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R-2023-418 - 12/21/2023 RESOLUTION NO. R-2023-418 WHEREAS, the City of Round Rock desires to retain professional architectural services and design services related to the Old Settlers Park Buildout Project, and WHEREAS, PBK Sports has submitted a Standard Form of Agreement Between Owner and Architect, Construction Manager as Constructor Edition ("Agreement"), to provide said services, and WHEREAS, the City Council desires to enter into said Agreement with PBK Sports, Now Therefore BE IT RESOLVED BY THE COUNCIL OF THE CITY OF ROUND ROCK, TEXAS, That the Mayor is hereby authorized and directed to execute on behalf of the City a Standard Form of Agreement Between Owner and Architect, Construction Manager as Constructor Edition, with PBK Sports, a copy of same being attached hereto as Exhibit "A" and incorporated herein for all purposes. The City Council hereby finds and declares that written notice of the date, hour, place and subject of the meeting at which this Resolution was adopted was posted and that such meeting was open to the public as required by law at all times during which this Resolution and the subject matter hereof were discussed, considered and formally acted upon, all as required by the Open Meetings Act, Chapter 551, Texas Government Code, as amended. RESOLVED this 21 st day of December, 2023. City RI MOR ANkMayor un Roc , Texas ATTEST: MEAGAN KS, ity Clerk 0112.20223,4869-2358-2614 EXHIBIT A I A 64. Document B 13 3 - 2419 Standard Form of Agreement Between Owner and Architect, Construction Manager as Constructor Edition AGREEMENT made as of the day of in the year (In words, indicate duy, month aril year.) ADDITIONS AND DELETIONS: The author of this document has BETWEEN the Architect's client identified as the Owner: added information needed for Its (Name, legal status, address,and other information) completion.The author may also have revised the text of the original City of Round Rock AIA standard form.An Additions and 221 East Main Street Deletions Report that notes added Round Rock,Williamson and Travis Counties,Texas 78664 information as well as revisions to the standard form text is available from and the Architect: the author and should be reviewed.A (Name, legal status, add)-ess, and other it fo)wration) vertical line in the left margin of this document indicates where the author PBK Sports has added necessary information 14001 Dallas Pkwy,Dallas,TX and where the author has added to or Suite 400 deleted from the original AIA text. Dallas,Texas 75240 This document has important legal Phone; 972-233-1323 consequences.Consultation with an attorney is encouraged with respect for the following Project: to its completion or modification. (Name, location, and detailed description) This document is intended to be used in conjunction with AIA Documents Old Settlers Park Buildout A201-20171".General Conditions of Old Settlers Park 3300 E Palin Valley Blvd,Round frock,TX 78665 the Contract for Construction; Multipurpose Complex 2001 N Kenney Tort Blvd,Round Rock,TX 78665 A133-2019T"Standard Form of Agreement Between Owner and The Construction Manager(if known): Construction Manager as (Nance, legal status, address, and other information) Constructor where the basis of payment is the Cost of the Work Plus Unknown as of the date of this agreement a Fee with a Guaranteed Maximum Price;and A134-20197m Standard Form of Agreement Between Owner and Construction Manager as Constructor where the basis of The Owner and Architect agree as follows. payment is the Cost of the Work Pius a Fee without a Guaranteed Maximum Price.AIA Document A201 TM-2017 is adopted in this document by reference. Do not use with other general conditions unless this document is modified. Init. AIA Document B133—2019.Copyright©2014,and 2019.All rights reserved."The Amedcan Institute of Architects,""American Institute of Architects,""AIA,"the AIA Logo,and"AIA Contract Ducumenls"are trademarks of The American Institute of Architects.This document was produced at 15:0a:27 ET on 1 111 6120 2 3 under Order No.2114481333 which expires on 10!2412024,is not for resale,is licensed for one-time use only,and may only he used in accordance with the AIA Contract ! Documents°Terms of Service,To report copyright violations,e-mail doeinfogniacontracls.com. User Notes: (1131229295) TABLE OF ARTICLES 1 INITIAL INFORMATION 2 ARCHITECT'S RESPONSIBILITIES 3 SCOPE OF ARCHITECT'S BASIC SERVICES 4 SUPPLEMENTAL AND ADDITIONAL SERVICES 5 OWNER'S RESPONSIBILITIES 6 COST OF THE WORK 7 COPYRIGHTS AND LICENSES 8 CLAIMS AND DISPUTES 9 TERMINATION OR SUSPENSION 10 MISCELLANEOUS PROVISIONS 11 COMPENSATION 12 SPECIAL TERMS AND CONDITIONS 13 SCOPE OF THE AGREEMENT ARTICLE 1 INITIAL INFORMATION § 1.1 This Agreement is based on the Initial Information set forth in this Section 1.1. (For each item in this section, insert the information or a statement such as"not applicable"or"unknown at time of execution.') § 1.1.1 The Owner's program for the Project: (Insert the Owner's program, identhr documentation that establishes the Owner's program,or state the manner in which the program will be developed) Architect to develop program for 3C PARD Admin Offices-26,000 SF lobby,admin offices,conference rooms,rec/event storage,camp room/meeting room,loading dock,and support spaces. 3C Recreation Center-20,000 SF recreation center with I gym,fitness areas,and therapy pools.3D Multipurpose Complex 9,200 SF clubhouse with locker roams,meeting rooms,admin/operations office,restrooms,storage rooms,and support spaces.Auxiliary building with restroonrs,storage,and concessions In addition to the scope described above,PBK Sports recognizes that coordination with other selected design professionals for completion of surrounding scope items to include the track, parking,lighting,and water features adjacent to the rec facility will be required. § 1.1.2 The Project's physical characteristics: (Identify or describe pertinent it formation about the Project's physical characteristics,such as size;location; dimensions;geotechnical reports;site boundaries;topographic surveys;traffic and fttility studies;availability of public and private utilities and services;legal description of the site, etc) Project to be developed on City owned property;Old Settlers Park,Round Rock,Texas. § 11.3'1'he Owner's budget for the Cost of the Work,as defined in Section 6.1: (Provide total and,if known,a line item breakdown.) Twenty-three million one hundred thousand dollars and no cents. ($23,100,000.00) Init. AIA Document B133—2019.CopyrlghtQ 2014,and 2019.All rights reserved.`The American institute of Architects;'Americen Institute of Architects;'AIA,"the AIA Logo,and"AIA Contract Documents'are trademarks of The American Institute of Architects.This document was produced at 15:08:27 ET on 11/1612023 under 2 Order No.2114481333 which expires on 1012412024,is not for resale,is licensed for one-time use only,and may only be used In accordance with the AIA Contract t Documents®Terms of Service.To report copyright violations,e-mail doCnfo@aiacontracts.com. Notes: (1131229295) § 1.1.4 The Owner's anticipated design and construction milestone dates: .1 Design phase milestone dates,if any: See Schedule Attachment Exhibit C .2 Construction commencement date: See Schedule Attachment Exhibit C .3 Substantial Completion date or dates: j See Schedule Attachment Exhibit C .4 Other milestone dates: See Schedule Attachment Exhibit C § 1.1.5 The Owner intends to retain a Construction Manager pursuant to the following agreement: (Indicate agreement type.) [X] AIA Document A133-2019,Standard Form of Agreement Between Owner and Construction Manager as Constructor where the basis of payment is the Cost of the Work Plus a Fee with a Guaranteed Maximum Price, [ ] AIA Document A134-2019,Standard Form of Agreement Between Owner and Construction Manager as Constructor where the basis of payment is the Cost of the Work Plus a Fee without a Guaranteed Maximum Price. § 1.1.6 The Owner's requirements for accelerated or fast-track design and construction,or phased construction are set forth below: (List number and type of bidlprocurenfent packages.) No accelerated or fast-tracking requirements § 1.1.7 The Owner's anticipated Sustainable Objective for the Project: (Identify and describe the Ou,ner's Sustainable Objective fo)-the Project, if any.) No Sustainable Objectives.Codc Requirements only § 1,1.7.1 If the Owner identifies a Sustainable Objective,the Owner and Architect shall complete and incorporate AIA Document E234TIIL-2019,Sustainable Projects Exhibit,Construction Manager as Constructor Edition,into this Agreement to define the terms,conditions and services related to the Owner's Sustainable Objective.If E234-2019 is incorporated into this Agreement,the Owner and Architect shall incorporate the completed E234-2019 into the agreements with the consultants and contractors performing services or Work in any way associated with the Sustainable Objective. § 1.1.8 The Owner identifies the following representative in accordance with Section 5.4: (List name, address,and other,contact information.) Richard Will General Services,Building Construction Manager 212 Commerce Blvd Round Rock,Texas 78664 512-341-3311 [nit. AIA Document B133-2019.Copyright®2014,and 2019.All rights reserved."The American Institute of Architects,""American Institute of Architects,'"AIA,"the AIA Logo,and`AIA Contract Documents"are trademarks of The American Institute of Architects.This document was produced at 15:08:27 ET on 11/1612023 under 3 Order No.2114481333 which expires on 10/2412024,is not for resale,Is licensed for one-time use only.and may only be used in accordance with the AIA Contract Documents®Terms of Service.To report copyright violations,e-mail docinfo@aiacontracts.com. User Notes: (1131229295) § 1.1.9 The persons or entities,in addition to the Owner's representative,who are required to review the Architect's submittals to the Owner are as follows: (List name,address,and other contact information.) Austin Powers Kimley Horn and Associates,Inc. 5301 Southwest Parkway,Building 3,Suite 100 Austin,Texas 78735 512-646-2237 § 1.1,10 The Owner shall retain the following consultants and contractors: (List name, legal status,address,and other contact information) .1 Construction Manager: (The Construction Manager is identified on the cover page.Ifo Construction Manager has not been retained as of the date of this Agreement,state the anticipated date of retention.If the Architect is to assist the Oivner in selecting the Construction Manager, complete Section 4.1.1.1) None selected as of date of Agreement .2 Land Surveyor: SAM COMPANIES 4801 Southwest Parkway/Bldg.2 Suite 100/Austin,Texas 78735 512.447.0575 Office/512.326.3029 Fax/TBPELS#10064300 .3 Geotechnical Engineer: ROCK ENGINEERING AND TESTING LABORATORY,LLC(TBPE FIRM NO.2101) 7 ROUNDVILLE LANE•AUSTIN,TEXAS,78664 OFFICE:(512)284-8022 .4 Civil Engineer: Kimley Horn and Associates,Inc. 5301 Southwest Parkway,Building 3,Suite 100 Austin,Texas 78735 512-646-2237 .5 Other consultants and contractors: (List any other consultants and contractors retained by the Owner:) 1. Preferred Technologies—security and cameras Aaron Jamieson aaronjamiesonQpref-tech.com 737-222-1158 2. Austin Structured Cabling—IT and AV Jayson LeBlanc jleblanc@austinstructuredcabling.cam 512-964-1561 m. 3. HTS—Controls Bo Burns Bo.Burns@hts.com C 512.923.4150 4. Facilities Resources—Furniture Heidi Chiappardi RID,IIDA,NCIDQ hchiappardi@fri-texas.com fri-texas.com M:214-402-9397 § 1.1.11 The Architect identifies the following representative in accordance with Section 2.4: (List name,address,and other contact information.) 14001 Dallas Pkwy,Dallas,TX Suite 400 Dallas,Texas 75240 Phone:972-233-1323 Inst. AIA Document 8133—2019.Copyright®2014,and 2019.All rights reserved.*The American Institute of Architects;-American Institute of Architects,*"AIA;the PIA Logo,and'AIA Contract Documents`are trademarks of The American Institute of Architects.This document was produced at 15:08:27 ET on 11/18/2023 under Order No.2114481333 which expires on 1012412024,is not for resale,is licensed for one-time use only,and may only be used in accordance with the AIA Contrail f Documents®Terms of Service.To report copyright violations,a-mall docinfo@alacontrails.com. User Notes: (1131229295) § 1.1.12 The Architect shall retain the consultants identified in Sections 1.1.12.1 and 1.1.12.2: (List name,legal status, address,and other contact info)-mation.) § 1.1.12.1 Consultants retained under Basic Services: .1 Structural Engineer: Kubala Structural Contact:John Kubala Address: 11 Greenway Plaza,Suite 1510 Houston,TX 77046 Phone: 1-800-248-3674 .2 Mechanical Engineer: LTY Engineers Contact:Li-wei Yu Address:738 Highway 6 S Ste 615,Houston,TX 77079 Phone:(281)945-8888 .3 Electrical Engineer: LTY Engineers Contact:Li-wei Yu Address:738 Highway 6 S Ste 615,Houston,TX 77079 Phone:(281)945-8888 .4 Graphics Bluebeam Contact:Ashley Kolar Address: 11 Greenway Plaza,Suite 1510 Houston,TX 77046 Phone: 1-800-248-3674 .5 Building Envelope BEAM Contact:Casey Gaither Address: 14001 Dallas Pkwy,Dallas,TX Suite 400, Dallas,Texas 75240 Phone:972-233-1323 § 1,1.12,2 Consultants retained under Supplemental Services: Acoustical:WJHW Contact:Rene Garza Address: 3424 Midcourt Road,Suite 124 1 Carrollton,TX 75006 Phone:972.934.3700 Commissioning:WSP Contact:Ryan Bloom Address: 1601 S MOPAC EXPRESSWAY TWO BARTON SKYWAY,SUITE 325D AUSTIN,TX 78746 Phone:512.662.9330 FFE:PBK Contact:Emily Keith Address:601 NW Loop 410 Ste 400,San Antonio,TX 78216 Phone:(210)829-0123 § 1,1.13 Other Initial Information on which the Agreement is based: Init. AI Document 8133-20119.Copyright®2014,and 2019.Ali rights reserved."The American Institute of Architects;-American Institute cf Archfteds'-AIA;the AIA Logo,and"AIA Contract Documents"are trademarks of The American Institute of Architects.This document was produced at 15:08:27 ET on 11!1612023 under Order No.2114481333 whtch expires on 1012412024,is not for resale,is licensed for one-time use only,and may only he used In accordance with the AIA Contracl f Documents®Terms of Service.To report copyright violations,e-mail dccinfo@aiacontracts.com. User Notes: (1131229295) § 1.2 The Owner and Architect may rely on the Initial Information.Both parties,however,recognize that the Initial Information may materially change and,in that event,the Owner and the Architect shall appropriately adjust the Architect's services,schedule for the Architect's services,and the Architect's compensation.The Owner shall adjust the Owner's budget for the Cost of the Work and the Owner's anticipated design and construction milestones,as necessary,to accommodate material changes in the Initial information. § 1.3 The parties shall agree upon protocols governing the transmission and use of Instruments of Service or any other information or documentation in digital form.The parties will use AIA Document E203T"'-2013,Building Information Modeling and Digital Data Exhibit,to establish the protocols for the development,use,transmission,and exchange of digital data. § 1.3.1 Any use of,or reliance on,all or a portion of a building information model without agreement to protocols governing the use of,and reliance on,the information contained in the model and without having those protocols set forth in AIA Document E203T"1-2013,Building Information Modeling and Digital Data Exhibit,and the requisite AiA Document 0202TM-2013,Project Building Information Modeling Protocol Form,shall be at the using or relying party's sole risk and without liability to the other party and its contractors or consultants,the authors of,or contributors to,the building information model,and each of their agents and employees. ARTICLE 2 ARCHITECT'S RESPONSIBILITIES § 2.1 The Architect shall provide professional services as set forth in this Agreement.The Architect represents that it is properly licensed in the jurisdiction where the Project is located to provide the services required by this Agreement,or shall cause such services to be performed by appropriately licensed design professionals. § 2.2 The Architect shall perform its services consistent with the professional skill and care ordinarily provided by architects practicing in the same or similar locality under the same or similar circumstances.The Architect shall perform its services as expeditiously as is consistent with such professional skill and care and the orderly progress of the Project. § 2.3 The Architect shall provide its services in conjunction with the services of a Construction Manager as described in the agreement identified in Section 1.1.5.The Architect shall not be responsible for actions taken by the Construction Manager. § 2.4 The Architect shall identify a representative authorized to act on behalf of the Architect with respect to the Project. § 2.5 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. § 2.6 Insurance,The Architect shall maintain the following insurance until termination of this Agreement.if any of the requirements set forth below are in addition to the types and limits the Architect normally maintains,the Owner shall pay the Architect as set forth in Section 11.9. § 2.6.1 Commercial General Liability with policy limits of not less than one million dollars($ 1,000,000.00)for each occurrence and two million dollars($2,000,000.00)in the aggregate for bodily injury and property damage. § 2.6.2 Automobile Liability covering vehicles owned,and non-owned vehicles used,by the Architect with policy limits of not less than one million dollars($ 1,000,000.00)per accident for bodily injury,death of any person,and property darnage arising out of the ownership,maintenance and use of those motor vehicles,along with any other statutorily required automobile coverage. § 2.6.3 The Architect may achieve the required limits and coverage for Commercial General Liability and Automobile Liability through a combination of primary and excess or umbrella liability insurance,provided such primary and excess or umbrella liability insurance policies result in the same or greater coverage as the coverages required under Sections 2.6.1 and 2.6.2,and in no event shall any excess or umbrella liability insurance provide narrower coverage than the primary policy.The excess policy shall not require the exhaustion of the underlying limits only through the actual payment by the underlying insurers. Inst. AIA Document 13133-2019.Copyright®2014,and 2019.All rights reserved.'The American Institute of Architects."American Institute of Architects;'AIA;the AIA Logo,and"AIA Contract Documents'are trademarks of The American Institute of Architects.This document was produced at 15:08:27 ET on 1111612023 under Order No.2114481333 which expires on 1012412024,is not for resale,is licensed for one-time use only,and may only be used In accordance with the AIA Contract 1 Documentse Terms of Service.To report copyright violations,e-mail docinfo@alacantracts.com. User Notes: (1131229295) § 2.6.4 Workers'Compensation at statutory limits. § 2.6.5 Employers'Liability with policy limits not less than one million dollars($ 1,000,000.00)each accident,one million dollars ($1,000,000.00)each employee,and one million dollars ($1,000,000.00)policy limit. § 2.6.6 Professional Liability covering negligent acts,errors and omissions in the performance of professional services, with policy limits of not less than five million dollars($5,000,000.00)per claim and ten million dollars ($10,000,000.00 in the aggregate. § 2.6.7 Additional insured Obligations.To the fullest extent permitted by law,the Architect shall cause the primary and excess or umbrella polices for Commercial General Liability and Automobile Liability to include the Owner as an additional insured for claims caused in whole or in part by the Architect's negligent acts or omissions.The additional insured coverage shall be primary and non-contributory to any of the Owner's insurance policies and shall apply to both ongoing and completed operations. § 2.6.6 The Architect shall provide certificates of insurance to the Owner that evidence compliance with the requirements in this Section 2.6. ARTICLE 3 SCOPE OF ARCHITECT'S BASIC SERVICES § 3.1 The Architect's Basic Services consist of those described in this Article 3 and include usual and customary structural,mechanical,and electrical engineering services.Services not set forth in this Article 3 are Supplemental or Additional Services. § 3.1.1 The Architect shall manage the Architect's services,research applicable design criteria,attend Project meetings, communicate with members of the Project team,and report progress to the Owner. § 3,1.2 The Architect shall coordinate its services with those services provided by the Owner,the Construction Manager, and the Owner's consultants.The Architect shall be entitled to rely on,and shall not be responsible for,the accuracy, completeness,and timeliness of,services and information furnished by the Owner,the Construction Manager,and the Owner's consultants.The Architect shall provide prompt written notice to the Owner if the Architect becomes aware of any error,ornission,or inconsistency in such services or information. § 3.1.3 As soon as practicable after the date of this Agreement,the Architect shall submit,for the Construction Manager's review and the Owner's approval,a schedule for the performance of the Architect's services,The schedule shall include design phase milestone dates,as well as the anticipated dates for the commencement of construction and for Substantial Completion of the Work as set forth in the Initial Information.The schedule shall include allowances for periods of time required for the Owner's review,for the Construction Manager's review,for the performance of the Construction Manager's Preconstruction Phase services,for the performance of the Owner's consultants,and for approval of submissions by authorities having