 1997 AIA® AIA DOCUMENT B141 - 1997 STANDARD FORM AGREEMENT The American Institute of Architects 1735 New York Avenue N.W. Washington, D.C. 20006-5292 2.5.4.5 The Architect shall participate in or, at the Owner's direction, shall organ~e and bidders. conduct a pre-bid conference for prospective 2.5.4.6 The Architect shall prepare responses to questions from prospec provide clarifications and interpretations of the Bidding Documents to all in the form of addenda. 2.5.4.7 The Architect shall participate in or, at the Owner's conduct the opening of the bids. The Architect shall subsequently bidding results, as directed by the Owner. the 2.5.5 NEGOTIATED PROPOSALS ~ ProFosal Documents ~r distribution ~ prospcctivc- Owner -- This document has important legal consequences. Consultation with an attorney is encouraged with respect to or modification. ELECTRONICALLY DRAFTED AIA DOCUMENT MAY BE MADE BY USING AIA DOCUMENT D401. 2.5.5.3 tf requested-by the Ovmcr, , ........f~ ~..k~,: .... ;^-~ -ii permitted 2.5.5.~, q'~'~ .... Architect sha'2 consider ,~uu,ot ..................... _ 2.5.5.5 hr requested-by the Owner, ON sERvICES ARTICLE 2.6 CONTRACT ADMINISTRATI ; ~ ~,~:~:, 2.6.1 GENERAL ADMINISTRATION 2.6.1.1 The Architect shall provide administration and the Contractor as set forth below and in the edition General Conditions of the Contract for Construction, current as of Modifications made to the General Conditions, when adopted Documents, shall be enforceable under this Agreement only to the consistent with this Agreement or approved in writing by the Architect. 2.6. l. 2 The Architect's ;act Administration Settees,under this Agreement award ~f{he ~ifial Contractffo~ Constrii%fion and terminates at the issuance tO, ~r of the fin~ C~c~t~;:fOr· ti? Ver, the Architect shall be entitl~dto a Change in Services in acc0~d~:i ii raPh~Z8.2 when Contract Administratid~ s~rVices extend 60 days after ihe date"bfSUb's~htiaI ~ompletion of the Work. 2.6.1.3 The Architect shall be a·'representative of and shall advise and consult with the Owner during the provision' Of the Contract Administration Services. The Architect shall have authority to act on behalf of theOwner only to the extent provided in this Agreement unless otherwise modified by written amendment. 2.6.1.4 Duties, responsibilities and limitations of authority of the Architect under this Article 2.6 shall not be restricted;modified or extended without written agreement of the Owner and Architect with consent of the Contractor, which consent will not be unreasonably withheld. © 1917, 1926, 1948, 1951, 1953, 1958, 1961, 1963, 1966, 1967, 1970, 1974, 1977, 1987, © 1997 by The American Institute of Architects· Reproduction of the material herein or substantial quotation of its provisions ~ithout written permission of the AIA violates the copyright laws Of the United States and will subject the violator to legal prosecution. WARNING: Unlicensed photocopying violates U.S. copyright laws and will subject the violator to legal prosecution. This document was electronically produced with permission of the AIA and can be reproduced in accordance with your license without violation until the date of expiration as noted below, expiration as noted below, expiration as noted below. User Document: 976141 ch & ps.aia -- 1/23/2OO2. AIA License Number 1017145, which expires on 9/30/2002. 17 1 I © 1997 AIA® AIA DOCUMENT B141 - 1997 STANDARD FORM AGREEMENT The American Institute of Architects 1735 New York Avenue N.W. Washington, D.C. 20006-5292 2.6.1.5 The Architect shall review properly prepared, timely requests by the Contract0r for additional information about the Contract Documents. A properly prepared r~st for additional information about the Contract Documents shall be in a form by the Architect and shall include a detailed written statement that indic Drawings or Specifications in need of clarification and the nature of the 2.6.1.6 prepare, requests If deemed appropriate by the Architect, the Architect shall reproduce and distribute supplemental Drawings and for information by the Contractor. 2.6.1.7 The Architect shall interpret and decide matters Owner and Contractor under, and requirements of, the request of either the Owner or Contractor. The Architect's resp( made in writing within any time limits agreed upon o~ 2.6.1.8 Interpretations and decisions of the Architect and reasonably inferable from the Contract Documents and drawings. When making such interpretations and initial to secure faithful performance by both Owner and either, and shall not be liable for the results faith. of the on written uests shall be This document has important legal consequences. Consultation with an attorney is encouraged with respect to THIS ELECTRONICALLY DRAFTED AIA DOCUMENT MAY BE MADE BY USING AIA DOCUMENT D401. 2.6.1.9 The Architect shall render initial decisions on claims, disputes or other question between the Owner and Contractor as provided in the Contract Documents. However, the Architect's decisions on matters relating to aesthetic effect shall be final if consistent with the intent expressed in the Contract Documents. 2.6.2 EVALUATIONS OF THE WORK 2.6.2.1 The Architect, as a rel: appropriate to the stage of the and the Architect in Article 2.8, (x) to informed about the progress and to guard the Owner against defects and deficiencies general if the Work is being performed in a manner completed, will be in accordance with the Contract not be required to make exhaustive or continuous on-site ins' quantity of the Work. The Architect shall neither have control responsible for, the construction safety precautions and Contractor's rights and Documents. in fully itect shall or 2.6.2.2 The Architect Documents and from However, the Work in accordance ~ th~i~huirements of l responsible for the :Archi{~ ~ negligent" - charge of and or their agents Work. the shall be Shall not have control over or 'the Contractor, Subcontractors, or entities performing portions of the 2.6.2.3 The Architect shall at all times progress. 2.6.2.4 been is ~n preparation or : or when direct communications have to communicate with the Contractor © 1917, 1926j 1948;]951, 1953, 1958, 1961, 1963 1966~196~:197Oj1974, 1977, 1987, © 1997 by The American nst tute ~ ~rch}~ts. Reproduction of the material :h~i~ ~ ~bstantial quotation of its provisions without Writteh Permission of the AIA violates the copyr United States and will subject the violator i6 lega prosecut on WARNING: Unlicensed photO~Gp¥in~ Vi°lares U.S. copyright laws and will subject the 9iolator to legal prosecution. This document was elJ~}~o~qiG~lly produced with permission of the AIA and can be rePmdbCed in accordance with your license Wiih0ut violation until the date of expiration as noted belOw, exPiration:a~ fiGi~d below, expiration as noted b~l°w. User Document: 97b141 ch & ps.aia -- 1/23/2OO2. AIA License Number 1017i45; which expires on 9i30/2002. 18 1 l © 1997 AIA® AIA DOCUMENT B141 - 1997 STANDARD FORM AGREEMENT The American Institute of Architects 1735 New York Avenue N.W. Washington, D.C. 20006-5292 through tile Architect about matters arising out of or relating to tile Contract Documents. Comxnunications by and with the Architect's consultants shall be through the Architect. 2.6.2.5 The Architect shall have authority to reject Work that does not cO~form t6 the Contract Documents. Whenever the Architect considers it necessary or will have authority to require inspection or testing of the Work in provisions of the Contract Documents, whether or not such Work is completed. However, neither this authority of the Architect nor a either to exercise or not to exercise such authority shall give rise to a the Architect to the Contractor, Subcontractors, material and ents or employees or other persons or entities performing portions of the Work. 2.6.3 CERTIFICATION OF PAYMENTS TO CONTRACTOR 2.6.3.1 The Architect shall review and certify the amounts due Certificates for Payment in such amounts. The Architect's constitute a representation to the Owner, based on the provided in Paragraph 2.6.2 and on the data comprising Payment, that the Work has progressed to the point Architect's knowledge, information and belief, the the Contract Documents. The foregoing representations Work for conformance with the Contract Documents results of subsequent tests and inspections, (3) to Contract Documents prior to completion, and (4) to specific ff Architect. and shall !s?ue This document has important legal consequences. Consultation with an attorney is encouraged with respect to 'HIS ELECTRONICALLY DRAFTED AIA DOCUMENT MAY BE MADE BY USING AIA DOCUMENT D401. 2.6.3.2 The issuance of a Certificate for Payment shall not be a representation that the Architect has 0) made exhaustive or continuous on-site inspections to check the quality or quantity of the Work, (2) reviewed procedures, (3) reviewed copies of suppliers and other data requested by payment, or (4) ascertained how or paid on account of the Contract Sum. 2.6.3.3 The Architect shall maintain a 2.6.4 SUBMITTALS ' ": ,';!,; ~:~'-: 2.6.4.1 Th, e Architect shall review and approve or take other a;ppm~ri etlon upon the Contractor s submittals such as Shop Drawings Product Data and limited purpose of checking for conformance with infor,mation given and tI~'~:~/ ii-~ncePt expressed in the Contract Docum~hts. :The:.~Archj~ects action shall be taken reasonable promptness as to,,~Se'?fi6'd¢!~;~'~h~rk or in the activities .o,f thin'OWner, Contractor or separate cont~ctors, While al16~ ~ffi~i~ht time in the Architect s professional judgment to permit adequ~t~'~e~. Review~'~fi:~hi~'~bmittals is'not" ~t~(for the purpose of determining tl~b a~fi~cy and complete "~f~ther,~deta~ s~ch i OhS and quantities or for substantiating instructions for iii~ ~.iori:p~i~ an~-Gf equipment or systems, all of which rema~ .the responsibility of the,~CGn~a~tof:as~.~ei:luifed:.by the Contract Documents. The Architect's review shall not constituie ap~f6val of safety precautions or, unless otherwise specifically stated by the Arch, itect, of any construction means, methods, techniques, sequences or procedures. The ~trchitect s approval bfa specific item shall not indicate approval of an assembly of which the item is a component. 