2002-075-RES APPROVE/AUTHORIZE EXECUTION OF AGREEMENT WITH BRINKLEY-SARGENT ARCHITECTS FOR CONVERSION OF UARCO BUILDING
RESOLUTION NO.
2002-075
A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF PARIS,
PARIS, TEXAS, APPROVING AND AUTHORIZING EXECUTION OF AN
AGREEMENT WITH BRINKLEY-SARGENT ARCHITECTS TO PROVIDE
ARCHITECTURAL SERVICES FOR CONVERSION OF THE UARCO
BUILDING TO A NEW POLICE, COURT, AND JAIL FACILITY; MAKING
OTHER FINDINGS AND PROVISIONS RELATED TO THE SUBJECT;
AND PROVIDING AN EFFECTIVE DATE.
WHEREAS, the City Council of the City of Paris did heretofore, on the 1st day of May,
2000, in Resolution No. 2000-058, authorize the execution of a professional services contract with
Brinkley Sargent Architects for the performance of a needs assessment study and plan for a police
and municipal courts center for the City of Paris; and,
WHEREAS, on October 9, 2000, such study was presented to the City Council by
Brinkley Sargent Architects; and,
WHEREAS, the City Council did heretofore, on the 13th day of November, 2000, accept
and approve such study and contract with Brinkley-Sargent Architects to provide preliminary
design and planning services in furtherance of a potential new Police and Municipal Courts
facility; and,
WHEREAS, on December 10, 2001, Brinkley-Sargent presented an architectural rendering
of said project; and,
WHEREAS, the City Council desires to contract with Brinkley-Sargent Architects to
provide substantive design and construction architectural services for conversion of the UARCO
building to a new police, court, and jail facility; NOW, THEREFORE,
BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF PARIS, PARIS,
TEXAS:
Section 1. That the findings set out in the preamble to this resolution are hereby in all
things approved.
Section 2. That the City Manager be, and he is hereby, authorized and directed to execute,
on behalf of the City of Paris, an agreement with Brinkley Sargent Architects, under the terms and
conditions and in the form shown in Exhibit A, attached hereto, for substantive design and
construction architectural services for conversion of the DARCO building to a new police, court,
and jail facility.
Section 3. That this resolution shall be effective from and after its date of passage.
PASSED AND APPROVED this 13th day of May, 2002.
ATTEST:
~~~~. ,-\,~kl'{\.""'" -4",,;)
Mattie Cunningham, City Clerk
APPROVED AS TO FORM:
..,
1997 Edition - Electronic Format
AlA Document B 141 - 1997
Standard Form of Agreement Between Owner and Architect
with Standard Form of Architect s Services
TABLE OF ARTICLES
1.1 INITIAL INFORMATION
1.2 RESPONSIBILITIES OF THE PARTlES-
1.3 TERMS AND CONDITIONS
1.4 SCOPE OF SERVICES AND OTHER SPECIAL TERMS AND CONDITIONS
1.5 COMPENSATION
AGREEMENT made as of the 29th day of April in the year 2002
(In words, indicate day. month and year)
BETWEEN the Architect's client identified as the Owner:
(Name, address and other information)
City of Paris
PO Box 9037
Paris. Texas 75461
and the Architect:
(Name, address and other information)
Brinkley Sargent Architects
5000 Quorum Drive. Suite 123
Dallas. Texas 75254
For the following Project:
(Include detailed description of Project)
The renovation of the existing UARCO Building to a Police. Court and Jail Facility. This
proiect is located in Paris. Texas. Refer to Appendix A for proiect budget.
The Owner and Architect agree as follows.
ARTICLE 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 inserting the requested infonnation or a statement such as "not
applicable." "unknOH71 at time of execution" or "to be detennined later by mutua/agreement. ")
Development of a justice facility for the City of Paris. Texas.
. ..":
1.1.2 PROJECT PARAMETERS
o 1917. 1926. 1948, 1951, 1953. 1958. 1961, 1963, 1966. 1967. 1970, 1974. 1977. 1987, 0 1997 by The Amencan
Institute of Architects. Reproduction of the material herein or substantial quotation of its provisions
without written permission of the AlA 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
AlA and can be reproduced in accordance with your license without violation until the date of expiration as
noted below. User Document: b141 -- 5/2212002. AlA License Number 1121922. which expires on 1013112002.
1
EXHIBIT A.
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STANDARD FORM AGREEMENT
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The American Institute of Architects
1735 New York Avenue N.W.
Washington. D.C. 20006-5292
1.1.2.1 The objective or use is:
(Identity or describe, iF appropriate, proposed use or goals.)
Conversion of existing building into a police and courts facility including jail.
1.1.2.2 The physical parameters are:
(Identity or describe, iF appropnate, size, location, dimensions, or other pertinent inFonnation, such as geotechniC8l
reports about the site.)
To Be Determined
1.1.2.3 The Owner's Program is:
(Identity documentation or state the manner in which the program will be developed.)
Completed
1.1.2.4 The legal parameters are:
(Identity pertinent legal inFonnation, including, iF appropriate, land surveys and legal descriptions and restn'ctions of
the site.)
N/A
1.1.2.5 The financial parameters are as follows.
.1 Amount of the Owner's overall budget for the Project, including the Architect's
compensation, is: $6.000.000
.2 Amount of the Owner's budget for the Cost of the Work, excluding the
Architect's compensation. is: $5.573.000
1.1.2.6 The time parameters are:
(Identify, if appropnate, mJ1estone dates. durations or fast track scheduling.)
Architect shall have documents for bidding prepared within ten months of
authorization to proceed.
1.1.2.7 The proposed procurement or delivery method for the Project is:
(Identify method such as competitive bid. negotiated contract, or construction management.)
Competitive Bid
.<
1.1.2.8 Other parameters are:
(Identify special charactenstics or needs of the Project such as energy, environmental or hIstoric preservation
requirements.)
N/A
1.1.3 PROJECT TEAM
1.1.3.1 The Owner's Designated Representative is:
(List name, address and other infonnation.)
Chief Karl Louis
Chief of Police
811 Bonham Street
Paris. Texas 75460
1.1.3.2 The persons or entities, in addition to the Owner's Designated Representative, who are
required to review the Architect's submittals to the Owner are:
(List name, address and other infonnation.)
Michael E. Malone
City Manager
PO Box 9037
Paris. Texas 75461
1.1.3.3 The Owner's other consultants and contractors are:
(List discipline and. ifknown, identify them by name and address.)
o 1917, 1926, 1948, 1951, 1953, 1958, 1961, 1963, 1966, 1967, 1970, 1974, 1977, 1987, 0 1997 by The Amencan
Institute of Architects. Reproduction of the material herein or substantial quotation of its provisions
without written permission of the AlA 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
AlA and can be reproduced in accordance with your license without violation until the date of expiration as
noted below. User Document: b141 .- 5/22/2002. AlA license Number 1121922, which expires on 10/31/2002.
2
This document has important legal
consequences. Consultation with an
attorney is encouraged with respect to
its completion or modification.
AUTHENTICATION OF THIS
ELECTRON/CALL Y DRAFTED AlA
DOCUMENT MAYBE MADE BY USING
AlA DOCUMENT 0401.
.....'!l!!!!!!' "
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@ 1997 AIA@
AlA DOCUMENT 8141 - 1997
STANDARD FORM AGREEMENT
...
The American Institute of Architects
1735 New York Avenue N.W.
Washington, D.C. 20006-5292
1.1.3.4 The Architect's Designated Representative is:
(List name, address and other infonnation.)
Harold E. Sargent
Brinkley Sargent Architects
5000 Quorum Drive. Suite 123
Dallas. Texas 75254
1.1.3.5 The consultants retained at the Architect's expense are:
(List disciph'ne and, ifJcnown, identity them by name and address.)
Mechanical. Electrical and Plumbing Engineer
Structural Engineer
landscape Architect
A V I Acoustical Engineer
ADA Consultant
Civil Engineer
Interior Designer
1.1.4 Other important initial information is:
N/A
1.1.5 When the services under this Agreement include contract administration services, the
General Conditions of the Contract for Construction shall be the edition of AlA Document
MOl current as of the date of this Agreement, or as follows:
1.1.6 The information contained in this Article 1.1 may be reasonably relied upon by the
Owner and Architect in determining the Architect's compensation. Both parties, however,
recognize that such information may change and, in that event, the Owner and the Architect
shall negotiate appropriate adjustments in schedule, compensation and Change in Services in
accordance with Paragraph 1.3.3.
ARTICLE 1.2 RESPONSIBILITIES OF THE PARTIES
1.2.1 The Owner and the Architect shall cooperate with one another to fulfill their
respective obligations under this Agreement. Both parties shall endeavor to maintain good
working relationships among all members of the Project team.
1.2.2 OWNER
1.2.2.1 Unless otherwise provided under this Agreement, the Owner shall provide full
information in a timely manner regarding requirements for and limitations on the Project. The
Owner shall furnish to the Architect, within 15 days after receipt of a written request,
information necessary and relevant for the Architect to evaluate, give notice of or enforce lien
rights.
1.2.2.2 The Owner shall periodically update the budget for the Project, including that portion
allocated for the Cost of the Work. The Owner shall not significantly increase or decrease the
overall budget, the portion of the budget allocated for the Cost of the Work, or contingencies
included in the overall budget or a portion of the budget, without the agreement of the
Architect to a corresponding change in the Project scope and quality.
1.2.2.3 The Owner's Designated Representative identified in Paragraph 1.1.3 shall be
authorized to act on the Owner's behalf with respect to the Project. The Owner or the Owner's
Designated Representative shall render decisions in a timely manner pertaining to documents
submitted by the Architect in order to avoid unreasonable delay in the orderly and sequential
progress of the Architect's services.
.....
" 1917, 1926, 1948, 1951, 1953, 1958, 1961, 1963, 1966, 1967, 1970, 1974, 1977, 1987, 0 1997 by The Amencan
Institute of Architects. Reproduction of the material herein or substantial quotation of its provisions
without written permission of the AlA 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
AlA and can be reproduced in accordance with your license without violation until the date of expiration as
noled below. User Document: b141 - 5/22/2002. AlA License Number 1121922, which expires on 10131/2002.
3
This document has important legal
consequences. Consultation with an
attorney is encouraged with respect to
its completion or modification.
AUTHENTICATION OF THIS
ELICTRONICALL Y DRAFTED AlA
DOCUMENT MAY BE MADE BY USING
AlA DOCUMENT 0401.
....~..
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@ 1997 AIA@
AlA DOCUMENT 8141 - 1997
STANDARD FORM AGREEMENT
~
The American Institute of Architects
1735 New York Avenue N.W.
Washington, D.C. 20006-5292
1.2.2.4 The Owner shall furnish the services of consultants other than those designated in
Paragraph 1.1.3 or authorize the Architect to furnish them as a Change in Services when such
services are requested by the Architect and are reasonably required by the scope of the Project.
1.2.2.5 Unless otherwise provided in this Agreement, the Owner shall furnish tests,
inspections and reports required by law or the Contract Documents, such as structural,
mechanical. and chemical tests, tests for air and water pollution, and tests for hazardo~s
materials.
1.2.2.6 The Owner shall furnish all legal. insurance and accounting services, including
auditing services, that may be reasonably necessary at any time for the Project to meet the
Owner's needs and interests.
1.2.2.7 The Owner shall provide prompt written notice to the Architect if the Owner becomes
aware of any fault or defect in the Project, including any errors, omissions or inconsistencies in
the Architect's Instruments of Service.