jurisdiction over the Project.Once approved by the Owner,time limits established by the schedule shall not,except for reasonable cause,be exceeded by the Architect or Owner.With the Owner's approval, the Architect shall adjust the schedule,if necessary,as the Project proceeds until the commencement of construction. § 3.1.4 The Architect shall submit information to the Construction Manager and participate in developing and revising the Project schedule as it relates to the Architect's services.The Architect shall review and approve,or take other appropriate action upon,the portion of the Project schedule relating to the performance of the Architect's services. §3.1.5 The Architect shall not be responsible for an Owner's directive or substitution,or for the Owner's acceptance of non-conforming work,made or given without the Architect's written approval. § 3.1.6 The Architect shall,in coordination with the Construction Manager,contact governmental authorities required to approve the Construction Documents and entities providing utility services to the Project.The Architect shall respond to applicable design requirements imposed by those authorities and entities. § 3.1.7 The Architect shall assist the Owner and Construction Manager in connection with the Owner's responsibility for filing documents required for the approval of governmental authorities having jurisdiction over the Project. Intl. AIADocument 13133-2019.CopyrightO 2014,and 2019.All rights reserved.'The American Institute of Architects,"`American Institute of Architects,""AIA;the AIA Logo,and'AIA Contract Documents'are trademarks of The American Institute of Architects.This document was produced at 15:08:27 ET on 11/18!2023 under 7 Order No.2114481333 which expires on 10/2412024,is not for resale,is licensed for one-time use only,and may only be used in accordance with the AIA Contract ! Documentsa Terms of Service.To report copyright violations,e-mail docinfo@aiacontracts.eom. User Notes: (1131229295) § 3.9.8 Prior to the Owner's acceptance of the Construction Manager's Guaranteed Maximum Price proposal,or the Owner's approval of t11e Construction Manager's Control Estimate,as applicable,the Architect shall consider the Construction Manager's requests for substitutions and,upon written request of the Construction Manager,provide clarification or interpretations pertaining to the Drawings,Specifications,and other documents submitted by the Architect.The Architect and Construction Manager shall include the Owner in communications related to substitution requests,clarifications,and interpretations. §3.2 Review of the Construction Manager's Guaranteed Maximum Price Proposal or Control Estimate § 3.2.1 At a time to be mutually agreed upon by the Owner and the Construction Manager,the Construction Manager shall prepare,for review by the Owner and Architect,and for the Owner's acceptance or approval,a_Guaranteed Maximum Price proposal or Control Estimate.The Architect shall assist the Owner in reviewing the Construction Manager's proposal or estimate.The Architect's review is not for the purpose of discovering errors,omissions,or inconsistencies;for the assumption of any responsibility for the Construction Manager's proposed means,methods,sequences,techniques,or procedures;or for the verification of any estimates of cost or estimated cost proposals.In the event that the Architect discovers any inconsistencies or inaccuracies in the information presented,the Architect shall promptly notify the Owner and Construction Manager. § 3.2.2 Upon authorization by the Owner,and subject to Section 4.2.1.14,the Architect shall update the Drawings, Specifications,and other documents to incorporate the agreed upon assumptions and clarifications contained in the Guaranteed Maximum Price Amendment or Control Estimate. § 3.3 Schematic Design Phase Services § 3.3.1 The Architect shall review the program,and other information furnished by the Owner and Construction Manager, and shall review laws,codes,and regulations applicable to the Architect's services. § 3.3.2 The Architect shall prepare a preliminary evaluation of the Owner's program,schedule,budget for the Cost of the Work,Project site,and other Initial Information,each in terms of the other,to ascertain the requirements of the Project. The Architect shall notify the Owner of(1)any inconsistencies discovered in the information,and(2)other information or consulting services that may be reasonably needed for the Project. § 3.3.3 The Architect shall present its preliminary evaluation to the Owner and Construction Manager and shall discuss with the Owner and Construction Manager alternative approaches to design and construction of the Project.The Architect shall reach an understanding with the Owner regarding the requirements of the Project. § 3.3.4 Based on the Project requirements agreed upon with the Owner,the Architect shall prepare and present,to the Owner and Construction Manager,for the Owner's approval,a preliminary design illustrating the scale and relationship of the Project components. § 3.3.5 Based on the Owner's approval of the preliminary design,the Architect shall prepare Schematic Design Documents for Construction Manager's review and the Owner's approval.The Schematic Design Documents shall consist of drawings and other documents including a site plan,if appropriate,and preliminary building plans,'sections and elevations;and may include some combination of study models,perspective sketches,or digital representations. Preliminary selections of major building systems and construction materials shall be noted on the drawings or described in writing. § 3.3.5.1 The Architect shall consider sustainable design alternatives,such as material choices and building orientation, together with other considerations based on program and aesthetics,in developing a design that is consistent with the Owner's program,schedule and budget for the Cost of the Work.The Owner may obtain more advanced sustainable design services as a Supplemental Service under Section 4.1. i § 3.3.5.2 The Architect shall consider with the Owner and the Construction Manager the value of alternative materials, E building systems and equipment,together with other considerations based on program and aesthetics,in developing a design for the Project that is consistent with the Owner's program,schedule,and budget for the Cost of the Work. § 3,3.6 The Architect shall submit the Schematic Design Documents to the Owner and the Construction Manager.The �( Architect shall meet with the Construction Manager to review the Schematic Design Documents. Inst. AIA Document 8133-2019.Copyright 02014,and 2019.All rights reserved."The American Institute of Archilects,'*American Institute of Architects,'"AIA,"the AIA Logo,and'AIA Contract Documents"are trademarks of The American Institute of Architects.This document was produced at 15:08:27 ET on 11!1612023 under 8 Order No.2114481333 which expires on 10/2412024,is not for resale,Is licensed for one-time use only,and may only be used in accordance with the AIA Contract i 1 Documents®Terms of Service.To report copyright violations,e-mail docinfo@aiacontracts.com. User Notes: (1131229295) I § 317 Upon receipt of the Construction Manager's review comments and cost estimate at the conclusion of the Schematic Design Phase,the Architect shall take action as required under Section 6.4,and request the Owner's approval of the Schematic Design Documents.If revisions to the Schematic Design Documents are required to comply with the Owner's budget for the Cost of the Work at the conclusion of the Schematic Design Phase,the Architect shall incorporate the required revisions in the Design Development Phase. § 3.3.8 In the further development of the Drawings and Specifications during this and subsequent phases of design,the Architect shall be entitled to rely on the accuracy of the estimates of the Cost of the Work,which are to be provided by the Construction Manager under the Construction Manager's agreement with the Owner. § 3.4 Design Development Phase Services § 3.4.1 Based on the Owner's approval of the Schematic Design Documents,and on the Owner's authorization of any adjustments in the Project requirements and the budget for the Cost of the Work,the Architect shall prepare Design Development Documents for the Construction Manager's review and the Owner's approval.The Design Development Documents shall be based upon information provided,and estimates prepared by,the Construction Manager and shall illustrate and describe the development of the approved Schematic Design Documents and shall consist of drawings and other documents including plans,sections,elevations,typical construction details,and diagrammatic layouts of building systems to fix and describe the size and character of the Project as to architectural,structural,mechanical and electrical systems,and other appropriate elements.The Design Development Documents shall also include outline specifications that identify major materials and systems and establish in general then quality levels. § 3,4.2 Prior to the conclusion of the Design Development Phase,the Architect shall submit the Design Development Documents to the Owner and the Construction Manager.The Architect shall meet with the Construction Manager to review the Design Development Documents. § 3.4.3 Upon receipt of the Construction Manager's information and estimate at the conclusion of the Design Development Phase,the Architect shall take action as required under Sections 6.5 and 6.6 and request the Owner's approval of the Design Development Documents. § 3.5 Construction Documents Phase Services § 3.5.1 Based on the Owner's approval of the Design Development Documents,and on the Owner's authorization of any adjustments in the Project requirements and the budget for the Cost of the Work,the Architect shall prepare Construction Documents for the Construction Manager's review and the Owner's approval.The Construction Documents shall illustrate and describe the further development of the approved Design Development Documents and shall consist of Drawings and Specifications setting forth in detail the quality levels and performance criteria of materials and systems and other requirements for the construction of the Work.The Owner and Architect acknowledge that,in order to perform the Work,the Construction Manager will provide additional information,including Shop Drawings,Product Data,Samples and other similar submittals,which the Architect shall review in accordance with Section 3.6.4. § 3.5.2 The Architect shall incorporate the design requirements of governmental authorities having jurisdiction over the Project into the Construction Documents. § 3,5.3 During the development of the Construction Documents,if requested by the Owner,the Architect shall assist the Owner and Construction Manager in the development and preparation of(1)the Conditions of the Contract for Construction(General,Supplementary and other Conditions)and(2)a project manual that includes the Conditions of the Contract for Construction and Specifications,and may include sample forms. i § 3.5.4 Prior to the conclusion of the Construction Documents Phase,the Architect shall submit the Construction Documents to the Owner and the Construction Manager.The Architect shall meet with the Construction Manager to review the Construction Documents. § 3.5.5 Upon receipt of the Construction Manager's information and estimate at the conclusion of the Construction Documents Phase,the Architect shall take action as required under Section 6.7,and request the Owner's approval of the Construction Documents. I I i Init. AiA Document B133-2019.Copyright(D2014,acrd 2019.All rights reserved."The American Institute of Architects;"American Institute of Architects,""AIA;the AiA Logo,and"AIA Contract Documents"are trademarks of The American Institute of Architects.This document was produced at 15:08:27 ET on 1111612023 under 9 Order No.2114481333 which expires on 10/24/2024,is not for resale,is licensed for one-time use only,and may only be used in accordance with the AIR Contract 1 Documents®Terms of Service.To report copyright violations,e-mail docinfo@alacontracts.com. User Notes: (1131229295) § 3.6 Construction Phase Services § 3.6.1 General § 3.6.1.1 The Architect shall provide administration of the Contract between the Owner and the Construction Manager as set forth below and in AIA Document A201T"t-2017,General Conditions of the Contract for Construction.If the Owner and Construction Manager modify AIA Document A201-2017,those modifications shall not affect the Architect's services under this Agreement unless the Owner and the Architect amend this Agreement.The term"Contractor"as used in A201-2017 shall mean the Construction Manager. § 3.6.1.2 Subject to Section 4.2,the Architect's responsibility to provide Construction Phase Services commences upon the Owner's acceptance of the Construction Manager's Guaranteed Maximum Price proposal,the Owner's approval of the Construction Manager's Control Estimate,or by a written agreement between the Owner and Construction Manager which sets forth a description of the Work to be performed by the Construction Manager prior to such acceptance or approval.Subject to Section 4.2,and except as provided in Section 3.6.6.5,the Architect's responsibility to provide Construction Phase Services terminates on the date the Architect issues the final Certificate for Payment. § 3.6.1.3 The Architect shall advise and consult with the Owner and Construction Manager during the Construction Phase Services.The Architect shall have authority to act on behalf of the Owner only to the extent provided in this Agreement. The Architect shall not have control over,charge of,or responsibility for the construction means,methods,techniques, sequences or procedures,or for safety precautions and programs in connection with the Work,nor shall the Architect be responsible for the Construction Manager'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 Construction Manager or of any other persons or entities performing portions of the Work. § 3,6,2 Evaluations of the Work § 3.6.2.1 The Architect shall visit the site at intervals appropriate to the stage of construction,or as otherwise required in Section 4.2.3,to become generally familiar with the progress and quality of the portion of the Work completed,and to determine,in general,if the Work observed 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.On the basis of the site visits,the Architect shall keep the Owner reasonably informed about the progress and quality of the portion of the Work completed, and promptly report to the Owner(1)known deviations from the Contract Documents,(2)known deviations from the most recent construction schedule submitted by the Construction Manager,and(3)defects and deficiencies observed in the Work. § 3.6.2.2 The Architect has the authority to reject Work that does not conform to the Contract Documents.Whenever the Architect considers it necessary or advisable,the Architect shall have the authority to require inspection or testing of the Work in accordance with the provisions of the Contract Documents,whether or not the 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 Construction Manager, Subcontractors,suppliers,their agents or employees,or other persons or entities performing portions of the Work. § 3.6.2.3 The Architect shall interpret and decide matters concerning performance under,and requirements of,the Contract Documents on written request of either the Owner or Construction Manager.The Architect's response to such requests shall be made in writing within any time limits agreed upon or otherwise with reasonable promptness. § 3.6.2.4 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 decisions,the Architect shall endeavor to secure faithful performance by both Owner and Construction Manager,shall not show partiality to either,and shall not be liable for results of interpretations or decisions rendered in good faith.The i Architect's decisions on(natters relating to aesthetic effect shall be final if consistent with the intent expressed in the Contract Documents. § 3.6.2.5 Unless the Owner and Construction Manager designate another person to serve as an Initial Decision Maker,as that term is defined in AIA Document A201-2017,the Architect shall render initial decisions an Claims between the I Owner and Construction Manager as provided in the Contract Documents. i a s j AIA Document 8133—2019.Copyright®2014,and 2019.All rights reserved."The American Institute of Architects,"`American Institute of Architects'"AIA,"the AIA 13 I nit. Logo,and"AIA Contract Documents"are trademarks of The American Institute of Architects.This document was produced at 15:09:27 ET on 11116/2023 under 10 Order No.2114481333 which expires on 1012412024,Is not for resale,is licensed for one-time use only,and may only be used in accordance with the AiA Contract / Documentss Terms of Service.To report copyright violations,e-mail docinfo@aiacontracts.com. User Notes: (1131229295) § 3.6.3 Certificates for Payment to Construction Manager § 3.6.3.1 The Architect shall review and certify the amounts due the Construction Manager and shall issue certificates 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 Section 3,6.2 and on the data comprising the Construction Manager's Application for Payment,that,to the best of the Architect's knowledge,information and belief,the Work has progressed to the point indicated,the quality of the Work is in accordance with the Contract Documents,and that the Construction Manager is entitled to payment in the amount certified.The foregoing representations are subject to(1)an evaluation of the Work for conformance with the Contract Documents upon Substantial Completion,(2)results of subsequent tests and inspections,(3)correction of minor deviations from the Contract Documents prior to completion,and(4)specific qualifications expressed by the Architect. § 3.6.3.2 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 suppliers and other data requested by the Owner to substantiate the Construction Manager's right to payment,or(4)ascertained how or for what purpose the Construction Manager has used money previously paid on account of the Contract Sum. § 3.6.3.3 The Architect shall maintain a record of the Applications and Certificates for Payment. § 3.6.4 Submittals § 3.6.4,1 The Architect shall review the Construction Manager's submittal schedule and shall not unreasonably delay or withhold approval of the schedule.The Architect's action in reviewing submittals shall be taken in accordance with the approved submittal schedule or,in the absence of all approved submittal schedule,with reasonable promptness while allowing sufficient time,in the Architect's professional judgment,to permit adequate review. § 3.6.4,2 The Architect shall review and approve,or take other appropriate action upon,the Construction Manager'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.Review of such submittals is not for the purpose of determining the accuracy and completeness of other information such as dimensions, quantities,and installation or performance of equipment or systems,which are the Construction Manager's responsibility. The Architect's review shall not constitute approval of safety precautions or 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. § 3.6.4.3 If the Contract Documents specifically require the Construction Manager to provide professional design services or certifications by a design professional related to systems,materials,or equipment,the Architect shall specify the appropriate performance and design criteria that such services must satisfy.The Architect shall review and take appropriate action on Shop Drawings and other submittals related to the Work designed or certified by the Construction Manager's design professional,provided the submittals bear such professional's seal and signature when submitted to the Architect.The Architect's review shall be for the limited purpose of checking for conformance with information given and the design concept expressed in the Contract Documents.The Architect shall be entitled to rely upon,and shall not be responsible for,the adequacy and accuracy of the services,certifications,and approvals performed or provided by such design professionals. § 3.6.4.4 Subject to Section 4.2,the Architect shall review and respond to requests for information about the Contract Documents.The Architect shall set forth,in the Contract Documents,the requirements for requests for information. Requests for information shall include,at a minimum,a detailed written statement that indicates the specific Drawings or Specifications in need of clarification and the nature of the clarification requested.The Architect's response to such requests shall be made in writing within any time limits agreed upon,or otherwise with reasonable promptness.If appropriate,the Architect shall prepare and issue supplemental Drawings and Specifications in response to the requests for information. § 3.6.4,5 The Architect shall maintain a record of submittals and copies of submittals supplied by the Construction Manager in accordance with the requirements of the Conti-act Documents. Init. AIA Document B133-2019.copyrightO 2014,and 2019.All rights reserved."The American Institute of Architects,'"American Institute of Architects;"AIA,"the AIA Logo,and"AIA Contract Documents'are trademarks of The American Institute of Architects.This document was produced at 15:06:27 ET on 11/1612023 under Order No.2114461333 which expires on 10/2412024,is not for resale,is licensed for one-time use only,and may only be used in accordance with the AiA Contract 1 Documents®Terms of Service.To report copyright violations,e-mail docinfo@aiacontracts.com. User Notes: (1131229295) § 3.6.5 Changes in the Work § 3.6.5.1 The Architect may order minor changes in the Work that are consistent with the intent of the Contract Documents and do