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PK08-043 - Original - David A. Clark Architects , PLLC - West Fenwick Park Improvement Design - 02/06/2008
Records Mania' ",g' "' emen t�� , KENT Document W A S H r N O T O N CONTRACT COVER SHEET This is to be completed by the Contract Manager prior to submissil',on to City Clerks Office. All portions are to be completed, if you have questions, please contact Mary Simmons, City Clerks Office. Vendor Name: ✓ �G�- Contract Number: ICO?�-0 C( 3 This iY Ve nYYIee;gneo4 ky AArrr"i CirY%r"^ne IIIIJ IIIM M •�IMI' VIIIIIIIVIIJ Vendor Number: II Project Name: IAJe-S+ -Fl6v\W c C� �Q�✓� IVw2Ywe w- ✓ -' be V �•, r� II Contract Effective Date: Contract Termination Date: Jt&v�2 � Contract Renewal Notice (Days): 061� Number of days required notice for termination or renewal or amendment —,Y\ Contract Manager: l Department: Abstract: ADCL7832 07/02 IvIvAIADocument B151TM - 1997 Abbreviated Standard Form of Agreement Between Owner and Architect I AGREEMENT made as of the5,40'4 day ofi rsr n the year (In words, indicate day,month and year) / BETWEEN the Architect's client identified as the Owner: (Name,address and other information) This document has important City of Kent legal consequences. 220 Fourth Avenue South Kent.WA 98032 Consultation with an attorney is encouraged with respect to its completion or modification and the Architect: (Name,address and other information) David A.Clark Architects,PLLC j 11737 SE 256 h Place Kent,WA 98031-7897 For the following Project: (Include detailed description of Project) IWest Fenwick Park- Design and construction drawines and contract administration services for the restroom/Aicnic shelter building_ The Owner and Architect agree as follows. i I i I i I I I i AIA Document Bt51TM—1997.Copyright©1974,1978,1987 and 1997 by The American Institute of Architects. All rights reserved. WARNING:This AIA® Init. Document is protected by U.S.Copyright Law and International Treaties.Unauthorized reproduction or distribution of this AIA®Document,or any y portion of it,may result In severe civil and criminal penalties,and will be prosecuted to the maximum extent possible under the law. This document / was produced by AIA software at 09 36 09 on 12/24/2007 under Order No 1000286400_1 which expires on 2/151,2008,and is not for resale User Notes: (2757286334) w 7 ARTICLE 1 ARCHITECT'S RESPONSIBILITIES §1.1 The services performed by the Architect,Architect's employees and Architect's consultants shall be as enumerated in Articles 2,3 and 4-1 12 and as further described in the Architect's proposal attached and incorporated as Exhibit A. §1.2 The Architect's services shall be performed as expeditiously as is consistent with professional skill and care and the orderly progress of the Project.The Architect shall submit for the Owner's approval a schedule for the performance of the Architect's services which may be adjusted as the Project pfaeeeds-proceeds,upon written approval from Owner.This schedule shall include allowances for periods of time required for the Owner's review and for approval of submissions by authorities having jurisdiction over the Project.Time limits established by this schedule approved by the Owner shall not,except for reasonable cause,be exceeded by the Architect or Owner. §1.3 The Architect shall designate a representative authorized to act on behalf of the Architect with respect to the Project. §1.4 The services covered by this Agreement are subject to the time limitations contained in Section 11.5.1. ARTICLE 2 SCOPE OF ARCHITECT'S BASIC SERVICES §2.1 DEFINITION The Architect's Basic Services consist of those described in Sections 2.2 through 2.6 and any other services identified in Article 12 as part of Basic Services,and include normal structural,mechanical and electrical engineering services. This Agreement extends and supplements work performed under the Consultant Services Agreement between the parties,fully executed on June 8,2007,and Change Order Nos. 1 end 2 thereto. budget re..,,:.. menu each in terms of the ether- subject to the lifr:tatiefi set fe fth in QeetiOn 5.2.1 §2.2.3 The A&ehiteet shall r-eview with the Owner-altema4ive appr-eaehes te design and eeftstmetien ef the pfejeet. §2.2.5 The Ar-ehiterat shall submit to the Owner-a pr-ekFainar-y estiffiate of Genst-n-le-sion Cost based oft euff@R�area, §2.3 DESIGN r\C\/CI ADIIIICAIT DYACC pr-Offam, ll may be appr-epfiate-. §2.4 CONSTRUCTION DOCUMENTS PHASE §2.4.1 Based on the approved Design Development Documents and any further adjustmerxts in the scope or quality of the Project or in the construction budget authorized by the Owner,the Architect shall prepare,for approval by the Owner,Construction Documents consisting of Drawings and Specifications setting forth in detail the requirements for the construction of the Project. AIA Document B151 TM—1997.Copyright ©1974,1978,1987 and 1997 by The American Institute of Architects. All rights reserved. WARNING:This AIA® Init. Document is protected by U.S.Copyright Law and International Treaties.Unauthorized reproduction or distribution of this AIA®Document,or any 2 portion of it,may result in severe civil and criminal penalties,and will be prosecuted to the maximum extent possible under the law. This document / was produced by AIA software at 09 36 09 on 12/24/2007 under Order No 1000286400_1 which expires on 2/15/2008,and is not for resale User Notes: (2757286334) i • r I §2.4.2 The Architect shall assist the Owner in the preparation of the necessary bidding information,bidding forms, the Conditions of the Contract,and the form of Agreement between the Owner and Contractor. §2.4.3 The Architect shall advise the Owner of any adjustments to previous preliminary estimates of Construction Cost indicated by changes in requirements or general market conditions. §2.4.4 The Architect shall assist the Owner in connection with the Owner's responsibility for filing documents required for the approval of governmental authorities having jurisdiction over the Project. §2.5 BIDDING OR NEGOTIATION PHASE j The Architect,following the Owner's approval of the Construction Documents and of the latest preliminary estimate of Construction Cost,shall assist the Owner in obtaining bids or negotiated proposals and assist in awarding and preparing contracts for construction. §2.6 CONSTRUCTION PHASE—ADMINISTRATION OF THE CONSTRUCTION CONTRACT §2.6.1 The Architect's responsibility to provide Basic Services for the Construction Phase under this Agreement commences with the award of the initial Contract for Construction and terminates at the earZer of the issuance to the Owner of the final Certificate for Payment or 60 days after the date of Substantial Completion of the Work. §2,6.2 The Architect shall provide administration of the Contract for Construction as set forth below and in the edition of AIA Document A201,General Conditions of the Contract for Construction,current as of the date of this Agreement,unless otherwise provided in this Agreement.Modifications made to the General Conditions,when adopted as part of the Contract Documents,shall be enforceable under this Agreement only to the extent that they are consistent with this Agreement or approved in writing by the Architect. §2.6.3 Duties,responsibilities and limitations of authority of the Architect under this Section 2.6 shall not be festgeted-modified or extended without written agreement of the Owner