2.6.4.2 The Architect shall maintain a record of submittals and copies of submittals supplied by the Contractor in accordance with the requirements' ofthe'Contr~t Documents. 1 l © 1997 AIA® AIA DOCUMENT B141 - 1997 STANDARD FORM AGREEMENT The American Institute of Architects 1735 New York Avenue N.W. Washington, D.C. 20006-5292 2.6.4.3 If professional design services or fertifications by a design professional related to systems, maierials or eqUipn~ent' are specificall¢ required of the Contractor by the Contract O 1917, 1926, 1948, 1951, 1953, 1958, 1961, 1963 1966, 1967, 1970, 1974, 1977, 1987, © 1997 by The American Institute of Architects. Reproduction of lhe material herein or s0bstantial quotation of its provisions ~ithout written permission of the AIA violates the copyright laws of the United States and will subject the violator to legal prosecution. WARNING: Unlicensed photoCOpying violates U.S. copyright laws and wil subject the violator to legal prosecution. This document was electronically produced with permission of the AIA and can be reproduced in accordance with your license without violation until the date of expiration as noted below, expiration as noted below, expiration as noted below. User Document: 976141 ch & ps.aia -- 1/23/2002. AIA License Nu tuber 1017145, which expires on 913012002. 19 Documents, the Architect shall specify appropriate performance and design criteria that such services must satisfy. Shop Drawings and other submittals related to the Work designed or certified by the design professional retained by the Contractor shall bear such professional's written approval when submitted to the Architect. The Architect shall be the adequacy, accuracy and completeness of the services, certifications or appz by such design professionals. 2.6.5 CHANGES IN THE WORK 2.6.5.1 The Architect shall prepare Change Orders and Construction the Owner's approval and execution in accordance with the Architect may authorize minor changes in the Work not involving an adj Sum or an extension of the Contract Time which are consistent with Documents. If necessary, the Architect shall prepare, reproduce Specifications to describe Work to be added, deleted or 2.8.2. The in Contract of the Contract Drawings and in 2.6.5.2 The Architect shall review properly prepared, Contractor for changes in the Work, including Time. A properly prepared request for a change in the supporting data and information to permit the without extensive investigation or preparation of Architect determines that requested changes in the Work a requirements of the Contract Documents, the Architect may issue an in the Work or recommend to the Owner that the requested change be denied. 2.6.5.3 If the Architect determines that implementation of the requested changes would result in a material change to the Contract that may cause an adiustment in the Contract Time or Contract Sum, the Architect shall make authorize further investigation of such information furnished by the Contractor and time that might result from such Change in Services of the Architect. With ~rate those estimates into a Change Order or s execution or negotiation with the Contractor. 2.6.5.4 The Architect shall maintain recor This document has important legal consequences. Consultation with an attorney is encouraged with respect to completion or modification. OF THIS ELECTRONICALLY DRAFTED AIA DOCUMENT MAY BE MADE BY USIN6 AIA DOCUMENT D401. 2.6.6 PROJECT COMPLETION 2.6.6.1 The Architect shall Completion and the date of the Owner, for the Owner' required by the Contract Certificate for requirements 2.6.6.2 The Representative to Documen of Work to be 2.6.6.3 When the Work is Owner about the balance of the Contract any amounts needed to pay for final completion 2.6.6.4 final the Designated requirements of the Contract list submitted by the Contractor shall inform the :for and forward to the Owner: O) consent release of retainage or the making of final © 1917, 1926, 1948, 1951, 1953, 1958, 1961, 1963 1966 -1967, 1970, 1974, 1977, 1987, © 1997 by The American Institute of Architects. Reproduction of the materia h~rein ~)r'!substantial quotation of its provisions without written permission of the AIA violates the copyrighf laws of the United States and will subject the violator to legal prosecution. WARN NG: Unl censed photocopying violates U.S. copyright laws and will subject the violator to legal prosecution. This document was electrOnically produced with permission of the AIA and can be reproduced in accordance with your license without violation until the date of expiration as noted below, expiration as noted below, expiration as noted bellow. User Document: 976141 ch & ps.aia -- 1/23/2002. AIA License Number 1017145, which expires on 9/30/2002. 20 I / © 1997 AIA® AIA DOCUMENT B141 - 1997 STANDARD FORM AGREEMENT The American Institute of Architects 1735 New York Avenue N.W. Washington, D.C. 200064292 payment and (2) affidavits, receipts, releases and waivers of liens or bonds indemni~g: ~ Owner against liens. 2.7.1 The Architect shall meet with the Owner or the Owner's Designated~ promptly after Substantial Completion to review the need for facility operation 2 7 2 H on re uest of the Owner, and nor to the ex araUon of one , e date of · · P q P P. . ~ ~.z~ , Substantial Completion, the Architect shall conduct a meeting wxth the O e Owner s Designated Representative to review the facility operations and per to make appropriate recommendations to the Owner. ARTICLE 2.8 SCHEDULE OF SERVICES 2.8.1 Design and Contract Administration Services beyond provided by the Architect as a Change in Services in accordance .1 up to two ( _2 ) reviews of each Shop Drawing, similar submittal of the Contractor. .2 up to twenty-two ( 22 ) visits to the site Project during construction. .3 up to four ( 4 ) inspections for any such portion of the Work is substantially requirements of the Contract Documents. .4 up to two ( _2 ) inspections for any portion of the Work to completion. limits this document has important legal consequences. Consultation with an attorney is encouraged with respect to r modification. AUTHENTICATION OF THIS ELECTRONICALLY DRAFTED AIA DOCUMENT MAY BE MADE BY USING AIA DOCUMENT D401. The following Design and Contract Administration Services shall be provided by the 2.8.2 Architect as a Change in Services in accordanc · 1 review of a Contractor's agreed to by the Architect; .2 responses to the ,n is available to the Contractor Documents, field conditions, prepared coordination drawings, or documentation; .3 Change Orders and Construction Change on of proposals, including the preparation .4 providing consultation concerning replacement other cause during c0nstmctio~i~!~: .5 evaluation of .~!~! ivei' ~claims submitted ,y ti consultants, thd!G0iitr~r or b(h~;~ ~ection with the Work; .6 evaluation of~l~fi~iiS p~ .b~Owner's ~9.~nltantsj~ ~actors and making ~ fi~ht revisions to'! ~'~hts o£ i~,itesulti~ 'from; .7 preparatio~ 6t~ ~le~]gn and documen ~[0i?i~nate~bld:~or p3~i~osal requests proposed by tl~e~ogT'ner; or .8 Contract.Adm~istration Services provided 60 flays after the date of Substantial Completion of the Work. © 1997 AIA® AIA DOCUMENT B141 - 1997 STANDARD FORM AGREEMENT The American Institute of Architects 1735 New York Avenue N.W. Washington, D.C. 20006-5292 © 1917, ]926, 1948~1951, 1953, 1958, 1961, 1963, 1966, 1967, 1970, 1974, 1977, 1987, © 1997 by The American Institute of-Architects. Reproduction of the material herein:~:tff substantial quotation of its provisions ,vithout written permission of the AIA violates the copyright laws ofthe United States and will subject the violator ?o legal prosecution. WARNING: Unlicensed photocopyng violates U.S. copyright laws and will subject the violator to legal prosecution. This document was electronically produced with permission of the AIA and can be reproduced in accordance with your license without violation until the date of expiration as noted below, expiration as noted below, expiration as noted below. User Document: 976141 ch & ps.aia -- 1/23/2002. AIA License Number 1017145, which expires on 9/30/2002. 2] 2.8.3 The Architect shall furnisli designated: Services .l Programming .2 Land Survey Services · 3 Geotechnical Services .4 Space Schematics/Flow Diagrams · 5 Existing Facilities Surveys .6 Economic Feasibility Studies · 7 Site Analysis and Selection .8 Environmental Studies and Reports .9 Owner-Supplied Data Coordination ao Schedule Development and Monitoring .n Civil Design .12 Landscape Design -13 Interior Design · x4 Special Bidding or Negotiation -~5 Value Analysis .~6 Detailed Cost Estimating · ~7 On-Site Project Representation .~8 Construction Management · ~9 Start-up Assistance .20 .21 .22 .23 .24 .25 Record Drawings Post-Contract Evaluation Tenant-Related Services Description of Services. or provide the following services only if sPecifi~aHy, Responsibility Loc (Architect, Ov, q~er or Not Pro~ded) Architect & Owner Owner Owner Architect Ar(;hJtect Owner Owner Owner Owner Architect Architect Architect as Additional Services Owner's Construction Manager Not Provided Not Not Provided This document has important legal consequences. Consultation with an attorney is encouraged with respect to completion or modification. THIS ELECTRONICALLY DRAFTED AIA DOCUMENT MAY BE MADE BY USING /VA DOCUMENT D401. © 1997 AIA® AIA DOCUMENT B141 - 1997 STANDARD FORM AGREEMENT The American Institute of Architects 1735 New York Avenue N.W. Washington, D.C. 20006-5292 © 1917, 1926; 1948; 1951, 1953, 1958, 1961, 1963, 1966~ ]961~']9~0, ]974, 1977, 1987, © 1997 by The American Reproduction of the materifii' fi2~6i~.