not involve an adjustment in the Contract Sum or an extension of the Contract Time.Subject to Section 4.2,the Architect shall prepare Change Orders and Construction Change Directives for the Owner's approval and execution in accordance with the Contract Documents. § 3.6.5.2 The Architect shall maintain records relative to changes in the Work. § 3.6.6 Project Completion § 3.6.6.1 The Architect shall: .1 conduct inspections to determine the date or dates of Substantial Completion and the date of final completion; .2 issue Certificates of Substantial Completion; .3 forward to the Owner,for the Owner's review and records,written warranties and related documents required by the Contract Documents and received from the Construction Manager;and .4 issue a final Certificate for Payment based upon a final inspection indicating that,to the best of the Architect's knowledge,information,and belief,the Work complies with the requirements of the Contract Documents. § 3.6.6.2 The Architect's inspections shall be conducted with the Owner to(1)check conformance of the Work with the requirements of the Contract Documents and(2)verify the accuracy and completeness of the list submitted by the Construction Manager of Work to be completed or corrected. § 3.6.6.3 When Substantial Completion has been achieved,the Architect shall inform the Owner about the balance of the Contract Sum remaining to be paid the Construction Manager,including the amount to be retained from the Contract Sum, if any,for final completion or correction of the Work. § 3.6.6.4 The Architect shall forward to the Owner the following information received from the Construction Manager:(1) consent of surety or sureties,if any,to reduction in or partial release of retainage or the making of final payment;(2) affidavits,receipts,releases and waivers of liens,or bonds indemnifying the Owner against liens;and(3)any other documentation required of the Construction Manager under the Contract Documents. § 3.6.6.5 Upon request of the Owner,and prior to the expiration of one year from the date of Substantial Completion,the Architect shall,without additional compensation,conduct a meeting with the Owner to review the facility operations and performance. ARTICLE 4 SUPPLEMENTAL AND ADDITIONAL SERVICES § 4.1 Supplemental Services § 4.1.1 The services listed below are not included in Basic Services but may be required for the Project.The Architect shall provide the listed Supplemental Services only if specifically designated in the table below as the Architect's responsibility,and the Owner shall compensate the Architect as provided in Section 11.2.Unless otherwise specifically addressed in this Agreement,if neither the Owner nor the Architect is designated,the parties agree that the listed Supplemental Service is not being provided for the Project. (Designate the Architect's Supplemental Services and the apner's Supplemental Services requiredfor the Project by indicating whether the Architect at-Owner shall be responsible for providing the identified Supplemental Service.Insert a description of the Supplemental Services in Section 41.1.2 below or attach the description of services as an exhibit to this Agreement) Init. AIA Document B133-2019.Copyright 02014,and 2019.All rights reserved.'The American institute of Architects,"*American Institute of Architects,''AIA,"the AIA Logo,and'AIA Contract Documents`are trademarks of The American Institute of Architects.This document was produced at 15:08:27 ET on 1111612023 under 2 Order No.2114481333 which expires on 1012412024,Is not for resale,is licensed for one-time use only,and may only be used In accordance with the AIA Contract f Documents®Terms of service.To report copyright violations,e-mail docinfo@aiacontracts.com. User Notes: (1131229295) Supplemental Services Responsibility Architect, Otvner, or not r-ovided 4.1.1.1 Assistance with Selection of Construction Manager Owner 4.1.1.2 Programming Architect 4.1.1.3 Multiple Preliminary Designs Architect 4.1.1.4 Measured drawings Not Provided 4.1.1.5 Existing facilities surveys Not Provided 4.1.1.6 Site evaluation and planning Owner 4.1.1.7 Building information Model management responsibilities Not Provided § 4.1.1.8 Development of Building Information Models for post Not Provided construction use 4.1.1.9 Civil engineering Owner 4.1.1.10 Landscape design Owner 4,1.1.11 Architectural interior design Architect 4.1.1.12 Value analysis Not Provided 4.1.1.13 Cost estimating Owner 41.1,14 On-site ptj9ject representation Not Provided 4.1.1.15 Conformed documents for construction Architect 4.1.1.16 As-designed record drawings Not Provided 4,1.1.17 As-constructed record drawings Architect 4.1.1.18 Post-occupancy evaluation Not Provided 4.1,1.19 Facility support services Not Provided 4.1.1,20 Tenant-related services Not Provided 4.1.1.21 Architect's coordination of the Owner's consultants Architect 4.1.1.22 Telecommunications/data design Owner 4.1.1.23 Security evaluation and planning Owner 4.1.1.24 Commissioning Architecct 4.1.1,25 Sustainable Project Services pursuant to Section 4.1.3 Not Provided 4.1.1.26 Historic preservation Not Provided 4.1.1.27 Furniture,furnishings,and equipment desi n Owner/Architect 4.1.1.28 Other services provided by special Consultants Architect 4.1.1.29 Other Supplemental Services Architect § 4.1.2 Description of Supplemental Services § 4.1.2.1 A description of each Supplemental Service identified in Section 4.1.1 as the Architect's responsibility is provided below. (Describe in detail the Ar'chitect's Supplemental Services identified in Section 4.LI or,if set forth in an exhibit,identify the exhibit The AIA publishes a mrniber•of Standard For-in of Architect's Services document..that can be inchtded as an exhibit to describe the Architect's Supplemental Services.) Commissioning:Exhibit D Acoustical FFE Fitness Equipment § 4.1.2.2 A description of each Supplemental Service identified in Section 4.1.1 as the Owner's responsibility is provided below. (Desc)-ibe in detail the Owner's Supplemental Services identified in Section 4.LI or, if set forth in an exhibit, identify the exhibit.) Init. AIA Document 8133—2019.Copyright+f12014,and 2019.All rights reserved.'The American institute of Architects,""American Institute of Architects;"AIA;the AIA Logo,and"AIA Contract Documents"are trademarks of The American Institute of Architects,This document was produced at 15:08:27 ET on 11116/2023 under 13 Order No.2114481333 which expires on 1012412024,is not for resale,is licensed for one-time use only,and may only be used In accordance with the AIA Contract 1 Documents•Terms of Service.To report copyright violations,e-mail docinfo@atacontracls.com. User Notes: (1131229295) Exhibit:N/A Telecommunications/data design Security evaluation and planning Furniture design § 4.1.3 If the Owner identified a Sustainable Objective in Article 1,the Architect shall provide,as a Supplemental Service, the Sustainability Services required in AIA Document E234T"t-2019,Sustainable Projects Exhibit,Construction Manager as Constructor Edition,attached to this Agreement.The Owner shat)compensate the Architect as provided in Section 11.2. § 4.2 Architect's Additional Services The Architect may provide Additional Services after execution of this Agreement without invalidating the Agreement. Except for services required due to the fault of the Architect,any Additional Services provided in accordance with this Section 4.2 shall entitle the Architect to compensation pursuant to Section 11.3 and an appropriate adjustment in the Architect's schedule. § 4.2.1 Upon recognizing the need to perform the following Additional Services,the Architect shall notify the Owner with reasonable promptness and explain the facts and circumstances giving rise to the need.The Architect shall not proceed to provide the following Additional Services until the Architect receives the Owner's written authorization: .1 Services necessitated by a change in the Initial Information,previous instructions or recommendations given by the Construction Manager or the Owner,approvals given by the Owner,or a material change in the Project including size,quality,complexity,the Owner's schedule or budget for Cost of the Work,or bid packages in addition to those listed in Section 1.1.6; .2 Making revisions in Drawings,Specifications,or other documents(as required pursuant to Section 6.7), when such revisions are required because the Construction Manager's estimate of the Cost of the Work, Guaranteed Maximum Price proposal,or Control Estimate exceeds the Owner's budget,except where such excess is due to changes initiated by the Architect in scope,capacities of basic systems,or the kinds and quality of materials,finishes,or equipment; .3 Services necessitated by the enactment or revision of codes,laws,or regulations,including changing or editing previously prepared Instruments of Service; .4 Changing or editing previously prepared Instruments of Service necessitated by official interpretations of applicable codes,laws or regulations that are either(a)contrary to specific interpretations by the applicable authorities having jurisdiction made prior to the issuance of the building permit,or(b)contrary to requirements of the Instruments of Service when those Instruments of Service were prepared in accordance with the applicable standard of care; .5 Services necessitated by decisions of the Owner or Construction Manager not rendered in a timely manner or any other failure of performance on the part of the Owner of-the Owner's consultants or contractors; .8 Preparing digital models or other design documentation for transmission to the Owner's consultants and contractors,or to other Owner-authorized recipients; .7 Preparation of design and documentation for alternate bid or proposal requests proposed by the Owner or Construction Manager; .8 Preparation for,and attendance at,a public presentation,meeting or hearing; .9 Preparation for,and attendance at,a dispute resolution proceeding or legal proceeding,except where the Architect is party thereto; .10 Consultation concerning replacement of Work resulting from fire or other cause during construction;or .11 Assistance to the Initial Decision Maker,if other than the Architect; .12 Services necessitated by replacement of the Construction Manager or conversion of the Construction Manager as constructor project delivery method to an alternative project delivery method; .13 Services necessitated by the Owner's delay in engaging the Construction Manager; .14 Making revisions to the Drawings,Specifications,and other documents resulting from agreed-upon assumptions and clarifications included in the Guaranteed Maximum Price Amendment or Control Estimate;and .15 Making revisions to the Drawings,Specifications,and other documents resulting from substitutions included in the Guaranteed Maximum Price Amendment or Control Estimate. Init, AIA Document B133-2019.Copyright0 2014,and 2019.All rights reserved.'The American Institute of Architects; m 'Aerican Institute of Architects;'AIA,"the AIA Logo,and"AIA Contract Documents'are trademarks of The American Institute of Architects.This document was produced at 15:09:27 ET on i 1/1W023 under 1 Order No.2114491333 which expires on 10/24/2024,is not for resale,Is licensed for one-time use only,and may only be used in accordance with the AIA Contract f Documents®Terms of Service.To report copyright violations,e-mail d6cinfo@aiacontracts.com. User Notes: (1131229295) § 4.2.2 To avoid delay in the Construction Phase,the Architect shall provide the following Additional Services,notify the Owner with reasonable promptness,and explain the facts and circumstances giving rise to the need.If,upon receipt of the Architect's notice,the Owner determines that all or parts of the services are not required,the Owner shall give prompt written notice to the Architect of the Owner's determination.The Owner shall compensate the Architect for the services provided prior to the Architect's receipt of the Owner's notice: .1 Reviewing a Construction Manager's submittal out of sequence from the submittal schedule approved by the Architect; ,2 Responding to the Construction Manager's requests for information that are not prepared in accordance with the Contract Documents or where such information is available to the Construction Manager from a careful study and comparison of the Contract Documents,field conditions,other Owner-provided information,Construction Manager-prepared coordination drawings,or prior Project correspondence or documentation; .3 Preparing Change Orders,and Construction Change Directives that require evaluation of the Construction Manager's proposals and supporting data,or the preparation or revision of Instruments of Service; ,4 Evaluating an extensive number of Claims as the Initial Decision Maker;or .5 Evaluating substitutions proposed by the Owner or Construction Manager and making subsequent revisions to Instruments of Service resulting therefrom. § 4.2,3 The Architect shall provide Construction Phase Services exceeding the limits set forth below as Additional Services.When the limits below are reached,the Architect shall notify the Owner: .1 One( l )reviews of each Shop Drawing,Product Data item,sample and similar submittals of the Construction Manager .2 Bi Weekly visits to the site by the Architect during construction ,3 One ( 1)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 One(1)inspections for any portion of the Work to determine final completion .5 One(1_)walkthrough approximately 11 months after substantial completion to make note of warranty items § 4,2.4 Except for services required under Section 3.6.6.5 and those services that do not exceed the limits set forth in Section 4.2.3,Construction Phase Services provided more than 60 days after(1)the date of Substantial Completion of the Work or(2)the initial date of Substantial Completion identified in the agreement between the Owner and Contractor, whichever is earlier,shall be compensated as Additional Services to the extent the Architect incurs additional cost in providing those Construction Phase Services. § 4.2.5 If the services covered by this Agreement have not been completed within forty-five(45)months of the date of this Agreement,through no fault of the Architect,extension of the Architect's services beyond that time shall be compensated as Additional Services. ARTICLE 5 OWNER'S RESPONSIBILITIES § 5.1 Unless otherwise provided for under this Agreement,the Owner shall provide information in a timely manner regarding requirements for and limitations on the Project,including a written program which shall set forth the Owner's objectives;schedule;constraints and criteria,including space requirements and relationships;flexibility;expandability; special equipment;systems;and site requirements. j § 5.2 The Owner shall retain a Construction Manager to provide services,duties,and responsibilities as described in the agreement selected in Section 1.1.5. § 5.3 The Owner shall establish the Owner's budget for the Project,including(1)the budget for the Cost of the Work as defined in Section 6.1;(2)the Owner's other costs;and,(3)reasonable contingencies related to all of these costs.The Owner shall update the Owner's budget for the Project as necessary throughout the duration of the Project until final completion.If the Owner significantly increases or decreases the Owner's budget for the Cost of the Work,the Owner shall notify the Architect and Construction Manager.The Owner and the Architect,in consultation with the Construction Manager,shall thereafter agree to a corresponding change in the Project's scope and quality. § 5.3.1 The Owner acknowledges that accelerated,phased or fast-track scheduling provides a benefit,but also carries with it associated risks.Such risks include the Owner incurring costs for the Architect to coordinate and redesign portions of the Project affected by procuring or installing elements of the Project prior to the completion of all relevant Construction I nit. AIADocument B133-2019.CopyrightC 2014,and 2019.All rights reserved."The American Institute of Architects,"'American Institute of Architects;"AIA,"the AIA Log o,and'AIA Contract Documents"are trademarks of The American Institute of Architects.This document was produced at 15:08:27 ET on 11116/2023 under 15 Order No.2114481333 which expires on 10/24!2024,is not for resale,is licensed for one-time use only,and may only be used in accordance with the AIA Contract Documents"Terms of Service.To report copyright violations,e-mail doeinfo@aiacontracts.com. (1131229295) User Notes: Documents,and costs for the Construction Manager to remove and replace previously installed Work.If the Owner selects accelerated,phased or fast-track scheduling,the Owner agrees to include in the budget for the Project sufficient contingencies to cover such costs. § 5.4 The Owner shall identify a representative authorized to act on the Owner's behalf with respect to the Project.The Owner shall render decisions and approve the Architect's submittals in a timely manner in order to avoid unreasonable delay in the orderly and sequential progress of the Architect's services. § 5.5 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;designated wetlands; adjacent drainage;rights-of-way,restrictions,easements,encroachments,zoning,deed restrictions,boundaries and contours of the site;locations,dimensions,and other 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. § 5.8 The Owner shall furnish services of geotechnical engineers,which may include test borings,test pits,determinations of soil bearing values,percolation tests,evaluations of hazardous materials,seismic evaluation,ground corrosion tests and resistivity tests,including necessary operations for anticipating subsoil conditions,with written reports and appropriate recommendations. § 5.7 The Owner shall provide the Supplemental Services designated as the Owner's responsibility in Section 4.1.1. § 5.8 If the Owner identified a Sustainable Objective in Article 1,the Owner shall fulfill its responsibilities as required in AIA Document E234Tm-2019,Sustainable Projects Exhibit,Construction Manager as Constructor Edition,attached to this Agreement. § 5.9 The Owner shall coordinate the services of its own consultants with those services provided by the Architect.Upon the Architect's request,the Owner shall furnish copies of the scope of services in the contracts between the Owner and the Owner's consultants.The Owner shall furnish the services of consultants other than those designated as the responsibility of the Architect in this Agreement,or authorize the Architect to furnish them as an Additional Service,when the Architect requests such services and demonstrates that they are reasonably required by the scope of the Project.The Owner shall require that its consultants and contractors maintain insurance,including professional liability insurance,as appropriate to the services or work provided. § 5.10 The Owner shall furnish tests,inspections and reports required by law or the Contract Documents,such as structural,mechanical,and chemical tests,tests for air and water pollution,and tests for hazardous materials. § 5.11 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. § 5.12 The Owner shall provide prompt written notice to the Architect and Construction Manager if the Owner becomes aware of any fault or defect in the Project,including errors,omissions or inconsistencies in the Architect's Instruments of Service. ! § 5.13 The Owner shall include the Architect in all communications with the Construction Manager that relate to or affect the Architect's services or professional responsibilities.The Owner shall promptly notify the Architect of the substance of any direct communications between the Owner and the Construction Manager otherwise relating to the Project. Communications by and with the Architect's consultants shall be through the Architect. § 5.14 The Owner shall coordinate the Architect's duties and responsibilities set forth in the Agreement between the Owner and the Construction Manager with the Architect's services set forth in this Agreement.The Owner shall provide the Architect a copy of the executed agreement between the Owner and Construction Manager,including the General Conditions of the Contract for Construction. I i E Inst AIA Document 8133—2019.Copyright O 2014,and 2019.All rights reserved."The American Institute of Architects.