and Architect with consent of the Contractor,which consent will not be unreasonably withheld. §2.6.4 The Architect shall be a mpreseatative of and shall advise and consult with the Owner during the administration of the Contract for Construction.The Architect shall have authority to act on behalf of the Owner only to the extent provided in this Agreement unless otherwise modified by w^itte ^ „al.wit or in accordance with such other written approval of Owner. §2.6.5 The AFebiteet,ar,a mpmseatative of the Ownef,Architect shall visit the site at intervals appropriate to the stage of the Contractor's operations,or as otherwise agreed by the Owner and the Architect in Article 12,(1)to become generally familiar with and to keep the Owner informed about the progress and quality of the portion of the Work completed,(2)to endeavor to guard the Owner against defects and deficiencies in the Work,and(3)to determine in general if the Work is being performed in a manner indicating that the Work,;when fully completed, will be in accordance with the Contract Documents.14ewever-,-Although,the Architect shall not be required to make exhaustive or continuous on-site inspections to check the quality or quantity of the WeFl.-Work,it must inform itself fully of the other work conducted on site in order to create a successfully integrated project,as more specifically described in Section 2.6.19.The Architect shall neither have control over or charge of,nor be responsible for,the construction means,methods,techniques, sequences or procedures,or for safety precautions and programs in connection with the Work,since these are solely the Contractor's rights and responsibilities under the Contract Documents. §2.6.6 The Architect shall report to the Owner known deviations from the Contract Documents and from the most recent construction schedule submitted by the Contractor.However,the Architect shall not be responsible for the Contractor's failure to perform the Work in accordance with the requirements of the Contract Documents.The Architect shall be responsible for the Architect's negligent acts or omissions,but shall note have control over or charge of and shall not be responsible for acts or omissions of the Contractor,Subcontractors,or their agents or empleyeas,or-of any ether-persons or- mplovees performing portions of the Work. §2.6.7 The Architect shall at all times have access to the Work wherever it is in preparation or progress. I AIA Document B151 TM—1997.Copyright m 1974,1978,1987 and 1997 by The American Institute of Architects. All rights reserved. WARNING:This AIA® Init. Document is protected by U.S.Copyright Law and International Treaties.Unauthorized reproduction or distribution of this AIA®Document,or any 3 portion of it,may result in severe civil and criminal penalties,and will be prosecuted to the maximum extent,possible under the law. This document / was produced by AIA software at 09 36 09 on 12/24/2007 under Order No 1000286400_1 which expires on 2/15/20Q8,and is not for resale User Notes: (2757286334) §2.6.8 Exeept as ethervAse pfevided in this Agfeefaent of when dir-eet eemmuniea4ions have been speeaia4y be thfough the Ar-ehiterst. §2.6.9 CERTIFICATES FOR PAYMENT §2.6.9.1 The Architect shall review and certify the amounts due the Contractor and shall issue certificates in such amounts §2.6.9.2 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 2.6.5 and on the data comprising the Contractor's Application for Payment,that the Work has progressed to the point indicated and that,to the best of the Architect's knowledge,information and belief,the quality of the Work is in accordance with the Contract Documents.The foregoing representations are subject(1)to an evaluation of the Work for conformance with the Contract Documents upon Substantial Completion,(2)to results of subsequent tests and inspections,(3)to correction of minor deviations from the Contract Documents prior to completion,and(4)to specific qualifications expressed by the Architect. §2.6.9.3 The issuance of a Certificate for Payment shall not be a representation that the Architect has(1)made exhaustive or continuous on-site inspections to check the quality or quantity of the Work,(2)reviewed construction means,methods,techniques,sequences or procedures,(3)reviewed copies of requisitions 'received from Subcontractors and material suppliers and other data requested by the Owner to substantiate the Contractor's right to payment,or(4)ascertained how or for what purpose the Contractor has used money previously paid on account of the Contract Sum. §2.6,10 The- consultation with and approval from owner,the Architect shall have authority to reject Work that does not conform to the Contract Documents.Whenever the Architect considers it necessary or advisable,the Architect shall have authority to require inspection or testing of the Work in accordance with the provisions of the Contract Documents,whether or not such Work is fabricated,installed or completed.However,neither this authority of the Architect nor a decision made in good faith either to exercise or not to exercise such authority shall give rise to a duty or responsibility of the Architect to the Contractor,Subcontractors,material and equipment suppliers,their agents or employees or other persons or entities performing portions of the Work. §2.6.11 The Architect shall review and approve or take other appropriate action upon the Contractor's submittals such as Shop Drawings,Product Data and Samples,but only for the limited purpose of checking for conformance with information given and the design concept expressed in the Contract Documents.The'Architect's action shall be taken with such reasonable promptness as to cause no delay in the Work or in the activities of the Owner,Contractor or separate contractors,while allowing sufficient time in the Architect's professional judgment to permit adequate review.Review of such submittals is not conducted for the purpose of determining the accuracy and completeness of other details such as dimensions and quantities,or for substantiating instructions for installation or performance of equipment or systems,all of which remain the responsibility of the Contractor as required by the Contract Documents.The Architect's review shall not constitute approval of safety precautions or,unless otherwise specifically stated by the Architect,of any construction means,methods,techniques,sequences or procedures.The Architect's approval of a specific item shall not indicate approval of an assembly of which the item is a component. §2.6.12 If professional design services or certifications by a design professional related to�systems,materials or equipment are specifically required of the Contractor by the Contract Documents,and if directed by the Owner,the Architect shall specify appropriate performance and design criteria that such services must satisfy.Shop Drawings and other submittals related to the Work designed or certified by the design professional retained by the Contractor shall bear such professional's written approval when submitted to the Architect.The Architect shall be entitled to rely upon the adequacy,accuracy and completeness of the services,certifications or approvals performed by such design professionals. §2.6.13 The Architect shall o-review Change Orders and Construction Change Directives,with supporting documentation and data if deemed necessary by the Architect as provided