1.2.3 ARCHITECT
1.2.3.1 The services performed by the 'Architect, Architect's employees and Architect's
consultants shall be as enumerated in Article 14
1.2.3.2 The Architect's services shall be performed as expeditiously as is consistent with
professional skill and care and the orderly progress of the Project. The Architect shall submit for
the Owner's approval a schedule for the performance of the Architect's services which initially
shall be consistent with the time periods established in Subparagraph 1.1.2.6 and which shall be
adjusted, if necessary, as the Project proceeds. This schedule shall include allowances for
periods of time required for the Owner's review, for the performance of the Owner's
consultants, and for approval of submissions by authorities having jurisdiction over the Project.
Time limits established by this schedule approved by the Owner shall not, except for reasonable
cause, be exceeded by the Architect or Owner.
1.2.3.3 The Architect's Designated Representative identified in Paragraph 1.1.3 shall be
authorized to act on the Architect's behalf with respect to the Project.
1.2.3.4 The Architect shall maintain the confidentiality of information specifically designated
as confidential by the Owner, unless withholding such information would violate the law,
create the risk of significant harm to the public or prevent the Architect from establishing a
claim or defense in an adjudicatory proceeding. The Architect shall require of the Architect's
consultants similar agreements to maintain the confidentiality of information specifically
designated as confidential by the Owner.
1.2.3.5 Except with the Owner's knowledge and consent, the Architect shall not engage in any
activity, or accept any employment, interest or contribution that would reasonably appear to
compromise the Architect's professional judgment with respect to this Project.
1.2.3.6 The Architect shall review laws, codes, and regulations applicable to the Architect's
services. The Architect shall respond in the design of the Project to requirements imposed by
governmental authorities having jurisdiction over the Project.
1.2.3.7 The Architect shall be entitled to rely on the accuracy and completeness of services
and information furnished by the Owner. The Architect shall provide prompt written notice to
the Owner if the Architect becomes aware of any errors, omissions or inconsistencies in such
services or information.
. .1
ARTICLE 1.3 TERMS AND CONDITIONS
1.3.1 COST OF THE WORK
C 1917, 1926, 1948, 1951, 1953, 1958, 1961, 1963, 1966, 1967, 1970, 1974, 1977, 1987, C 1997 by The Amencan
Institute of Architects. Reproduction of the material herein or substantial quotation of its provisions
without written permission of the AlA 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
AlA and can be reproduced in accordance with your license without violation until the date of expiration as
noted below. User Document: bI41-- 5/22/2002. AlA License Number 1121922, which expires on 10131/2002.
4
This document has important legal
consequences. Consultation with an
attorney is encouraged with respect to
its completion or modification.
AUTHENTICATION OF THIS
ELECTRON/CALLY DRAFTED AlA
DOCUMENT MAYBE MADE BY USING
AlA DOCUMENT 0401.
...."""" "
.. .....
...... . - ....
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-
@ 1997 AIA~
AlA DOCUMENT 8141 - 1997
STANDARD FORM AGREEMENT
.,.,
The American Institute of Architects
1735 New York Avenue N.W.
Washington, D.C. 20006-5292
1.3.1.1 The Cost of the Work shall be the total cost or. to the extent the Project is not
completed, the estimated cost to the Owner of all elements of the Project designed or specified
by the Architect.
1.3.1.2 The Cost of the Work shall include the cost at current market rates of labor and
materials furnished by the Owner and equipment designed, specified, selected or specially
provided for by the Architect. including the costs of management or supervision of
construction or installation provided by a separate construction manager or contractor, plus a
reasonable allowance for their overhead and profit. In addition, a reasonable allowance for
contingencies shall be included for market conditions at the time of bidding and for changes in
the Work.
1.3.1.3 The Cost of the Work does not include the compensation of the Architect and the
Architect's consultants, the costs of the land, rights-of-way and financing or other costs that are
the responsibility of the Owner.
1.3.2 INSTRUMENTS OF SERVICE
1.3.2.1 Drawings. specifications and other documents, including those in electronic form,
prepared by the Architect and the Architecl's consultants are Instruments of Service for use
solely with respect to this Project. The Architect and the Architect's consultants shall be
deemed the authors and owners of their respective Instruments of Service and shall retain all
common law, statutory and other reserved rights, including copyrights.
1.3.2.2 Upon execution of this Agreement. the Architect grants to the Owner a nonexclusive
license to reproduce the Architect's Instruments of Service solely for purposes of constructing,
using and maintaining the Project. provided that the Owner shall comply with all obligations,
including prompt payment of all sums when due. under this Agreement. The Architect shall
obtain similar nonexclusive licenses from the Architect's consultants consistent with this
Agreement. Any termination of this Agreement prior to completion of the Project shall
terminate this license. Upon such termination. the Owner shall refrain from making further
reproductions of Instruments of Service and shall return to the Architect within seven days of
termination all originals and reproductions in the Owner's possession or control. If and upon
the date the Architect is adjudged in default of this Agreement or upon termination by
Owner without cause and at Owner's discretion. the foregoing license shall be deemed
terminated and replaced by a second, nonexclusive license permitting the Owner to authorize
other similarly credentialed design professionals to reproduce and, where permitted by law, to
make changes, corrections or additions to the Instruments of Service solely for purposes of
completing, using and maintaining the Project.
1.3.2.3 Except for the licenses granted in Subparagraph 1.3.2.2. no other license or right shall
be deemed granted or implied under this Agreement. The Owner shall not assign, delegate,
sublicense, pledge or otherwise transfer any license granted herein to another party without the
prior written agreement of the Architect. However, the Owner shall be permitted to authorize
the Contractor, Subcontractors, Sub-subcontractors and material or equipment suppliers to
reproduce applicable portions of the Instruments of Service appropriate to and for use in their
execution of the Work by license granted in Subparagraph 1.3.2.2. Submission or distribution of
Instruments of Service to meet official regulatory requirements or for similar purposes in
connection with the Project is not to be construed as publication in derogation of the reserved
rights of the Architect and the Architect's consultants. The Owner shall not use the Instruments
of Service for future additions or alterations to this Project or for other projects, unless the
Owner obtains the prior written agreement of the Architect and the Architect's consultants.
Any unauthorized use of the Instruments of Service shall be at the Owner's sole risk and
without liability to the Architect and the Architect's consultants.
,t'
1.3.2.4 Prior to the Architect providing to the Owner any Instruments of Service in electronic
form or the Owner providing to the Architect any electronic data for incorporation into the
Instruments of Service, the Owner and the Architect shall by separate written agreement set
o 1917, 1926, 1948, 1951, 1953, 1958, 1961, 1963, 1966, 1967, 1970, 1974, 1977, 1987, 0 1997 by The Amencan
Institute of Architects. Reproduction of the material herein or substantial quotation of its provisions
without written permission of the AlA 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
AlA and can be reproduced in accordance with your license without violation until the date of expiration as
noted below. User Document: b141 - 5/2212002. AlA License Number 1121922, which expires on 10/31/2002.
5
This document has important legal
consequences. Consultation with an
attorney is encouraged with respect to
its completion or modification.
AUTHENTICATION OF THIS
ELECTRONIC ALL Y DRAFTED AlA
DOCUMENT MA Y BE MADE BY USING
AlA DOCUMENT 0401.
....'!!O!!!!O "
..., ....
.... .,.... ......
-
@ 1997 AIA@
AlA DOCUMENT 8141 - 1997
STANDARD FORM AGREEMENT
~
The American Institute of Architects
1735 New York Avenue NW.
Washington, D.C. 20006-5292
forth the specific conditions governing the format of such Instruments of Service or electronic
data, including any special limitations or licenses not otherwise provided in this Agreement.
1.3.3 CHANGE IN SERVICES
1.3.3.1 Change in Services of the Archited, including services required of the Architect's
consultants, may be accomplished after execution of this Agreement, without invalidating the
Agreement, if mutually agreed in writing, if required by circumstances beyond the Architect's
control, or if the Architect's services are affected as described in Subparagraph 1.3-3.2. In the
absence of mutual agreement in writing, the Architect shall notify the Owner prior to providing
such services. If the Owner deems that all or a part of such Change in Services is not required,
the Owner shall give prompt written notice to the Architect, and the Architect shall have no
obligation to provide those services. Except for a change due to the fault of the Architect,
Change in Services of the Architect shall entitle the Architect to an adjustment in
compensation pursuant to Paragraph 1.5.2, and to any Reimbursable Expenses described in
Subparagraph 1.3.9.2 and Paragraph 1.5.5.
1.3.3.2 If any of the following circumstances affect the Architect's services for the Project, the
Architect shall be entitled to an appropriate adjustment in the Architect's schedule and
compensation:
.1 change in the instructions or approvals given by the Owner that necessitate
revisions in Instruments of Service;
.2 enactment or revision of codes, laws or regulations or official interpretations
which necessitate changes to previously prepared Instruments of Service;
.3 decisions of the Owner not rendered in a timely manner;
.4 significant change in the Project including, but not limited to, size, quality,
complexity, the Owner's schedule or budget, or procurement method;
.5 failure of performance on the part of the Owner or the Owner's consultants or
contractors;
.6 preparation for and attendance at a public hearing. a dispute resolution
proceeding or a legal proceeding except where the Architect is party thereto;
.7 change in the information contained in Article 1.1.
f:.M MEDI/\T10N
~ Afly -dffim; dispute -6f -eHtet: ~ -ffl question -effiiftg -etft -ef -6f ~ -te -HHs-
f...greement -5fttHl -Be -5t:tbjea -te mediation -as -it cOHdition precedent -te arlJitration -ef 4fte _
institl:ltion -ef-legttl-6f eql:lilable preceetlings~-efthff~-If-5tt€ft-ffttlHef-Feletes-te-6f-is4fte-
sl:lbject of a lien arising Ol:lt of the Architect's seF\'ices. the :\rchilect may proceed in accordance
wiHt applicable law to comply ...fith the lien netice or-mHtg deadliHes prier to resoll:ltion ef the
matter by mediatien or by amitration.
~ =ffte-Gwftff-tlftd f.ft:hitet:l shall cHdeaver-t-6 resoh<e claims, tlispl:ltes-tlftd other matters
Ht l:ll:lestioH between-Utem~ mediation-wftieft,-ttftless4fte~ ml:ltl:lally-agree otherwise,-
sftall-Be -ift accordance -wiHt 4fte Constfl:fction Indl:lstry Mediation -Rtdes -ef 4fte f.merican-
f.rbitratioH :\-ssodation cl:Iffently-ift effect. Ret}l:Iest for mediation shall he filed in \\Titing yfith
tfte~i*ffiY-te-HHs Agreement-tHttl.....ith the f.merican :\rbitration :\-ssoeiation. The reql:lest
may -Be -fftfttie cOHcl:Irre8tly -wiHt 4fte -flliftg -ef -it demand -fet: arbitratian ~ -ift -5tt€ft ~_
meaiation shall proceed. in atl\<ance of amitfation or legal or et}l:Jitable proceetliags, ....hich shall
be stayea pend.i8g med.iati08 for a period of 60 days fram the dale of filiag. l:Ialess stayea for a
10Rger period by agreemeRt of the paRies or COl:JR order.
.1
H:4:-3 =ffte~-5fttHl-sft&re4fte mediator's -fee-tlftd-itftY-flliftg-fees eEll:lally. -=Ate mediatioa-
sftall-Be -held -ift 4fte -pIeEe -where 4fte -Pf6jeet- -is lecatea, -ttftIess aaother loeatioa -is ml:ltl:lally-
egr:eed-i:tfl6tr. ,^...greemeals reachea-ift mediation-5fttHl-Be eRfereeable-as settlement agreements-
in any eOl:lR having jl:lri5d.ietion thereof.