~'~i6~tantial quotation of its provisions without ~Htten ~fmission of the A A v o ares the copyrig~'i~;]~'/~ ~[ ihe United States and will subject the violato~ t~ leg~[ ~rosecut on WARN NG Un censed phot°c0~i~fl'~i~ ares U S copyr ght aws and w sub'e I Ct the violator to legal prosecution. This document was ~le~tro~i~ally produced with permission of the AIA and ~an be reproduced in accordance with your canse ~ ~ ~ib at on unt the date of exp rat on as note~ b~l~w ~xPi~'~ii~ ~ nGted below, expiration as nO~ ~1~! User Document: 976141 ch & ps.aia -- 1/23/2OO2. AIA res on ~/30/~002 A R TI C L E 2.9 M O D I FI CATI O N S This document has import~iie$~l 2.9.1 Modifications to this Standard Form of Architect's Contract consequences. Consultation withan Administration, if any, are as follows: attorney is encouraged with respect to its completion or modification. . ; AUTHENTICATION OF THIS By its execution, this Standard Form of Architects Se~[ ~e$ign and Co,~£L£CTRONICALLYDRAFTEDAIA Administration and modifications hereto are incorporated ~t~ ~e: Standard Fo~ ~ DOCUMENT MAYBEMADEBYUSING g ,eement Between the Owner and Architect, AIA Documen~ 3!4x i997¢ that was entered ~ : AIA DOCOM£Nr 0401. by the parties as of the date: City of Elk River Tusk OWN E R (Signature) ARCHITECT Gary Tushie~ President (Printednameandtit]e) (?rintednameandtitle) ,1 I © 1997 AIA® AIA DOCUMENT B141 - 1997 STANDARD FORM AGREEMENT The American Institute of Architects 1735 New York Avenue N.W. Washington, D.C. 20006-5292 1917, 1926,: :1948, ;1951 1953 1958, 1961 1963, 1966,1967, 1970, ;1974, 1977, 1987 © 1997 by The Amer can nstitute ~'ArC'hjfeCts. Reproduct on of the material h~fei~i~'~;,~r sui~stantial quotation of its prov s OhS Athout w~'ii}~h permission of the A A v o ares the copyr g~{i~ 0t~he Un ted States and will subject the violator 1i~'l~g~l Prosecution. WARNING: Unlicensed phot0c~pyirig rio ares U S copyr ght aws and will subject the Violator to legal prosecution Th s document was e ~tr~hica y produced w th permission of the AIA ahd canbe i:eproduced in accordance with your cense Wiih~Oi ,Vio at on unt the date of exp ration as noted below, expi~'ati6~ as noted below, expirat on as noted be o~ User Document 97b141 ch & ps a a -- 112312002. )klA LJcenge Number 1017145 which expires on9/30i2002. 23 AIA Document B801/CMa Standard Form of Agreement Between Owner and Construction Manager where the Construction Manager is NOT a Constructor 1992 EDITION THIS DOCUMENT HAS LltPORTANT LEGAL CONSEQUENCES; CONSULTATION WITH AN ATTORNEY IS ENCOURAGED WITH RESPECT TO ITS COMPLETION OR MODIFICATION. This document is intended to be used in conjunction u,ith the 1992 editions of AIA Documents BI41/CMa, AIOI/CMa and A2OI/CMa. AGREEMENT made as of the (In words, indicate dco'. mo.th and j'ea~) First day of February Two Thousand Two in the year of BETWEEN the Owner: (Name and address) City of Elk River 13065 Orono Parkway Elk River, Minnesota 55330 and the Construction Manager: (.\'ame and addresO Kraus-Anderson Construction Company St. Paul Division 200 Grand Avenue St. Paul, Minnesota for the following Project: City of Elk River Municipal Facilities (Include detailed description of Project, location, address and scope) The Architect is: L\'ame and address) Tushie Montgomery Associates, Inc. 7645 Lyndale Avenue South Suite 100 Richfield, Minnesota 55423 The Owner and Construction Manager agree as set forth below. Copyright 97~,, 1980, ©1992 by. The American Institute of Architects, 1-35 New York Avenue. N.W., \X~shington. DC 20006--3292. Reproduction of thc material herein or substantial quotation of its provisions without .xrittcn permk'~sion of thc AIA violates thc copyright laws of the United States and will subject the violator to legal prosecution. AIA DOCUMENT BSOI/CMa · OWNER CONSTRL'(~'ION MANAGER AGREEMENT · 1992 EDITION · AIA~ · ~1902 * THE AMERICAN INSTITt'TE OF ARCItITECTS, I~?, NEW YORK AVENLE. NW., XX%SIIING'I'ON. DC 2OO00-=,292 * WARNING: Unlicensed photocopying violates U.S. copyright laws and will subject the violator to legal prosecution. B801/CMa-1992 I TERMS AND CONDITIONS OF AGREEMENT BETWEEN OWNER AND CONSTRUCTION MANAGER ARTICLE 1 CONSTRUCTION MANAGER'S RESPONSIBILITIES 1.1 CONSTRUCTION MANAGER'S SERVICES 1.1.1 The Construction Manager's services consist of those services performed by the Construction Manager, Construc- tion Manager's employees and Construction Manager's con- sultants as enumerated in Articles 2 and 3 of this Agreement and any other services included in Article 14. 1.1.2 The Construction Manager's services shall be provided in conjunction with the services of an Architect as described in the edition of AIA Document BI41/CMa, Standard Form of Agreement Between Owner and Architect, Construction Manager-Adviser Edition, current as of the date of this Agreement. 1.1.3 The Construction Manager shall provide sufficient organization, personnel and management to carry out the requirements of this Agreement in an expeditious and eco- nomical manner consistent with the interests of the Owner. 1.1.4 The services covered by this Agreement are subject to the time limitations contained in Subparagraph 13.5.1. ARTICLE 2 SCOPE OF CONSTRUCTION MANAGER'S BASIC SERVICES 2.1 DEFINITION 2.1.1 The Construction Manager's Basic Services consist of those described in Paragraphs 2.2 and 2.3 and any other ser- vices identified in Article 14 as part of Basic Services. 2.2 PRE-CONSTRUCTION PHASE 2.2.1 The Construction Manager shall review the program fur- nished by the Owner to ascertain the requirements of the Proj- ect and shall arrive at a mutual understanding of such require- ments with the Owner. 2.2.2 The Construction Manager shall provide a preliminary evaluation of the Owner's program, schedule and construc- tion budget requirements, each in terms of the other. 2.2.3 Based on early schematic designs and other design cri- teria prepared by the Architect, the Construction Manager shall prepare preliminary estimates of Construction Cost for pro- gram requirements using area, volume or similar conceptual estimating techniques. The Construction Manager shall pro- vide cost evaluations of alternative materials and systems. 2.2.4 The Construction Manager shall expeditiously review design documents during their development and advise on proposed site use and improvements, selection of materials, building systems and equipment, and methods of Project delivery. The Construction Manager shall provide recom- mendations on relative feasibility of construction methods, availability of materials and labor, time requirements for pro- curement, installation and construction, and factors related tO construction cost including, but not limited to, costs of alternative designs or materials, prelin'finary budgets, and pos- sible economies. 2.2.$ The Construction Manager shall prepare and period- ically update a Project Schedule for the Architect's review and the Owner's acceptance. The Construction Manager shall obtain the Architect's approval for the portion of the pre- liminary project schedule relating to the performance of the Architect's services. In the Project Schedule, the Construction Manager shall coordinate and integrate the Construction Manager's services, the Architect's services and the Owner's responsibilities with anticipated construction schedules, high- lighting critical and long-lead-time items. 2.2.6 As the Architect progresses with the preparation of the Schematic, Design Development and Construction Docu- ments, the Construction Manager shall prepare and update, at appropriate intervals agreed to by the Owner, Construc- tion Manager and Architect, estimates of Construction Cost of increasing detail and refinement. The estimated cost of each Contract shall be indicated with supporting detail. Such estimates shall be provided for the Architect's review and the Owner's approval. The Construction Manager shall ad- vise the Owner and Architect if it appears that the Construc- tion Cost may exceed the latest approved Project budget and make recommendations for corrective action. :}.2.? The Construction Manager shall consult with the Owner and Architect regarding the Construction Docu- ments and make recommendations whenever design details adversely affect constructibilit,x; cost or schedules. 2.2.8 The Construction Manager shall provide recommen- dations and information to the Owner and Architect regard- ing the assignment of responsibilities for temporary Project facilities and equipment, materials and services for com- mon use of the Contractors. The Construction Manager shall verify that such requirements and assignment of respon- sibilities are included in the proposed Contract Documents. 2.2.9 The Construction Manager shall provide recom- mendations and information to the Owner regarding the allocation of responsibilities for safety programs among the Contractors. 2.2.10 The Construction Manager shall advise on the divi- sion of the Project into individual Contracts for various categories of Work, including the method to be used for selecting Contractors and awarding Contracts. If multiple Con- tracts are to be awarded, the Construction Manager shall review the Construction Documents and make recommen- dations as required to provide that (1) the Work of the Con- tractors is coordinated, (2) all requirements for the Project have been assigned to the appropriate Contract, (3) the likelihood of jurisdictional disputes has been minimized, and (4) proper coordination has been provided for phased construction. 2.2.11 The Construction Manager shall prepare a Project con- struction schedule providing for the components of the Work, including phasing of construction, times of commencement AIA DOCUMENT B801/CMa · OWNER-CONSTRUCTION MANAGER AGREEMENT · 1~)2 EDITION * AIA~ · ,~ltY-)2 · TIlE AMERICAN INSTITUTE OF ARCHITE(TD;. 173-3 NEW YORK AVENUE, NW, \VASItINGTON. DC. 20006-5292 · WARNING: Unlicensed photocol~lng violates U,S. copyright laws and will subject the violator to legal prosecution. B801/CMa-1992 2 and completion required of each Contractor, ordering and delivery of products requiring long lead time, and the occu- pancy requirements of the Owner. The Construction Man- ager shall provide the current Project construction schedule for each set of bidding documents. 2.2.12 The Construction Manager shall expedite and coor- dinate the ordering and delivery of materials requiring long lead time. 2.2.13 The Construction Manager shall assist the Owner in selecting, retaining and coordinating the professional ser- vices of surveyors, special consultants and testing laboratories required for the Project. 