in Sections 3.111 and 3.3.3,for the Owner's approval and execution in accordance with the Contract Documents,and may authorize minor changes in AIA Document B151 Tm—1997.Copyright©1974,1978,1987 and 1997 by The American Institute of Architects. All rights reserved. WARNING:This AIA® Init. Document is protected by U.S.Copyright Law and International Treaties.Unauthorized reproduction or distribution of this AIA®Document,or any 4 portion of it,may result in severe civil and criminal penalties,and will be prosecuted to the maximum extent possible under the law. This document / was produced by AIA software at 09 36 09 on 12/24/2007 under Order No 1000286400_1 which expires on 2/15/20Q8,and is not for resale User Notes: (2757286334) a the Work not involving an adjustment in the Contract Sum or an extension of the Contract Time which are J consistent with the intent of the Contract Documents. §2.6.14 The Architect shall conduct inspections to determine the date or dates of Substantial Completion and the date of final completion,shall receive from the Contractor and forward to the Owner,for the Owner's review and records,written warranties and related documents required by the Contract Documents and assembled by the Contractor,and shall issue a final Certificate for Payment based upon a final inspection indicating the Work complies with the requirements of the Contract Documents. §2.6.15 The Architect shall interpret and decide matters concerning performance of the Owner and Contractor under, and requirements of,the Contract Documents on written request of either the Owner or Contractor.The Architect's response to such requests shall be made in writing within any time limits agreed upon or otherwise pr-empawss:within twenty-four(24)hours. §2.6.16 Interpretations and decisions of the Architect shall be consistent with the intent of and reasonably inferable from the Contract Documents and shall be in writing or in the form of drawings.When making such interpretations and initial decisions,the Architect shall endeavor to secure faithful performance by both Owner and Centimeter-, shall fiet shew paf6ahty te either-,and shall pet h-e-,Ii-ah-IA fer-r-eseks of inter-pr-ewiens or-deeisions Re rand red ifi good Contractor and shall not show partiality to either. §2.6.17 The Architect shall render initial decisions on claims,disputes or other matters in question between the Owner and Contractor as provided in the Contract Documents.rseweye the r-ehiteet's doeisiens on ma4tems 2.6.19 The Owner,on its own or through other consultants or agents,will perform desig or other preconstruction work outside the scope of Architect's services on this project. A description of the scone of work to be performed by these other consultants,contractors,or agents(collectively,the"listed consultants"),together with contact information for those listed consultants known at the time of drafting this Agreement,is attached as Exhibit C. The Owner will supplement this list with specific contact information as it hires other listed consultants. The Architect shall cooperate with and coordinate the Architect's work with all other listed consultants. The Architect represents,and the Owner relied upon the Architect's representation,that it will communicate and coordinate with the listed consultants throughout project design to assure that the Architect's work comprises part of an integrated design that will function correctly and as planned when constructed by the Owner. The Architect is not a guarantor of the other listed consultant's work,but the Architect doe's have a duty to inform itself fully of the other listed consultants' designs in order to create a successfully integrated project. If the Architect determines that the work of any other listed consultant will not coordinate with the Architect's design or work or that the other listed consultant's design or will obstruct or interfere with a final,integrated and successful project design,the Architect will immediately inform the Owner of this conflict. The Owner will resolve any disagreements that may arise among the Architect and listed consultants over the method,design,or Ord of doing project work. The Owner's decision on these matters will be final. The coordination of the work shall be taken into account by the Architect as part of the site investigation accordance with Section 2.6.5 and any resulting costs shall be incidental and included w0in the bid process in this Agreement. Centimeter-,eKeept for-these r-elating to aesthefie effeet as pFevided in seetten 2.6.17,shall�be subjeet to Mediation ARTICLE 3 ADDITIONAL SERVICES §3.1 GENERAL §3.1.1 The services described in this Article 3 are not included in Basic Services unless so(,,identified in Article 12, and they shall be paid for by the Owner as provided in this Agreement,in addition to the compensation for Basic Services.The services described under Sections 3r.2-3.2,3.3,and 3.4 shall only be provided if authorized or AIA Document 8151 TM—1997.Copyright ©1974,1978,1987 and 1997 by The American Institute of Architects. All rights reserved. WARNING:This AIA® lnit. Document is protected by U.S.Copyright Law and International Treaties.Unauthorized reproduction or distribution of this AJO Document,or any 5 portion of it,may result in severe civil and criminal penalties,and will be prosecuted to the maximum extent possible under the law. This document / was produced by AIA software at 09.36.09 on 12/24/2007 under Order No.1000286400_1 which expires on 2/15/2000,and is not for resale User Notes: (2757286334) F confirmed in writing Y b the required Elue te eir-eumswases beyond the A&ehiteet's e9a4el,the A.-ehiteet shall notify thel Owaff prior-te Owner shall give prompt written notiee to the Ar-ehiteet.if the Ownef indisates in writing that Ed!or-paA ef saish ser-viees.Owner in advance through the negotiation and execution of an applicable Change Order. §3.2 PROJECT REPRESENTATION BEYOND BASIC SERVICES §3.2.1 If more extensive representation at the site than is described in Section 2.6.5 is required,the Architect shall provide one or more Project Representatives to assist in carrying out such additional on-site responsibilities, §3.2.2 Project Representatives shall be selected,employed and directed by the Architect,and the Architect shall be compensated therefor as agreed by the Owner and Architect.The duties,responsibilities and limitations of authority of Project Representatives shall be as described in the edition of AIA Document B 52,.0 ffeat as of the date of♦" ir .B352,as maybe amended by the Owner and Architect should such Project Representatives become necessary. §3.2.3 Through the presence at the site of such Project Representatives,the Architect shall,"'endeavor to provide further protection for the Owner against defects and deficiencies in the Work,but the furnishing of such project representation shall not modify the rights,responsibilities or obligations of the Architect as described elsewhere in this Agreement. §3.3 CONTINGENT ADDITIONAL SERVICES §3.3.1 Making revisions in drawings,specifications or other documents when such revisions are: .1 inconsistent with approvals or instructions previously given by the Owner,including revisions made necessary by adjustments in the Owner's program or Project budget;or .2 required by the enactment or revision of codes,laws or regulations subsequent to the preparation of such deeements;e ffh-wAwr-.documents. §3.3.2 