~ ARBITRATION
" 1917, 1926, 1948, 1951, 1953, 1958, 1961, 1963, 1966, 1967, 1970, 1974, 1977, 1987, " 1997 by The Amencan
Institute of Architects. Reproduction of the material herein or substantial quotation of its provisions
without written permission of the AlA 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
AlA and can be reproduced in accordance with your license without violation until the date of expiration as
noted below. User Document: b141 -- 5/22/2002. AlA License Number 1121922, which expires on 10131/2002.
6
This document has important leBal
consequences. Consultation with an
attorney is encouraged with respect to
its completion or modification.
AUTHENTICATION OF THIS
ELECTRONIC ALL Y DRAFTED AlA
DOCUMENT MA Y BE MADE BY USING
AlA DOCUMENT 0401.
.....'!!!!!! "
..... I'"
......-....
-
@ 1997 AIA@
AlA DOCUMENT 8141 - 1997
STANDARD FORM AGREEMENT
....
The American Institute of Architects
1735 New York Avenue N.w.
Washington, D.C. 20006-5292
~ Awt -eleim; Eli5pute -et' ~ oofftftHef -ift questieR -eAsiftg -et* 4 -et' -felMee -t-e 4is -
f ..greemeR t-shall-he -st:tbjea -t-e arhilftltieR. -Pftep -t-e arhitratieR, -lfte -pafties -shall efulelWer -t-e -
reseh-e dis)3l:1tes hy mediatiee Hi aeeerdaftee '/lith Paftlgftl)3h 1.).4.
~ GI&ims; di5putes -tlfttl ~ matters..ffi que5tieR belweeR -lfte -pafties 4fttH. -Me -ft6t.-
reselved-hy medialieR-sfteIl-he deeided-hy srhitralieR-whieft;-tHtless-lfte-pafties ml:ltuslly agree
etherv:fse, -shall-he -ill accertiaece -waft -lfte Cee5tf1:1elieR Ieel:lstr}" Ai'hitftltieft -atHes 4 -lfte-
AmencsR ArbitratieR .\~5eeialieR el:lffeRtly in effect. The eemaRd for arbilftltieH shall Be filed
ift "IIfitiRg -wiHt 4e -eHief -pefty -t-e 4is AgfeemeRt -tlfttl -wiHt 4e .\HiencaR AreitratieR-
;\sseeiatiea.
+.3:-Y A demaaa..fet: arbitratiea -sfteIl-he -made -wiHtift -ft reaseaaele -time -e*ef 4fte -eleim;-
~-et'-eHief-meHef..ffi Eluestieft.ftas snsea. Ia-ft6 e'leet shalltae aemaad for arbitratieR be
me4e -e*ef-lfte -4He -wheft iastill:ltieR 4-legel-et' eEluitahle preeeeaiRgs -hesed ~ -5tteft-eleim;-
displ:lte er etaer malleI' in Eluestiea weuld be barred by the applicable stall:lte eflimitatieR5.
f:-3.:.5.:4 Ne arbitftltiee -eAsiftg -ettI: 4 -et' relatieg -t-e 4is f.greemeat -shall iaeluae. -hy -
ceeselidatiea -et' jeiftder -ef..ffi-ttftY~ maeaer, -ftft additieaal ~-et'-effiit.y-ft6t.-ft paR)" to
HHs AgreemeRt, ~-hy-wFiHeft c8R5eftt1:eRtaiaiftg -ft specific refereace -t-e4is f.greemeat-
ftftd -sigfted -hy -lfte O\."Her. Architect, -tlfttl-ttftY -eHief ~ -et' -etHily ~ -t-e -he -jeifteth -
CeRseRt-ffi arbitratioR iwlePfiRg tit aaditieRal ~-et'-etHily-shall-ft6t. c8Rstitute ceRseRt-t-e-
arbitrati8R 4 -ttftY -eleim; di5pl:lte -et' -eHief -meHef..ffi EluestieR ~ describea..ffi -lfte ',vrilleR-
c€lRseet er with a pers€le 81' eetity Ret Ramed er deseribed thereiR. The feregaiRg agreemeRt t8
arbitrate -tHtft-ethef agreemeftts-t-e arbitrate -wHft-ftft additi€lRal-peFS6ft-et'-etHily-tlttly caaseetea-
le-hy~46-t.ftis AgreemeRt-sftell-he specifically eRferceable -ffi acc8raaRCe-waft applicable-
law ia aa)' cel:lrt Ra'fiRg jl:lrisaicliea tfiereef.
~ +fie.-tlWafd rendered -hy-tfte arbitrateI' -ef arbi trators-shall-he-futal..;-tlfttl judgmea t-fflftY-
be eatered ureR it in accordance 'Nitfl applicable law iF! all)' ceurt flaving jl:lrisdictieR tflereef.
1.3.6 CLAIMS FOR CONSEQUENTIAL DAMAGES
The Architect and the Owner waive consequential damages for claimS. disputes or other
malleI'S in question arising out of or relating to this Agreement. This mutual waiver is
applicable, without limitation. to all consequential damages due to either party's termination in
accordance with Paragraph 1.3.8. This does not apply to third party consequential
damages.
1.3.7 MISCELLANEOUS PROVISIONS
1.3.7.1 This Agreement shall be governed by the law of the principal place of business of the
Architect City of Paris. unless otherwise provided in Paragraph 1.4.2.
1.3.7.2 Terms in this Agreement shall have the same meaning as those in the edition of AIA
Document A201, General Conditions of the Contract for Construction. current as of the date of
this Agreement.
1.3.7.3 Causes of action between the parties to this Agreement pertaining to acts or failures to
act shall be deemed to have accrued and the applicable statutes of limitations shall commence
to run not later than either the date of Substantial Completion for acts or failures to act
occurring prior to Substantial Completion or the date of issuance of the final Certificate for
Payment for acts or failures to act occurring after Substantial Completion. In no event shall
such statutes of limitations commence to run any later than the date when the Architect's
services are substantially completed.
.~
1.3.7.4 To the extent damages are covered by property insurance during construction, the
Owner and the Architect waive all rights against each other and against the contractors.
consultants. agents and employees of the other for damages. except such rights as they may
e 1917, 1926, 1948, 1951, 1953, 1958, 1961, 1963, 1966, 1967, 1970, 1974, 1977, 1987, Cl 1997 by The Amencan
Institute of Architects. Reproduction of the material herein or substantial quotation of its provisions
without written permission of the AlA 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
AlA and can be reproduced in accordance with your license without violation until the date of expiration as
noted below. User Document: b141 -- 5/22/2002. AlA License Number 1121922, which expires on 10/31/2002.
7
This document has important legal
consequences. Consultation with an
attorney is encouraged with respect to
its completion or modification.
AUTHENTICATION OF THIS
ELECTRONIC ALL Y DRAFTED AlA
DOCUMENT MAYBE MADE BY USING
AlA DOCUMENT 0401.
....'!!!!!!!' ".
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-
@ 1997 AIAQ!)
AlA DOCUMENT B141 - 1997
STANDARD FORM AGREEMENT
The American Institute of Architects
1735 New York Avenue N.W.
Washington, D.C. 20006-5292
have to the proceeds of such insurance as set forth in the edition of AlA Document AlOI,
General Conditions of the Contract for Construction, current as of the date of this Agreement.
The Owner or the Architect, as appropriate, shall require of the contractors, consultants, agents
and employees of any of them similar waivers in favor of the other parties enumerated herein.
/
1.3.7.5 Nothing contained in this Agreement shall create a contractual relationship with or a
cause of action in favor of a third party against either the Owner or Architect.
1.3.7.6 Unless otherwise provided in this Agreement, the Architect and Architect's
consultants shall have no responsibility for the discovery, presence, handling, removal or
disposal of or exposure of persons to hazardous materials or toxic substances in any form at the
Project site.
1.3.7.7 The Architect shall have the right to include photographic or artistic representations of
the design of the Project among the Architect's promotional and professional materials. The
Architect shall be given reasonable access to the completed Project to make such
representations. However, the Architect's materials shall not include the Owner's confidential
or proprietary information if the Owner has previously advised the Architect in writing of the
specific information considered by the Owner to be confidential or proprietary. =Ffte-Gwftef-
sffitll flrayide f>rofessit3Ral~ fer tfie .'\refiitect ill the OWller's flromotioaal materials far tfie
Pffljffi-:
1.3.7.8 If the Owner requests the Architect to execute certificates, the proposed language of
such certificates shall be submitted to the Architect for review at least 14 days prior to the
requested dates of execution. The Architect shall not be required to execute certificates that
would require knowledge, services or responsibilities beyond the scope of this Agreement.
1.3.7.9 The Owner and Architect, respectively, bind themselves, their partners. successors.
assigns and legal representatives to the other party to this Agreement and to the partners,
successors, assigns and legal representatives of such other party with respect to all covenants of
this Agreement. Neither the Owner nor the Architect shall assign this Agreement without the
written consent of the other, except that the Owner may assign this Agreement to an
institutional lender providing financing for the Project. In such event, the lender shall assume
the Owner's rights and obligations under this Agreement. The Architect shall execute all
consents reasonably required to facilitate such assignment.
1.3.8 TERMINATION OR SUSPENSION
1.3.8.1 If the Owner fails to make payments to the Architect in accordance with this
Agreement, such failure shall be considered substantial nonperformance and cause for
termination or, at the Architect's option, cause for suspension of performance of services under
this Agreement. If the Architect elects to suspend services, prior to suspension of services, the
Architect shall give seven days' written notice to the Owner. In the event of a suspension of
services, the Architect shall have no liability to the Owner for delay or damage caused the
Owner because of such suspension of services. Before resuming services, the Architect shall be
paid all sums due prior to suspension and any expenses incurred in the interruption and
resumption of the Architect's services. The Architect's fees for the remaining services and the
time schedules shall be equitably adjusted.
1.3.8.2 If the Project is suspended by the Owner for more than 30 consecutive days, the
Architect shall be compensated for services performed prior to notice of such suspension.
When the Project is resumed, the Architect shall be compensated for expenses incurred in the
interruption and resumption of the Architect's services. The Architect's fees for the remaining
services and the time schedules shall be equitably adjusted.
1.3.8.3 If the Project is suspended or the Architect's services are suspended for more than 9<>
consecutive days, the Architect may terminate this Agreement by giving not less than seven
days' written notice.
C> 1917, 1926, 1948, 1951, 1953, 1958, 1961, 1963, 1966, 1967, 1970, 1974, 1977, 1987, C> 1997 bY The Amencan
Institute of Architects. Reproduction of the material herein or substantial quotation of its provisions
without written permission of the AlA 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
AlA and can be reproduced in accordance with your license without violation until the date of expiration as
noted below. User Document: b141 -- 5/22/2002. AlA License Number 1121922, which expires on 10131/2002.
8
.1'
This document has important legal
consequences. Consultation with an
attorney is encourased with respect to
its completion or modification.
AUTHENTICATION OF THIS
ELECTRON/CALLY DRAFTED AlA
DOCUMENT MA Y BE MADE BY USING
AlA DOCUMENT 0401. .'
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@ 1997 AIA@
AlA DOCUMENT B141 - 1997
STANDARD FORM AGREEMENT
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The American Institute of Architects
1735 New York Avenue N.W.
Washington, D.C. 20006-5292
1.3.8.4 This Agreement may be terminated by either party upon not less than seven days'
written notice should the other party fail substantially to perform in accordance with the terms
of this Agreement through no fault of the party initiating the termination.
1.3.8.5 This Agreement may be terminated by the Owner upon not less than seven days'
written notice to the Architect for the Owner's convenience and without cause.
1.3.8.6 In the event of termination not the fault of the Architect, the Architect shall be
compensated for services performed prior to termination, together with Reimbursable Expenses
then due and all Termination Expenses as dermed in Subparagraph 1.3.8.7.