2.2.14 The Construction Manager shall provide an analysis of the types and quantities of labor required for the Project and review the availability of appropriate categories of labor required for critical phases. The Construction Manager shall make recommendations for actions designed to minimize adverse effects of labor shortages. 2.2.15 The Construction Manager shall assist the Owner in obtaining information regarding applicable requirements for equal employment opportunity programs for inclusion in the Contract Documents. 2.2.16 Following the Owner's approval of the Construction Documents, the Construction Manager shall update and sub- mit the latest estimate of Construction Cost and the Proiect construction schedule for the Architect's review and the Owner's approval. 2.2.17 The Construction Manager shall submit the list of prospective bidders for the Architect's review and the Owner's approval. 2.2.'18 The Construction Manager shall develop bidders' in- terest in the Project and establish bidding schedules. The Construction Manager, with the assistance of the Architect, shall issue bidding documents to bidders and conduct pre- bid conferences with prospective bidders. The Construction Manager shall assist the Architect with regard to questions from bidders and with the issuance of addenda. 2.2.19 The Construction Manager shall receive bids. prepare bid analyses and make recommendations to the Owner for the Owner's award of Contracts or rejection of bids. 2.2.20 The Construction Manager shall assist the Owner in preparing construction Contracts and advise the Owner'on the acceptability of Subcontractors and material suppliers proposed by Contractors. 2.2.21 The Construction Manager shall assist the Owner in obtaining building permits and special permits for permanent improvements, except for permits required to be obtained directly by the various Contractors. The Construction Mana- ger shall verify that the Owner has paid applicable fees and assessments. The Construction ,Manager shall assist the Owner and Architect in connection with the Owner's responsibility for filing documents required for the approvals of govern- mental authorities having jurisdiction over the Project. 2.3 CONSTRUCTION PHASE--ADMINISTRATION OF THE CONSTRUCTION CONTRACT 2.3.1 The Construction Phase will commence with thc award of thc initial Construction Contract or purchase order and. together with thc Construction M:magcr's obligation to pro- vide Basic Services under this Agreement, will end 30 days' after final payment to all Contractors is due. 2.3.2 The Construction Manager shall provide administra- tion of the Contracts for Construction in cooperation with the Architect as set forth below and in the edition of AIA Docu- ment A201/CMa, General Cond!tions of the Contract for Con- struction. Construction Manager-Adviser Edition, current as of the date of this Agreement. 2,3,3 The Construction Manager shall provide administra- tive, management and.related sen'ices to coordinate scheduled activities and responsibilities of the Contractors with each other and with those of the Construction Manager, the Owner and the Architect to endeavor to manage the Project in accor- dance with the latest approved estimate of Construction Cost, the Project Schedule and the Contract Documents. 2.3.4 The Construction Manager shall schedule and conduet meetings to discuss such matters as procedures, progre, s{; and scheduling. The Construction Manager shall prepare and promptly distribute minutes to the Owner, Architec/ and Contractors. 2,:3,5 Utilizing the Construction Schedules provided by the Contractors, the Construction Manager shall update the Proj- ect construction schedule incorporating the activities of the Contractors on the Project, including activity sequences and durations, allocation of labor and materials, processing of Shop Drawings, Product Data and Samples, and delivery of prod- ucts requiring long lead time and procurement. The Project construction schedule shall include the Owner's occupancy requirements showing portions of the Project having occu- pancy priority. The Construction Manager shall update and reissue the Project construction schedule as required to show current conditions. If an update indicates that the previouslF approved Project construction schedule may not be met, the Construction Manager shall recommend corrective action to the Owner and Architect. 2.3.6 Consistent with the various bidding documents, and utilizing information from the Contractors, the Construc- tion Manager shall coordinate the sequence of construction and assignment of space in areas where the Contractors are performing \Xbrk. 2.3.7 The Construction Manager shall endeavor to obtain satisfactory performance from each of the Contractors_ The Construction Manager shall recommend courses of action to the Owner when requirements of a Contract are not being fulfilled. 2.3.8 The Construction Manager shall monitor the approved estimate of Construction Cost. The Construction Man'ager shall show actual costs for activities in progress and esti- mates for uncompleted tasks by v'ay of comparison with such approved estimate. 2.3.9 The Construction Manager shall develop cash flow reports and forecasts for the Project and advise the Owner and Architect as to variances between actual and budgeted or estimated costs. 2.3.10 The Construction Manager shall maintain account- ing records on authorized \Xbrk performed under uctit costs, additional \'~brk performed on the basis of actual costs of labor and materials, and other \'Cork requiring accounting records. 2.3.`11 The Construction Mamtger shall develop and imple- ment procedures for the review and processing of applica- tions by Contractors tbr progress and fin:ti payments. 3 B801/CMa-1992 AIA DOCUMENT B801/CMa · t )\x NER C()N,5 R[ CTI(3N M \X \(;I~R .\(;REEMI!NT" 199; EDFII()N * klk" * ~1~;~2 * lllI' XXlERI( XN FNVI'I'I'I 'll~ {d' kR(TIIIII((TF5, 1-55 NEW photoco~ing violates US. co.right I~ and will subject the violator to }~al pms~ution. 2.3.11.1 Based on the Construction Manager's observations and evaluations of each Contractor's Application for Payment, the Co.'~struction Manager shall review and certify tile amounts due the respective Contractors. 2.3.11.2 The Construction Manager shall prepare a Project Application for Payment based on the Contractors' Certificates for Payment. 2.3.11.3 The Construction Manager's certification for payment shall constitute a representation to the Owner, based on the Construction Manager's determinations at the site as pro- vialed in Subparagraph 2.3.13 and on the data comprising the Contractors' Applications for Payment, that, to the best of the Construction Manager's knowledge, information and belief, the Work has progressed to the point indicated and the quality of the Work is in accordance with the Contract Documents. The foregoing representations are subject to an evaluation of the Work for conformance with the Contract Documents upon Substantial Completion, to results of subsequent tests and inspections, to minor deviations from the Contract ,Documents correctable prior to completion and to specific qualifications expressed by the Construction Manager. The issuance of a Certificate for Payment shall further constitute a representation that the Contractor is entitled to payment in the amount certified. 2.3.11.4 The issuance of a Certificate for Payment shall not be a representation that the Construction Manager has (1) made exhaustive or continuous on-site inspections to check the quality or quantity of the Work, (2) reviewed construction mean~, methods, techniques, sequences for the Contractor's own \Vork, 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 wi-mt purpose the Contractor has used money previously paid on account of the Contract Sum. 2.3.12 The Construction Manager shall review the safety programs developed by eacti of.the Contractors for pur- poses of coordinating the safety programs with those of the other Contractors. The Construction Manager's responsibilities for coordination of safety programs shall not extend to direct control oxer or charge of the acts or omissions of the Con- tractors, Subcontractors, agents or employees of the Con- iractors or Subcontractors, or any other persons performing portions of the Work and not directly employed by the Construction Manager. 2.3.13 The Construction Manager shall determine in gen- eral that the Work of each Contractor is being performed in accordance with the requirements of the Contract Documents, endeavoring to guard the Owner against defects and deficien- cies in the Work. As appropriate, the Construction Manager shall have authority; upon written authorization from the Owner, 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 com- pleted. The Construction Manager, in consultation with the Architect, may reject Work which does not conform to the requirements of the Contract Documents. 2.3.14 The Construction Manager shall schedule and coor- dinate thc sequence of construction in accordance with the Contract Documents and the latest approved Project con- struction schedule. 2.a.lS \Vith respect to each Contractor's own Work, the Con- struction Manager shall not have control over or charge of and shall not bc responsible for construction means, meth- ods, techniques, sequeqces or procedures, or for safety precautions and programs in connection with the Work of each of the Contractors. since these are solely the Contrac- tor's responsibility under the Contract for Construction. The Construction Manager shall not be responsible for a Contrac- tor's failure to carry out the Work in accordance with the respective Contract Documents. The Construction Manager shall not have control over or charge of acts or omissions of the Contractors, Subcontractors, or their agents or employees, or any other persons performing portions of the Work not directly employed by the Construction Manager. 2.3.16 The Construction Manager shall transmit to the Archi- tect requests for interpretations of the meaning and intent of the Drawings and Specifications, and assist in the resolution of questions that may arise. 2.3,17 The Construction Manager shall review requests for changes, assist in negotiating Contractors' proposals, submit recommendations to the Architect and Owner, and, if they are accepted, prepare Change Orders and Construction Change Directives which incorporate the Architect's modifi- cations to the Documents. 