Providing services required because of significant changes in the Project including,;)but not limited to,size, quality,complexity,the Owner's schedule,or the method of bidding or negotiating and contracting for construction, except for services required under Section 5.2.5. §3.3.3 Preparing Drawings,Specifications and other documentation and supporting data valuating Contractor's proposals,and providing other services in connection with Change Orders and Construction Change Directives. §3.3.4 Providing services in connection with evaluating substitutions proposed by the Contractor and making subsequent revisions to Drawings,Specifications and other documentation resulting therefrom. §3.3.5 Providing consultation concerning replacement of Work damaged by fire or other cause during construction, and furnishing services required in connection with the replacement of such Work. §3.3.6 Providing services made necessary by the default of the Contractor,by major defects or deficiencies in the Work of the Contractor,or by failure of performance of either the Owner or Contractor under the Contract for Construction. §3.3.7 Providing services in evaluating an extensive number of claims submitted by the Contractor or others in connection with the Work. §3.3.8 Providing services in connection with a public hearing,a dispute resolution proceeding or a legal proceeding except where the Architect is party thereto. §3.3.9 Preparing documents for alternate,separate or sequential bids or providing services in connection with bidding,negotiation or construction prior to the completion of the Construction Documents Phase. AIA Document B151 TM—1997.Copyright©1974,1978,1987 and 1997 by The American Institute of Architects. All rights reserved. WARNING:This AIA® Init. Document is protected by U.S.Copyright Law and International Treaties.Unauthorized reproduction or distribution of this AIA®Document,or any 6 portion of it,may result in severe civil and criminal penalties,and will be prosecuted to the maximum extent possible under the law. This document / was produced by AIA software at 09:36.09 on 12/24/2007 under Order No 1000286400_1 which expires on 2/15/20p8,and is not for resale User Notes: (2757286334) 3.4 OPTIONAL ADDITIONAL SERVICES §3.4.2 Providing financial feasibility or other special studies. §3.4.3 Providing planning surveys,site evaluations or comparative studies of prospective sites. §3.4.4 Providing special surveys,environmental studies and submissions required for approvals of governmental authorities or others having jurisdiction over the Project. §3.4.5 Providing services relative to future facilities,systems and equipment. §3.4.6 Providing services to investigate existing conditions or facilities or to make measured drawings thereof. §3.4.7 Providing services to verify the accuracy of drawings or other information furnished by the Owner. __19-letion pe&Fffied and equipffielat supplied by the Owner-. tke Owner i §3.4.10 Providing detailed estimates of Construction Cost. §3.4.11 Providing detailed quantity surveys or inventories of material,equipment and labor. i §3.4.12 Providing analyses of owning and operating costs §3.4.13 Providing interior design and other similar services required for or in connection"with the selection, procurement or installation of furniture,furnishings and related equipment. §3.4.14 Providing services for planning tenant or rental spaces. §3.4.15 Making investigations,inventories of materials or equipment,or valuations and detailed appraisals of existing facilities. §3.4.16 Preparing a set of reproducible record drawings showing significant changes in the Work made during construction based on marked-up prints,drawings and other data furnished by the Contractor to the Architect. §3.4.17 Providing assistance in the utilization of equipment or systems such as testing,adjusting and balancing, preparation of operation and maintenance manuals,training personnel for operation and;maintenance,and consultation during operation. §3.4.18 Providing services after issuance to the Owner of the final Certificate for Payment,or in the absence of a final Certificate for Payment,more than 60 days after the date of Substantial Completion of the Work. §3.4.19 Providing services of consultants for other than architectural,structural,mechanical and electrical engineering portions of the Project provided as a part of Basic Services. §3.4.20 Providing any other services not otherwise included 1n this Agreement or not customarily furnished in accordance with generally accepted architectural practice. I AIA Document B151 TM—1997.Copyright ®1974,1978,1987 and 1997 by The American Institute of Architect§. Ali rights reserved. WARNING:This AIA® Init. Document Is protected by U.S.Copyright Law and International Treaties.Unauthorized reproduction or distribution of this AIA®Document,or any 7 portion of it,may result in severe civil and criminal penalties,and will be prosecuted to the maximum extent possible under the law. This document / was produced by AIA software at 09.36 09 on 12/24/2007 under Order No 1000286400_1 which expires on 2/15/2008,and is not for resale User Notes: (2757286334) i ARTICLE 4 OWNER'S RESPONSIBILITIES §4.1 The Owner shall provide full 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. ,ififOEMPAiElft §4.2 The Owner shall establish and periodically update an overall budget for the Project,including the Construction Cost,the Owner's other costs and reasonable contingencies related to all of these costs. §4.3 The Owner shall designate a representative authorized to act on the Owner's behalf with respect to the Project. The Owner or such designated representative shall render decisions in a timely er-manner,and in accordance with Section 1.2.pertaining to documents submitted by the Architect in order to avoid unreasonable delay in the orderly and sequential progress of the Architect's services. §4.4 The Owner shall furnish surveys to describe physical characteristics,legal limitations,and utility locations for the site of the Project,and a written legal description of the site.The surveys and legal information shall include,as applicable,grades and lines of streets,alleys,pavements and adjoining property and structures;adjacent drainage; rights-of-way,restrictions,easements,encroachments,zoning,deed restrictions,boundaries and contours of the site, locations,dimensions and necessary data with respect to existing buildings,other improvements and trees;and information concerning available utility services and lines,both public and private,above and below grade, including inverts and demos.depths where known.All the information on the survey shall be referenced to a Project benchmark. §4.5 The Owner shall furnish the services of geotechnical engineers when such services arse requested by the Architect.Such services may include but are not limited to test borings,test pits,determinations of soil bearing values,percolation tests,evaluations of hazardous materials,ground corrosion tests and resistivity tests,including necessary operations for anticipating subsoil conditions,with reports and appropriate recommendations. §4.6 The Owner shall furnish the services of consultants other than those designated in Se�do. 4 5 when suer. ,quested by the Ar-ehiteet Sections 4.5 and 2.6.19 when such services are requested by the Architect, approved by the Owner,and are reasonably required by the scope of the