1.3.8.7 Termination Expenses are in addition to compensation for the services of the
Agreement and include expenses directly attributable to termination for which the Architect is
not otherwise compensated, plus an amount for the Architect's anticipated profit on the value
of the services not performed by the Architect.
1.3.9 PAYMENTS TO THE ARCHITECT
1.3.9.1 Payments on account of services rendered and for Reimbursable Expenses incurred
shall be made monthly upon presentation of the Architect's statement of services. No
deductions shall be made from the Architect's compensation on account of penalty, liquidated
damages or other sums withheld from payments to contractors, or on account of the cost of
changes in the Work other than those for which the Architect has been adjudged to be liable.
1.3.9.2 Reimbursable Expenses are in addition to compensation for the Architect's services
and include expenses incurred by the Architect and Architect's employees and consultants
directly related to the Project, as identified in the following Clauses:
.1 transportation in connection with the Project, authorized out-of-town travel and
subsistence, and electronic communications;
.2 fees paid for securing approval of authorities having jurisdiction over the Project;
.3 reproductions, plots, standard form documents, postage, handling and delivery of
Instruments of Service;
.4 expense of overtime work requiring higher than regular rates if authorized in
advance by the Owner;
.5 renderings, models and mock-ups requested by the Owner;
.6 expense of professional liability insurance dedicated exclusively to this Project or
the expense of additional insurance coverage or limits requested by the Owner in
excess of that normally carried by the Architect and the Architect's consultants;
.7 reimbursable expenses as designated in Paragraph 1.5.5;
.8 other similar direct Project-related expenditures.
1.3.9.3 Records of Reimbursable Expenses, of expenses pertaining to a Change in Services, and
of services performed on the basis of hourly rates or a multiple of Direct Personnel Expense
shall be available to the Owner or the Owner's authorized representative at mutually convenient
times.
1.3.9.4 Direct Personnel Expense is defined as the direct salaries of the Architect's personnel
engaged on the Project and the portion of the cost of their mandatory and customary
contributions and benefits related thereto, such as employment taxes and other statutory
employee benefits, insurance, sick leave, holidays, vacations, employee retirement plans and
similar contributions.
'.. ARTICLE 1.4 SCOPE OF SERVICES AND OTHER SPECIAL TERMS AND CONDITIONS
1.4.1 Enumeration of Parts of the Agreement. This Agreement represents the entire and
integrated agreement between the Owner and the Architect and supersedes all prior
o 1917, 1926, 1948, 1951, 1953, 1958, 1961, 1963, 1966, 1967, 1970, 1974, 1977, 1987, 0 1997 by The Amencan
Institute of Architects. Reproduction of the material herein or substantial quotation of its provisions
without written permission of the AlA 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
AlA and can be reproduced in accordance with your license without violation until the date of expiration as
noted below. User Document: b141 -- 5/2212002. AlA License Number 1121922, which expires on 10/3112002.
9
This document has important legal
consequences. Consultation with an
attorney is encouraged with respect to
its completion or modification.
AUTHENTICATION OF THIS
ELECTRON/CALL Y DRAFTED AlA
DOCUMENT MA Y BE MADE BY USING
AlA DOCUMENT 0401.
....~..
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@ 1997 AIA@
AlA DOCUMENT 8141 - 1997
STANDARD FORM AGREEMENT
~
The American Institute of Architects
1735 New York Avenue NW.
Washington, D.C. 20006-5292
negotiations, representations or agreements, either written or oral. This Agreement may be
amended only by written instrument signed by both Owner and Architect. This Agreement
comprises the documents listed below.
1.4.1.1 Standard Form of Agreement Between Owner and Architect, AlA Document B141-
1997.
1.4.1.2 Standard Form of Architect's Services: Design and Contract Administration, AIA
Document BI4l-1997, or as follows:
(List other documents, if any. delineating Architect s scope of services.)
Appendix A
Appendix B
Appendix C
Appendix 0
Appendix E
Appendix F
1.4.1.3 Other documents as follows:
(List other documents, if any. forming part ofthe Agreement.)
1.4.2 Special Terms and Conditions. Special terms and conditions that modify this
Agreement are as follows:
ARTICLE 1.5 COMPENSATION
1.5.1 For the Architect's services as described under Article 1.4, compensation shall be
computed as follows:
Refer to Appendix 0
1.5.2 If the services of the Architect are changed as described in Subparagraph 1.3.3.1, the
Architect's compensation shall be adjusted. Such adjustment shall be calculated as described
below or, if no method of adjustment is indicated in this Paragraph 1.5-2, in an equitable
manner.
(Insert basis of compensation, including rates and multiples of Direct Personnel Expense for Pn'ncipals and employees,
and identify Pn'ncipals and classify employees, if required. Identify specific services to which particular methods of
compensation apply.)
If scope of the proiect is increased. architect fees shall be adiusted by 6.5% of
increased amount.
1.5.3 For a Change in Services of the Architect's consultants, compensation shall be
computed as a multiple of one and one tenth ( 1.10 ) times the amounts billed to the
Architect for such services.
1.5.4 For Reimbursable Expenses as described in Subparagraph 1.3.9.2, and any other items
included in Paragraph 1.5.5 as Reimbursable Expenses, the compensation shall be computed as a
multiple of one and one tenth ( .1.1Q. ) times the expenses incurred by the Architect, and the
Architect's employees and consultants.
1.5.5 Other Reimbursable Expenses, if any, are as follows:
1.5.6 The rates and multiples for services of the Architect and the Architect's consultants as
set forth in this Agreement shall be adjusted in accordance with their normal salary review
practices.
e 1917, 1926, 1948, 1951, 1953, 1958, 1961, 1963, 1966, 1967, 1970, 1974, 1977, 1987, (> 1997 by The Amencan
Institute of Architects. Reproduction of the material herein or substantial quotation of its provisions
without written permission of the AlA 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
AlA and can be reproduced in accordance with your license without violation until the date of expiration as
noted below. User Document: b141 .- 5/2212002. AlA License Number 1121922, which expires on 1013V2OO2.
10
This document has important legal
consequences. Consultation with an
attorney is encouraged with respect to
its completion or modification.
AUTHENTICATION OF THIS
ELECTRON/CALLY DRAFTED AlA
DOCUMENT MAYBE MADE BY USING
AlA DOCUMENT 0401.
~~.
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-
@ 1997 AIA@
AlA DOCUMENT 8141 - 1997
STANDARD FORM AGREEMENT
i<'
The American Institute of Architects
1735 New York Avenue N.W.
Washington, D.C. 20006-5292
1.5.7 An initial payment of WA Dollars ($ ) shall be made upon execution of this
Agreement and is the minimum payment under this Agreement. It shall be credited to the
Owner's account at fmal payment. Subsequent payments for services shall be made monthly,
and where applicable, shall be in proportion to services performed on the basis set forth in this
Agreement. /
1.5.8 Payments are due and payable ~ ( .30. ) days from the date of the Architect's
invoice. Amounts unpaid ~ ( .30. ) days after the invoice date shall bear interest at the rate
entered below, or in the absence thereof at the legal rate prevailing from time to time at the
principal place of business of the Architect.
(Insert rate of interest agreed upon.)
(Usury laws and requirements under the Federal Truth in Lending Act, similar state and local consumer credit laws
and other regulations at the Owners and Architects principal places of business, the location of the Project and
elsewhere may affect the validityof this provision. Specific legal advice should be obtained with respect to deletions or
modifications, and also regarding requirements such as written disclosures or waivers.)
1.5.9 If the services covered by this Agreement have not been completed within Thirty-six (
36 ) months of the date hereof, through no fault of the Architect, extension of the Architect's
services beyond that time shall be compensated as provided in Paragraph 1.502.
This Agreement entered into as of the day and year first written above.
OWNER (Signature)
Michael Malone, City Manager
ARCHITECT (Signature)
Dwayne Brinkley. Principal
(Printed name and title)
(Printed name and title)
...,S
() 1917, 1926, 1948, 1951, 1953, 1958, 1961, 1963, 1966, 1967, 1970, 1974, 1977, 1987, () 1997 by The Amencan
Institute of Architects. Reproduction of the material herein or substantial quotation of its provisions
without written permission of the AlA 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
AlA and can be reproduced in accordance with your license without violation until the date of expiration as
noted below. User Document: b141 - 512212002. AlA License Number 1121922, which expires on 1013112002.
11
This document has imPortant legal
consequences. Consultation with an
attorney is encouraged with respect to
its completion or modification.
AUTHENTICATION OF THIS
ELECTRON/CALLY DRAFTED AlA
DOCUMENT MAYBE MADE BY USING
AlA DOCUMENT 0401.
~~.
~'I':.
-.; ..........
-
@ 1997 AIM)
AlA DOCUMENT 8141 - 1997
STANDARD FORM AGREEMENT
..
The American Institute of Architects
1735 New York Avenue N'w.
Washington, D.C. 20006-5292
1997 Edition - Electronic Format
AlA Document B 141 - 1997
Standard Form of Architects Services:
Design and Contract Administration
TABLE OF ARTICLES
2.1 PROJECT ADMINISTRATION SERVICES
2.2 SUPPORTING SERVICES
2.3 EVALUATION AND PLANNING SERVICES
2.4 DESIGN SERVICES
2.5 CONSTRUCTION PROCUREMENT SERVICES
2.6 CONTRACT ADMINISTRATION SERVICES
2.7 FACILITY OPERATION SERVICES
2.8 SCHEDULE OF SERVICES
2.9 MODIFICATIONS
ARTIClE 2.1 PROJECT ADMINISTRATION SERVICES
2.1.1 The Architect shall manage the Architect's services and administer the Project. The
Architect shall consult with the Owner, research applicable design criteria, attend Project
meetings, communicate with members of the Project team and issue progress reports. The
Architect shall coordinate the services provided by the Architect and the Architect's consultants
with those services provided by the Owner and the Owner's consultants.
2.1.2 When Project requirements have been sufficiently identified, the Architect shall
prepare, and periodically update, a Project schedule that shall identify milestone dates for
decisions required of the Owner, design services furnished by the Architect, completion of
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 considerations based on program, budget and aesthetics in
developing the design for the Project.
2.1.4 Upon request of the Owner, the Architect shall make a presentation to explain the
design of the Project to representatives of the Owner.
Cl 1917, 1926, 1948, 1951, 1953, 1958, 1961, 1963, 1966, 1967, 1970, 1974, 1977, 1987, 0 1997 by The Amencan
Institute of Architects. Reproduction of the material herein or substantial quotation of its provisions
without written permission of the AlA 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
AlA and can be reproduced in accordance with your license without violation until the date of expiration as
noted below. User Document: b141 -- 5/22/2002. AlA License Number 1121922, which expires on 10131/2002.
12
This document has important legal
consequences. Constitation with an
attorney is encouraged with respect to
its completion or modification.
AUTHENTICATION OF THIS
ELECTRONIC ALL Y DRAFTED AlA
DOCUMENT MAY BE MADE BY USING
AlA DOCUMENT 0401.
.....'=!!' "
..... .....
....~ . - .....
.. ..... ...
-
@ 1997 AIA<!il
AlA DOCUMENT 8141 - 1997
STANDARD FORM AGREEMENT
...
The American Institute of Architects
1735 New York Avenue N.w.
Washington, D.C. 20006-5292
2.1.5 The Architect shall submit design documents to the Owner at intervals appropriate to
the design process for purposes of evaluation and approval by the Owner. The Architect shall
be entitled to rely on approvals received from the Owner in the further development of the
design.