—American Institute of Architects,'"AIA;the AIA Logo,and"AIA Contract Documents'are trademarks of The American Institute of Architects.This document was produced at 15:08:27 ET on 11/16/2023 under 16 Order No.211448i333 which expires on 1012412024,is not for resale,is licensed for one-lime use only,and may only be used in accordance with the AIA Contract i Documents°Terms of Service.To report copyright violations,e-mail docinfo@atacontracts.com. User Notes: (1131229295) i § 5.15 The Owner shall provide the Architect access to the Project site prior to commencement of the Work and shall obligate the Construction Manager to provide the Architect access to the Work wherever it is in preparation or progress. § 5.16 Within 15 days after receipt of a written request from the Architect,the Owner shall furnish the requested information as necessary and relevant for the Architect to evaluate,give notice of,or enforce lien rights. ARTICLE 6 COST OF THE WORK § 6.1 For purposes of this Agreement,the Cost of the Work shall be the total cost to the Owner to construct all elements of the Project designed or specified by the Architect and shall include the Construction Manager's general conditions costs, overhead,and profit.The Cost of the Work also includes the reasonable value of labor,materials,and equipment,donated to,or otherwise furnished by,the Owner.The Cost of the Work does not include the compensation of the Architect;the compensation of the Construction Manager for Preconstruction Phase services;the costs of the land,rights-of-way, financing,or contingencies for changes in the Work;or other costs that are the responsibility of the Owner. § 6.2 The Owner's budget for the Cost of the Work is provided in the Initial Information,and shall be adjusted throughout the Project as required under Sections 5.3 and 6.4.Evaluations of the Owner's budget for the Cost of the Work represent the Architect's judgment as a design professional. § 6.3 The Owner shall require the Construction Manager to include appropriate contingencies for design,bidding or negotiating,price escalation,and market conditions in estimates of the Cost of the Work.The Architect shall be entitled to rely on the accuracy and completeness of estimates of the Cost of the Work the Construction Manager prepares as the Architect progresses with its Basic Services.The Architect shall prepare,as an Additional Service,revisions to the Drawings,Specifications or other documents required due to the Construction Manager's inaccuracies or incompleteness in preparing cost estimates,or due to market conditions the Architect could not reasonably anticipate.The Architect may review the Construction Manager's estimates solely for the Architect's guidance in completion of its services,however, the Architect shall report to the Owner any material inaccuracies and inconsistencies noted during any such review. § 6.3.1 If the Architect is providing cost estimating services as a Supplemental Service,and a discrepancy exists between the Construction Manager's cost estimates and the Architect's cost estimates,the Architect and the Construction Manager shall work together to reconcile the cost estimates. § 6.4 If,prior to the conclusion of the Design Development Phase,the Construction Manager's estimate of the Cost of the Work exceeds the Owner's budget for the Cost of the Work,the Architect,in consultation with the Construction Manager, shall make appropriate recommendations to the Owner to adjust the Project's size,quality or budget for the Cost of the Work,and the Owner shall cooperate with the Architect in making such adjustments. § 6.5 If the Construction Manager's estimate of the Cost of the Work at the conclusion of the Design Development Phase exceeds the Owner's budget for the Cost of the Work,the Owner shall .1 give written approval of an increase in the budget for the Cost of the Work; .2 terminate in accordance with Section 4.5; .3 in consultation with the Architect and Construction Manager,revise the Project program,scope,or quality as required to reduce the Cost of the Work;or ,4 implement any other mutually acceptable alternative. § 6.6 If the Owner chooses to proceed under Section 6.5.3,the Architect,without additional compensation,shall incorporate the revisions in the Construction Documents Phase as necessary to comply with the Owner's budget for the Cost of the Work at the conclusion of the Design Development Phase Services,or the budget as adjusted under Section 6.5.1.The Architect's revisions in the Construction Documents Phase shall be the limit of the Architect's responsibility under this Article 6. § 6.7 After incorporation of modifications under Section 6.6,the Architect shall,as an Additional Service,make any required revisions to the Drawings,Specifications or other documents necessitated by the Construction Manager's subsequent cost estimates,the Guaranteed Maximum Price proposal,or Control Estimate that exceed the Owner's budget for the Cost of the Work,except when the excess is due to changes initiated by the Architect in scope,basic systems,or the jkinds and quality of materials,finishes or equipment. i Init. AIA Document 13133-2019.Copyright02014,and 2019.All rights reserved.'The American Institute of Architects""American Institute of Architects;"AIA,'the AiA Logo,and"AIA Contract Documents"are trademarks of The American Institute of Architects.This document was produced at 15:08:27 ET on 11/1812023 under 17 Order No.2114481333 which expires on 10124/2024,is not for resale,is licensed for one-time use only,and may only be used in accordance with the AIA Contract f Documents"Terms of Service.To report copyright violations,e-mail docinfo®aiacontracts,com. User Notes: (1131229295) ARTICLE 7 COPYRIGHTS AND LICENSES § 7.1 The Architect and the Owner warrant that in transmitting Instruments of Service,or any other information,the transmitting party is the copyright owner of such information or has permission from the copyright owner to transmit such information for its use on the Project. § 7.2 The Architect and the Architect's consultants shall be deemed the authors and owners of their respective Instruments of Service,including the Drawings and Specifications,and shall retain all common law,statutory and other reserved rights,including copyrights.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. § 7.3 The Architect grants to the Owner a nonexclusive license to use the Architect's Instruments of Service solely and exclusively for purposes of constructing,using,maintaining,altering and adding to the Project,provided that the Owner substantially performs its obligations under this Agreement,including prompt payment of all stems due,pursuant to Article 9 and Article 11.The Architect shall obtain similar nonexclusive licenses from the Architect's consultants consistent with this Agreement.The license granted under this section permits the Owner to authorize the Construction Manager,Subcontractors,Sub-subcontractors,and suppliers,as well as the Owner's consultants and separate contractors, to reproduce applicable portions of the Instruments of Service,subject to any protocols established pursuant to Section 1.3,solely and exclusively for use in performing services or construction for the Project.If the Architect rightfully terminates this Agreement for cause as provided in Section 9.4,the license granted in this Section 7.3 shall terminate. § 7.3.1 In the event the Owner uses the Instruments of Service without retaining the authors of the Instruments of Service, the Owner releases the Architect and Architect's consultant(s)from all claims and causes of action arising from such uses. The Owner,to the extent permitted by law,further agrees to indemnify and hold harmless the Architect and its consultants from all costs and expenses,including the cost of defense,related to claims and causes of action asserted by any third person or entity to the extent such costs and expenses arise from the Owner's use of the Instruments of Service under this Section 7.3.1.The terms of this Section 7.3.1 shall not apply if the Owner rightfully terminates this Agreement for cause under Section 9.4. § 7.4 Except for the licenses granted in this Article 7,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.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. § 7.5 Except as otherwise stated in Section 7.3,the provisions of this Article 7 shall survive the termination of this Agreement. ARTICLE 8 CLAIMS AND DISPUTES § 8.1 General § 8.1.1 The Owner and Architect shall commence all claims and causes of action against the other and arising out of or related to this Agreement,whether in contract,tort,or otherwise,in accordance with the requirements of the binding dispute resolution method selected in this Agreement and within the period specified by applicable law,but in any case not more than 10 years after the date of Substantial Completion of the Work.The Owner and Architect waive all claims and causes of action not commenced in accordance with this Section 8.1.1. i § 8.1.2 To the extent damages are covered by property insurance,the Owner and 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 have to the proceeds of such insurance as set forth in AIA Document A201-2017,General Conditions of the Contract for Construction.The Owner or the Architect,as appropriate,shall require of the Construction Manager,contractors, consultants,agents and employees of any of them,similar waivers in favor of the other patties enumerated herein. § 8.1.3 The Architect shall indemnify and hold the Owner and the Owner's officers and employees harmless from and against damages,losses and judgments arising from claims by third parties,including reasonable attorneys'fees and expenses recoverable under applicable law,but only to the extent they are caused by the negligent acts or omissions of the Architect,its employees and its consultants in the performance of professional services under this Agreement.The Architect's obligation to indemnify and hold the Owner and the Owner's officers and employees harmless does not Init. AIA Document 8133—2019.Copyright®2014,and 2019.All rights reserved."The American Institute of Architects;'American Institute of Architects,"'AIA,'the AIA Logo,and'AIA Contract Documents'are trademarks of The American Institute of Architects.This document was produced at 15:08:27 ET on 1111612023 under $ Order No.2114481333 which expires on 1012412024,is not for resale,is licensed for one-lime use only,and may only be used in accordance with the AIA Contract t Documents"Terms of Service.To report copyright violations,e-mail docinfo@aiacontracts.com. User Notes: (1131229295) include a duty to defend.The Architect's duty to indemnify the Owner under this Section 8.l.3 shall be limited to the available proceeds of the insurance coverage required by this Agreement. § 8.1.4 The Architect and Owner waive consequential damages for claims,disputes,or other matters in question arising out of or relating to this Agreement.This mutual waiver is applicable,without limitation,to all consequential damages due to either party's termination of this Agreement,except as specifically provided in Section 9.7. § 8.2 Mediation § 8.2.1 Any claim,dispute,or other matter in question arising out of or related to this Agreement shall be subject to mediation as a condition precedent to binding dispute resolution.if such matter relates to or is the subject of a lien arising out of the Architect's services,the Architect may proceed in accordance with applicable law to comply with the lien notice or filing deadlines prior to resolution of the matter by mediation or by binding dispute resolution. § 8.2.2 The Owner and Architect shall endeavor to resolve claims,disputes and other matters in question between them by mediation,which,unless the parties mutually agree otherwise,shall be administered by the American Arbitration Association in accordance with its Construction Industry Mediation Procedures in effect on the date of this Agreement.A request for mediation shall be made in writing,delivered to the other party to this Agreement,and filed with the person or entity administering the mediation.The request may be made concurrently with the filing of a complaint or other appropriate demand for binding dispute resolution but,in such event,mediation shall proceed in advance of binding dispute resolution proceedings,which shall be stayed pending mediation for a period of 60 days from the date of filing, unless stayed for a longer period by agreement of the parties or court order.If an arbitration proceeding is stayed pursuant to this section,the parties may nonetheless proceed to the selection of the arbitrator(s)and agree upon a schedule for later proceedings. § 8.2.3 The parties shall share the mediator's fee and any filing fees equally.The mediation shall be field in the place where the Project is located,unless another location is mutually agreed upon.Agreements reached in mediation shall be enforceable as settlement agreements in any court having jurisdiction thereof, § 8.2.4 If the parties do not resolve a dispute through mediation pursuant to this Section 8.2,the method of binding dispute resolution shall be the following: (Cheek the appropriate box) [ ] Arbitration pursuant to Section 8.3 of this Agreement [X] Litigation in a court of competent jurisdiction [ J Other:(Specify) If the Owner and Architect do not select a method of binding dispute resolution,or do not subsequently agree in writing to a binding dispute resolution method other than litigation,the dispute will be resolved in a court of competent jurisdiction. § 8.3 Arbitration § 8.3.1 If the parties have selected arbitration as the method for binding dispute resolution in this Agreement,any claim, dispute or other matter in question arising out of or related to this Agreement subject to,but not resolved by,mediation shall be subject to arbitration,which,unless the parties mutually agree otherwise,shall be administered by the American Arbitration Association in accordance with its Construction Industry Arbitration Rules in effect on the date of this Agreement.A demand for arbitration shall be made in writing,delivered to the other party to this Agreement,and filed with the person or entity administering the arbitration. § 8.3.1.1 A demand for arbitration shall be made no earlier than concurrently with the filing of a request for mediation,but in no event shall it be made after the date when the institution of legal or equitable proceedings based on the claim,dispute or other matter in question would be barred by the applicable statute of limitations.For statute of limitations purposes, receipt of a written demand for arbitration by the person or entity administering the arbitration shall constitute the institution of legal or equitable proceedings based on the claim,dispute or other matter in question. Init. AIA Document B133—20ig.Copyright®2014,and 2019.All rights reserved."The American Institute of Architects,""American Institute of Architects,'"AIA,"the AIA Logo,and"AIA Contract Documents"are trademarks of The American Institute of Architects.This document was produced at 15:08:27 6T on 11116/2023 under 19 Order No.2114481333 which expires on 10/2412024,is not for resale,is licensed for one-time use only,and may only be used in accordance with the AIR Contract f Documents"Terms of Service.To report copyright violations,e-mail docinfo@aiacontracts.com. User Notes: (1131229295) § 8.3.2 The foregoing agreement to arbitrate,and other agreements to arbitrate with an additional person or entity duly consented to by parties to this Agreement,shall be specifically enforceable in accordance with applicable law in any court having jurisdiction thereof. § 8.3.3 The award rendered by the arbitrator(s)shall be final,and judgment may be entered upon it in accordance with applicable law in any court having jurisdiction thereof. § 814 Consolidation or Joinder § 8.3.41 Either patty,at its sole discretion,may consolidate an arbitration conducted under this Agreement with any other arbitration to which it is a patty provided that(1)the arbitration agreement governing the other arbitration permits consolidation;(2)the arbitrations to be consolidated substantially involve common questions of law or fact;and(3)the arbitrations employ materially similar procedural rules and methods for selecting arbitrator(s). § 8.3.4.2 Either party,at its sole discretion,may include by joinder persons or entities substantially involved in a common question of law or fact whose presence is required if complete relief is to be accorded in arbitration,provided that the party sought to be joined consents in writing to such joinder.Consent to arbitration involving an additional person or entity shall not constitute consent to arbitration of any claim,dispute or other matter in question not described in the written consent. § 8.3.4.3 The Owner and Architect grant to any person or entity made a party to an arbitration conducted under this Section 8.3,whether by joinder or consolidation,the same rights of joinder and consolidation as the Owner and Architect under this Agreement. § 8.4 The provisions of this Article 8 shall survive the termination of this Agreement. ARTICLE 9 TERMINATION OR SUSPENSION § 9.1 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,the Architect shall give seven days'written notice to the Owner before suspending services.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 Owner shall pay the Architect all suns 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. § 9.21f the Owner suspends the Project,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. § 9.3 If the Owner suspends the Project for more than 90 cumulative days for reasons other than the fault of the Architect, the Architect may terminate this Agreement by giving not less than seven days'written notice. § 9.4 Either party may terminate this Agreement upon not less than seven days'written notice should the other party fail substantially to perform in accordance with the terms of this Agreement through no fault of the party initiating the termination. § 9.5 The Owner may terminate this Agreement upon not less than seven days'written notice to the Architect for the Owner's convenience and without cause. § 9.6 If the Owner terminates this Agreement for its convenience pursuant to Section 9.5,or the Architect terminates this Agreement pursuant to Section 9.3,the Owner shall compensate the Architect for services performed prior to termination, Reimbursable Expenses incurred,and costs attributable to termination,including the costs attributable to the Architect's termination of consultant agreements. § 9.7 (Paragraphs deleted) Init. AIA Document B133—2019.Copyright®2014,and 2019.All rights reserved."The American Institute of Architects;'American Institute of Architects,""AIA,"the AIA Logo,and'AIA Contract Documents'are trademarks of The American Institute of Architects.This document was produced at 15:08:27 ET on 1111/1612023 under 20 Order No.2114481333 which expires on 10124/2024,Is not for resale,is licensed for one-time use only,and may only be used in accordance with the AIA Contract / Documents°Terms of Service.To report copyright violations,e-mail docinfo@aiacontracts.com. User Notes: (1131229295) Paragraph Deleted Not Used § 9.9 Except as otherwise expressly provided herein,this Agreement shall terminate one year from the date of Substantial Completion, § 9.9 The Owner's rights to use the Architect's Instruments of Service in the event of a termination of this Agreement are set forth in Article 7 and Section 9.7. ARTICLE 10 MISCELLANEOUS PROVISIONS § 10.1 This Agreement shall be governed by the law of the place where the Project is located,excluding that jurisdiction's choice of law rules.If the parties have selected arbitration as the method of binding dispute resolution,the Federal Arbitration Act shall govern Section 8.3. § 10.2 Terms in this Agreement shall have the same meaning as those in AIA Document A201-2017,General Conditions of the Contract for Construction,except as modified in this Agreement.The term"Contractor"as used in A201-2017 shall mean the Construction Manager. § 10.3 The Owner and Architect,respectively,bind themselves,their agents,successors,assigns,and legal representatives to 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 a lender providing financing for the Project if the lender agrees to assume the Owner's rights and obligations under this Agreement,including any payments due to the Architect by the Owner prior to the assignment. § 10.4 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.If the Owner requests the Architect to execute consents reasonably required to facilitate assignment to a lender,the Architect shall execute all such consents that are consistent with this Agreement,provided the proposed consent is submitted to the Architect for review at least 14 days prior to execution.The Architect shall not be required to execute certificates or consents that would require knowledge,services,or responsibilities beyond the scope of this Agreement. § 10.5 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. § 10.6 Unless otherwise required in this Agreement,the Architect 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. § 10.7 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.The Owner shall provide professional credit for the Architect in the Owner's promotional materials for the Project.This Section 10.7 shall survive the termination of this Agreement unless the Owner terminates this Agreement for cause pursuant to Section 9.4, § 10.6 If the Architect or Owner receives information specifically designated as"confidential"or"business proprietary," the receiving party shall keep such information strictly confidential and shall not disclose it to any other person except as set forth in Section 10.8.1.This Section 10.8 shall survive the termination of this Agreement. § 10.8.1 The receiving party may disclose"confidential'or"business proprietary"information after 7 days'notice to the other party,when required by law,arbitrator's order,or court order,including a subpoena or other form of compulsory legal process issued by a court or governmental entity,or to the extent such information is reasonably necessary for the receiving patty to defend itself in any dispute.The receiving party may also disclose such information to its employees, consultants,or contractors in order to perform services or work solely and exclusively for the Project,provided those employees,consultants and contractors are subject to the restrictions on the disclosure and use of such information as set forth in this Section 10.8. Init. AIA Document 8133-2019.Copyrighi@ 2014,and 2019.All rights reserved."The American Institute of Architects,"'American Institute of Archheets;"A1A,'the AIA Logo, Co,and'AIA Contract Documents"are trademarks of The American Institute of Architects.This document was produced at 15:08:27 ET on 11/1612023 under Order No.2114481333 which expires on 10/24/2024,is not for resale,is licensed for one-time use only,and may only be used in accordance with the AIA Contract 21 f Documents®Terms of Service.To report copyright violations,a-map doctnfo@aiaconlracts.com. User Notes: (1131229295) § 10.9 The invalidity of any provision of the Agreement shall not invalidate the Agreement or its remaining provisions.if it is determined that any provision of the Agreement violates any law,or is otherwise invalid or