Project. §4.7 The Owner shall furnish structural,mechanical,and chemical tests;tests for air and water pollution;tests for hazardous materials;and other laboratory and environmental tests,inspections and reports�required by law or the Contract Documents. §4.8 The Owner shall furnish all legal,accounting and insurance services that may be necTary at any time for the Project to meet the Owner's needs and interests. th@ fneaey paid by or-en behalf ef the 0%%ef-. §4.9 The services,information,surveys and reports required by Sections 4.4 through 4.8 shall be furnished at the Owner's expense,and the Architect shall be entitled to rely upon the accuracy and completeness thereof. §4.10 The Owner shall provide prompt written notice to the Architect if the Owner becomes aware of any fault or defect in the Project,including any errors,omissions or inconsistencies in the Architect's Instruments of Service. ARTICLE 5 CONSTRUCTION COST §5.1 DEFINITION §5.1.1 The Construction Cost shall be the total cost or,to the extent the Project is not completed,the estimated cost to the Owner of all elements of the Project designed or specified by the Architect. §5.1.2 The Construction Cost shall include the cost at current market rates of labor and materials furnished by the Owner and equipment designed,specified,selected or specially provided for by the Architect,including the costs of management or supervision of construction or installation provided by a separate construction manager or AIA Document B151 TM—1997.Copyright©1974,1978,1987 and 1997 b The American Institute of Architects. II rights reserved. WARNING:This AIA® Y � 9 Init. Document is protected by U.S.Copyright Law and International Treaties.Unauthorized reproduction or distribution of this AIA®Document,or any 8 portion of it,may result in severe civil and criminal penalties,and will be prosecuted to the maximum extent possible under the law. This document / was produced by AIA software at 09*36,09 on 12/24/2007 under Order No 1000286400_1 which expires on 2/15/2008,and is not for resale User Notes: (2757286334) contractor,plus a reasonable allowance for their overhead and profit.In addition,a reasonable allowance for contingencies shall be included for market conditions at the time of bidding and for changes in the Work. §5.1.3 Construction Cost does not include the compensation of the Architect and the Architect's consultants,the costs of the land,rights-of-way and financing or other costs that are the responsibility of the Owner as provided in Article 4 §5.2 RESPONSIBILITY FOR CONSTRUCTION COST §5.2.1 Evaluations of the Owner's Project budget,the preliminary estimate of Construction.Cost and detailed estimates of Construction Cost,if any,prepared by the Architect,represent the Architect's judgment as a design professional familiar with the construction industry.It is recognized,however,that neitherlthe Architect nor the Owner has control over the cost of labor,materials or equipment,over the Contractor's methods of determining bid prices,or over competitive bidding, market or negotiating conditions.Accordingly,the Architect cannot and does not warrant or represent that bids or negotiated prices will not vary from the Owner's Project budget or from any estimate of Construction Cost or evaluation prepared or agreed to by the Architect. §5.2.2 No fixed limit of Construction Cost shall be established as a condition of this Agreement by the furnishing, proposal or establishment of a Project budget,unless such fixed limit has been agreed upon in writing and signed by the parties hereto.If such a fixed limit has been established,the Architect shall be permitted to include contingencies for design,bidding and price escalation,to determine what materials,equipment,component systems and types of construction are to be included in the Contract Documents,to make reasonable adjustments in the scope of the Project and to include in the Contract Documents alternate bids as may be necessary to adjust the Construction Cost to the fixed limit.Fixed limits,if any,shall be increased in the amount of an increase in the Contract Sum occurring after execution of the Contract for Construction. §5.2.3 If the Bidding or Negotiation Phase has not commenced within 90 days after the Architect submits the Construction Documents to the Owner,any Project budget or fixed limit of Construction Qost shall be adjusted to reflect changes in the general level of prices in the construction industEyrindustry,if any §5.2.4 If a fixed limit of Construction Cost(adjusted as provided in Section 5.2.3)is exceeded by the lowest bona fide bid or negotiated proposal,the Owner shall: .1 give written approval of an increase in such fixed limit; .2 authorize rebidding or renegotiating of the Project within a reasonable time;l, .3 terminate in accordance with Section 8.5;or .4 cooperate in revising the Project scope and quality as required to reduce the lConstruction Cost. §5.2.5 If the Owner chooses to proceed under Section 5.2.4.4,the Architect,without additional compensation,shall modify the documents for which the Architect is responsible under this Agreement as necessary to comply with the fixed limit,if established as a condition of this Agreement.The modification of such documents without cost to the Owner shall be the limit of the Architect's responsibility under this Section 5.2.5.The Architect shall be entitled to compensation in accordance with this Agreement for all services performed whether or not the Construction Phase is commenced. ARTICLE 6 USE OF ARCHITECT'S INSTRUMENTS OF SERVICE §6.1 Drawings,specifications and other documents,including those in electronic form,prepared by the Architect and the Architect's consultants are Instruments of Service for use selely •^*"r-aspeet to this Pr-ejeet The A rehiteet and shall retain all eeffffaen law,s..,t ter-..and echo__ean,ed right ineluding, ghts--rith respect to this Project. Original documents,drawings,designs,reports,or any other records developed or created under this Agreement shall belong to and become the property of the Owner. All records submitted by the Owner to the Architect will be safeguarded by the Architect. Architect shall make such data,documents and filed available to the Owner upon the Owner's request. The Owner's use or reuse of any of the documents,data,and files created by Architect for this project by anyone other than Architect on any other project shall be without liability or legal exposure to Architect. Architect further acknowledges that Owner is a public agency,subject to the public disclosure laws of the State of Washington. Should a public records request be received requesting a copy of the Architect's Instruments of Service,Owner must make these records available to that requesting DAM. AIA Document B151 TM—1997.Copyright ©1974,1978,1987 and 1997 by The American Institute of Architects. All rights reserved. WARNING:This AIA® Init. Document is protected by U.S.Copyright Law and International Treaties.Unauthorized reproduction or distribution of this AIA®Document,or any 9 portion of it,may result in severe civil and criminal penalties,and will be prosecuted to the maximum extent possible under the law. This document / was produced by AIA software at 09:36:09 on 12/24/2007 under Order No.1000286400_1 which expires on 2/15/2008,and is not for resale. User Notes: (2757286334) tha�the Ovmer-shall eefaply with all ebliga4ens,ineliading prompt payfaent