/
2.1.6 The Architect shall assist the Owner in connection with the Owner's responsibility for
m.ing documents required for the approval of governmental authorities having jurisdiction over
the Project.
2.1.7 EVALUATION OF BUDGET AND COST OF THE WORK
2.1.7.1 When the Project requirements have been sufficiently identified. the Architect shall
prepare a preliminary estimate of the Cost of the Work. This estimate may be based on current
area, volume or similar conceptual estimating techniques. As the design process progresses
through the end of the preparation of the Construction Documents. the Architect shall update
and refme the preliminary estimate of the Cost of the Work. The Architect shall advise the
Owner of any adjustments to previous estimates of the Cost of the Work indicated by changes
in Project requirements or general market conditions. If at any time the Architect's estimate of
the Cost of the Work exceeds the Owner's budget. the Architect shall make appropriate
recommendations to the Owner to adjust the Project's size. quality or budget, and the Owner
shall cooperate with the Architect in making such adjustments.
2.1.7.2 Evaluations of the Owner's budget for the Project, the preliminary estimate of the
Cost of the Work and updated estimates of the Cost of the Work prepared by the Architect
represent the Architect's judgment as a design professional familiar with the construction
industry. It is recognized. however. that neither the Architect nor the Owner has control over
the cost of labor, materials or equipment. over the Contractor's methods of determining bid
prices, or over competitive bidding, market or negotiating conditions. Accordingly, the
Architect cannot and does not warrant or represent that bids or negotiated prices will not vary
from the Owner's budget for the Project or from any estimate of the Cost of the Work or
evaluation prepared or agreed to by the Architect.
2.1.7.3 In preparing estimates of the Cost of the Work, the Architect shall be permitted to
include contingencies for design, bidding and price escalation; to determine what materials,
equipment, component systems and types of construction are to be included in the Contract
Documents; to make reasonable adjustments in the scope of the Project and to include in the
Contract Documents alternate bids as may be necessary to adjust the estimated Cost of the
Work to meet the Owner's budget for the Cost of the Work. If an increase in the Contract Sum
occurring after execution of the Contract between the Owner and the Contractor causes the
budget for the Cost of the Work to be exceeded. that budget shall be increased accordingly.
2.1.7.4 If bidding or negotiation has not commenced within 90 days after the Architect
submits the Construction Documents to the Owner, the budget for the Cost of the Work shall
be adjusted to reflect changes in the general level of prices in the construction industry.
2.1.7.5 If the budget for the Cost of the Work is exceeded by the lowest bona fide bid or
negotiated proposal, the Owner shall:
.1 give written approval of an increase in the budget for the Cost of the Work;
.2 authorize rebidding or renegotiating of the Project within a reasonable time;
.3 terminate in accordance with Subparagraph 1.3.8.5; or
.4 cooperate in revising the Project scope and quality as required to reduce the Cost
of the Work.
. .1'
2.1.7.6 If the Owner chooses to proceed under Clause 2.1.7.5.4, the Architect, without
additional compensation, shall modify the documents for which the Architect is responsible
under this Agreement as necessary to comply with the budget for the Cost of the Work. The
modification of such documents shall be the limit of the Architect's responsibility under this
o 1917, 1926. 1948, 1951, 1953, 1958, 1961. 1963, 1966. 1967, 1970, 1974, 1977, 1987, 0 1997 by The Amencan
Institute of Architects. Reproduction of the material herein or substantial quotation of its provisions
without written permission of the AlA 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
AlA and can be reproduced in accordance with your license without violation until the date of expiration as
noted below. User Document: b141 -- 5/22/2002. AlA License Number 1121922, which expires on 10131/2002.
13
This document has important legal
consequences. Consultation with an
attorney is encouraged with respect to
its completion or modification.
AUTHENTICATION OF THIS
ELECTRON/CALLY DRAFTED AlA
DOCUMENT MA Y BE MADE BY USING
AlA DOCUMENT 0401.
....'!!!!!!!!!! "
.... ....
..... . - .....
.. .......
-
@ 1997 AIA@
AlA DOCUMENT 8141- 1997
STANDARD FORM AGREEMENT
The American Institute of Architects
1735 New York Avenue N.W.
Washington, D.C. 20006-5292
Paragraph 2.1.]. The Architect shall be entitled to compensation in accordance with this
Agreement for all services performed whether or not construction is commenced.
ARTICLE 2.2 SUPPORTING SERVICES
2.2.1 Unless specifically designated in Paragraph 2.8.3, the services in this Article 2.2 shall be
provided by the Owner or the Owner's consultants and contractors.
2.2.1.1 The Owner shall furnish a program setting forth the Owner's objectives, schedule.
constraints and criteria. including space requirements and relationships, special equipment,
systems and site requirements.
2.2.1.2 The Owner shall furnish surveys to describe physical characteristics, legal limitations
and utility locations for the site of the Project. and a written legal description of the site. The
surveys and legal information shall include, as applicable, grades and lines of streets, alleys,
pavements and adjoining property and structures; adjacent drainage; rights-of-way, restrictions,
easements. encroachments, zoning, deed restrictions, boundaries and contours of the site;
locations, dimensions and necessary data with respect to existing buildings, other
improvements and trees; and information concerning available utility services and lines, both
public and private, above and below grade, including inverts and depths. All the information on
the survey shall be referenced to a Project benchmark.
2.2.1.3 The Owner shall furnish services of geotechnical engineers which may include but are
not limited to test borings, test pits, determinations of soil bearing values. percolation tests,
evaluations of hazardous materials. ground corrosion tests and resistivity tests, including
necessary operations for anticipating subsoil conditions, with reports and appropriate
recommendations.
ARTICLE 2.3 EVALUATION AND PLANNING SERVICES
2.3.1 The Architect shall provide a preliminary evaluation of the information furnished by
the Owner under this Agreement. including the Owner's program and schedule requirements
and budget for the Cost of the Work. each in terms of the other. The Architect shall review such
information to ascertain that it is consistent with the requirements of the Project and shall
notify the Owner of any other information or consultant services that may be reasonably
needed for the Project.
2.3.2 The Architect shall provide a preliminary evaluation of the Owner's site for the Project
based on the information provided by the Owner of site conditions. and the Owner's program,
schedule and budget for the Cost of the Work.
2.3.3 The Architect shall review the Owner's proposed method of contracting for
construction services and shall notify the Owner of anticipated impacts that such method may
have on the Owner's program. financial and time requirements, and the scope of the Project.
ARTICLE 2.4 DESIGN SERVICES
2.4.1 The Architect's design services shall include normal structural, mechanical and
electrical engineering services.
2.4.2 SCHEMATIC DESIGN DOCUMENTS
2.4.2.1 The Architect shall provide Schematic Design Documents based on the mutually
agreed-upon program, schedule, and budget for the Cost of the Work. The documents shall
establish the conceptual design of the Project illustrating the scale and relationship of the
Project components. The Schematic Design Documents shall include a conceptual site plan, if
appropriate, and preliminary building plans, sections and elevations. At the Architect's option,
the Schematic Design Documents may include study models, perspective sketches. electronic
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.
o 1917. 1926. 1948, 1951. 1953, 1958, 1961. 1963. 1966, 1967. 1970. 1974. 1977. 1987, 0 1997 by The Amencan
Institute of Architects. Reproduction of the material herein or substantial quotation of its provisions
without written permission of the AlA 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
AlA and can be reproduced in accordance with your license without violation until the date of expiration as
noted below. User Document: b141 -- 5/2212002. AlA License Number 1121922. which expires on 10/31/2002.
14
"
This document has important legal
consequences. Consultation with an
attorney is encouraged with respect to
its completion or modification.
AUTHENTICATION OF THIS
ELECTRON/CALL Y DRAFTED AlA
DOCUMENT MAYBE MADE BY USING
AlA DOCUMENT 0401.
-
.-
.... ,--
.... ....
-.......1.-
-
@ 1997 AIA@
AlA DOCUMENT 8141 - 1997
STANDARD FORM AGREEMENT
f'
The American Institute of Architects
1735 New York Avenue NW.
Washington, D.C. 20006-5292
2.4.3 DESIGN DEVELOPMENT DOCUMENTS
2.4.3.1 The Architect shall provide Design Development Documents based on the approved
Schematic Design Documents and updated budget for the Cost of the Work. The Design
Development Documents shall illustrate and describe the refinement of the design of the
Project, establishing the scope, relationships, forms, size and appearance of the Project by
means of plans, sections and elevations, typical construction details, and equipment layouts.
The Design Development Documents shall include specifications that identify major materials
and systems and establish in general their quality levels.
2.4.4 CONSTRUCTION DOCUMENTS
2.4.4.1 The Architect shall provide Construction Documents based on the approved Design
Development Documents and updated budget for the Cost of the Work. The Construction
Documents shall set forth in detail the requirements for construction of the Project. The
Construction Documents shall include Drawings and Specifications that establish in detail the
quality levels of materials and systems required for the Project.
2.4.4.2 During the development of the Construction Documents, the Architect shall assist the
Owner in the development and preparation of: (1) bidding and procurement information
which describes the time, place and conditions of bidding; bidding or proposal forms; and the
form of agreement between the Owner and the Contractor; and (2) the Conditions of the
Contract for Construction (General, Supplementary and other Conditions). The Architect also
shall compile the Project Manual that includes the Conditions of the Contract for Construction
and Specifications and may include bidding requirements and sample forms.
ARTICLE 2.5 CONSTRUCTION PROCUREMENT SERVICES
2.5.1 The Architect shall assist the Owner in obtaining either competitive bids or negotiated
proposals and shall assist the Owner in awarding and preparing contracts for construction.
2.5.2 The Architect shall assist the Owner in establishing a list of prospective bidders or
contractors.
2.5.3 The Architect shall assist the Owner in bid validation or proposal evaluation and
determination of the successful bid or proposal, if any. If requested by the Owner, the Architect
shall notify all prospective bidders or contractors of the bid or proposal results.
2.5.4 COMPETITIVE BIDDING
2.5.4.1 Bidding Documents shall consist of bidding requirements, proposed contract forms,
General Conditions and Supplementary Conditions, Specifications and Drawings.
2.5.4.2 If requested by the Owner, the Architect shall arrange for procuring the reproduction
of Bidding Documents for distribution to prospective bidders. The Owner shall pay directly for
the cost of reproduction or shall reimburse the Architect for such expenses.
2.5.4.3 If requested by the Owner, the Architect shall distribute the Bidding Documents to
prospective bidders and request their return upon completion of the bidding process. The
Architect shall maintain a log of distribution and retrieval, and the amounts of deposits, if any,
received from and returned to prospective bidders.
2.5.4.4 The Architect shall consider requests for substitutions, if permitted by the Bidding
Documents, and shall prepare and distribute addenda identifying approved substitutions to all
prospective bidders.
."
2.5.4.5 The Architect shall participate in or, at the Owner's direction, shall organize and
conduct a pre-bid conference for prospective bidders.
o 1917, 1926, 1948, 1951, 1953, 1958, 1961, 1963, 1966, 1967, 1970, 1974, 1977, 1987, 0 1997 by The Amencan
Institute of Architects. Reproduction of the material herein or substantial quotation of its provisions
without written permission of the AlA 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
AlA and can be reproduced in accordance with your license without violation until the date of expiration as
noted below. User Document: b141 -- 5/22/2002. AlA License Number 1121922, which expires on 10131/2002.
15
This document has important legal
consequences. Consultation with an
attorney is encouraged with respect to
its completion or modification.
AUTHENTICATION OF THIS
ELECTRON/CAll Y DRAFTED AlA
DOCUMENT MAYBE MADE BY USING
AlA DOCUMENT 0401. .
........... "
~. ...-
..... ...... .....