2.3.18 The Construction Manager shall assist the Architect in the review, evaluation and documentation of Claims. 2.3.19 The Construction Manager shall receive certificates of insurance from the Contractors and forward them to the Owner with a copy to the Architect. 2.3.20 In collaboration with the Architect, the Construction Manager shall establish and implement procedures for expe- diting the processing and approval of Shop Drawings, Prod- uct Data, Samples and other submittals. The Construction Manager shall review all Shop Drawings, Product Data, Sam- pies and other submittals from the Contractors. The Construc- tion Manager shall coordinate submittals with information contained in related documents and transmit to the Archi- tect those which have been approved by the Construction Manager. The Construction Manager's actions shall be taken with such reasonable prompmess as to cause no delay in the Work or in the activities of the Owner or Contractors. 2.3.21 The Construction Manager shall record the progress of the Project. The Construction Manager shall submit writ- ten progress reports to the Owner and Architect including in- formation on each Contractor and each Contractor's Work, as well as the entire Project, showing percentages of com- pletion. The Construction Manager shall keep a daily log con- taining a record of weather, each Contractor's Work on the site, number of workers, identification of equipment, ~t)rk accomplished, problems encountered, and other similar rele- vant data as the Owner may require. 2.3.22 The Construction Manager shall maintain at the Proj- ect site for the Owner one record copy of all Contracts, Draw- ings. Specifications, addenda, Change Orders and other Modifications, in good order and marked currently to record changes and selections made during construction, and in addition, approved Shop Drawings, Product Data, Samples and similar required submittals. The Construction Manager shall maintain records, in duplicate, of principal building layout lines, elevations of the bottom of footings, floor levels and kev site elevations certified by a qualified surveyor or profes- sit~nal engineer. The Construction Manager shall make all such records available to the Architect and upon completion of the Project shall deliver them to tile Owner. AIA DOCUMENT BS01/CMa ~' OWNER-CONSTR[ (.-I'ION MANA(3ER AGREEMENT * 1992 EDITION · AIX~ · t~lO~)2 · ]'lie AMERICAN INSTITUTE OF ARCIII'rECTS. I-35 NE"g,' YORK A\'ENt E, N.\V, x.V:S, 5111NGTON. DC. 2o~o6-5292 · WARNING: Unlicensed photocol:~/ing violates U.S. col:s/right law~ and will subject the violator to legal prosecution. B801/CMa-1992 4 2.3.23 The Construction Manager shall arrange for the delivery., storage, protection and security of Owner-purchased materials, systems and equipment that are a part of the Proj- ect until such items are incorporated into the Project. 2.3.24 With the Architect and the Owner's maintenance per- sonnel, the Construction Manager shall observe the Contrac- tors' final testing and start-up of utilities, operational systems and equipment. 2.3.25 When the Construction Manager considers each Con- tractor's Work or a designated portion thereof substantially complete, the Construction Manager shall, jointly with the Contractor, prepare for the Architect a list of incomplete or unsatisfactory items and a schedule for their completion. The Construction Manager shall assist .the Architect in conduct- ing inspections to determine whether the Work or designated portion thereof is substantially complete. 2.3.26 The Construction Manager shall coordinate the cor- rection and completion of the Work. Following issuance of a Certificate of Substantial Completion of the Work .or a designated portion thereof, the Construction Manager shall evaluate the completion of the Work of the Contractors and make recommendations to the Architect when Work is ready for final inspection. The Construction Manager shall assist the Architect in conducting final inspections. 2.3.27 The Construction Manager shall secure and trans- mit to the Architect warranties and similar submittals required by the Contract Documents for delivery.' to the Owner and deliver all keys, manuals, record drawings and maintenance stocks to the Owner. The Construction Manager shall forward to the Architect a final Project Application for Payment upon compliance with the requirements of the Contract Documents. 2.3.28 Duties, responsibilities and limitations of authority of the Construction ,Manager as set forth in the Contract Documents shall not be restricted, modified or extended without written consent of the Owner, Construction Manager, Architect and Contractors. Consent shall not be unreason- ably withheld. ARTICLE 3 ADDITIONAL SERVICES 3.1 GENERAL 3.1.1 The services described in this Article 3 are not included in Basic Services unless so identified in Article 14, and they shall be paid for by the Owner as provided in this Agree- ment, in addition to the compensation for Basic Services. The Optional Additional Services described under Paragraph 3-3 shall only be provided if authorized or confirmed in writing by the Owner. If services described under Contingent Addi- tional Services in Paragraph 3.2 are required due to cir- cumstances beyond the Construction Manager's control, the Construction Manager shall notify the Owner prior to com- mencing such services. If the Owner deems that such services described under Paragraph 3.2 are not required, the Owner shall give prompt written notice to the Construction Manager. If the Owner indicates in writing that all or part of such Contingent Additional Services are not required, the Con- struction Manager shall have no obligation to provide those services. 3.2 CONTINGENT ADDITIONAL SERVICES 3.2.1 Providing services required because of significant changes in the Project including, but not limited to, changes in size, quality, complexity or the Owner's schedule. 3.2.2 Providing consultation concerning replacement of Work damaged by fire or other cause during construction, and furnishing services required in connection with the replacement of such XX'ork. 3.2.3 Providing services made necessary by the termination or default of the Architect or a Contractor, by major defects or deficiencies in the XX,~rk of a Contractor, or by failure of performance of either the Owner or Contractor under a Con- tract for Construction. 3.2.4 Providing services in evaluating an extensive number of claims submitted by a Contractor or others in connection with the Work. 3.2.5 Providing services in connection with a public hear- ing, arbitration proceeding or legal proceeding except where the Construction Manager is party thereto. 3.3 OPTIONAL ADDITIONAL SERVICES 3.3.1 Providing services relative to future facilities, systems and equipment. 3.3.2 Providing services to investigate existing conditions or facilities or to provide measured drawings thereof. a,a.a Providing services to verify' the accuracy, of drawings or other information furnished by the Owner. 3.3.4 Providing services required for or in connection with the Owner's selection, procurement or installation of fur- niture, furnishings and related equipment. 3.3.5 Providing services for tenant improvements. 3.3.6 Providing any other services not otherwise included in this Agreement. ARTICLE 4 OWNER'S RESPONSIBILITIES 4.1 The Owner shall provide full information regarding requirements for the Project, including a program which shall set forth the Owner's objectives, schedule, constraints and criteria, including space requirements and relationships, flex- ibility, expandability, special equipment, systems, and site requirements. 4.2 The Owner shall establish and update an overall budget for the Project based on consultation with the Construction Manager and Architect, which shall include the Construction Cost, the Owner's other costs and reasonable contingen- cies related to all of these costs. 4.3 If requested by the Construction Manager, the Owner shall furnish evidence that financial arrangements have been made to fulfill the Owner's obligations under this Agreement. 4.4 The Owner shall designate a representative authorized to act on the Owner's behalf with respect to the Project. The Owner, or such authorized representative, shall render deci- sions in a timely manner pertaining to documents submit- ted by the Construction Manager in order to avoid unreasonable delay in the orderly and sequential progress of thc Construction Manager's services. 4.5 The Owner shall retain an architect whose services, du- ties and responsibilities arc ¢lcscribed in the edition of AIA 5 B801/CMa-1992 AIA DOCUMENT B801/CMa · Ox.'('NER-CONS~I-RL'CTION MANAGER AGREEMENT '* 19)2 EDII'ION ' AIA* ' ~C~l~Y-)2 · THE AMERI£L~,N IXSTITI'I'E OF ARCHITE(71-S. 1435 NEW YORK A\'ENt'E. NX:(' ',X'..\5;IIIN(31'ON [)C 200()0-~2~)2 · WARNING: Unlicensed photocopying violates U.S. copyright laws and wilt subject the violator to legal prosecution. Document BI41/CMa, Standard Form of Agreement Between Owner and Architect, Construction Manager-Adviser Edition, current as of the date of this Agreement. The Terms and Con- ditions of the Agreement Between the Owner and Architect shall be furnished to the Construction Manager and shall not be modified without written consent of the Construction Manager, which consent shall not be unreasonably withheld. The Construction Manager sha!l not be responsible for actions taken by the Architect. 4.6 The Owner shall furnish structural, mechanical, chemical, air and water pollution tests, tests for hazardous materials, and other laboratory and environmental tests, inspections and reports required by law or the Contract Documents. 4.? The Owner shall furnish all legal, accounting and insur- ance counseling services as may be necessary at any time for the Project, including auditing services the Owner may re- uire to verify the Contractors' Applications for Payment or to ascertain how or for what purposes the Contractors have used the money paid by or on behalf of the Owner. 4.8 The Owner shall furnish the Construction Manager with a sufficient quantity of Construction Documents. 