of all sams when due,afider-thiF, this Agr-eement. Any temiiamiea ef this Agreement prior-te eempletien of the Pr-ejeet shall teFwAnate this lieense. RAntr-ol If and ii on the date the Ar-ehiteet is adjudged in de&ult of this AgFeefaeR4,the fefeg au4her-ize other-sifpAlady or-edentialed design professionals te mpfeduee and,wher-e peffMaed by law,to fas' lied under-this Agreement.The Owner-shall net assign,delegate,stiblieense,pledge or-ether-wi so treasfff afty liee Gensaltmils. ARTICLE 7 DISPUTE RESOLUTION Should any dispute,misunderstanding,or conflict arise as to the terms and conditions contq fined in this Agreement, the matter shall first be referred to the Owner,and the Owner shall determine the term or ptovision's true intent or meaning. The Owner shall also decide all questions which may arise between the parties relative to the actual services provided or to the sufficiency of the performance hereunder. If the parties are unable to settle any dispute, difference,or claim arising from the parties' performance of this Agreement,the exclusive�means of resolving that dispute,difference,or claim,shall only be by filing suit exclusively under the venue,rules,)and jurisdiction of the King County Superior Court,at the Regional Justice Center located in King County,Washington,unless the parties agree in writing to an alternative dispute resolution process. In any claim or lawsuit for damages arising from the parties' performance of this Agreement,each party shall Day all its legal costs and attomey's fees incurred in defendant or bringing such claim or lawsuit,in addition to any other recovery or award provided by law,provided, however,nothing in this paragraph shall be construed to limit the Owner's right to indemnification under Section 9.13 of this Agreement. §7.1-M€M4TION 7.1.1 Any elaim, in aeaefdanee wM appheable law to ee"ly with the lien nefiee or-filing deadlines pfier-to feseluden ef the mattef by mediatien or-by ar-bitfatiefi-. them by mediation wlHeh,unless the paFfies fnu�aally agFee other-wise,shall be in aerserdanee-viii-th dhe Gen-sasq-istion AIA Document B151 TM—1997.Copyright ©1974,1978,1987 and 1997 by The American Institute of Architects. All rights reserved. WARNING:This AIA® Init. Document Is protected by U.S.Copyright Law and International Treaties.Unauthorized reproduction or distribution of this AIA®Document,or any 10 portion of it,may result in severe civil and criminal penalties,and will be prosecuted to the maximum extent possible under the low. This document / was produced by AIA software at 09 36 09 on 12/24/2007 under Order No 1000286400_1 which expires on 2115/2008,and is not for resale. User Notes: (2757286334) filed in wfiting A4h the other-paf�y to this Agr-eefnepA and with the Amet4eai;Aff-h-it-r-nui en Asseeia4ea.The r-equest may be made esenisuffeatly with the filing ef a Elemand fer-afbitfaiea but,in seeh event,fa�dia6ea shaM pfeeead in advanee ef ar-bi4akiea or-legal or-equitable preeeedings,wWeh shall be stayed pefiding faeOimien&r.a per-ied of 60 days fr-em the da4e of filing,unless stayed fef a lengef peFted by agr-eeffieRt of the paf4ies of 188HA er-deF. §7.1.3 The paftieS Shall ShaFe thO Ffiedia4)r-'s fee and any filing fees equally.The fnedia4en.sh—All hhep held-in the plaisee where the Prejeet is leeated,anless another-lars"ien is ffmtually agFeed apen.Agreements r-saished in ffiedia4ion shall §7.2 ARBITRATION Seetion 7.1. eunless the paAies ffwtually agree ethefA4se, afbitFafiea shall be filed iFt"fing kN4th the other-pafty to"s Agr-eemefft and with the Aimer-iisan Afbitmtiea Asseeiation. §7.2.3 A deffiand for-afbitFatien shall be made widiin a feasenable t4fne aftim the elaifa, 'o or-other-fnaae question has aFtsefi.In no event shall the defaand fer-ar-bitFetiea be Made afte-f d;A detAv.4w.ifis4itutieft of leg SwAute of speeifie Fefereflee to this Agreemeat and signed by the Owner-,Ar-ehiteet,and any other-p"sea er-entity seught te be additienal per-son er.eatity duly seasented to by pafties to this Agreement shall be sperifieally ea&reeabl §7.3 CLAIMS FOR CONSEQUENTIAL DAMAGES 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 in accordance with Article 8. ARTICLE 8 TERMINATION OR SUSPENSION §8.1 If the Owner fails to make payments to the Architect in accordance with this Agreement,such failure shall be considered substantial nonperformance and cause for termination or,at the Architect's option,cause for suspension of performance of services under this Agreement.If the Architect elects to suspend services,prior to suspension of services,the Architect shall give seven days'p1jor written notice to the Owner.In the event of a suspension of services,the Architect shall have no liability to the Owner for delay or damage caused the Owner because of such suspension of services.Before resuming services,the Architect shall be paid all sums due prior to suspension and any expenses incurred in the interruption and resumption of the Architect's ser�viees-services,excluding termination expenses deleted in Section 8.7.The Architect's fees for the remaining services and the time schedules shall be equitably adjusted. §8.2 If the Project is suspended by the Owner for more than 30 consecutive days,the Arch Itect 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 servieses. services, AIA Document B151 TM^—1997.Copyright ©1974,1978,1987 and 1997 by The American Institute of Architects. All rights reserved. WARNING:This AIA® Init. Document Is protected by U.S.Copyright Law and International Treaties.Unauthorized reproduction or distribution of this AIA®Document,or any portion of it,may result in severe civil and criminal penalties,and will be prosecuted to the maximum extent possible under the law. This document / was produced by AIA software at 09 36 09 on 12/24/2007 under Order No 1000286400_1 which expires on 2/15/2008'�and is not for resale User Notes: (2757286334) excluding termination expenses deleted in Section 8.7.The Architect's fees for the remaining services and the time schedules shall be equitably adjusted. §8.3 If the Project is suspended or the Architect's services are suspended for more than 90',consecutive days,the i Architect may terminate this Agreement by giving not less than seven days' prior written notice. §8,4 This Agreement may be terminated by either party upon not less than seven days' ri r 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. §8.5 This Agreement may be terminated by the Owner upon not less than seven days' prior written notice to the Architect for the Owner's convenience and without cause. §8.6 In the event of termination not the fault of the Architect,the Architect shall be compensated for services performed prior to termination,together with Reimbursable Expenses then due and All Te E%Pefise defified in ue. i ARTICLE 9 MISCELLANEOUS PROVISIONS I §9.1 This Agreement shall be governed by , and construed in accordance with the laws of the State of Washington. §9.2 Terms in this Agreement shall have the same meaning as those in the edition of AIA;Document A201,General Conditions of the Contract for Construction,current as of the date of this Agreement. §9.3 Causes of action between the parties to this Agreement pertaining to acts or failures to act shall be deemed to have accrued and the applicable statutes of limitations shall commence to run not later than either the date of Substantial Completion for acts or failures to act occurring prior