-
@ 1997 AIA@
AlA DOCUMENT 8141 - 1997
STANDARD FORM AGREEMENT
..
The American Institute of Architects
1735 New York Avenue N.W.
Washington, D.C. 20006-5292
2.5.4.6 The Architect shall prepare responses to questions from prospective bidders and
provide clarifications and interpretations of the Bidding Documents to all prospective bidders
in the form of addenda.
2.5.4.7 The Architeet shall participate in or, at the Owner's direction, shall organize and
conduct the opening of the bids. The Architect shall subsequently document and distribute the
bidding results, as directed by the Owner.
~ NEGOTIATED PROPOS,".LS
~ Prepesal Deel::lffieRts shall eeRsist ef Ilrellesal feEll::lireffieals, Ilrellesea eealrad fefffiS,
CeReral Ceaaitieas aaa Sl::IllllleffieRtaF)' CeftaitieRs, SlleeifieatieRs aRa Dftl>.'l'iRgs.
2.5.5.2 Ifreql::lested by the O'i.'fl.er, the i\rehited shall aHaRge fer Ilreel:lriRg the rellreal:letiaR
ef Prallesal Deel::lffieRts -fat: distril3l:1tieR -le Ilreslleetiye eeRtraeters. ~ -GwRef -sfteH -pay -
direetly fer the cest ef repredl::letieR er seall reiffiBl::lfSe the Arehiteet fer sl:leh e*lleRses.
2.5.5.3 If reql:lested-by4e Owaer,4e Arehitect-sfteH ergaRize-ftftd Ilaflidpate-ift selectieR-
iRterviews with Ilrespective eeRtraeters.
2.5.5.1 :ffte l.rchiLeet-sfteH eeRsider reql::lests-fat: sl:lbstitl:ltieas,-tf llerffiilled-by4he Prallasal-
Deel:lmeRts,-ftftd-sfteH prepare-tH*l aistril)l::lte aaaeRaa ideRtifyiag allpreved sl:lBstitl:ltieRs ta all
prespeetYle eeRtracters.
2.5.5.5 If r.eql:lestecl-by4e OWRer,4e Archited-sfteH-assist-4e-GwRef-dttftHg aegetiatiaas-
with prospective eaatractars. The l\n:hited seall sUBseql:leRtly prepare a summary repefl ef the
negotiatian results, 8S diredea BY the O"ffier.
ARTICLE 2.6 CONTRACT ADMINISTRATION SERVICES
2.6.1 GENERAL ADMINISTRATION
2.6.1.1 The Architect shall provide administration of the Contract between the Owner and
the Contractor as set forth below and in the edition of AlA Document A20l, General
Conditions of the Contract for Construction, current as of the date of this Agreement.
Modifications made to the General Conditions, when adopted as part of the Contract
Documents, shall be enforceable under this Agreement only to the extent that they are
consistent with this Agreement or approved in writing by the Architect.
2.6.1.2 The Architect's responsibility to provide the Contract Administration Services under
this Agreement commences with the award of the initial Contract for Construction and
terminates at the issuance to the Owner of the final Certificate for Payment. However, the
Architect shall be entitled to a Change in Services in accordance with Paragraph 2.8.2 when
Contract Administration Services extend 60 days after the date of Substantial Completion 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 the Owner only to the extent provided in this Agreement unless
otherwise modified by wrillen 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 wrillen agreement of the Owner and
Architect with consent of the Contractor, which consent will not be unreasonably withheld.
2.6.1.5 The Architect shall review properly prepared, timely requests by the Contractor for
additional information about the Contract Documents. A properly prepared request for
additional information about the Contract Documents shall be in a form prepared or approved
e 1917, 1926, 1948, 1951, 1953, 1958, 1961, 1963, 1966, 1967, 1970, 1974, 1977, 1987, 0 1997 by The Amencan
Institute of Architects. Reproduction of the material herein or substantial quotation of its provisions
without written permission of the AlA 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
AlA and can be reproduced in accordance with your license without violation until the date of expiration as
noted below. User Document: b141 -- 5/2212002. AlA License Number 1121922, which expires on 10131/2002.
16
This document has important leBal
consequences. Consultation with an
attorney is encouraged with respect to
its completion or modification.
AUTHENTICATION OF THIS
ELECTRONICALL Y DRAFTED AlA
DOCUMENT MAYBE MADE BY USING
AlA DOCUMENT 0401.
-
.....-..
.... . ...
..... ..~......
-
@ 1997 AIA@
AlA DOCUMENT 8141- 1997
STANDARD FORM AGREEMENT
~.
The American Institute of Architects
1735 New York Avenue NW.
Washington, D.C. 20006-5292
by the Architect and shall include a detailed written statement that indicates the specific
Drawings or Specifications in need of clarification and the nature of the clarification requested.
2.6.1.6 If deemed appropriate by the Architect, the Architect shall on the Owner's behalf
prepare, reproduce and distribute supplemental Drawings and Specifications in response to
requests for infonnation by the Contractor.
2.6.1.7 The Architect shall interpret and decide matters concerning performance of the
Owner and Contractor under, and requirements of, the Contract Documents on written
request of either the Owner or Contractor. The Architect's response to such requests shall be
made in writing within any time limits agreed upon or otherwise with reasonable promptness.
2.6.1.8 Interpretations and decisions of the Architect shall be consistent with the intent of
and reasonably inferable from the Contract Documents and shall be in writing or in the form of
drawings. When making such interpretations and initial decisions, the Architect shall endeavor
to secure faithful performance by both Owner and Contractor, shall not show partiality to
either, and shall not be liable for the results of interpretations or decisions so rendered in good
faith.
2.6.1.9 The Architect shall render initial decisions on claims, disputes or other matters in
question between the Owner and Contractor as provided in the Contract Documents.
However, the Architect's decisions on malleI'S relating to aesthetic effect shall be final if
consistent with the intent expressed in the Contract Documents.
2.6.2 EVALUATIONS OF THE WORK
2.6.2.1 The Architect, as a representative of the Owner, shall visit the site at intervals
appropriate to the stage of the Contractor's operations, or as otherwise agreed by the Owner
and the Architect in Article 2.8, (1) to become generally familiar with and to keep the Owner
informed about the progress and quality of the portion of the Work completed, (2) to endeavor
to guard the Owner against defects and deficiencies in the Work, and (3) to determine in
general if the Work is being performed in a manner indicating that the Work, when fully
completed, will be in accordance with the Contract Documents. However, the Architect shall
not be required to make exhaustive or continuous on-site inspections to check the quality or
quantity of the Work. The Architect shall neither have control over or charge of, nor be
responsible for, the construction means, methods, techniques, sequences or procedures, or for
safety precautions and programs in connection with the Work, since these are solely the
Contractor's rights and responsibilities under the Contract Documents.
2.6.2.2 The Architect shall report to the Owner known deviations from the Contract
Documents and from the most recent construction schedule submitted by the Contractor.
However, the Architect shall not be responsible for the Contractor's failure to perform the
Work in accordance with the requirements of the Contract Documents. The Architect shall be
responsible for the Architect's negligent acts or omissions, but shall not have control over or
charge of and shall not be responsible for acts or omissions of the Contractor, Subcontractors,
or their agents or employees, or of any other persons or entities performing portions of the
Work.
2.6.2.3 The Architect shall at all times have access to the Work wherever it is in preparation or
progress.
2.6.2.4 Except as otherwise provided in this Agreement or when direct communications have
been specially authorized, the Owner shall endeavor to communicate with the Contractor
through the Architect about matters arising out of or relating to the Contract Documents.
Communications by and with the Architect's consultants shall be through the Architect.
.,S:
2.6.2.5 The Architect shall have authority to reject Work that does not confonn to the
Contract Documents. Whenever the Architect considers it necessary or advisable, the Architect
() 1917, 1926, 1948, 1951, 1953, 1958, 1961, 1963, 1966, 1967, 1970, 1974, 1977, 1987, e 1997 by The American
Institute of Architects. Reproduction of the material herein or substantial quotation of its provisions
without written permission of the AlA 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
AlA and can be repro~uced in accordance with your license without violation until the date of expiration as
noted below. User Document: b141 -- 5/2212002. AlA License Number 1121922, which expires on 10131/2002.
17
This document has important legal
consequences. Consultation with an
attorney is encouraged with respect to
its completion or modification.
AUTHENTICATION OF THIS
ELECTRON/CALL Y DRAFTED AlA
DOCUMENT MAYBE MADE BY USING
AlA DOCUMENT 0401..
....'!!!!!!' .
.... ....
......,1... ,;.....
-
@ 1997 AIA@
AlA DOCUMENT 8141 - 1997
STANDARD FORM AGREEMENT
~
The American Institute of Architects
1735 New York Avenue NW.
. Washington, D.C. 20006-5292
will have authority to require inspection or testing of the Work in accordance with the
provisions of the Contract Documents. whether or not such Work is fabricated. installed or
completed. However. neither this authority of the Architect nor a decision made in good faith
either to exercise or not to exercise such authority shall give rise to a duty or responsibility of
the Architect to the Contractor. Subcontractors. mateHal and equipment suppliers. their agents
or employees or other persons or entities performing portions of the Work.
2.6.3 CERTIFICATION OF PAYMENTS TO CONTRACTOR
2.6.3.1 The Architect shall review and certify the amounts due the Contractor and shall issue
Certificates for Payment in such amounts. The Architect's certification for payment shall
constitute a representation to the Owner. based on the Architect's evaluation of the Work as
provided in Paragraph 2.6.2 and on the data comprising the Contractor's Application for
Payment, that the Work has progressed to the point indicated and that, to the best of the
Architect's knowledge, information and belief. the quality of the Work is in accordance with
the Contract Documents. The foregoing representations are subject (1) to an evaluation of the
Work for conformance with the Contract Documents upon Substantial Completion, (2) to
results of subsequent tests and inspections. (3) to correction of minor deviations from the
Contract Documents prior to completion, and (4) to specific qualifications expressed by the
Architect.
2.6.3.2 The issuance of a Certificate for Payment shall not be a representation that the
Architect has (1) made exhaustive or continuous on-site inspections to check the quality or
quantity of the Work, (2) reviewed construction means, methods. techniques, sequences or
procedures. (3) reviewed copies of requisitions received from Subcontractors and material
suppliers and other data requested by the Owner to substantiate the Contractor's right to
payment, or (4) ascertained how or for what purpose the Contractor has used money previously
paid on account of the Contract Sum.
2.6.3.3 The Architect shall maintain a record of the Contractor's Applications for Payment.
2.6.4 SUBMITTALS
2.6.4.1 The Architect shall review and approve or take other appropriate action upon the
Contractor's submittals such as Shop Drawings, Product Data and Samples, but only for the
limited purpose of checking for conformance with information given and the design concept
expressed in the Contract Documents. The Architect's action shall be taken with such
reasonable promptness as to cause no delay in the Work or in the activities of the Owner.
Contractor or separate contractors, while allowing sufficient time in the Architect's professional
judgment to permit adequate review. Review of such submittals is not conducted for the
purpose of determining the accuracy and completeness of other details such as dimensions and
quantities, or for substantiating instructions for installation or performance of equipment or
systems, all of which remain the responsibility of the Contractor as required by the Contract
Documents. The Architect's review shall not constitute approval of safety precautions or, unless
otherwise specifically stated by the Architect, of any construction means, methods. techniques.
sequences or procedures. The Architect's approval of a specific item shall not indicate approval
of an assembly of which the item is a component.
2.6.4.2 The Architect shall maintain a record of submittals and copies of submittals supplied
by the Contractor in accordance with the requirements of the Contract Documents.