4.{} The services, information and reports required by Para- graphs 4.5 through 4.8 shall be furnished at the Owner's expense, and the Construction Manager shall be entitled to rely upon the accuracy and completeness thereof. 4.10 Prompt written notice shall be given by the Owner to the Construction Manager and Architect if the Owner becomes aware of any fault or defect in the Project or non- conformance with the Contract Documents. 4.11 The Owner reserves the right to perform construction and operations related to the Project with the Owner's own forces, and to award contracts in connection with the Proj- ect which are not part of the Construction Manager's respon- sibilities under this Agreement. The Construction Manager shall notify the Owner if any such independent action will interfere with the Construction Manager's ability to perform the Construction Manager's responsibilities under this Agree- ment. When performing construction or operations related to the Project, the Owner agrees to be subject to the same obligations and to have the same rights as the Contractors. 4.12 Information or services under the Owner's control shall be furnished by the Owner with reasonable promptness to avoid delay in the orderly progress of the Construction Man- ager's services and the progress of the Work. ARTICLE 5 CONSTRUCTION COST 5.1 DEFINITION 5.1.1 The Construction Cost shall be the total cost or esti- mated cost to the Owner of all elements of the Project designed or specified by the Architect. 5.1.2 The Construction Cost shall include the cost at current market rates of labor and materials furnished by the Owner and equipment designed, specified, selected or specially pro- vided for by the Architect, plus a reasonable allowance for the Contractors' overhead and profit. In addition, a reason- able allowance for contingencies shall be included for market conditions at the time of bidding and for changes in the Work during construction. Except as provided in Subparagraph 5.1.3, Construction Cost shall also include the compensa- tion of the Construction Manager and Construction Man- ager's consultants. 5.1.:3 Construction Cost does not include the compensa- tion of the Architect and Architect's consultants, costs of the land, rights-of-way, financing or other costs which are the responsibility of the Owner as provided in Article 4. If any portion of the Construction Manager's compensation is based upon a percentage of Construction Cost. then Construction Cost, for the purpose of determining such portion, shall not include the compensation of the Construction Manager or Construction Manager's consultants. 5.2 RESPONSIBILITY FOR CONSTRUCTION COST 5.2.1 Evaluations of the Owner's Project budget, prelimi- nary estimates of Construction Cost and detailed estimates of Construction Cost prepared by the Construction Manager represent the Construction Manager's best judgment as a per- son or entity familiar with the construction industry. It is recognized, however, that neither the Construction Manager nor the Owner has control over the cost of labor, materials or equipment, over Contractors' methods of determining bid prices, or over competitive bidding, market or negotiating conditions. Accordingly, the Construction Manager cannot and does not warrant or represent that bids or negotiated prices will not vary from the Project budget proposed, established or approved by the Owner, or from any cost estimate or evaluation prepared by the Construction Manager. 5.2.2 No fixed limit of Construction Cost shall be established as a condition of this Agreement by the furnishing, proposal or establishment of a Project budget unless such fixed limit has been agreed upon in writing and signed by the parties hereto. If such a fixed limit has been established, the Con- struction Manager shall be permitted to include contin- gencies for design, bidding and price escalation, and shall con- sult with the Architect to determine what materials, equip- ment, component systems and types of construction are to be included in the Contract Documents, to suggest reasonable adjustments in the scope of the Project, and to suggest inclu- sion of alternate bids in the Construction Documents to adjust the Construction Cost to the fixed limit. Fixed limits, if any, shall be increased in the amount of any increase in the Con- tract Sums occurring after execution of the Contracts for Construction. $.2.3 If the Bidding or Negotiation Phase has not commenced within 90 days after submittal of the Construction Documents to the Owner, any Project budget or fixed limit of Construc- tion Cost shall be adjusted to reflect changes in the general level of prices in the construction industry between the date of submission of the Construction Documents to the Owner and the date on which proposals are sought. 5.2.4 If a fixed limit of Construction Cost (adjusted as pro- vided in Subparagraph 5.2.3) is exceeded by the sum of the lowest bona fide bids or negotiated proposals plus the Con- struction Manager's estimate of other elements of Construc- tion Cost for the Project, the Owner shall: .1 give written approval of an increase in such fixed limit; .~} authorize rebidding or renegotiating of the Proj- ect within a reasonable time: .:3 if the Project is abandoned, terminate in accordance with Paragraph 9.3; or AIA DOCUMENT BSOI/CMa ,, O',X'NER-CONb-TRUCT1ON MANAGER AGREEMENT o lt.~)2 EDITION · AIA® · ©1992 · TIlE AMERICAN INSTITt'TE OF ARCHITECTS. 1~3~, NEW YORK AVENUE. NW, WASHINGTON, DC 20006-c, 292 '" WARNING: Unlicensed photocopying violates U.S. copyright laws and w~'ll subject the violator to legal pr~:,ecution. B801/CMa-1992 6 .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, thc Construction Manager, without additional charge, shall cooperate with the Owner and Architect as necessary to bring the Construction Cost within the fixed limit, if established as a condition of this Agreement. ARTICLE 6 CONSTRUCTION SUPPORT ACTIVITIES 6.1 Construction support activities, if provided by the Con- struction Manager, shall be governed by separate contrac- tual agreements unless otherwise provided in Article 14. 6.2 Reimbursable expenses listed in Article 14 for construc- tion support activities may be subject to trade discounts, rebates, refunds and amounts received from sales of surplus materials and equipment which shall accrue to the Owner, and the Construction Manager shall make provisions so that they can be secured. ARTICLE 7 OWNERSHIP AND USE OF ARCHITECT'S DRAWINGS, SPECIFICATIONS AND OTHER DOCUMENTS 7.1 The Drawings, Specifications and other documents prepared by the Architect are instruments of the Architect's service through which the X~rk to be executed by the Contractors is described. The Construction Manager may retain one record set. The Construction Manager shall not own or claim a copyright in the Drawings, Specifications and other documents prepared bv the Architect. and unless otherwise indicated the Architect shall be deemed the author of them and will retain all common lay,; statutory and other reserved rights, in addition to the copyright. All copies of them. except the Construction Manager's record set, shall be returned or suitably accounted tbr to the Architect, on request, upon com- pletion of the Project. The Drawings, Specifications and other documents prepared by the Architect, and copies thereof fur- nished to the Construction Manager, are for use solely with respect to this Project. They are not to be used by the Con- struction Manager on other projects or for additions to this Project outside the scope of the Work without the specific written consent of the Owner and Architect. The Construc- tion Manager is granted a limited license to use and reproduce applicable portions of the Drawings, Specifications and other documents prepared by the Architect appropriate to and for use in the pertbrmance of the Construction Manager's services under this Agreement. All copies made under this license shall bear the statutory copyright notice, if any: shown on the Drawings. Specifica- tions and other documents prepared by thc Architect. Sub- mittal or distribution to meet official regulatory requirements or for other purposes in connection with this Proicct is not to bc construed as publication in derogation of the Archi- tect's copyright or other reserved rights. ARTICLE 8 ARBITRATION 8.1 Claims, disputes ()r other matters in question between thc parties to this Agreement arising ()tit of or rclati~ag to this Agreement or breach thereof shall be subject to and decided by arbitration in accordance with the Construction Industry Arbitration Rules of the American Arbitration Association cut2- rently in effect unless the parties mutually agree otherwise. 8.2 Demand for arbitration shall be filed in writing with the other part.,,' to this Agreement and with the American Arbitra- tion Association. A demand for arbitration shall be made within a reasonable time after the claim, dispute or other matter in question has arisen. In no event shall the demand for arbitration be made after the date when institution of legal or equitable proceedings based on such claim, dispute or other matter in question would be barred by the applicable statutes of limitations. 8.3 No arbitration arising out of or relating to this Agree- ment shall include, by consolidation, 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 signed by the Owner, Construc- tion Manager, and any other person or entity sought to be joined. Consent to arbitration invoh'ing an additional person or entity shall not constitute consent to arbitration of any claim, dispute or other matter in question not described in the written consent or with a person or entity not named or described therein. The foregoing agreement to arbitrate and other agreements to arbitrate with an additional person or en- tity duly consented to by the parties to this Agreement shall be specifically enforceable in accordance with applicable law in an)- court having jurisdiction thereof. 