to Substantial Completion or the date of issuance of the final Certificate for Payment for acts or failures to act occurring after Substantial Completion.In no event shall such statutes of limitations commence to run any later than the date when the Architect's services are substantially completed. all rights against A-agel;eadhea-r-and against the e altafits,agents ead empleyeep of the other-feF Elamages, A201,Gener-al Conditions of the Geati-aet for-Goastmet4ea,soffent as of the date ef this Agreement.The Gymef 9 §9.5 The Owner and Architect,respectively,bind themselves,their partners,successors,assigns and legal representatives to the other party to this Agreement and to the partners,successors,assigns and legal representatives of such other party with respect to all covenants of this Agreement.Neither the Owner no, the Architect shall assign this Agreement without the written consent of the ether-,e*eept that the Owner-fflay assign L16AS AgFilieffieftt t@ aft imtivatieaa4 leader-providing finaneifig for-the PFejeet.in saeh evem,the leader-shall assaine the Q%%er-'s Fights an' obligatiens under-this Agreement.The Ar-ehiteet shall eyeeute all eensents reasonably r-equifed te f"ilkae sueh assign— ot.other. §9.6 This Agreement and any referenced documents or exhibits represents the entire and integrated agreement between the Owner and the Architect and supersedes all prior negotiations,representations or agreements,either written or oral.All of the documents referenced and incorporated herein are made a part of this Agreement. However,should any language in any of the Exhibits to this Agreement conflict with any language contained in this AIA Document S151'rm—1997.Copyright m 1974,1978,1987 and 1997 by The American Institute of Architects. All rights reserved. WARNING.This AIA® Init. Document is protected by U.S.Copyright Law and International Treaties.Unauthorized reproduction or distribution of this AIA®Document,or any )2 portion of it,may result in severe civil and criminal penalties,and will be prosecuted to the maximum extent possible under the law. This document / was produced by AIA software at 09.36*09 on 12/24/2007 under Order No.1000286400_1 which expires on 2/15/20,08,and is not for resale User Notes: (2757286334) I III I Agreement,the terms of this Agreement shall prevail. This Agreement may be amended only by written instrument signed by both Owner and Architect. §9.7 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. §9.8 Unless otherwise provided in this Agreement,the Architect and Architect's consultants shall have no responsibility for the discovery,presence,handling,removal or disposal of or exposure of persons to hazardous materials or toxic substances in any form at the Project site. §9.9 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 riot 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. §9.10 If the Owner requests the Architect to execute certificates,the proposed language of 1such certificates shall be submitted to the Architect for review at least 14 days prior to the requested dates of execution.The Architect shall not be required to execute certificates that would require knowledge,services or responsibilities beyond the scope of this Agreement. §9.11 The,parties intend that an Independent Contractor-Employer Relationship be created by this Agreement and that the Architect has the ability to control and direct the performance and details of its work,the Owner being interested only in the results obtained under this Agreement. §9.12 In the hiringof f employees for the performance of work under this Agreement or any subcontract,the Architect or any person acting on behalf of the Architect shall not,by reason of race,religion,color,sex,age, sexual orientation,national origin,or the presence of any sensory, mental,or physical disability,discriminate against any person who is qualified and available to perform the work to which the employment relates. Architect shall execute the attached City of Kent Equal Employment Opportunity Policy Declaration(Exl",tibit Eh Comply with City Administrative Policy 1.2,and upon completion of the contract work,file the attached Corppliance Statement (Exhibit R §9.13 Architect shall defend,indemnify,and hold the Owner,its officers,officials,employees,agents,and volunteers harmless from any and all claims,injuries,damages,losses or suits,including all legal costs and attorney fees,arising out of or in connection with the Architect's negligent performance of this Agreement,except for that portion of the injuries and damages caused by the Owner's negligence. The Owner's inspection or acceptance of any of Architect's work when completed shall not be grounds to avoid any of these covenants of indemnification. Should a court of competent jurisdiction determine that this Agreement is subject to RCW 4.24.115,then,in the event of liability for damages arising out of bodily in)ury to persons or damages to property caused by or resulting from the concurrent negligence of the Architect and the Owner,its officers,officials,employees,agents,and volunteers,the Architect's liability hereunder shall be only to the extent of the Architect'sl negligence. IT IS FURTHER SPECIFICALLY AND EXPRESSLY UNDERSTOOD THAT THE"EMNIFICATION PROVIDED HEREIN CONSTITUTES THE ARCHITECT'S WAIVER OF IMMUNITY UNDER INDUSTRIAL INSURANCE,TITLE 51 RCW,SOLELY FOR THE PURPOSES OF THIS INDEMNIFICATION. THE PARTIES FURTHER ACKNOWLEDGE THAT THEY HAVE MUTUALLY NEGOTIATED THIS WAIVER. The provisions of this section shall survive the expiration or termination of this Agree�t. §9.14 The failure of the Owner to insist upon strict performance of any of the covenants and agreements contained in this Agreement,or to exercise any option conferred by this Agreement in one or more instances shall not be construed to be a waiver or relinquishment of those covenants,agreements,or options,an¢the same shall be and remain in full force and effect. j §9,15 All communications regarding this Agreement shall be sent to the parties at the ad4resses listed on the cover page of the Agreement,unless notified to the contrary. Any written notice hereunder shad become effective three AIA Document B151 Tm—1997.Copyright ©1974,1978,1987 and 1997 by The American Institute of Architects. All rights reserved, WARNING:This AIA® Init. Document is protected by U.S.Copyright Law and International Treaties.Unauthorized reproduction or distribution of this AIO Document,or any 3 portion of it,may result In severe civil and criminal penalties,and will be prosecuted to the maximum extent possible under the law. This document / was produced by AIA software at 09 36,09 on 12/24/2007 under Order No 1000286400_1 which expires on 2/15/2008,and is not for resale User Notes: (2757286334) I li (3)business days after the date of mailing by registered or certified mail,and shall be deemed sufficiently given if sent to the addressee at the address stated in this Agreement or such other address as may be hereafter specified in writing. §9.16 The Architect agrees to comply with all federal,state,and municipal laws,rules,and regulations that are now effective or in the future become applicable to Architect's business,equipment, and personnel engaged in operations covered by this Agreement or accruing out of the performance of those operations. §9.17 The Architect shall procure and maintain for the duration of the Agreement,insurance of the tunes and