2.6.4.3 If professional design services or certifications by a design professional related to
systems. materials or equipment are specifically required of the Contractor by the Contract
Documents. the Architect shall specify appropriate performance and design criteria that such
services must satisfy. Shop Drawings and other submittals related to the Work designed or
certified by the design professional retained by the Contractor shall bear such professional's
written approval when submitted to the Architect. The Architect shall be entitled to rely upon
the adequacy. accuracy and completeness of the services. certifications or approvals performed
by such design professionals.
() 1917, 1926, 1948, 1951, 1953, 1958, 1961, 1963, 1966, 1967, 1970, 1974, 1977, 1987, () 1997 by The Amencan
Institute of Architects. Reproduction of the material herein or substantial quotation of its provisions
without written permission of the AlA 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
AlA and can be reproduced in accordance with your license without violation until the date of expiration as
noted below. User Document: b141 -- 5/22/2002. AlA License Number 1121922, which expires on 10131/2002.
18
..-,#
This document has important legal
consequences. Consultation with an
attorney is encoura8f!d with respect to
its completion or modification.
AUTHENTICATION OF THIS
ELECTRONICALLY DRAFTED AlA
DOCUMENT MAYBE MADE BY USING
AlA DOCUMENT 0401. .
....~..
.... ....
-....i.....
-
@ 1997. AIA@
AlA DOCUMENT 8141 - 1997
STANDARD FORM AGREEMENT
~
The American Institute of Architects
1735 New York Avenue N.W.
Washington, D.C. 20006-5292
2.6.5 CHANGES IN THE WORK
2.6.5.1 The Architect shall prepare Change Orders and Construction Change Directives for
the Owner's approval and execution in accordance with the Contract Documents. The
Architect may authorize minor changes in the Work not involving an adjustment in Contract
Sum or an extension of the Contract Time which are consistent with the intent of the Contract
Documents. If necessary. the Architect shall prepare. reproduce and distribute Drawings and
Specifications to describe Work to be added. deleted or modified. as provided in Paragraph
2.8.2.
2.6.5.2 The Architect shall review properly prepared. timely requests by the Owner or
Contractor for changes in the Work. including adjustments to the Contract Sum or Contract
Time. A properly prepared request for a change in the Work shall be accompanied by sufficient
supporting data and information to permit the Architect to make a reasonable determination
without extensive investigation or preparation of additional drawings or specifications. If the
Architect determines that requested changes in the Work are not materially different from the
requirements of the Contract Documents. the Architect may issue an order for a minor change
in the Work or recommend to the Owner that the requested change be denied.
2.6.5.3 If the Architect determines that implementation of the requested changes would
result in a material change to the Contract that may cause an adjustment in the Contract Time
or Contract Sum, the Architect shall make a recommendation to the Owner, who may
authorize further investigation of such change. Upon such authorization. and based upon
information furnished by the Contractor. if any, the Architect shall estimate the additional cost
and time that might result from such change, including any additional costs attributable to a
Change in Services of the Architect. With the Owner's approval, the Architect shall incorporate
those estimates into a Change Order or other appropriate documentation for the Owner's
execution or negotiation with the Contractor.
2.6.5.4 The Architect shall maintain records relative to changes in the Work.
2.6.6 PROJECT COMPLETION
2.6.6.1 The Architect shall conduct inspections to determine the date or dates of Substantial
Completion and the date of final completion, shall receive from the Contractor and forward to
the Owner, for the Owner's review and records. written warranties and related documents
required by the Contract Documents and assembled by the Contractor. and shall issue a final
Certificate for Payment based upon a final inspection indicating the Work complies with the
requirements of the Contract Documents.
2.6.6.2 The Architect's inspection shall be conducted with the Owner's Designated
Representative to check conformance of the Work with the requirements of the Contract
Documents and to verify the accuracy and completeness of the list submitted by the Contractor
of Work to be completed or corrected.
2.6.6.3 When the Work is found to be substantially complete, the Architect shall inform the
Owner about the balance of the Contract Sum remaining to be paid the Contractor. including
any amounts needed to pay for final completion or correction of the Work.
2.6.6.4 The Architect shall receive from the Contractor and forward to the Owner: (1) consent
of surety or sureties. if any. to reduction in or partial release of retainage or the making of final
payment and (2) affidavits. receipts. releases and waivers of liens or bonds indemnifying the
Owner against liens.
_ ARTICLE 2.7 FACILITY OPERATION SERVICES
,I 2.7.1 The Architect shall meet with the Owner or the Owner's Designated Representative
promptly after Substantial Completion to review the need for facility operation services.
o 1917, 1926, 1948, 1951, 1953, 1958, 1961, 1963, 1966, 1967, 1970, 1974, 1977, 1987, C> 1997 by The Amencan
Institute of Architects. Reproduction of the material herein or substantial quotation of its provisions
without written permission of the AlA 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
AlA and can be reproduced in accordance with your license without violation until the date of expiration as
noted below. User Document: b141 -- 5/22/2002. AlA license Number 1121922, which expires on 10131/2002.
19
This document has important legal
consequences. Consultation with an
attorney is encoura8f!d with respect to
its completion or modification.
AUTHENTICATION OF THIS
ELECTRON/CALL Y DRAFTED AlA
DOCUMENT MAYBE MADE BY USING
AlA DOCUMENT 0401.
III!!!!!!!'
.... .-
..... .....
-';',,,'i:"
-
@ 1997 AIA@
AlA DOCUMENT 8141 - 1997
STANDARD FORM AGREEMENT
"
The American Institute of Architects
1735 New York Avenue N.W.
Washington, D.C. 20006-5292
2.7.2 Upon request of the Owner. and prior to the expiration of one year from the date of
Substantial Completion. the Architect shall conduct a meeting with the Owner and the Owner's
Designated Representative to review the facility operations and performance and to make
appropriate recommendations to the Owner. I
ARTICLE 2.8 SCHEDULE OF SERVICES
2.8.1 Design and Contract Administration Services beyond the following limits shall be
provided by the Architect as a Change in Services in accordance with Paragraph 1.3.3:
.1 up to Two (2) reviews of each Shop Drawing. Product Data item. sample and
similar submittal of the Contractor.
.2 up to Unlimited ( ) visits to the site by the Architect over the duration of the
Project during construction.
.3 up to Three (.3.) inspections for any portion of the Work to determine whether.
such portion of the Work is substantially complete in accordance with the
requirements of the Contract Documents.
.4 up to Three (.3.) inspections for any portion of the Work to determine final
completion. -
2.8.2 The following Design and Contract Administration Services shall be provided by the
Architect as a Change in Services in accordance with Paragraph 1.}3:
.1 review of a Contractor's submittal out of sequence from the submittal schedule
agreed to by the Architect;
.2 responses to the Contractor's requests for information where such information is
available to the Contractor from a careful study and comparison of the Contract
Documenls, field conditions, other Owner-provided information, Contractor-
prepared coordination drawings, or prior Project correspondence or
documentation;
.3 Change Orders and Construction Change Directives requiring evaluation of
proposals, including the preparation or revision of Instruments of Service;
.4 providing consultation concerning replacement of Work resulting from fire or
other cause during construction;
.5 evaluation of an extensive number of claims submitted by the Owner's
consultants. the Contractor or others in connection with the Work;
.6 evaluation of substitutions proposed by the Owner's consultants or contractors
and making subsequent revisions to Instruments of Service resulting therefrom;
.7 preparation of design and documentation for alternate bid or proposal requests
proposed by the Owner; or
.8 Contract Administration Services provided 60 days after the date of Substantial
Completion of the Work.
2.8.3 The Architect shall furnish or provide the following services only if specifically
designated:
Services
Responsibility
(Architect, Owner or Not Provided)
Location of Service
Description
.--,'
.1 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
Arch itect
Qwner
Owner
N/A
Architect
N/A
N/A
o 1917, 1926, 1948, 1951, 1953, 1958, 1961, 1963, 1966, 1967, 1970, 1974, 1977, 1987, 0 1997 by The American
Institute of Architects. Reproduction of the material herein or substantial quotation of its provisions
without written permission of the AlA 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
AlA and can be reproduced in accordance with your license without violation until the date of expiration as
noted below. User Document: b141 -- 5/22/2002. AlA License Number 1121922, which expires on 10131/2002.
20
This document has important leBaI
consequences. Consultation with an
attorney is encourased with respect to
its completion or modification.
AUTHENTICATION OF THIS
ELECTRON/CALLY DRAFTED AlA
DOCUMENTMAYBEMADEBYU~NG
AlA DOCUMENT 0401.
~~.
~J~~~
-....1.-
-
@ 1997 AIA@
AlA DOCUMENT 8141 - 1997
STANDARD FORM AGREEMENT
~.
The American Institute of Architects
1735 New York Avenue N.w.
Washington, D.C. 20006-5292
..8 Environmental Studies and
Reports
.9 Owner-Supplied Data
Coordination
.10 Schedule Development and
Monitoring
.11 Civil Design
.12 Landscape Design
.13 Interior Design
.14 Special Bidding or Negotiation
.15 Value Analysis
.16 Detailed Cost Estimating
.17 On-Site Project Representation
.18 Construction Management
.19 Start-up Assistance
.20 Record Drawings
.21 Post-Contract Evaluation
.22 Tenant-Related Services
.23 Furniture Selection I
Procurement
.24 Construction Administration
.25
Description of Services.
(Insert descriptions of the services designated)
~
N/A
N/A
Architect
Architect
Architect
N/A
N/A
Architect
N/A
N/A
N/A
Contractor
N/A
NJA
Architect
Architect
ARTICLE 2.9 MODIFICATIONS
2.9.1 Modifications to this Standard Form of Architect's Services: Design and Contract
Administration, if any. are as follows:
By its execution, this Standard Form of Architect's Services: Design and Contract
Administration and modifications hereto are incorporated into the Standard Form of
Agreement Between the Owner and Architect, AlA Document BI41-1997. that was entered into
by the parties as of the date:
(Pnnted name and title)
ArrEST:
l~
~Signature)
Dwayne Brinkley. Principal
(Pnnted name and tit/e)
. -,.~
10 1917, 1926, 1948, 1951, 1953, 1958, 1961, 1963, 1966, 1967, 1970, 1974, 1977, 1987, C> 1997 by The American
Institute of Architects. Reproduction of the material herein or substantial quotation of its provisions
without written permission of the AlA 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
AlA and can be reproduced in accordance with your license without violation until the date of expiration as
noted below. User Document: b141 -- 5/22/2002. AlA License Number 1121922, which expires on 10/31/2002.
21
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consequences. Consultation with an
attorney is encoura8f!d with respect to
its completion or modification.
AUTHENTICATION OF THIS
ELECTRON/CALL Y DRAFTED AlA
DOCUMENT MAYBE MADE BY USING
AlA DOCUMENT 0401.
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@ 1997 AIA@
AlA DOCUMENT 8141 - 1997
STANDARD FORM AGREEMENT
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The American Institute of Architects
1735 New York Avenue N.w.
Washington, D.C. 20006-5292
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Notes:
A:
B:
C:
D:
E:
F:
APPENDIX A
City of Paris
Police Facility
Article 1.1.2.5.1
Preliminary Project Budget
April 29, 2002
Land Cost
1,275,000
Testing Services
Subsurface Soils
Construction Materials
2,500
18,000
Construction
Building
Existing Site Utilities Relocation
Landscape
Contingency (7%)
3,499,000
o
15,000
204,200
FF&E
Furniture
A V Equipment
Communications Tower
Police Lab Equipment
210,000
30,000
o
20,000
City Budgets
Site Survey
Telephone I Computer
Moving Costs
Communications Relocation
Police Temporary Relocation Costs
4,000
80,800
2,000
o
o
Indirect Costs
AlE Basic Services
Cost Estimating
Civil Engineering
Landscape Design
AN IAcoustical Engineer
ADA Consultant
Interior Design & Furniture Selection
As-Built
Reimbursable (Budget Only)
338,000
11,000
7,000
6,500
12,000
6,000
38,000
8,000
38,000
Total Project Cost
5,825,000
175,000
Project Continguency (3%)
Total Project Budget
6,000,000
Refer to Appendix B
Budget assumes no existing utilities to be relocated and all necessary utilities
are available at site.