8.4 The award rendered bv the arbitrator or arbitrators shall be final, and judgment may be entered upon it in accordance with applicable law in any court having jurisdiction thereof. ARTICLE 9 TERMINATION, SUSPENSION OR ABANDONMENT 9.1 This Agreement may be terminated by either party upon not less than seven days' written notice should the other party fail substantially to perform in accordance with the terms of this Agreement through no fault of the party initiating the termination. 9.2 If the Project is suspended by the Owner tbr more than 30 consecutive days, the Construction Manager shall be com- pensated for services performed prior to notice of such suspension. When the Project is resumed, the Construction Manager's compensation shall be equitably adjusted to pro- vide for expenses incurred in the interruption and resump- tion of the Construction Manager's services. 9.3 This Agreement' may be terminated by'the Owner upon not less than seven days' written notice to the Construction Manager in the event that the Proiect is permanently aban- doned. It' thc Project is abandQned by the Owner for more than 90 consecutive days, the Construction Manager may ter- minate this Agreement by giving written notice. 9.4 Failure of the Owner to make payments to the Construc- tion Manager in accordance with this Agreement shall be con- sidered substantial nonperformance and cause for termination. 9.5 If the Owner fails to make payment when due the Construction Manager for services :.md expenses, the Con- struction Manager may upon seven days' written notice to thc Owner, suspend performance of services under this Agreement. ['nlcss p:l~,-mcnt in full is received by thc 7 B801/CMa-1992 AIA DOCUMENT B801/CMa · ()X'('NER CONSTR['(srI()N MANA(;ER AGREEMENT · 1c)')2 t£DI'rI()N · Al.\'~ · ~'1')~,~2 · Till'; AMI(RI(LXN INS'II'l[ 'IE O[: ARCIIITE(TI'S. I-{5 NEW ~()RK AVENI E. NXV. XXASIIIN(;I'ON. DC 2Oo~)('~ ~2')2 ' WARNING: Unlicensed photoco~ing violates U.S. co,right I~ and will sublet the violator to I~al pm~tion. Construction Manager within seve,~ days of the date of the notice, the suspension shall take effect without further notice. In the event of a suspension of services, the Construction Man;~ger shall have no liability to tile Owner for delay or damage caused to the Owner because of such suspension of services. 9.6 In the event of termination not the fault of tile Construc- tion Manager, the Construction Manager shall be compensated for services performed prior to termination, together with Reimbursable Expenses then due and all Termination Ex- penses as defined in Paragraph 9.7. 9.? Termination Expenses are those costs directly attribut- able to termination for which the Construction Manager is not otherwise compensated. ' third party against either the Owner or Construction Manager. 10.8 Unless otherwise provided in this Agreement, the Con- struction Manager and the. Construction Manager's consultants shall have no responsibility for the discover\,; presence, han- dling, removal or disposal of or exposure of persons to hazar- dous materials in any form at the Project site, including but not limited to asbestos, asbestos products, polychlorinated biphenyl (PCB) or other toxic substances. 11.1 ARTICLE 11 INSURANCE CONSTRUCTION MANAGER'S LIABILITY INSURANCE ARTICLE 10 MISCELLANEOUS PROVISIONS 10.1 Unless otherwise Provided, this Agreement shall be governed by the law of the place where the Project is located. 10.2 Terms in this Agreement shall have the same meaning as those in the edition of AIA Document A201/CMa. General Conditions of the Contract for Construction, Construction Manager-Adviser Edition, current as of the date of this Agreement. 10.3 Causes of action between the parties to this Agree- merit 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 Project Certificate for Payment for acts or failures to act occurring after Substantial Completion. 10.4 Waivem of Subrogation. The Owner and Construction Manager waive all rights against each other and against the Contractors, Architect. consultants, agents and employees of any of them, 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 AIA Document A201/CMa, General Condi- tions of the Contract for Construction, Construction Manager- Adviser Edition, current as of the date of this Agreement. The Owner and Construction Manager each shall require similar waivers from their Contractors, Architect, consultants, agents, and persons or entities awarded separate contracts adminis- tered under the Owner's own forces. 10.5 The Owner and Construction Manager, respectivel}; 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 Agree- merit. Neither Owner nor Construction Manager shall assign this Agreement without the written consent of the other. 10.6 This Agreement represents the entire and integrated agreement between tile Owner and Construction Manager and supersedes all prior negotiations, representations or agree- ments, either written or oral. This Agreement may be amended only by written instrument signed by both Owner and Con- struction Manager. 10.7' Nothing contained in this Agreement shall create a con- tractual relationship with or a cause of action in favor of a 11.1.1 The Construction Manager shall purchase from and maintain in a company or companies lawfully authorized to do business in the jurisdiction in which the Project is located such insurance as will protect the Construction Manager from claims set forth below which may arise out of or result from the Construction .Manager's operations under this Agreement and for which the Construction Manager may be legally liable. .1 claims under workers compensation, disability benefit and other similar employee benefit acts . which are applicable to the operations to be performed; .2 claims for damages because of bodily injur}; occu- pational sickness or disease, or death of the Con- struction Manager's employees; .3 claims for damages because of bodily injury, sickness or disease, or death of any person other than the Construction Manager's employees; .4 claims for damages insured by usual personal injury liability coverage which are sustained (1) by a per- son as a result of an offense directly or indirectly related to employment of such person by the Con- struction Manager, or (2) by another person; .5 claims for damages, other tha~ to the XX'ork itself, because of injury to or destruction of tangible prop- ert.x5 including loss of use resulting therefrom; .6 claims for damages because of bodily injury, death of a person or property damage arising out of ownership, maintenance or use of a motor vehicle. 11.1.2 The insurance required by Subparagraph 11.1.1 shall be written for not less than limits of liability specified in Arti- cle 14 or required by law, whichever coverage is greater. Coverages, whether written on an occurrence or claims-made basis, shall be maintained without interruption from date of commencement of operations under this Agreement until date of final payment and termination of any coverage required to be maintained after final payment. ARTICLE 12 PAYMENTS TO THE CONSTRUCTION MANAGER 12.1 DIRECT PERSONNEL EXPENSE 12.1.1 Direct Personnel Expense is defined as the direct salaries of the Construction Manager's personnel engaged on the Project and the portion of tile cost of their mandatory and customary contributions and benefits related thereto, such as employment taxes and other statutory employee bene- AIA DOCUMENT B8OI/CMa o O\XTNER-CONSTRL'C-I-ION MANAGER AGREEMENT - 1')")2 EDITION · AIA''° · c(c~1¢)2 · ]'tiE AMERIC:kN INSTITUTE OF ARCltlTECI'S, 1735 NEW YORK AVENUE. NW. \VASHINGTON. D.C 20006 5292 · WARNING: Unlicensed photocopying violates U.S. copyright laws and will subject the violator to legal prosecution. B801/CMa-1992 8 fits, insurance, sick leave, holidays, vacations, pensions and similar contributions and benefits. 12.2 REIMBURSABLE EXPENSES 12.2.1 Reimbursable Expenses are in addition to compensa- tion for Basic and Additional Services and include expenses incurred by the Construction Manager and Construction Manager's employees and consultants in the interest of the Project, as identified in the following Clauses. 12.2.1.1 Expense of transportation in connection with the Project; expenses in connection with authorized out-of-town travel; long-distance communications; and fees paid for se- curing approval of authorities having jurisdiction over the Project. 12.2.1.2 Expense of reproductions, postage, express deliv- eries, electronic facsimile transmissions and handling of Draw- ings, Specifications and other documents. 12.2.1.3 If authorized in advance by the Owner, expense of overtime work requiring higher than regular rates. 12.2.1.4 Expense of additional insurance coverage or limits requested by the Owner in excess of that normally carried by the Construction Manager. 12.3 PAYMENTS ON ACCOUNT OF BASIC SERVICES 12.3.1 An initial payment as set forth in Paragraph 13.1 is the minimum payment under this Agreement. 12.3.2 Subsequent payments for Basic Services shall be made monthly and, where applicable, shall be in proportion to ser- vices performed within each phase of service, on the basis set forth in Subparagraph 13.2.1. 12.3.3 If and to the extent that the time initially established in Subparagraph 13.5.1 of this Agreement is exceeded or extended through no fault of the Construction Manager, com- pensation for any services rendered during the additional period of time shall be computed in the manner set forth in Subparagraph 13.3.1. 12.3.4 When compensation is based on a percentage of Con- struction Cost and any portions of the Project are deleted or otherwise not constructed, compensation for those portions of the Project shall be payable to the extent services are per- formed on those portions, in accordance with Subparagraph 13.2.1, based on (1) the lowest bona fide bids or negotiated proposals, or (2) if no such bids or proposals are received, the latest approved estimate of such portions of the Project. 12.4 PAYMENTS ON ACCOUNT OF ADDITIONAL SERVICES AND REIMBURSABLE EXPENSES 12.4.1 Payments on account of the Construction Manager's Additional Services and for Reimbursable Expenses shall be made monthly upon presentation of the Construction Man- ager's statement of services rendered or expenses incurred. 