unenforceable,then that provision shall be revised to the extent necessary to make that provision legal and enforceable.In such case the Agreement shall be construed,to the fullest extent permitted by law,to give effect to the parties'intentions and purposes in executing the Agreement. ARTICLE 11 COMPENSATION § 11.1 For the Architect's Basic Services described under Article 3,the Owner shall compensate the Architect as follows: I .1 Stipulated Not to Exceed(NTE)Sum ($1,790,250.00)one million seven hundred acid ninety thousand tivo hundred and fifty dollars acrd no cents i (Paragraphs deleted) § 11.2 For the Architect's Supplemental Services designated in Section 4.1.1 and for any Sustainability Services required pursuant to Section 4.1.3,the Owner shall compensate the Architect as follows: (Insert amolmt of, or bosisfor,compensation.If necessary,list specific services to which particular methods of compensation apply.) FFE Fitness Equipment($50,000) Acoustical($1$,000) Commissioning($37,300) The Owner shall pay to the Architect an amount NTE one hundred and five thousand three hundred dollars and no cents ($105,300.00)for Supplemental Services § 11.3 For Additional Services that may arise during the course of the Project,including those under Section 4.2,the Owner shall compensate the Architect as follows: (Insert amount of or basis far,compensation) The Owner shall pay to the Architect an amount NTE one hundred thousand dollars and no cents($100,000.00)for additional services requested at the sole discretion of the Owner.Additional Services shall be at a rate negotiated between the Owner and the Architect. § 11.4 Compensation for Supplemental and Additional Services of the Architect's consultants when not included in Sections 11.2 or 11.3,shall be the amount invoiced to the Architect plus zero percent(Oolo),or as follows: (Insert amount of,or basis for computing,Architect's constdtants'compensation for Supplemental or Additional Services.) Supplemental Service(NTE$105,300.00) Additional Services(NTE$100,000) The cost of Supplemental and Additional Services combined shall not exceed two hundred and five thousand three hundred dollars and no cents($205,300.00)and are included in the total not-to exceed amount of TWO MILLION AND THIRTY FIVE THOUSAND FIVE HUNDRED AND FIFTY DOLLARS AND NO CENTS ($2,035,550.00) § 11.5 When compensation for Basic Services is based on a stipulated sum or a percentage basis,the proportion of compensation for each phase of services shall be as follows: Programming Five Precent ( 5 %) Schematic Design Phase Fifteen percent ( 15 %) Init. AIA Document B133—2019.CopyrightO 2014,and 2019.All rights reserved."The American Institute of Architects,""American Institute of Architects;'AIA,"the AIA Logo,and"AIA Contract Documents"are trademarks of The American Institute of Architects.This document was produced at 15:08:27 ET on 1111812023 under Order N o.2114481333which expires on 1012412024,is not for resale,islicensedfor one-time use only,and may only be used in accordance wlth the AIA Contract 2 t Documents®Terms of Service.To report copyright violations,e-mail docinfo@aiacantmcts.com. user Nates: (1131229295) Design Development Phase Twenty-five percent ( 25 %) Construction Documents Phase Twenty-five percent ( 25 %) Bidding and Award Five Percent ( 5 %) Construction Phase Twenty percent ( 20 %) Closeout Five Percent ( 5 %)__ Total Basic Compensation one hundred percent ( 100 %) The Owner acknowledges that with an accelerated Project delivery,multiple bid package process,or Construction Manager as constructor project delivery method,the Architect may be providing its services in multiple Phases simultaneously.Therefore,the Architect shall be permitted to invoice monthly in proportion to services performed in each Phase of Services,as appropriate. § 11.6 Paragraph Deleted Not Used § 11,6.1 Paragraph Deleted Not Used § 11.7 The hourly billing rates for services of the Architect and the Architect's consultants are set forth below.The rates shall be adjusted in accordance with the Architect's and Architect's consultants'normal review practices. (Yapplicable, attach all exhibit of hourly billing rates oi•insert them below.) See Exhibit B Employee or Category Rate($0.00) § 11.8 Compensation for Reimbursable Expenses § 11,8.1 Reimbursable Expenses are in addition to compensation for Basic,Supplemental,and Additional Services and include expenses incurred by the Architect and the Architect's consultants directly related to the Project,as follows: .1 Transportation and authorized out-of-town travel and subsistence; ,2 Long distance services,dedicated data and communication services,teleconferences,Project web sites, and extranets; .3 Permitting and other fees required by authorities having jurisdiction over the Project; .4 Printing,reproductions,plots,and standard form documents; .5 Postage,handling,and delivery; .6 Expense of overtime work requiring higher than regular rates,if authorized in advance by the Owner; .7 Renderings,physical models,mock-ups,professional photography,and presentation materials requested s by the Owner or required for the Project; .8 If required by the Owner,and with the Owner's prior written approval,the Architect's consultants' '• expenses of professional liability insurance dedicated exclusively to this Project,or the expense of additional insurance coverage or limits in excess of that normally maintained by the Architect's consultants; .9 All taxes levied on professional services and on reimbursable expenses; .10 Site office expenses; .11 Registration fees and any other fees charged by the Certifying Authority or by other entities as necessary to achieve the Sustainable Objective;and .12 Other similar Project-related expenditures. § 11.8.2 For Reimbursable Expenses the compensation shall be the expenses incurred by the Architect and the Architect's consultants plus zero percent(0%)of the expenses incurred. § 11.8.3 Travel reimbursements may be made for meals,travel,lodging as follows: .1 all travel shall be in coach and not in business class; .2 toll road charges if provided with documentation of the date and time the toll charges were incurred; .3 lodging shall be in a standard room in a hotel located within Round Rock's City limits;and .4 meals shall be reimbursed at an amount not-to-exceed$50.00 per day. This amount includes tips. Init. AIADocument B133-2019.Copyright 02014,and 2019.All rights reserved.'The American Institute of Architects,"'American Institute of Architects;'AIA,*the AIA Log o,and'AIA Contract Documents"are trademarks of The American Institute of Architects.This document was produced at 15:09:27 ET on 11/1612023 under 23 Order No.2114461333 which expires on 10124/2024,is not for resale,is licensed for one-Time use only,and may only be used in accordance with the AIA Contract t Documents"Terms of service.To report copyright violations,e-mail docinfo@aiacont(acts.com. User Notes: (1131229295) § 11.8.4 Travel reimbursements shall only apply to travel in excess of forty(40)miles. Architect is responsible for providing all receipts to Owner for the reimbursement of items set forth above. Receipts shall be provided to the Owner within thirty(30)days of the expenditure to qualify for reimbursement and shall provide enough detail for the Owner to determine the requested reimbursements meet the criteria set forth herein. I t shall be in the sole discretion of the Owner to determine if expenses submitted by Architect are reasonable and qualify for reimbursement pursuant to the terms of the Agreement. § 11.8.5 Cost of personal entertainment,amusements,alcoholic beverages,traffic citations,personal items or illegal activities will not be reimbursed.Expenses due to vacations or personal trips in conjunction with travel are not reimbursable. Adequate travel time is allowed,but travel expenses are not paid for absences not required by Owner business. § 11.8.6 Payment for reimbursable expenses set forth in Section 11.8.1,shall not exceed the maximum sum of Forty Thousand and no one-hundredths dollars($40,000.00),and such amount is not included in the Basic Services and Supplemental Services,and Additional Services fees in 11.1, 11.2, and 11.3,but is included in the total not-to exceed amount of TWO MILLION AND THIRTY FIVE THOUSAND FIVE HUNDRED AND FIFTY DOLLARS AND NO CENTS($2,035,550.00) §11.9 Architect's Insurance.If the types and limits of coverage required in Section 2.6 are in addition to the types and limits the Architect normally maintains,the Owner shall pay the Architect for the additional costs incurred by the Architect for the additional coverages as set forth below: {Insert the additional coverages the Architect is required to obtain in order-to satisfy the r•equiremenlsset forth in Section 2.6,and for which the Owner shall reimbtn•se the At-chitect.) § 11.10 Payments to the Architect § 11.10.1 Initial Payments § 11.10.1.1 An initial payment ofzero($0)shall be made upon execution ofthis Agreement and is the minimum payment under this Agreement.It shall be credited to the Owner's account in the final invoice. § 11.10.1.2 Paragraph Deleted Not Used § 11.10.2 Progress Payments § 11.10.2.1 Unless otherwise agreed,payments for services shall be made monthly in proportion to services performed. Payments are due and payable upon presentation of the Architect's invoice.Amounts unpaid beyond the date required by the Texas Prompt Payment Act shall bear interest at the rate allowed herein;however,under no circumstances shall the Architect be entitled to receive interest on payments which are late because of a good faith dispute between Architect and City or because of amounts which the City has to a right to withhold under this Agreement or state law. § 11.10.2.1.1 Invoices.Architect's invoices to City shall provide complete information and documentation to substantiate Architect's charges,and shall be in a form to be specified by Director.All payments to Architect shall be made on the basis of the invoices submitted by Architect and approved by Director.Such invoices shall conform to the schedule of services and costs in connection therewith set out hereinabove.All Reimbursable Expenses shall be clearly shown.Should additional backup material be reasonably requested by Director,Architect shall comply promptly with such request.In this regard,in response to a reasonable request from Director,Architect shall make all records and books relating to this Agreement available to City for inspection and auditing purposes. § 11.10.2.1.2 Payment of Invoices.City reserves the right to correct any error that may be discovered in any invoice that may have been paid to Architect and to adjust the same to meet the requirements of the Agreement.Following approval of invoices,City will endeavor to pay Architect promptly. § 11.10.2,1.3 Offsets.City may,at its option,offset any amounts due and payable under this Agreement against any debt (including taxes)lawfully due to City from Architect,regardless of whether the amount due arises pursuant to the terms of this Agreement or otherwise and regardless of whether or not the debt due to City has been reduced to judgment by a court Init. AIA Document 8133—2019.copyrightQ 2014,and 2019.All rights reserved.'The American Institute of Architects,' American Institute of Architects:'AIA,'theAlA Logo,and'AIA Contract Documents'are trademarks of TheAmerican institute of Architects.This document was produced at 15:08:27 ET on 11116/2023 under 2� Order No.2114481333 which expires on 1012412024,isnot for resale,is licensed for one-time use only,and may only be resect in accordance with the AIA Confrect l Documents*Terms of Service.To report copyright violations,e-mall docinfoLMaiacontracts.com. tfser Notes: (1131229295) § 11.10.2.2 The Owner shall not withhold amounts from the Architect's compensation to impose a penalty or liquidated damages on the Architect,or to offset sums requested by or paid to contractors for the cost of changes in the Work,unless the Architect agrees or has been found liable for the amounts in a binding dispute resolution proceeding. § 11.10.2.3 Records of Reimbursable Expenses,expenses pertaining to Supplemental and Additional Services,and services performed on the basis of hourly rates shall be available to the Owner at mutually convenient times. ARTICLE 12 SPECIAL TERMS AND CONDITIONS Special terms and conditions that modify this Agreement are as follows: (Include other lernfs and conditions applicable to this Agreement) § 12.1 Project Interruptions:Because of substantial cost incurred by the Architect to stop and restart a project once it is underway,should the Project's progress be halted at any time for 60 or more days by the Owner,for any reason,a project restart fee of 5%of the total fee earned to date,shall be due and payable immediately. § 12.2 Statement of Jurisdiction: The Texas Board of Architectural Examiners,333 Guadalupe,Suite 2-350,Austin, Texas 78701,telephone(512)305-9000,has jurisdiction over complaints regarding the professional practice of persons registered as architects in Texas. § 12.5 The Architect shall have the right to photograph the Project and to use the photos in the promotion of the professional practice through print,presentation and online advertising,public relations,brochures or other marketing materials.Should additional photos be needed in the future,the Owner agrees to provide reasonable access to the facility. The Owner also agrees to cite the Architect as the designer in all publicity,presentations,and public relations activities which mention the name of or depict the facility. § 12.6 Force Majeure.Neither City nor Architect shall be deemed in violation of this Agreement if it is prevented from performing any of its obligations hereunder by reasons for which it is not responsible or circumstances beyond its control. However,notice of such impediment or delay in performance must be timely given,and all reasonable efforts undertaken to mitigate its effects. § 12.7 Assignment.The parties each hereby bind themselves,their successors,assigns and legal representatives to each other with respect to the terms of this Agreement.Architect shall not assign,sublet or transfer any interest in this Agreement without prior written authorization of City's Director. § 12.8 Amendments.This Agreement,representing the entire agreement between the parties,may only be amended or supplemented by mutual agreement of the parties hereto in writing. § 12.9 Enforcement and Venue,This Agreement shall be enforceable in Round Rock,Williamson County,Texas,and if legal action is necessary by either party with respect to the enforcement of any or all of the terms or conditions herein, exclusive venue for same shall lie in Williamson County,Texas.This Contract shall be governed by and construed in accordance with the laws and court decisions of the State of Texas. § 12.10 Notices.All notices and correspondence to City by Architect shall be mailed or delivered as follows: City Manager,City of Round Rock 221 East Main Sheet Round Rock,Texas 78664 And to Stephanie L.Sandre,City Attorney 309 East Main Street Round Rock,Texas 78664 All notices and correspondence from City to Architect shall be mailed or delivered to the Architect as follows: Sean Plunkett PBK Sports Init. AIA Document 8133—2019.Copyright®2014,and 2019.All fights reserved."The American Institute of Architects;"American Institute of Architects;"AIA,"the AIA Logo,and"AIA Contract Documents'are trademarks of The American institute of Architects.This document was produced at 15:08:27 ET on 11(1612023 under Order No.2114481333 which expires on 10/2412024,Is not for resale,is licensed for one-time use only,and may only be used In accordance with the AIA Contract 2� Documentse Terms of Service.To report copyright violations,a-mall docinfo@alaconlraets.com. User Notes: (1131229295) 14001 Dallas Pkwy,Dallas,TX Suite 400 Dallas,Texas 75240 Phone:972-233-1323 § 12.11 Financial Interest Prohibited.Architect covenants and represents that Architect,its officers,employees,agents, consultants and subcontractors will have no financial interest,direct or indirect,in the purchase or sale of any product, materials or equipment that will be recommended or required for the construction of the Project. § 12.12 Confidentiality.Except as otherwise provided in the Agreement,Architect's reports,evaluations,designs, drawings,data,and all other documentation and work developed by Architect hereunder shall be kept confidential,and shall not be disclosed to any third parties without the prior written consent and approval of City's Director,except as necessary to perform the services required by the Agreement.This provision shall not apply if the work product is order to be disclosed by court or other legal authority,or is already in the public domain. § 12.13 Registered Accessibility Consultant.The Owner will engage a Registered Accessibility Specialist(RAS)to perform a review of the Design Development submittals for compliance with the Texas Accessibility Standards and provide comments to the Architect.The Owner will engage the same RAS to register the Project and provide the state mandated reviews and inspections. ARTICLE 13 SCOPE OF THE AGREEMENT § 13.1 This Agreement represents the entire and integrated agreement between the Owner and the Architect and supersedes all prior negotiations,representations or agreements,either written or oral.This Agreement may be amended only by written instrument signed by both the Owner and Architect. § 13.2 This Agreement is comprised of the following documents identified below: .1 AIA Document B 133T"t-2014,Standard Form Agreement Between Owner and Architect,Construction Manager as Constructor Edition .2 AIA Document E203T"'-2013,Building Information Modeling and Digital Data Exhibit,dated as indicated below,if completed,or the following: (Insert the date of the E203-2013 incorporated into this agreement.) NA .3 Exhibits: (Check the appropriate box for any exhibits inncoiporated into this Agreement.) [NA] AIA Document E234Ttit-2019,Sustainable Projects Exhibit,Construction Manager as Constructor Edition dated as indicated below. (Insert the date of the E234-2019 incorporated into this agreement) [X] Other Exhibits incorporated into this Agreement: (Clearly identify,any other exhibits incorporated into this Agreement, including any exhibits and scopes of services identified as exhibits in Section 4.1.2.) Exhibit A Round Rock Old Settlers Perk AE Proposal Exhibit B Architects Hourly Billing Rates Exhibit C Schedule of Services Exhibit D Commissioning Proposal .4 Other documents: (List other documents, if any,forming part of the Agreement) Inst. AIA Document 8133—2019.Copyright 02014,and 2019,All rights reserved.'The American Institute of Architects;'American Institute of Architects,'"AIA;the AIA Logo,and'AIA Contract Documents'are trademarks of The American Institute of Architects.This document was produced at 15:08:27 ET on 1111612023 under 26 Order No.2114481333 which expires on 1012412024,is not for resale,is licensed for one-lime use only,and may only be used in accordance with the AIA Contract t Documentse Terms of Service.To report copyright violations,e-mail docinfo@aiacontracts.com. User Notes: (1131229295) This Agreement entered into as of the day and year first written above, OWNER(Signalure) H igr7alrre) Sean Plunkett,ATA,NCARB,RA,LEER AP Craig Morgan,Mayor Principal (Prinled mmne and Lille) (Prinled name, Lille,and license numbe)-,if required) tr11t AIA document 8133-2019,Copyright 02014,and 2019,All rights reserved.'The American Institute of Architects,"Arne6can Institute of Architects,' AIA,'the AIA Logo,and`AIA Contract documents'are iradoma"of The American Institute of Architects.This document was produced at 15:08:27 ET on 1 111 612 02 3 under 27 Order No.2114481333 which expires on 1012412024,Is not for resale,is licensed for one-time use only,and may only be used in accordance with the AIA Contract Documents*Terms of Service.To report copyright violations,a-map docfnfo@aiaconlracls corn User Notes: (1131229295) Additions and Deletions Report for AIA®Document B133@—20 19 This Additions and Deletions Report,as defined on page 1 of the associated document,reproduces below all text the author has added to the standard form AIA document in order to complete it,as well as any text the author may have added to or deleted from the original AIA text.Added text is shown underlined.Deleted text is Indicated with a horizontal line through the original AIA text. Note: This Additions and Deletions Report Is provided for Information purposes only and is not incorporated Into or constitute any part of the associated AIA document.This Additions and Deletions Report and its associated document were generated simultaneously by AIA software at 15:08:27 ET on 1111612023. PAGE 1 City of Round Rock 221 East Main Street Round Rock Williamson and Travis Counties Texas 78664 PBK Sports 14001 Dallas Pkwy,Dallas,TX Suite 400 Dallas,Texas 75240 Phone:972-233-1323 Old Settlers Park Buildout Old Settlers Park 3300 E Palm Valley Blvd,Round Rock,TX 78665 Multipurpose Complex 2001 N Kenney Fort Blvd,Round Rock,TX 78665 Unknown as of the date of this agreement PAGE 2 Architect to develop program for 3C PARD Admin Offices-26,000 SF lobby,admin offices,conference rooms, ree%vent storage,camp room/meeting room,loading dock,and support spaces. 