Assumes partial new furniture and reuse of some existing.
Assumes Police will remain in current facility during construction.
7% of Total Construction Budget
Budget assumes Bid Date of March 2003.
Note A
Note B
Note E
Note C
Note D
Note D
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Note F
APPENDIX B
Paris Police and Courts
4/10/02
Construction Budget Breakdown
IArea Area Cost/SF Cost
Site Development
Parking (Phase 1- 70 cars) 28,000 $ 3.75 $ 105,000
Earthwork 145,640 $ 2.00 $ 70,000
Building
Police 20,351 $ 95.00 $ 1,933,341
Court 4,250 $ 90,00 $ 382,483
Holding 4,413 $ 160.00 $ 706,153
Sallyport (Enclosed) 816 $ 95.00 $ 77,565
Subtotal 29,831 $ 109.77 $ 3,274,541
IEscalation to Mid Construction (4.2% per year- Dec 2001 to Jul 2003) $ 3.499.000 I
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1.4.1.2.2
A.
B.
C.
D.
E.
F.
G.
H.
1.
1.
K.
L.
M.
N.
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O.
APPENDIX C
CITY OF PARIS
POLICE FACILITY
ARTICLE 1.4.1.2.
SCOPE OF WORK - FURNITURE, FIXTURES, AND EQUIPMENT
Research:
A. Site visit current facility and documents current furniture to remain.
B. Incorporate existing furniture into new building.
Design Development:
A. Meet with Police and City staff to establish FF&E requirements
B. Coordinate FF&E requirements with architectural floor plans..
C. Update Budget.
Construction Administration Phase
Meet with city staff to establish furniture standards and requirements.
Present standards of quality finish and staffmg hierarchy to city staff.
Establish and review Scope of FF&E based upon budgeting and interior
design constraints.
Present FF&E preliminary package to city staff.
Present final FF&E package to city staff and finalize Budget.
Complete specifications and drawings for purpose of bidding package.
Coordinate with city staff bidding package front end general conditions
consistent with city purchasing standards.
Coordinate all MEP / Dimensional issues between bid package and
building Construction Documents.
Issue package to city for city handling of the bidding process.
Advise Owner and Bidders on clarifications, substitutions and issuance of
Addenda.
Assist Owner in evaluating prices and make recommendation for contract
awards.
Advise Owner and Vendor(s) on clarification items following notice to
proceed.
Provide on-site representative during furniture installation. (2 days).
Make one (1) on site visit to review completed FF&E installation and
develop and process furniture punch list.
Make one (1) on site visit for review of completed punch list prior to
Owner's final acceptance.
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SCOPE OF WORK - ADDITIONAL SERVICES
A. Work set forth by the Owner which is not set forth in the Basic Services.
B. Revisions to work that are inconsistent with previous approvals or
instructio ns.
C. Services related to the advertisement or issuance of bidding documents.
D. Work requested by Owner after 24 months from the commencement of this
project.
E. Services to develop and / or evaluate alternates for the bid documents.
F. Services to develop multiple bid documents other than stated above.
G. Services to develop record drawings.
H. Additional presentations other than stated above.
OWNERS RESPONSIBILITIES
A. Provide a single project representative.
B. Exercise review and approval function in accordance with the agreed project
schedule.
C. Provide all pertinent infornmtiol1 developed to date due sent which will affect
the work to be performed for this project.
D. Advertise, issue and receive furniture bids.
E. Execute the contract awards into signed agreements with the successful
furniture bidders.
F. Provide all management and coordination for the relocation of any existing
FF&E i.e., copiers, computers, microfiche, etc.
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APPENDIX D
CITY OF PARIS
POLICE FACILITY
ARTICLE 1.5.1
SERVICES AND COMPENSATION
1.4.1.2.3 BASIC AND SUPPLEMENTAL SERVICES INCLUDED IN CONTRACT
SCOPE OF WORK:
A. Basic AlE services fee $338.000
Reference Appendix A-Preliminary Project Budget
Fees to be billed monthly by percent complete of each Phase as follows:
Schematic Phase 20%
Design Development 20%
Construction Document 30%
Bidding 5%
Construction Administration 25%
Total
100%
The initial Building Construction Budget is set at $3,759,000 (Reference Appendix
"A"). This budget may be adjusted from time to time by City authorization. The
Architect will receive no adjustment in the fixed fee should the actual accepted
construction bid amount vary from the budget and subsequently be approved by City.
B. Professional Cost Estimating Services fee $1 LOOO
Detailed Cost Estimates shall be provided at Schematic and Design Development
phases. (10,000).
Architectural Coordination ($1,000).
C. Interior Design and FF&E selection fee $38.000
Selection, specification, and installation of furniture, and related equipment will be
provided as part of Basic Services. Reference Appendix C. Cost of these services shall
be $30,000.
Architectural coordination of all FF&E items will be $8,000 Services to be billed by
percent complete.
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D. Acoustical. AN consultant fees $12.000
Acoustical Sound Engineering and Audio Visual for training/Court Room ($11,000)
Architectural Coordination ($1,000).
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E. Civil Engineering fees $7.000
Civil Engineering Services including property line/topography verification, platting,
site horizontal control, water and sewer plans, utility plans, drainage maps, paving
plans, grading plans, erosion control, and utility coordination. ($6,500). Construction
Administration will be provided as part of Additional Services if required.
Architectural Coordination ($500).
Page 1 of I
F. ADA Consulting Services fees $6.000
Review of schematic, design development documents by state approved firm for
conformance. State mandated construction document review, substantial completion
punch site review, and final state required inspection. ($4,000). Scope included ADA
review of entire current facility for conformance $1,500.
Architectural Coordination ($500).
G. Interior Design fee $9.000
Interiors finish selection presentation, documentation, specifications, and shop drawing
reView.
H. Landscape Design Services Fee $6.500
Services shall include_selection of plant material, flatwork, design of irrigation system
if area directly north of building at new parking location, and providing assistance in
bidding and construction administration of these elements. Work does not include
modifications to the existing irrigation systems. Designer shall coordinate all work with
appropriate City Agencies. ($6,000).
Architectural Coordination ($500).
I. As-built Fee $.8.000
Survey of existing conditions at facility to be renovated and documentation of that
review coordination of contractor supplied As-built drawings at conclusion of
construction.
1. Reimbursable budget estimate $35.000
Reimbursable costs are an estimate only and reflect the judgment of the Architect.
Budget assumes all Construction Company Bidders will make a non-refundable
payment equal to the actual cost of printing bid documents. Actual savings or increases
will be forwarded to the City for action as additional service authorizations.
K. Several services contain estimates of compensation. Fees will be negotiated upon
definition of scope and any savings or increases in actual fees will be forwarded to City
for action as additional service authorizations. Estimated Services include: Items C, F,
G, H, I, J, & K.
TOTAL PROFESSIONAL FEES
TOTAL REIMBURSABLE BUDGET$
$426,500
38,000
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1.4.1.2.4 SCOPE OF WORK ASSUMPTIONS
A. Site survey to be provided by City.
B. Building site does not require platting, zoning or site submittal process.
C. City has complete As-Built drawings of existing building and site.
Page 2 of2
D. Geotechnieal Report provided by City.
1.4.1.2.5 OPTIONAL ADDITIONAL SERVICES
A. Lighting Design Consultants as requested by City.
B. Graphic Design Consultants as requested by City.
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APPENDIX E
CITY OF PARIS
POLICE FACILITY
ARTICLE 1.4.2
SPECIAL TERMS AND CONDITIONS OF THE CONTRACT
1.4.2.1 CHANGE ORDERS
A. Owner-requested Change Orders: The Architect's fees for all work
associated with Owner-Requested Change Orders shall be computed on an
hourly basis per Appendix "0" schedule.
B. Unknown Site Conditions: If the Architect, having used reasonable care
in evaluating existing Drawings and field conditions, fmds that those
existing conditions are not in accordance with the Construction
Documents, therefore requiring additional work or cost by the Contractor,
the cost of the additional or changed work shall be paid by the Owner.
The Architect's fee for work associated with such Change Orders shall be
computed on an hourly basis per Appendix "0" schedule.
C. Omissions: If the Architect fails to include or omits an item from the
Contract Documents, which was fully anticipated to be included in the
Project, thereby necessitating the need for a Change Order, the Architect
will not receive a fee for work associated with the Change Order.
D. Design Error: If the Architect incorrectly designs or specifies an item
which the owner specifically requested to be part of the scope of work and
fails to correct the error prior to installation in the Project, thereby
requiring its removal or change, the Architect shall be responsible for the
cost to replace said item with the proper item.
1.4.2.2 STANDARD OF CARE/CONTINGENCY
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A. In performing Architectural Services, the Architect will strive to use that
degree of care and skill ordinarily exercised under similar circumstances
by competent members of the architecture profession. Notwithstanding
compliance with this standard of care, the Owner can normally anticipate
that some changes and adjustments in the project will be required either
during or after construction. The Owner agrees to establish a contingency
fund to cover the reasonably anticipated costs of these changes and
adjustments as well as, changes due to code revisions and field conditions.
The Owner agrees to not seek costs related to item 1.4.2.1.C omissions
from Architect unless the aforementioned contingency funds are exhausted
by Non-Owner initiated changes.
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1.4.2.3 ADA COMPLIANCE
A. The Americans with Disabilities Act ("ADA") provides that it is a
violation of the ADA to design and construct a facility for fIrst occupancy
later that January 26, 1993 that does not meet the accessibility and
usability requirements of the ADA except where an entity can demonstrate
that it is structurally impractical to do so. The parties acknowledge that
the ADA and the corresponding State of Texas laws regarding disability
barriers ("State Law") will be subject to various and possible contradictory
interpretations. The Architect, therefore will use reasonable professional
efforts to interpret and comply with all applicable ADA and State Law
requirements _and other federal, state, and local laws, rules, codes,
ordinances and regulations as they apply to the Project. The Architect,
due to such competing interpretations, does not warrant or guarantee that
the Project will comply with interpretations of applicable provisions of the
ADA and State Law. However, the Architect will timely submit the Plans
and Specifications to the applicable State of Texas agency with respect to
compliance with State Law in order for such State of Texas agency to
review and comment to the Plans and Specifications prior to the scheduled
commencement of construction.
1.4.2.4 ARCHITECTURAL REGISTRATION
A. The Texas Board of Architectural Examiners, 8213 Shoal Creek
Boulevard, Suite 107, Austin, Texas 78758 (512-458-1363) has
jurisdiction over individuals licensed where the Architect's Registration
Law, Texas Civil Status, Article 249a.
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Page 2 of2
Appendix F
Article 1.4.1.3.1
ARCHITECTURAL BILLING RATES 2002
TITLE
RA TE/hr.
Senior Principal
150.00
Principal
130.00
Sr. Associate
85.00
Project Manager
80.00
Construction Administrator
80.00
Project ArchitectlDesigner
75.00
Staff Architect II
70.00
Staff Architect I
60.00
Architectural Designer
55.00
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Office Manager
60.00
Clerical
45.00
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Billing Rates are reviewed by Architect yearly. Rates are subject to adjustment July
1 sl of each year.