12.5 PAYMENTS WITHHELD 12.5.1 No deductions shall be made from the Construction Manager's compensation on account of penalty, liquidated damages or other sums withheld from payments to Contrac- tors, or on account of the cost of changes in Work other than those for which the Construction Manager has been found to be liable. 12.6 CONSTRUCTION MANAGER'S ACCOUNTING RECORDS 12.6.1 Records of Reimbursable Expenses and expenses pertaining to Additional Services and services performed on the basis of a multiple of Direct Personnel Expense shall be available to the Owner or the Owner's authorized represen- tative at mutually convenient times. 9 B801/CMa-1992 AIA DOCUMENT B8OI/CMa · OWNER-CONSTRt'(TFION \IA_NAGER AGREEMENT · EDITION * AIA® * ~lt~)2 * Till': AMERI~-kN INSTI-I'[ TE OF ARCHITE(~S. 1~35 NEXX' YORK AVENUE, NW. W. XSIIING'FON. DC 20006 ~2')2 * WARNING: Unlicensed phot~ing violat~ U.S. co,right I~ and will ~t ~ violator to I~al pm~ution. ARTICLE 13 BASIS OF COMPENSATION The Owner shall compensate the Construction Manager as follows: 13.1 AN INITIAL PAYMENT of zero Dollars ($ 0o00 ) shall be made upon execution of this Agreement and credited to the Owner's account at final payment. 13.2 BASIC COMPENSATION 13.2.1 FOR BASIC SERVICES, as described in Article 2, and any other services included in Article 14 as part of Basic Services, Basic Compensation shall be computed as follows: For Pre-Construction Phase Services: (Insert basis ~ff compensation, including stipulated sums. multiples or percentages.) included in Fee for Construction Phase Services For Construction Phase Services: (hlsert basis of compensation, including stipulated sums. multiples or percentages.) Two Percent (2.0%) of the total Cost of the Work. 13.3 COMPENSATION FOR ADDITIONAL SERVICES 13.3.1 FOR ADDITIONAL SERVICES OF THE CONSTRUCTION MANAGER, as described in Article 3, and any other services included in Article 14 as Additional Services, compensation shall be computed as follows: (Insert basis of compensation, including rates and~or multiples of Direct Personnel Expense for Pri~lcipals and employees, and idet~tify Principals and classify emplco,ees, if required. Identifl' specific serrices to u'hich particular methods of compensation appl): if necessar3:) Additional Services will be stipulated by a mutually agreed upon, itemized list of General Conditions prior to the start of Construction Phase. Fixed Pricing on personnel is identi- fied by attached Exhibit "B", dated 01/09/02. 13.4 REIMBURSABLE EXPENSES 13.4.1 FOR REIMBURSABLE EXPENSES, as described in Paragraph 12.2, and any other items included in Article 14 as Reim- bursable Expenses, a multiple of See 13.3.1 ( ) times the expenses incurred by the Construction Manager and the Construction Manager's employees and consultants in the interest of the Project. 13.5 ADDITIONAL PROVISIONS 13.5.1 IF THE BASIC SERVICES covered by this Agreement have not been completed within ( ) months of the date hereof, through no fault of the Construction Manager, extension of the Construction Manager's services beyond that time shall be compensated as provided in Subparagraphs 12.3.3 and 13.3.1. 13.5.2 Payments are due and payable ten ( 10 ) days from the date of the Construction Manager's invoice. Amounts unpaid ten ( 10 ) days after the invoice date shall bear interest at the rate entered below, or in the absence thereof at the legal rate prevailing from time to time at the principal place of business of the Construc- tion Manager. The lesser of the highest amount permitted by law or two percent (2%) over the reference (l,L~ert rate of interest agreed upon.) rate from time to time in effect at the U.S. Bank National Association. (Usury laws and requirements under the Federal Truth in Lending Act, similar state attd local consumer credit laws and other regulations at the Owner's and Construction Manager's principat places of business, the location of the Project and etseu'here ma.}' affect the validity of this prot'ision. Specific legal adrice should be obtained with respect to deletions or modifications, and also regarding requirements such as u'ritten disclosures or waivers.) 13.5.3 The rates and multiples set forth for Additional Services shall be annually adjusted in accordance with normal salary review practices of the Construction Manager. AIA DOCUMENT B801/CMa · OWNER-CONSTRUCTION MANAGER AGREEMENT ° 1992 EDITION ~ AIA® · ©1992 ·TttE AMERICAN INSTITUTE OF ARCHITECTS, 1735 NEW YORK AVENUE, N.W.. WASItINGTON, D.C. 20006-5292 ° WA~NING: Unlicensed photocopying violates U.S. copyright laws and will subject the violator to legal prosecution. B801/CMa-1992 10 ARTICLE 14 OTHER CONDITIONS OR SERVICES (In.~ert dcscripttt,..~ ¢~f oil)er sert'i('es, ide.ti[t' ..Itltlltiotull .~en'ices i.cluded u'ithi. Iflt~ic (.~,m/~.n.~t/on a.d m~liJ'icati~.l.~ to the ~O'mc.t a.d c~mpe..~alio. 14.1 Um~ on Instance Thc insurance required by Article II shMI bc writ[on ~or no[ less [h~n [h~ following limits, or grc3[cr if r~quircd by iuw: (htsert th(' s~ific' do//ar atttottttt.~ /or fl~' app~q~rhtte itt,~ttr~tHce limits ~' IflthEiO~ ) See attached Exhibit "A" - List of Kraus-Anderson Coverages and Corresponding Insurers as of the date of this contract. This Agreement entered into as of the day and year first written above. OWNER City of Elk River (Sil4.ature) Patrick Kiaers City Administrator (Printed name and tit&,) CONSTRUCTION MANAGER Kraus-Anderson Construction C St. Paul Division John W. Schletty Senior Vice President (Printed name and title) AIA DOCUMENT B8OI/CMa · OWNI-:R-CONSTRUCTION MANAGER AGREEMENT · ItY')2 EDITION · AIA~ · ©ltY-)2 · ]'tie AMERICAN INSTITUTE OF ARCII[TECTS. 1~35 NE\V YORK AVENUE. NW. \V:\SHINGTON, DC 2OOO6-~,292 · WARNING: Unlicensed photocopying violates U.S. copyright lave~ and will subject the violator to legal prosecution. B801/CMa-1992 11 Exhibit "A" ACORD. CERTIFICATE OF LIABILITY INSURANCE .Kmuc~ C9S2)707-8200 Kruus-Anderson Znsurance 7 ' ¥. Burns~ille Parkway B..asv~lle, MN SS337 FAX (952)890-0535 mu~oKraus-Aaderson Construction Company St. Paul O~rision Z00 Grand Avenue St Paul, HN 55102 I~ (MMmor~ THIS C~ ONLY AND CC)Kq=ERS NO RIGHTS UPON THE CERTIFICATE HOLDER, THIS CERTIFICATE DOES NOT AMEND, EX'rEM) OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. St. Paul Hercury Znsurance CG.~mny ,~R~Rt RLT Znsurance Oxq)iny mu~R~ St. Paul Guardian Znsuruce ~y Ohio Casualty Znsurance Company OENERALUAmLnY (K06300647 12/31/2000 12/31/2001 E~CHOCCUR~EH~ S 1~000~00~ X CO~RC~GG~GR~U~a~ .. flRGDAMAGG(~nyon, me) $ 500~OOC A P~RSO~L & ~V,~RY S 1~000~00C G~AL ~EGA~ S 2~000~00C ~,U~O~Oa~U~UTY CK06300647 12/31/2000 12/31/2001 CO~m~OS~EU~T S X i ANY AUTO (Ea aocide(~ 1 ~ 000 ~ 000 ~ ALL ~ AUTOS BOi~4LY IHdIJRY S SO~DULED AUTO~ !A HIRED AUTOS BOC)ILY IHdlJRY S NOt, OWNED AUTOS PROPERTY DAMAGE S GARAGE LIABILITY AUTO ONLY - EA ACCIOENT S, I ANY ^UTO OTHER 1HRN ER ACC! $ AUTO ONLY: AGG $ ~ssu~ur~ 0UL0029085 12/31/2000 12/31/200! E*C.~ $ 10~O00~00G X I occu. ~ CUd,ds,a~ ^~.c-ca; $ 10,000,000 /al/ ooo x I EMPLOYER~ U*mUTY ~L ~ ~ s 100, OOC C ~g o,~G. E, ~PcOYe S 100 ~ 00C ~g o~se* poucY U~T: S $00 ~ 00( THER EC052529011 12/:31/2000 12/:31/2001 E~cess Liability Each Occurrence $40,000,000. D Second Level Aggregate $40,000,000. For Idormationnl Purposes Only :ERTIFICATE HOLDER I I AJXNI'~:~q.4U. m, SU~EO: ~NSURER LEnl~ ~,CORO 25-S CT/ST) ~4OULO ANY OF THE ABOVE DESCRIBED POUCIES BE CANCL~- -L~'~ BEFORE THE EXPtRATIOfl C)AT~ THE~-O4:, THE L~UIN~ COMPANY W~II ENOEAVOI~ TO MAIL :30 DAys W~ 11 ~.N NOTICE TO THE CERllFICATE H~ NAMED TO THE LEFT, BUT FAJLURE TO MAIL SUCH NOTICE SHALL IMPOSE NO O~UGATION OR LIABILITY OF ANY K~ND UPON THE COMPANY, ITS AGENTS OR REPRESENTATIVES. AUTHORIZe) REPRESENTATIVE Veron~ka Petersen/CSDKL ©ACOFu~ CORPORATION 1988 Exhibit "B" KRAUS-ANBERSON® CONSTRUCTION COMPANY CONTRACTORS & CONSTRUCTION MANAGERS January9,2002 Mr. Gary Tushie, President Tushie Montgomery & Associates, Inc. 7645 Lyndale Avenue So. #100 Minneapolis, Minnesota 55423 RE: ELK RIVER MUNICIPAL FACILITIES Dear Gary, Our thanks to you and all the representatives from the various city departments for meeting with our team yesterday. We are more convinced than ever that we are the right team to complete this very exciting project for the City of Elk River. Since our interview we have continued to review the drawings and our strategies for completing the project. We are confident that our abilities as a large general contractor will bring opportu- nities to condense the overall schedule. Along those lines, we are submitting the following additional information to you for your consid- eration. Kraus-Anderson proposes to assume the risks of completing the project on a more con- densed timeframe and the associated cost savings on our supervisory personnel. Therefore, we will contractually cap the following general conditions costs: Project Manager Jim Beckwith Project Superintendent Lynn Mann Safety Director Tom Nelson General Superintendent Larry Kelly Fee Percentage Carpenter Foreman Not to exceed $60,000 Not to exceed $225,000 Included in Fee Included in Fee Unchanged at 2% Reimbursable based on final scope If selected we are prepared to begin pricing exercises on the project immediately. We look for- ward to hearing from you. As a reminder- we maintain our proposal of exempting any changes from mark-up up to $200,000. We feel there is actual dollar value here to the City. Very truly yours, KRAUS-ANDERSON CONSTRUCTION COMPANY · ~,~;eniorVice Pres'~ent www. krausanderson.com St. Paul Division 200 Grand Avenue, St. Paul, MN 55102 Phone: (65 ! t 291-7088 FAX: (651 ) 290-6120 Equal Opportunity Employer E L K R l V E R P U B L I C S A F E T Y Elk River, Minnesota Jan,J~ary 24, 2002 '~~~k,,,% iAKE ORONO PLAN-OPTION N ELK RIVER PUBLIC SAFETY BUILDING ELK RIVER, MINNESOTA JANUARY 24, 2002 / N ELK R~VER P ELK RtV~R, MINNESOTA SA FE ?Y BUILDING J A N U A R Y '~ ' ,~4, 2002 POLICE DEPARTMENT OPq~ ION ~ ELK RfVER PU ELK [~iVER, MINNESOTA BLIC SAFETY BUILDI JANUAt~Y 24 , ~N 2002 BLK RIVBR ELK RiVBR, M t N N I;~'SOT A P UBLI C SA FETY B U I L D I N G ~::.~ JANUARY 24, 3002 ELK RIVER tiLK F, IVt!R, M~NNE'S,. Ot'A PUBLIC SAFETY BUILDING J A NII :'\ I-{ Y 24 2002 LEV'EL FLOOR Ri-AN ENK RIVER ELK RIVER, MINNESOTA CITY HALL RENOVATION J/\NUARY 34, 2002