3C Recreation Center-20,000 SF recreation center with 1 gym,fitness areas,and therapy pools.3D Multipurpose Complex 9,200 SF clubhouse with locker rooms,meeting rooms,admin/operations office,restrooms,storage rooms,and support spaces.Auxiliary building with restrooms,storage,and concessions In addition to the scope described above.PBK Spouts recognizes that coordination with other selected design professionals for completion of surrounding scope items to include the track, parking,lighting,and water features adiacent to the reg facility will be required. Proiect to be developed on City owned property:Old Settlers Park.Round Rock.Texas. Twenty-three million one hundred thousand dollars and no cents. ($23.100.000.00) PAGE 3 See Schedule Attachment Exhibit C Additions and Deletions Report for AIA Document 8133—2019.Copyright 0 2014,and 2019.All rights reserved.'The American Institute of Architects,* American Institute of Architects;'AIA,"the AIA Logo,and"AIA Contract Documents'are trademarks of The American Institute of Architects.This document was produced at 15:08:27 ET on 11/16/2023 under Order No.2114481333 which expires on 10/2412024,is not for resale,is licensed for one-time use only,and may only be used in accordance with the AIA Contract Documents*Terms of Service.To report copyright violations,e-mail dodnfo®aiacontraets.eom. User Notes: (1131229295) See Schedule Attachment Exhibit C See Schedule Attachment Exhibit C See Schedule Attachment Exhibit C [1-----,X1AIA Document A 133 2019,Standard Form of Agreement Between Owner and Construction Manager as Constructor where the basis of payment is the Cost of the Work Plus a Fee with a Guaranteed Maximum Price. No accelerated or fast-tracking requirements No Sustainable Objectives.Code Requirements only Richard Will General Services,Building Construction Manager 212 Commerce Blvd Round Rock,Texas 78664 512-341-3311 PAGE 4 Austin Powers Kimley Horn and Associates,Inc. 5301 Southwest Parkway,Building 3,Suite 100 Austin,Texas 78735 512-646-2237 None selected as of date of Agreement SAM COMPANIES 4801 Southwest Parkway/Bldg.2 Suite 100/Austin,Texas 78735 512.447.0575 Office/512.326.3029 Fax/TBPELS#10064300 ROCK ENGINEERING AND TESTING LABORATORY,LLC(TBPE FIRM NO.2101) 7 ROUNDVILLE LANE•AUSTIN TEXAS 78664 OFFICE:(512)284-8022 Additions and Deletions Report for AIA Document 8133-2019.Copyright®2014,and 2019>.All rights reserved."The American Institute of Architects,""American Institute of Architects,"AIA,"the AIA Logo,and"AIA Contract Documents"are trademarks of The American Institute of Architects.This draft was produced at 2 15:09:27 ET on 11116/2023 under Order No,2114481333 which expires on 10/24/2024,is not for resale,is licensed for one-time use only,and may only be used in accordance with the AIA Contract Documents*Terms of Service.To report copyright violations,e-mail docinfo@aiacontracts.com. User Notes: (11311229295) Kimley Horn and Associates.Inc. 5301 Southwest Parkway,Building 3,Suite 100 ,Austin,Texas 78735 512-646-2237 (List any other consultants and contractor-s retained by the Olpne)-.) 1. Preferred Technologies—security and cameras Aaron Jamieson aaron'amieson@pref-tecii.com 737-222-1158 2. Austin Structured Cabling—IT and AV Jayson LeBlanc ileblanc 2austinstructuredeablina.cofn 512-964-1561 m. 3. HTS—Controls Bo Burns Bo.Burns0hts.com C 512.923.4150 4. Facilities Resources—Furniture Heidi Chiatmardi RID.IIDA.NCIDO hchiappardi,,fri-texas.cotn M:214402-9397 14001 Dallas Pkwy,Dallas,TX Suite 400 Dallas,Texas 75240 Phone:972-233-1323 PAGE 5 Kubala Structural Contact:John Kubala Address: 11 Greenway Plaza,Suite 1510 Houston,TX 77046 Phone: 1-800-248-3674 LTY Engineers Contact:Li-wei Yu Address:738 Highway 6 S Ste 615,Houston,TX 77079 Phone:(281)945-8888 LTY Engineers Contact:Li-wei Yu ,Address:738 Highway 6 S Ste 615,Houston,TX 77079 Phone: 281)945-8888 .4 Graphics Bluebeam Contact:Ashley Kolar Address: 1 I Greenway Plaza,Suite 1510 Houston.`I'X 77046 Phone: 1-800-248-3674 .5 Building Envelope BEAM Contact:Casey Gaither Additions and Deletions Report for AIA Document 8133--2019.Copyright 0 2014,and 2019>.All rights reserved.'The American Institute of Architects,""American Institute of Architects;'AIA,"the AIA Logo,and'AIA Contract Documents'are trademarks of The American Institute of Architects.This draft was produced at 3 15:08:27 ET on 11/1612023 under Order No.2114481333 which expires on 10/2412024,is not for resale,is licensed for one-time use only,and may only he used in accordance with the AIA Contract Documentsg Terms of Service.To report copyright violations,e-mail docinfo@aiaoontracts.com. User Notes: (1131229295) 1 Address: 14001 Dallas Pkwy Dallas TX Suite 400 Dallas,Texas 75240 Phone:972-233-132 Acoustical:WJHW Contact:Rene Garza Address:3424 Mideourt Road,Suite 1241 Carrollton,TX 75006 Phone:972.934.3700 Commissioning:WSP Contact:Ryan Bloom Address: 1601 S MOPAC EXPRESSWAY TWO BARTON SKYWAY,SUITE 325D AUSTIN,TX 78746 Phone:512.662.9330 FFE:PBK Contact:Emily Keith Address:601 NW Loop 410 Ste 400,San Antonio,TX 78216 Phone:(210)829-0123 PAGE 6 § 2.6.1 Commercial General Liability with policy limits of not less than one million dollars_{$1.000&00.00)for each occurrence and two million dollars($2,000 000.00)in the aggregate for bodily injury and property damage, § 2.6.2 Automobile Liability covering vehicles owned,and non-owned vehicles used,by the Architect with policy limits of not less than($--)-one million dollars 1,000,000.00per accident for bodily injury,death of any person, ($ and property damage arising out of the ownership,maintenance and use of those motor vehicles,along with any other statutorily required automobile coverage. PAGE 7 § 2.6.5 Employers'Liability with policy limits not less than one million dollars($1 000,000.00)each accident,(-S one million dollars ($1,000,000.00}each employee,and($—one million dollars ($1,000,000.00)policy limit. § 2,6.6 Professional Liability covering negligent acts,errors and omissions in the performance of professional services,with policy limits of not less than five million dollars{$5,000,000.00)per claim and ten million dollars ($ 10&00&00.00)in the aggregate. PAGE 13 f I Ii i i i Additions and Deletions Report for AIA Document B133—2019.Copyright®20114,and 2019 .All rights reserved."The American Institute of Architects;'American Institute of Architects,""AIA,"the AIA Logo,and'AIA Contract Documents"are trademarks of The American Institute of Architects.This draft was produced at 15:08:27 ET on 11/16/2023 under Order No.2114481333 which expires on 10/2412024,is not for resale,Is licensed for one-time use only,and may only be used in accordance with the AIA Contract Documentsa Terms of service.To report copyright violations,e-mail docinfo@aiacontracts.com. User Notes: (1131229295) 4.1.1.1 Assistance with Selection of Construction Manager Owner 4.1.1.2 Programming Architect 4.1.1.3 Multiple Preliminary Designs Architect 4.1.1.4 Measured drawings Not Provided 4.1.1.5 Existing facilities surveys Not Provided 4.1.1.6 Site evaluation and planning Owner 4.1.1.7 Building Information Model management responsibilities Not Provided § 4.1.1.8 Development of Building Information Models for post Not Provided construction use 4.1.1.9 Civil engineering Owner 4.1.1.10 Landscape design Owner 4.1.1.11 Architectural interior design Architect 4.1.1.12 Value analysis Not Provided 4.1.1.13 Cost estimating Owner 41.1.14 On-site project representation Not Provided 4.1.1,15 Conformed documents for construction Architect 4.1.1.16 As-designed record drawings Not Provided 4.1.1.17 As-constructed record drawings Architect 4.1.1.18 Post-occupancy evaluation Not Provided 4.1.1.19 Facility support services Not Provided 4.1.1.20 Tenant-related services Not Provided 4.1.1.21 Architect's coordination of the Owner's consultants Architect 4.1,1.22 Tel ecommunications/data design Owner 4.1.1.23 Security evaluation and planning Owner 4.1.1.24 Commissioning Architecct 4.1,1,25 Sustainable Project Services pursuant to Section 4.1,3 Not Provided 4.1,1.26 Historic preservation Not Provided 4.1.1.27 Furniture furnishings,and equipment desi n Owner/Architect 4.1.1.28 Other services provided by specialty Consultants Architect I 4.1.1.29 Other Supplemental Services Architect t i Commissioning:Exhibit D Acoustical FFE Fitness Equipment PAGE 14 Exhibit:N/A Telecommunications/data design Security evaluation and planning Furniture design PAGE 15 1 One( 1 )reviews of each Shop Drawing,Product Data item,sample and similar submittals of the Construction Manager .2 (-413i Weekly visits to the site by the Architect during construction .3 (—+qjILL11inspections 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 Additions and Deletions Report for AIA Document 8133—2019.Copyright V 2014,and 2019>.All rights reserved."The American Institute of Architects,"'American Institute of Architects;"AtA,'the AIA Logo,and'AIA Contract Documents"are trademarks of The American Institute of Architects.This draft was produced at 5 15:08:27 ET on 11/16/2023 under Order No.2114481333 which expires on 1012412024,is not for resale,is licensed for one-time use only,and may only be used in accordance with the AIA Contract Documents"Terms of Service.To report copyright violations,e-mail docinfo@aiacontracts.com. User Notes: (1131229295) A (--One 1 inspections for any portion of the Work to determine final completion 5 One(1 )walkthrough approximately 11 months after substantial completion to make note of warranty items § 4.2.5 If the services covered by this Agreement have not been completed within(--farty-ffve(45)months of the date of this Agreement,through no fault of the Architect,extension of the Architect's services beyond that time shall be compensated as Additional Services. PAGE 19 -LX] Litigation in a court of competent jurisdiction PAGE 20 § 9.7 in addition to any arneunts paid undar Seetien 9.6, puFauant to Seetien 9.5,er-the Ar-sh,iteet Wr-minates this AgFeement pursuan!to Seetien 9.3,the Qwner-shall pay lieeinhigfee.f r1 Tetttinatiat3 Fee: .2-14een ' Paragraph Deleted Not Used PAGE 22 .1 Stipulated Not to Exceed(NTE)Sum Mise,-e ao and itvo hundred and CAI dollars and no cents .2 Pe.wen fage Basis "b" 0 of the OymeF's as ealeaulated in aeeerdanee with Seefien 11.6. , ,3OtheF HE Fitness Equipment($50.000) Acoustical($18,000) Commissioning($37,300) The Owner shall Day to the Architect an amount NTE one hundred and five thousand three hundred dollars and no cents($105,300.00)for-Supplemental Services Additions and Deletions Report for AIA Document 13133—2019.Copyright 02014,and 2019>.All rights reserved."The American Institute of Architects,""American Institute of Architects,"'AW"the AIA Logo,and`AIA Contract Documents"are trademarks of The American Institute of Architects.This draft was produced at 6 15:08:27 ET on 11/16/2023 under Order No.2114481333 which expires on 10/2412024,is not for resale,is licensed for one-time use only,and may only be used in accordance with the AIA Contract Documents°Terms of Service.To report copyright violations,a-mail docinfo@aiacontracts.00m. User Notes: (1131229295) The Owner shall pay to the Architect an amount NTE one hundred thousand dollars and no cents($100.000.00)for additional services requested at the sole discretion of the Owner.Additional Services shall be at a rate negotiated between the Owner and the Architect. § 11.4 Compensation for Supplemental and Additional Services of the Architect's consultants when not included in Sections 11.2 or 11.3,shall be the amount invoiced to the Architect plus zsro percent(% %).or as follows: (Insert amount of, o1•basisfor computing,Architect's consultants'compensationfor Supplemental or Additional Services.) Supplemental Service(NTE$105,300.00) Additional Services(NTE$100.000) The cost of Supplemental and Additional Services combined shall not exceed two hundred and five thousand three hundred dollars and no cents($205,300.00)and are included in the total not-to exceed amount of TWO MILLION AND THIRTY FIVE THOUSAND FIVE HUNDRED AND FIFTY DOLLARS AND NO CENTS ($2,035,550.00) Programming Five Precent 5 °lo Schematic Design Phase Fifteen percent { 15 %) Design Development Phase Twenty percent ( 25, %) Construction Documents Phase Twenty-five percent ( 25• °lo) Bidding and Award Five Percent 5 °� Construction Phase Twenty percent ( 20 %) Closeout Five Percent ( 5 °!o PAGE 23 § 11.6 e€ Basie SeMees shall beealealated bymultiplying-thepmen•ages.demi fiea i"is t><ftisle by e Owe eFs�sestt budget-€or-4he-Cestef4h e-adjusted based-ee subsequent updates te he Owner's bei .Paragraph Deleted Not Used § 11.6.1 When sampensaiien is on a Mentage-basis-atm any1psi#Teas-ef4he44-ajoet-am deletedFetherwise•neE WHOM ted,seM e111-9269ii fer ese pe these pertiei}s ie AFebiteet a all4m"mitit reement feE all sei;viees pege ea whetheF-aY not It . aragraph Deleted Not Used See Exhibit B § 11.8.2 For Reimbursable Expenses the compensation shall be the expenses incurred by the Architect and the Architect's consultants plus PeFeem .zero percent f 0%)of the expenses incurred. i 4 11.8.3 Travel reimbursements may be made for meals,travel,lodging as follows:, I all travel shall be in coach and not in business class,• .2 toll road charges if provided with documentation of the date and time the tol I charges werei .3 lodging shall be in a standard room in a hotel located within Round Rock's City limits and .4 meals shall be reimbursed at an amount not-to-exceed$50.00 per day. This amount includes tips. 4 11.8.4 Travel reimbursements shall only apply to travel in excess of forty(40)miles. Architect is responsible for providing all receipts to Owner for the reimbursement of items set forth above. Receipts shall be provided to the Additions and Deletions Report for AIA Document B133—2019.Copyright@ 2014,and 2019>.ASI rights reserved.'The Amedcaninstituteof Architects,'"American Institute of Architects;"AIA,'the AIA Logo,and'AIA Contract Documents'are trademarks of The American Instituteef Architects.This draft was produced at 7 15:08:27 ET on 11118/2023 under Order No.2114481333 whlch expires on 1012412024,Is not for resale,is licensed for one-time use only,and may only be used in accordance with the AIA Contract Documents"Terms of Service.To report copyright viclations,a-mad docinfo@aiaoontracts.eom. User Notes: (1131229295) Owner within thirty(30)days of the expenditure to qualify for reimbursement and shall provide enough detail for the Owner to determine the requested reimbursements meet the criteria set forth herein. It shall be in the sole discretion of the Owner to determine if expenses submitted by Architect are reasonable and qualify for reimbursement pursuant to the terms of the Agreement. & 11.8.5 Cost of personal entertainment amusements alcoholic beverages traffic citations,personal items or illegal activities will not be reimbursed Expenses due to vacations or personal trips in coniunction with travel are not reimbursable Adequate travel time is allowed but travel expenses are not paid for absences not required by Owner business. & 11.8.6 Payment for reimbursable expenses set forth in Section 11.8.1,shall not exceed the maximum sum of Forty Thousand and no one-hundredths dollars($40,000.00).and such amount is not included in the Basic Services and Supplemental Services and Additional Services fees in 11.1, 11.2,and 11.3.but is included in the total not-to exceed amount of TWO MILLION AND THIRTY FIVE THOUSAND FIVE HUNDRED AND FIFTY DOLLARS AND NO CENTS($2.035,550.00) PAGE 24 § 11.10.1.1 An initial payment of zero($0)shall be made upon execution of this Agreement and is the minimum payment under this Agreement.It shall be credited to the Owner's account in the final invoice. § 11.10.1.2 if a Sustainability Gegifleatien is paFt afthe gusWfkable Objeetive,an initial payment to the Ambiteet of ($--)shall be made tr le to the GeFtifying Aiatherity-erg e GeF66`ing Authority shall be sradited4D4he-Gwner'•s assount at the time the else is iReuffedYaragraph Deleted Not Used § 11.10.2.1 Unless otherwise agreed,payments for services shall be made monthly in proportion to services performed. Payments are due and payable upon presentation of the Architect's invoice.Amounts unpaid(--)days ager-th&Wfoiae-date-beyond the date requited by the Texas Prompt Payment Act shall bear interest at the rate entered e A&ehheet-allowed herein-,however,under no circumstances shall the Architect be entitled to receive interest on payments which are late because of a good faith dispute between Architect and City or because of amounts which the City has to a right to withhold under this Agreement or state law., i I $ 11,10.2,1.1 Invoices.Architect's invoices to City shall provide complete information and documentation to substantiate Architect's charges and shall be in a form to be specified by Director.All payments to Architect shall be made on the basis of the invoices submitted by Architect and approved by Director.Such invoices shall conform to the schedule of services and costs in connection therewith set out hereinabove.All Reimbursable Expenses shall be clearly shown.Should additional backup material be reasonably requested by Director,Architect shall comply promptly with such request In this regard in response to a reasonable request from Director Architect shall make all records and books relating to this Agreement available to City for inspection and auditing purposes. ( 4 11.10.2A.2 Payment of Invoices City reserves the right to correct any error that may be discovered in any invoice that may have been paid to Architect and to adjust the same to meet the requirements of the Agreement.Following aproval of invoices,City will endeavor to t)av Architect prommly. fIaser#Fate of-meet#dy-e a4 4 11.10.2.1.3 Offsets.City may,at its option,offset any amounts due and payable under this Agreement against any debt(including taxes)lawfully due to City from Architect regardless of whether the amount due arises pursuant to the terms of this Agreement or otherwise and regardless of whether or not the debt due to City has been reduced to iudgment by a court PAGE 25 Additions and Deletions Report for AIA Document 8133-2019.Copyright®2014,and 2019>.All rights reserved.'The American Institute of Architects:-Amedcan Institute of Architects,'"AIA,"the AIA Logo,and"AIA Contract Documents"are trademarks of The American institute of Architects.This draft was produced at 15:08:27 ET on 11M812023 under Order No.2114481333 which expires on 1012412024,Is not for resale,is licensed for one-time use only,and may only be used in accordance with the AIA Contract Documentse Terms of Service.To report copyright violations•e-mail docinfo@aiacontracts.eom. User Notes: (1131229295) § 12.1 Project Inten•uptions:Because of substantial cost incurred by the Architect to stop and restart a proiect once it is underway,should the Project's progress be halted at any time for 60 or more days by the Owner,for any reason a proiect restart fee of 5%of the total fee earned to date,shall be due and payable immediately. 12.2 Statement of Jurisdiction: The Texas Board of Architectural Examiners,333 Guadalupe,Suite 2-350, Austin,Texas 78701,telephone(512)305-9000,has jurisdiction over complaints re ag rding the professional practice of persons registered as architects in Texas. § 12.5 The Architect shall have the right to photograph the Project and to use the photos in the promotion of the professional practice through print,presentation and online advertising,public relations,brochures or other marketing materials.Should additional photos be needed in the future,the Owner agrees to provide reasonable access to the facility.The Owner also agrees to cite the Architect as the designer in allup blicit ,presentations and public relations activities which mention the name of or depict the facility. § 12.6 Force Maieure.Neither City nor Architect shall be deemed in violation of this Agreement if it is prevented from performing any of its obligations hereunder by reasons for which it is not responsible or circumstances beyond its control.However,notice of such impediment or delay in performance must be timely given,and all reasonable effptts undertaken to mitigate its effects. § 12.7 Assignment.ment.The parties each hereby bind themselves,their successors,assigns and legal representatives to each other with respect to the terms of this Agreement.Architect shall not assign,sublet or transfer any interest in this Agreement without prior written authorization of City's Director. 12.8 Amendments.This Agreement,representing the entire agreement between the parties,mU only be amended or supplemented by mutual agreement of the patties hereto in writing. § 12.9 Enforcement and Venue.This Agreement shall be enforceable in Round Rock,Williamson County,Texas, and if legal action is necessary by either patty with respect to the enforcement of any or all of the terms or conditions herein,exclusive venue for same shall lie in Williamson County,Texas.This Contract shall be governed by and construed in accordance with the laws and court decisions of the State of Texas. § 12.10 Notices.All notices and correspondence to City by Architect shall be mailed or delivered as follows: City Manager,City of Round Rock 221 East Main Street Round Rock Texas 78664 And to Stephanie L.Sandre,City Attorney 309 East Main Street Round Rock,Texas 78664 All notices and correspondence from City to Architect shall be mailed or delivered to the Architect as follows: Sean Plunkett PBK Sports 14001 Dallas AM,Dallas,TX Suite 400 Dallas,Texas 75240 Phone:972-233-1323 12.11 Financial Interest Prohibited.Architect covenants and represents that Architect,its officers,employees, agents,consultants and subcontractors will have no financial interest,direct or indirect,in the purchase or sale of any product,materials or equipment that will be recommended or required for the construction of the Project. § 12,12 Confidentiality.Except as otherwise provided in the Agreement,Architect's reports,evaluations,damns, drawings,data,and all other documentation and work developed by Architect hereunder shall be kept confidential, and shall not be disclosed to any third parties without the prior written consent and approval of City's Director,except Additions and Deletions Report far AIA Document B133—2019.Copyright @ 2014,and 2019>.All rights reserved."The American Institute of Architects;"American Institute of Architects,""AIA,"the AIA Logo,and"AIA Contract Documents"are trademarks of The American Institute of Architects.This draft was produced at 15:08:27 ET on 11118/2023 under Order No.2114481333 which expires on 10/2412024,is not for resale,is licensed for one-time use only,and may only be used in accordance with the AIA Contract Documents®Terms of Service.To report copyright violations,e-mail docinfo@aiacontracts.com. User Notes: (1131229295) as necessary to perform the services refit uired by the Agreement This provision shall not apply if the work product is order to be disclosed by court or other legal authority,or is already in the public domain. § 12.13 Registered Accessibility Consultant The Owner will engage a Registered Accessibility Specialist(RAS)to perform a review of the Design Development submittals for compliance with the Texas Accessibility Standards and provide comments to the Architect The Owner will engage the some RAS to register the Proiect and provide the state mandated reviews and inspections. PAGE 26 NA [NA] AIA Document E234TI-t-2019,Sustainable Projects Exhibit,Construction Manager as Constructor Edition dated as indicated below. Other Exhibits incorporated into this Agreement: Exhibit A Round Rock Old Settlers Perk AE Proposal Exhibit B Architects Hourly Billing Rates Exhibit C Schedule of Services Exhibit D Commissioning Proposal PAGE 27 Sean PlunkettAIA NCARB RA LEED AP Principal Additions and Deletions Report forAIA Document B133-2019.Copyright @ 2014,and 2019>.All rights reserved."The American Institute of Architects;"American Institute of Architects,""AIA,"the AIA Logo,and"AIA Contract Documents`are trademarks of The American Institute of Architects.This draft was produced at 10 15:08:27 ET on 11110/2023 under Order No.2114481333 which expires on 10124/2024,is not for resale,Is 0censed for one-time use only,and may only be used in accordance with the AIA Contract Documents%Terms of Service.To report copyright violations,a-mad docinfo@a aiaconvacts.com. User Notes: (1131229295) Certification of Document's Authenticity AW Document D401- -2003 I, Stephanie L. Sandre,hereby certify,to the best of my knowledge,information and belief,that I created the attached final document simultaneously with its associated Additions and Deletions Report and this certification at 15:08:27 ET on 11/16/2023 under Order No.2114481333 from AIA Contract Documents software and that in preparing the attached final document I made no changes to the original text of AIA'Document BI 33TM—2019, Standard Form of Agreement Between Owner and Architect, Construction Manager as Constructor Edition,other than those additions and deletions shown in the associated Additions and Deletions Report. (Signed) (Title) (Dated) I i E t t i AIA Document D401-2003.CopydghtC 1992 and 2003.All rights reserved.'The American Institute of Architects,'`American Institute orArchitects;'AIA;the AIA f logo,and'AIA Contract Documents'are trademarks or The American Institute of Architects.This document was produced at 15:00:27 ET on 1111612023 under Order No.2114481333 which expires on 10/24/2024,is not for resale,is licensed for one-time use only,and may only he used in accordance with the AIA Contract Documents®Terms of Service.To report copyright violations,e-mail docinfo@aiaeontracts.com. User Notes: (1131229295) Exhibit "A" 14001 Dallas Pkwy, Dallas,TX 4th Floor Dallas, Texas 75240 Phone: 972-233-1323 PBKSports.com October 17, 2023 VIA: Email Attn: Mr. Richard Will—Building Construction Manager City of Round Rock 212 Commerce Blvd Round Rock,Texas 78664 Re: Proposal for Arch and Eng services of Old Settlers Park Rec and MPC improvements Dear Richard: Thank you for allowing PBK Sports the opportunity to submit this proposal to provide architectural and engineering services for the City of Round Rock Old Settler's Park Rec and MPC improvements.Juan and I enjoyed engaging with your team during the interview process and continue to be excited about the possibilities this project represents for the city and the development of Old Settlers park. SCOPE OF WORK The following is our understanding of the scope of work for this project: 1. 3C PARD Admin Offices-26,000 SF lobby, admin offices, conference rooms, reclevent storage, camp room/meeting room, loading dock, and support spaces. 2. 3C Recreation Center-20,000 SF recreation center with 1 gym and fitness area 3. 3D Multipurpose Complex 9,200 SF clubhouse with locker rooms, meeting rooms, admin/operations office, restrooms, storage rooms, and support spaces. Auxiliary building with restrooms, storage, and concessions 4. In addition to the scope described above, PBK Sports recognizes that coordination with other selected design professionals for completion of surrounding scope items to include the track, parking, lighting, and water features adjacent to the rec facility will be required. SCOPE OF SERVICES Design: Working in concert with the City of Round Rock, PBK Sports will provide planning and design services for the project pursuant to standard practice under AIA owner / architect agreements. We agree to provide full design services for schematic design, design development, construction documents, bidding, and construction administration. We have reviewed and agree to the described project schedule. Numerous design options will be explored and modified, until the preferred design is achieved. PBK Sports will provide the necessary documentation, which will effectively portray the design,for presentations to key administrators, and end-users. Construction Documentation: Final working drawings will be developed, as well as a full project manual including specifications,plans and details as required.PBK's design team will facilitate progress set reviews at the city's required intervals. The construction documents and specifications will be suitable for bidding, permitting and construction. Bidding Phase: During the proposal phase, PBK Sports will assist the City of Round Rock and its'CM partner, collecting and analyzing the submitted bids. PBK Sports will collaborate with the city and CM to review addenda, requests for informational, and requests for substitution. Our goal is to achieve the highest quality facility at the best value for the city. Exhibit "A" Mr. Richard Will October 17, 2023 Page 2 Construction Administration: The project will be administered in accordance with the construction documents and construction activities of the contractor. Field visits will be documented and Observation Reports will be executed throughout the construction period by PBK Sports field representatives. Additionally, PBK Sports representatives will attend construction progress meetings, execute meeting minutes and communicate regularly with the contractor on behalf of the City of Round Rock to maximize quality assurance and quality control. Nearing completion of the work, PBK Sports will initiate a punch list and establish the date of substantial completion. Project Close-Out: Project close-out documents prepared by the contractor will be reviewed, including Operation and Maintenance Manuals (warranties, maintenance contracts,operating instructions, etc.), certificate of inspection and bonds, documentation required with application of final payment, record drawings, etc. Warranty: PBK Sports will coordinate any items reported with the general contractor and will verify that the repair work has been accomplished. COMPENSATION Compensation for the basic services described above will be based on 7.75% of the construction cost. Fees will be billed monthly in accordance with the work completed and at each phase per the city's billing schedule. Based on the project information at this time, the anticipated construction cost is approximately $23,100,000.00. (Assumes 18.5 mil for Rec/PARD and 4.6 mil for MPC expansion) Basic Services: Programming: $89,513.00 Schematic Design: $268,538.00 Design Development: $447,563.00 Construction Documents: $447,563.00 Bidding: $89,513.00 Construction Administration: $358,050.00 Closeout: $89.513.00 Supplemental Subtotal: $1,790,250.00 Services MCI Ser ,---- FFE (Fitness Equip) (PBK): $50,000.00 Acoustical (WJHW): $18,000.00 Commissioning: (WSP) $37,300.00 Subtotal: $105,300.00 Reimbursable Expenses: $40,000.00 Additional Services : $100,000.00 Total $2,035,550.00 Services not anticipated within Basic or Add Services but that PBK Sports will coordinate with Civil Owner Direct vendor Geotechnical Owner Direct vendor AV/ IT Owner Direct vendor Security and Cameras Owner Direct vendor Controls FIFE—Non Fitness related Exhibit "A" Mr. Richard Will October 17, 2023 Page 3 REIMBURSABLE EXPENSES Reimbursable expenses: cost of reproduction of documents, RAS reviews, mailing and other associated items. There would be no mark-up on reimbursed items. SUPPLEMENTAL SERVICE FEES Supplemental services are anticipated as laid out above for FIFE related to fitness equipment, acoustical consulting, and commissioning services to address 100% of mechanical equipment and 20% of electrical . All of us at PBK would like to thank you for this opportunity. If you have any questions, please do not hesitate to give me a call. Sincerely, _."f r�� Sean Plunkett Principal sean.plunkett@pbk.com Agreed to and Accepted this day of 20_ City of Round Rock Signature Printed Name and Title Date Cc: Juan Lopez, PBK File 5E/6E Exhibit "B" Effective January 1, 2022 (Public) HOURLY BILLING RATES Architecture Partner $350.00 Principal $305.00 Associate Principal $270.00 Project Manager/Associate $245.00 Architect $225.00 Intern $135.00 Field $125.00 Office $95.00 MEP Engineer Partner $350.00 Engineer Principal $305.00 Engineer Director $270.00 Electrical Engineer $245.00 Electrical Designer $220.00 Electrical Draftsman $160.00 Mechanical Engineer $245.00 Mechanical Designer $215.00 Mechanical Draftsman $160.00 Plumbing Engineer $235.00 Plumbing Designer $215.00 Plumbing Draftsman $160.00 IT Director $305.00 IT Engineer $245.00 IT Designer $215.00 IT Draftsman $145.00 Office $95.00 Civil Civil Partner $350.00 Civil Principal $305.00 Civil Director $265.00 Civil Engineer $240.00 Civil Designer $215.00 Civil Draftsman $135.00 Office $ 95.00 ARCHITECTURE 11 ENGINEERING 11 PLANNING 11 TECHNOLOGY 11 FACILITY CONSULTING Exhibit T" City of Round Rock- Rec and MPC Camp-.[rabrl w iIMnS faq.•e✓ary Pmqu+ xw INMS � aw.sa snry hb I�xn1 � gy en'•.�• ip 1a • plP�an lAehY• !• M4 %• WWn ea ctnrm 9✓x5M o ox r saWy"Caac.•Im �� i, [ap•••M,m u.y1 rap-Msoawp• IZZIX • 1 M rap-wcm a*s• a eerc mMpe 1 Stw4 ,. m,.W LM 40 prP• Dula@• W •,v,ws..ay.s PLIn• , caWw•M PO�•Epa ebelm • cep-+av mor..ay.s a Pinar• mma. cwp—ahmuu.sr— :a I�n�x• ., raprow mown— xo o aA Anna. cwm• in cAl :: wW�PN.+u�veumon la evftn. ov5w• if veasp.v�Gy .. 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Ce•M le � New Sw bd+.• A Ib12n! gyzya +4 panvw m1y11 St•wal(:uny^nn w.,rh P.roa mre w.wae E60rR+ xe Exported on November 2,2023 8:23:36 AM PDT Page t of i Exhibit "D" ,1s October 18,2023 Mr,Sean Plunkett Principal PBK Sports 14001 Dallas Pkwy Dallas,TX 75240 Re: Old Settlers Park Buildout Cx Dear Mr.Plunkett: In response to your request,WSP USA Buildings Inc.(WSP)respectfully submits this proposal to provide Commissioning Services for the Old Settlers Park Buildout located in Round Rock,TX.We are confident that WSP has the expertise you seek to act as the Owner's advocate in delivering fully integrated office,recreation,and multipurpose facilities.Please find below our proposed Scope of Services and Compensation Schedule of Values for your review and execution. I. COMMISSIONING SCOPE OF SERVICES A. PROJECT DESCRIPTION 1. The project includes buildouts of a 26,000 square foot PARD Admin Office and a 20,000 square foot Recreation Center located at City of Round Rock-owned property in Old Settlers Park(3300 E Palm Valley Blvd,Round Rock,TX 78665).A 9,200 square foot Multipurpose Complex will also be constructed at 2001 N Kenney Fort Blvd,Round Rock,TX 78665.The PARD Admin Offices will include a lobby,admin offices,conference rooms,rec./event storage,camp room/meeting room,loading dock and support spaces.Additionally,the Recreation Center will include a gym and a fitness area.Finally,the Multipurpose Complex will include a clubhouse with locker rooms,meeting rooms,admin/operations office, restrooms,storage rooms,and support spaces.The Multipurpose Complex will also have an auxiliary building with restrooms,storage,and concessions. B. AREAS OF SERVICES 1. General Responsibilities a. WSP will work with the architect staff to develop a high-performance Commissioning Team with the selected Design Professionals,Contractors and TAB firm to optimize the safe verification of the installed components and that the systems are functioning in accordance with the documented design intent and the Contract Documents;and that the facility staff has received training to operate the facility safely and efficiently. b. WSP will work with the selected Design Professionals,Contractors and TAB firm to ensure that architects standards are implemented. 2. Design Phase Exhibit "D" Old Settlers Park Buildout Cx October 18,2023 a. WSP will develop project specific Commissioning(Cx)specifications and will coordinate with the design team to integrate the Cx specifications into the project manual that will be prepared by the architect and engineers. b. WSP will develop a project specific Commissioning Plan(Cx Plan)which will encompass the construction phase of the project. c. WSP will perform one(1) commissioning design review at 90%construction documents. The commissioning design reviews will include the drawings and specifications. We will place an emphasis on the following items: (1) General quality review of the documents,including legibility,consistency,and level of completeness (2) Coordination between disciplines (3) Discipline-specific review for achieving the Design Intent (4) Specification applicability and consistency with the Design Intent (5) Maintainability Issues (6) Constructability Issues (7) Energy Efficiency Issues (8) The Controls and Sequence of Operations as described below: i. Control schematics are provided in the drawings for each piece of equipment and all input and output devices. ii. Control sequences exist for all applicable equipment and modes of operation. iii. Sequences are clear and coordinated. iv. Response to power and controller failures and reset requirements are provided. V. Contractor submittal requirements for the sequences of operation are rigorous, clear,and appropriate for the application. vi. Control points shown in the drawings and specifications are sufficient for the specified control sequences and needed monitoring. vii. Sensor locations are specified and shown correctly on the drawings viii. Emergency and standby functions are properly specified. ix. Clear control authorities are shown between packaged and BAS controls, X. Control's design and graphics facilitate optimal maintenance and operation. 3. Construction Administration Phase Page 2 Exhibit "D" old Settlers Park Buildout Cx October 18,2023 a. WSP will lead and conduct a Construction Phase Cx kick-off meeting to review all the requirements and responsibilities for the Cx process. We will review the Prime Contractors required Cx deliverables at this meeting,and we will provide CxA generated deliverables and other relevant information to installing participants. b. WSP will review the applicable equipment submittals in conjunction with the design team.We will review the construction manager's and/or subcontractors'submittals applicable to systems being commissioned for compliance with the design intent. c. WSP will develop project specific Pre-functional Checklist procedures and documentation forms. The Pre-Functional Checklists Forms will include separate checklist sections for comment and sign-off for(I)Delivery,(II) Installation,and(III) Start-up.We will emphasis this"continual-inspection process"in the Cx plan and during Commissioning meetings with the Project Team. d. WSP will develop project specific Functional Performance Test Procedures(FPT)and documentation forms. The developed forms and procedures will contain the appropriate rigor and detail to meet the specific needs of the project. We will include an itemized Action/Response checklist for the equipment specific sequence of operation incorporating all modes of operation and associated alarms and any off-site monitoring. e. WSP will work with the Contractors to develop a general commissioning schedule of major commissioning milestones and a detailed Functional Testing schedule for the project team's review and use.We will work with the Contractor to ensure that the Contractor's Cx Schedule is complete,with logical sequencing of events,appropriate durations,relevant milestones, and predecessors. Review updates and recovery scheduling as directed. f. WSP will perform site visits during construction to observe component and system installations. We will attend selected planning and job-site meetings via conference call or onsite to obtain information on construction progress. We will review construction-meeting minutes for revisions/substitutions that will impact Cx documents,control strategy,equipment,or operational performance. 4. Acceptance Testing Phase a. WSP will spot-check the MEP equipment to be commissioned pre-functional checklists as they are completed by the installing contractor. b. WSP will utilize our web-based quality software Facility Grid to initiate,track,log and resolve issues/deficiencies and document the commissioning process. c. WSP will witness and document the Functional Test procedures performed by installing contractors. d. WSP will maintain a master testing record. We will provide the owner with written progress reports and test results with recommended actions. 5. Post-Occupancy Phase Page 3 Exhibit "D" Old Settlers Park Buildout Cx October 18,2023 a. WSP will upon completion of installation inspections,field observations,and performance verification,tabulate results in the Summary Cx Report including statement of whether individual systems meet requirements of the construction documents. We will include an Executive summary of process and results,history of deficiencies and corrections,and system performance test results and evaluation as well as all trip reports and meeting minutes. b. Provide re-commissioning services through the warranty phase.Review the building operation ten-(10)months after substantial completion with the O&M staff.Facilitate a warranty period meeting with contractors and facility staff to address unresolved construction and operational deficiencies associated with commissioned systems as well as deficiencies identified in the post occupancy review.We will assist the O&M staff in developing a plan for resolving outstanding issues. c. Coordinate and supervise required opposite season or deferred testing and deficiency corrections and provide the final testing documentation for the Commissioning Record and 0&M manuals.This may be reported later as an addendum to construction phase commissioning report. II. CLARIFICATIONS AND ASSUMPTIONS A. WSP has budgeted for costs associated with ten(10)site visits to complete the basic scope of services as follows: 1. Construction phase a. Four(4)for commissioning progress meetings and pre-functional checks b. Five(5)for functional performance testing C. One(1)for Seasonal Testing/Warranty Walk and Cx Issues Log resolution&verification B. WSP is not responsible for the final equipment installation,operation,or related warranty issues.The owner should imply no guarantee from the commissioning process as the process cannot provide guarantee that defects do not exist. C. This proposal is based on the assumption that the installing contractors will have pre-tested their equipment and systems and that all equipment and systems will be fully functional at the time of testing. D. WSP is not responsible for design concept,design criteria,compliance with codes,design or general construction scheduling,cost estimating or construction management.WSP may assist with problem-solving or resolving nonconformance or deficiencies,but ultimately that responsibility resides with the Design Team,the Contractor,and their sub-contractors. E. This proposal is based on the assumption that the functional testing will be conducted in a continuous fashion on a Monday through Friday basis and that there will be no interruptions or down time while our staff is on-site. If functional testing cannot proceed unimpeded during normal operating hours(M-F 8-5)thus causing after hours testing WSP will submit a request continue testing after hours to the owner for approval as Additional Services. Gage 4 Exhibit "Y Old Settlers Park Buildout Cx October 18,2023 F. This proposal is based on the assumption that the project areas will not be occupied during commissioning activities. G. This proposal is based on the assumption that the commissioning team will have timely access to areas that contain equipment selected to be commissioned. H. This proposal is based on the assumption that safe and OSHA approved access to system and equipment that is not located on floor level will be provided at no cost to our staff members. 1. This proposal is based on the assumption that all deviations from the Engineers'design will be explicitly called out in all equipment and systems submittals and contractor shop-drawings. J. This proposal is based on the assumption that the installing contractors will complete prefunctional checklists provided by the equipment manufacturer(s) and all required Start Up checklists per specification. K. Re-testing or re-inspection services for failed equipment or systems not included in this proposal. III. SYSTEM AND ASSEMBLIES TO BE COMMISSIONED Typical Equipment/Systems to be tested Percent Number Tested Tested Mechanical Systems HVAC System Sequence of Operations 1-System 1-System Air Handling Units 100% 4 Packaged Rooftop Units 100% 2 VAV Terminal Units 100% 45 Electric Unit Heater 100% 1 Exhaust Fans(EF) 100% 2 Electrical Lighting Controls- 1 Lot I System 1 System Main Distribution Panels 100% 1 Plumbing Systems Domestic HW Pumping System 100% 2 Electric Water Heaters with Storage 100% 2 IV. PROJECT SCHEDULE A. WSP will work with the Architect,and Contactor to develop a Project Schedule of important commissioning milestones and a detailed functional testing schedule for the Contractor review and approval. V. COMPENSATION A. WSP will provide the Commissioning Scope of Services,listed herein, as a separate lump sum fee in as follows:Thirty-Six Thousand and 00/100 US Dollars by phase in accordance with the fee table listed below. Page 5 Exhibit "D" Old Settlers Park Buildout Cx October 18,2023 Design Phase $4,700 Construction Administration Phase $10,600 Acceptance Testing Phase $17,000 Post-Occupancy Phase $5,000 TOTAL $37,300 All expenses incurred by WSP during the execution of the commissioning for this project are included in the lump sum fee listed in the table above. VI. ADDITIONAL CONSULTING SERVICES A. Re-testing or re-inspection services for failed equipment or systems. B. Commissioning services for systems or equipment that is not explicitly listed in the above section SYSTEMS AND ASSEMBLIES TO BE COMMISSIONED. 1. Fire and Life Safety 2. Security Systems 3. Start-up plan development. 4. Witnessing of equipment or system start-ups. 5. Commissioning services during standard non-business hours or on weekends or federally/state recognized holidays. 6. Final punch list 7. LEED v4 Documentation VILHOURLY RATES FOR ADDITIONAL SERVICES Classification Hourly Billing Rate (US$) Senior Vice President I $295 Vice President $ 265 Assistant Vice President $ 200 Lead Consultant $ 175 Senior Consultant $ 155 Consultant $ 140 Associate Consultant $ 115 Project Coordinator $80 Page 6 Exhibit "T Old settlers Park Buildout Cx October 18,2023 VIII.STANDARD TERMS AND CONDITIONS A. The attached Standard Terms and Conditions are incorporated in,and made a part of,this work authorization and any contract made between the parties relating to this work. This proposal represents our understanding regarding the project and supersedes all prior negotiations,representation,or agreements (written or oral).Confirmation of this proposal is based on the review of your prime agreement.Any amendments shall be made in writing and signed by both parties. Trusting this meets with your approval,please sign, and return one copy to our office authorizing us to proceed.Work will begin upon receipt of your authorization. We appreciate the opportunity to submit this proposal and look forward to working with you on this project. Very truly yours, WSP USA Buildings Inc. Ryan Bloom,PE,CxA,LEED AP Vice President Authorized by: PBK Sports Sean Plunkett Title Date Page 7 Exhibit "D" WSP STANDARD TERMS AND CONDITIONS 1. Definitions (a)."WSP"shall mean WSP USA Buildings Inc.,a New York corporation. (b)The"Client"shall mean the party or parties identified in the"Agreement"(as hereafter defined)as having entered into a contract with WSP. (c)The"Agreement"shall mean the written agreement pursuant to which WSP has agreed to perform services far the Client,whether in the form of a proposal or otherwise,including any General Conditions appended thereto or incorporated by reference therein. (d)The"Services"shall mean the services which WSP is to perform under the Agreement,including any"Additional Services". (e)The"Representative"shall mean any person or entity actually or apparently acting on behalf of the Client with respect to the"Project"(as hereinafter defined). including,without limitation,(i)employees of the Client.(ii)in the event the Client is engaged in the practice of architecture or engineering,persons employed by the person or entity which has retained the Client's services in connection with the Project,and(iii)any architect,engineer,contractor or construction manager retained by the Client,directly or indirectly. (f)The"Project"shall mean the design,construction,rehabilitation,up other work in connection with which WSP is providing the Services to the Client. 2. Standard of Care In accepting this agreement for engineering services you acknowledge the inherent risks associated with construction. In performing our professional services,we will use the degree of care and skill ordinarily exercised under similar circumstances by members of the profession practicing in the same or similar locality. 3. Authorization,Acceptance or Approval of Services (a)Approval by any Representative of any of the Services performed by WSP,or authorization given by any Representative for WSP to perform any part of the Services or any Additional Services or to incur any Reimbursable Expenses,may be either oral or written. Such approval or authorization shall be effective, whether given before,during or after the performance of the Additional Services or the incurrence of the Reimbursable Expenses. In the event that the Agreement allocates the Services into phases,authorization given by any Representative to WSP to proceed with any phase of the Services shall he deemed to constitute acceptance and approval of all work performed by WSP in connection with the prior phase of the Services. (h)Successors or assigns of the Client shall he hound by approvals,authorizations or acceptances previously given by any Representative. (c)In the event any law,statute,ordinance,rule,regulation or order,Factory Mutual or Board of Fire Underwriters standard is adopted,revised or interpreted such that WSP is required to change, revise or supplement designs or other work performed by WSP prior to the effective date of such adoption,revision. or interpretation,any such change,revision or supplement shall be deemed to constitute an Additional Service,for which additional compensation shall be paid to WSP. 4. Non-payment In the event that the Client fails to pay when due any invoice delivered to it by WSP,WSP shall thereupon have a lien upon all of the drawings,specifications,plans. documents or other materials or writings prepared by WSP,or at its direction,and then in its possession,and shall he entitled to withhold all such materials from the Client until such time as payment in full of the invoice is made.This lien shall he in addition to,and not in lieu of,any rights or remedies which WSP may have under the Agreement,or at law,equity or otherwise. The Client hereby releases WSP from any right pursuant to this Paragraph 5,including,without limitation,any cansequential damages,lost profits,additional financing or other expenses or claims for delay in completion. 5. Termination Failure of the Client to make payments to WSP in accordance with this Agreement shall be considered substantial nonperformance and cause for termination.If the Ghent fails to make payment when due WSP for services and expenses,WSP may,upon seven(7)days'written notice to the Client suspend performance of services under this Agreement.Unless payment in full is received by WSP within seven(7)days of the date of the notice,the suspension shall take effect without further notice.In the event of a suspension of services WSP shall have no liability to the Client for delay or damage caused to the Client because of such suspension of services. 6. Indemnification The Client shall indemnify WSP and its principals,officers and employees against any liability.claim or expense(including payment of attorneys'fees and disbursements as incurred)in connection with actions,proceedings or claims by any person or entity for monetary lasses(and,to the extent permitted by law, property damages and personal injuries)alleged to have occurred in connection with the performance of the Services,unless the sole cause for all such lasses, damage or injuries was negligence by WSP. The foregoing shall not affect any rights of WSP to contribution or indemnification from Client In addition,the Client hereby agrees that WSP,its principals,officers,agents and consultants are hereby released of and from any and ell liability or responsibility(i)for the investigation.examination,testing,sampling or other review of any asbestos-containing materials which may he located in or about the project,(ii)for any work undertaken with respect to the removal,encapsulation or other treatment of any such asbestos-containing materials within the project,or(iii)for compliance with any laws,orders,rules or regulations imposed by any federal.state,city or other governmental entity,agency or instrumentality,except to the extent that WSP has expressly agreed in this agreement to undertake responsibility thereof. The Client does hereby agree to indemnify and hold harmless WSP from and against any and all liability,fines.suits,damages,losses,demands,costs and expenses of any kind or nature whatsoever incurred in connection with any claim or proceeding brought against WSP by any party and in any way related to any aspect of items(i),(ii)or(iii)of the immediately preceding sentence. Indemnification shall include the defense of any claims,suits,demands or fines arising therefrom,by counsel approved by WSP in writing that may he brought by the Client or by any third party. The foregoing provisions hereof shall survive the expiration or earlier termination of this agreement. Client shall cause any and all Contractors,Subcontractors,Material Suppliers and other entities or persons(hereinafter"Contractor")actually responsible for construction to indemnify WSP to the extent permitted by law against risk which are not normally borne by the engineering profession in the form of AIA Bocument A-201-General Conditions of the Contract for Construction(1987 Edition),Section 3.18.Client shall also cause Contractor to name WSP as an additional insured on Contractor's Comprehensive General liability policy. %% l Exhibit "D" 14 7. Arbitration All claims,disputes or other matters in question between the Client and WSP arising cut of,or relating to,the Agreement shall be decided by arbitration in accordance with the construction Industry Arbitration Rules of the American Arbitration Association unless the parties mutually agree otherwise. 8. Delays and Extensions of Time (a)If WSP,at any time,is prevented from,or delayed in,providing the Services by any act or omission by the Client any of its Representatives,the architect for the Project ar any employee of or contractor for any of the foregoing,or by changes ordered in the Services,or by labor disputes,governmental entities,fire,unusual delay in transportation,adverse weather conditions not reasonably foreseeable,unavoidable casualties,or any cause beyond WSP's control,or by delay authorized by the Client(or its Representative)pending arbitration,or by any other cause which WSP reasonably determines may justify the delay,then(i)WSP may,on notice to the Client,extend the term of the Agreement fur such reasonable time as WSP may determine,and(ii)the payments to be made to WSP for each phase of the Services or for any Additional Services shall be increased by 1%for each additional thirty-day period(or part therEaf)added to the original term of the Agreement. (b)In the event that the Client does not commence and thereafter continue the Project in accordance with the time schedule described in the Agreement or described by the Client to WSP prior to entering into the Agreement,or otherwise prevents WSP from performing any phase of the Services in accordance with such time schedufe,WSP may,at its option.(i)exercise its rights pursuant to Subparagraph 9(a)hereof,or(ii)terminate the Agreement without incurring any liability to the Client for such termination,in which event the Client shall pay for all Services performed,in whole or in part,by WSP prior to termination,at the contract price established in the Agreement. (c)The remedies described in Subparagraphs 8(a)and 9(b)shall be in addition to,and not in lieu of,any rights or remedies which WSP may have under this Agreement or at law,equity or otherwise. (d)If the Project is suspended by the Client for more than 9fl consecutive days,WSP shall he compensated for services perfarmed prior to notice of such suspension.If the Project is resumed,WSP's compensation shall be equitably adjusted to provide for increased cost and expenses incurred in the interruption and resumption of WSP's services. 9. Adequacy of the Funding for the Project The Client represents and warrants that it has secured,or will secure in a timely fashion,funding adequate to commence and to complete the Project,within the time schedule referred to in the Agreement or described to WSP prior to entering into the Agreement. Cancellation or revision of the Project as a result of the Client's failure to secure funding in a timely fashion or any other reason shall not,in any event,permit the Client to terminate the Agreement or excuse the Client from performing its obligations to WSP in a timely manner. 10. Certain Limitations an Responsibility WSP does not assume responsibility for construction means,methods,techniques,sequence or procadures,or for safety precautions and programs in connection with the work. WSP does not assume responsibility for the contractors'failure to carry out the work in accordance with the contract requirements or for stopping the work in the event of such failure. WSP's review of the contractors'performance is not intended to include review of the adequacy of safety measures,in,on or near the construction site. WSP is responsible for design only and is not liable for unsatisfactory performance of the mechanical and electrical systems resulting from code constraints,improper installation,operation and maintenance. 11. Verification of Existing Conditions Inasmuch as the remodeling and/or rehabilitation of the existing structure requires that certain assumptions he made by WSP regarding existing conditions,and because some of these assumptions may not be verifiable without the Client's expending substantial sums of money or destroying otherwise adequate or serviceable portions of the structure, the Client agrees,to the fullest extent permitted by law,to indemnify and hold harmless WSP,its officers,directors, employees and sub-consultants(collectively,WSP)against all damages,liabilities or costs,including reasonable attorneys'fees and defense costs,arising out of or in any way cannected with this Project,excepting only those damages,liabilities or costs attributable to the sale negligence and willful misconduct by WSP, 12. Information Provided by Others The Client shall furnish,at the Client's expense,all information,requirements,reports,data,surveys and instructions required by this Agreement.WSP may use such information,requirements,reports,data,surveys and instructions in performing its services and is entitled to rely upon the accuracy and completeness thereof.WSP shall not be held responsible for any errors or omissions that may arise as a result of Erroneous or incomplete information provided by the Client and/or the Client's consultants and contractors. 13. Ownership and Work Product All reports,drawings,specifications,computer files,field data.notes and other documents and instruments prepared by WSP as instruments of service shall remain the property of WSP. WSP shall retain all common law,statutory and other reserved rights,including,without limitation,the copyrights thereto,whether the project for which they are intended is executed or not. They are not to he used by anyone on Other projects except by written agreement with WSP. The drawings may be deposited in the Client's file with the other drawings for the project. 14. Inconsistent Provisions Changes in the Terms Hereof (a)Notwithstanding any inconsistent provisions in any Agreement(including any AIA farm contract or general conditions annexed therata)between WSP and the Client the provisions hereof shall be controlling;provided,however,that the final written proposal,if any,as submitted by WSP to the Client or any handwritten or typewritten inserts or riders made or approved by WSP to the printed contract for General Conditions,if any,annexed to such proposal shall supersede any inconsistent provisions hereof. (b)Execution of the Agreement by the Client shall be deemed an acceptance of each and every term of the Agreement and of these Standard Terms and Conditions. All provisions of the Agreement and these Standard Terms and Conditions,in the farm and with the contents as submitted by WSP to the Client,shall be binding contractual obligations of the Client and may be modified,changed or waived only with the specific written consent of WSP. In the event that the Client,without the written consent of WSP,modifies or deletes any pravWan(or part of any provision)of the Agreement or these Standard Terms and Conditions,such provision(or part thereof)in the form and with the contents as submitted by WSP to the Client shall nonetheless be deemed to constitute a term of the contract between WSP and the Client. Exhibit "D" 15. Limitation of Liability In recognition of the relative risks and benefits of the Project to both the Client and WSP,the risks have been allocated such that the Client agrees,to the fullest extent permitted by law,to limit the liability of WSP and WSP's officers,directors,partners,employees,shareholders,owners and sub-consultants for any and all claims,lasses,casts,damages of any nature whatsoever or claims expenses from any cause up causes,including attorneys'fees and costs and expert-witness fees and costs,so that the total aggregate liability of WSP and WSP's officers,directors,partners,employees,shareholders,owners and sub-consultants shall be limited to the amount of our fee or the limits of professional liability insurance provided in the insurance certificate,whichever is less. It is intended that this limitation apply to any and all liability or cause of action however alleged or arising,unless otherwise prohibited by law. Notwithstanding any other provision of this Agreement,and to the fullest extent permitted by law,neither the Client nor WSP,their respective officers,directors,partners,employees,contractors or sub- consultants shall be liable to the other or shall make any claim for any incidental,indirect or consequential damages arising out of or connected in any way to the Project or to this Agreement.This mutual waiver of consequential damages shall include,but is not limited to,loss of use,loss of profit,loss of business,loss of income,loss of reputation and any other consequential damages that either party may have incurred from any cause of action including negligence,strict liability, breach of contract and breach of strict or implied warranty.Both the Client and WSP shall require similar waivers of consequential damages protecting all the entities or persons named herein in all contracts and subcontracts with others involved in this project. 16. Terrorist Arts(in general) In addition to other commercial risks,WSP makes no claims that its design or other professional services are intended to prevent or survive acts of terrorism,war, or civil unrest. 17. Assignment Neither party to this Agreement shall transfer,sublet or assign any rights or duties under or interest in this Agreement,including but not limited to monies that are due or monies that may be due,without the prior written consent of the other party.Subcontracting to sub-consultants,normally contemplated by WSP as a generally accepted business practice,shall not he considered an assignment for purposes of this Agreement. 18. Interest an Past Due Invoices WSP's policy requires monthly payments far professional services and expenses in proportion to the progress of our work.In addition to any other remedies available to it.WSP reserves the right to charge interest at the rate of one-and-one-half(1.5)percent per month(18%per annum)or the maximum rate allowed by law,whichever is less,of the outstanding balance. In the event WSP files suit to enforce overdue payments,Client will reimburse all court costs and reasonable attorneys'fees. 19. Controlled Inspection or Full-Time Project Representation Services If included in WSP's Scope of Services.shall mean that WSP shall Endeavor to provide further protection for the Client against defects in structural work,but the furnishing of such controlled inspection or full-time project representation services shall not make WSP responsible for construction means,methods, techniques,sequences or procedures,or auctions and programs.WSP shall not have control or charge of and shall not be responsible for the acts ar omissions of the Contractor,Subcontractors or any other persons perfarming any of the work,or for the failure of any of them to carry out the work in accordance with the Contract Documents. 20. Review of shop drawing submittals If included in WEP's Scope of Services,is not conducted for the purpose of determining the accuracy and completeness of details such as dimensions and quantities or for substantiating instructions for installation or performance of equipment or systems designed by the Contractur,all of which remain the responsibility of the Contractor to the extent required by the Contract Documents.WSP's review shall not constitute approval of safety precautions or of construction means,methods,techniques,or sequences of procedures.WSP's approval of a specific item shall not indicate approval of an assembly of which the item is a component.When professional certificatian of performance characteristic of materials,systems or equipment is required by the Contract Documents,WSP shall be entitled to rely upon such certification to establish that the materials,systems or equipment will meet the performance criteria required by the Contract Documents. 21. Standard Condition Terms Survival If any of WSP's Standard Conditions.a portions thoreof,shall be adjudged null and void,it is agreed that the remaining Standard Conditions,or portions thereof,shall remain intact and be given full force and effect 22. State Law Governing Agreement This agreement shall be governed by and construed in accordance with the State of TEXAS.