in the amounts described in Exhibit D attached and incorporated by this reference. Certificates and endorsements shall be provided as set out in Exhibit D. ARTICLE 10 PAYMENTS TO THE ARCHITECT I S 10.1 DIRECT PERS-0-NAIEL EXPENSE twies and et-hef stattiter-y ampleyee benefits,insur-anee, siek leave,helidays,vaeatiefts,employee fe4afReFA plans and similar-eenifibutiens. §10.2 REIMBURSABLE EXPENSES §10.2.1 Reimbursable Expenses are in addition to compensation for Basic and Additional Services and include expenses incurred by the Architect and Architect's employees and consultants directly related to the Project,as identified in the following Clauses: i I 1 transportation in connection with the PMeet,- lect and,authorized out-of-town travel and ;subsistence; 2 ; :3--reproductions,plots,standard form documents,postage,handling and delivery of Instruments of Service; .3 material and supply expenses for renderings,models and mock-ups requested by the Owner; the Ar-ehiteet and the Afehiteet's J , .4 reimbursable expenses as designated in Article 12; 5 other similar direct Proiect-related expenditures as approved in advance by the Owner. §10.3 PAYMENTS ON ACCOUNT OF BASIC SERVICES §10.3.1 An initial payment as set foFth ift Seetieft 11.1 is the ant under-this AgFeement. §10.3.2 Payments for Basic Services shall be made . .monthly. emended thFough ne fault of the AFehiteet,ee"ensmien for-any sepoieew,r-endefed d-Fiag the addi4ional period e deleted or ethefwise net constpacted,Gempeasation faf these paFtieas E)f the PFEijeet shall be payable te the eraefit AIA Document B151 TM—1997.Copyright ©1974,1978,1987 and 1997 by The American Institute of Architects. All rights reserved. WARNING:This AIA® Init. Document is protected by U.S.Copyright Law and International Treaties.Unauthorized reproduction or distribution of this AIA®Document,or any 4 portion of it,may result in severe civil and criminal penalties,and will be prosecuted to the maximum extent possible under the law. This document / was produced by AIA software at 09.36,09 on 12/24/2007 under Order No 1000286400_1 which expires on 2/15/2OQ8,and is not for resale User Notes: (2757286334) §10.4 PAYMENTS ON ACCOUNT OF ADDITIONAL SERVICES Payments on account of the Architect's Additional Services and for Reimbursable Expenses shall be made monthly upon presentation of the Architect's statement of services rendered or expenses incurred. §10.5 PAYMENTS WITHHELD No deductions shall be made from the Architect's compensation on account of penalty,liquidated damages or other sums withheld from payments to contractors,or on account of the cost of changes in the Work other than those for which the Architect has been adjudged to be liable. §10.6 ARCHITECT'S ACCOUNTING RECORDS Records of Reimbursable Expenses and expenses pertaining to Additional Services and services performed on the basis of hourly rates shall be provided to the Owner or the Owner's authorized representative at fautually eenvenient times.upon Architect's submittal of its Certificates for Payment. ARTICLE 11 BASIS OF COMPENSATION The Owner shall compensate the Architect as follows. aeeetint at final payfneW. §11.2 BASIC COMPENSATION §11.2.1 For Basic Services,as described in Article 2,and any other services included in Article 12 as part of Basic Services,Basic Compensation shall be eamputed as fell in an amount not to exceed$15.7Q4.86 to be billed monthly at the rates set forth in Exhibit B. . . pefeefitDesign Development phasei per-eent PeFeefit� 3 Bidding eF Negotiation Phase� pereent -%4 Total Elesis • t-E gee ee §11.3 COMPENSATION FOR ADDITIONAL SERVICES §11.3.1 For Project Representation Beyond Basic Services,as described in Section 3.2,compensation shall be eemputed as :as per Exhibit B. §11.3.2 Architect's hourly or flat rate charged by it for its services contracted for herein shall remain locked at the negotiated rate(s)for a period of one(1)year from the effective date of this Agreement. For Additional Services of the Architect,as described in Articles 3 and 12,other than(1)Additional Project Representation,as described in AIA Document B151 Tm—1997.Copyright ©1974,1978,1987 and 1997 by The American Institute of Architects. All rights reserved. WARNING:This AIA® Init. Document is protected by U.S.Copyright Law and International Treaties.Unauthorized reproduction or distribution of this AIA®Document,or any 5 portion of it,may result in severe civil and criminal penalties,and will be prosecuted to the maximum extent possible under the law. This document / was produced by AIA software at 09.36.09 on 12/24/2007 under Order No.1000286400_1 which expires on 2/15/2008,and is not for resale User Notes: (2757286334) • r Section 3.2,and(2)services included in Article 12 as part of Basic Services,but excluding services of consultants, compensation shall be computed as€ellews= (IaseFt basis of earapensation,ineluEkng rates and m�aWples of Dir-eet Per-some!Qipefise for-Plineipals- methods of eampensa4ien apply,if per Exhibit B. I §11.3.3 For Additional Services of Consultants, , . shall be billed at the rates set out in Exhibit B. §11A REIMBURSABLE EXPENSES For Reimbursable Expenses,as described in Section 10.2,and any other items included in Article 12 as Reimbursable Expenses,a multiple of imes the expenses incurred by the Architect,the Architect's employees and consultants directly related to the Project. §11.5 ADDITIONAL PROVISIONS §11.5.1 If the Basic Services covered by this Agreement have not been completed within twelve ( 12—) months of the date hereof,through no fault of the Architect,extension of the Architect's services beyond that time shall be compensated as pfevided:n reed... T n 2 3 ^a " .4.2.at rates to be negotiated based on industry standards, unless the schedule has been adiusted in accordance with Section 1.2. §11.5.2 Payments are due and payable F—}forty-five(45)days from the date of the Architect's invoice. Amounts unpaid days after-the ifweiee date shall beaf intemst at the rate entered below,or-in'the absenes thereof at the (Usury laws and requirements under the Federal Truth in Lending Act,similar state and Local consumer credit laws and other regulations at the Owner's and Architect's principal places of business, the location of the Project and elsewhere may affect the validity of this provision.Specific legal advice should be obtained with respect to deletions or modifications,and also regarding requirements such as written disclosures or waivers;) I This A>reement entered into as of the day and year first written above. 0 HIT gSurtoedname nature oke Ma or A and title (Printed name and title) §11.5-3 The Fates and multiples set feM fer-Additional SeFviees shall be adj sted in aeeer-&nee wid4 the Re ARTIC G 12 AMr—Mr C-0—NDITIAAIQ AD @CDVIC AIA Document 8151 Tm—1997.Copyright©1974,1978,1987 and 1997 by The American Institute of ArchitectsJ All rights reserved. WARNING:This AIA® Init. Document is protected by U.S.Copyright Law and International Treaties.Unauthorized reproduction or distribution of this AIA®Document,or any 6 portion of it,may result in severe civil and criminal penalties,and will be prosecuted to the maximum extent possible under the law. This document / was produced by AIA software at 09 36 09 on 12/24/2007 under Order No.1000286400_1 which expires on 2/15/2008,and is not for resale User Notes: (2757286334) This Agreement entefed into as ef the day and year-first vMttefi abeve. OWNER A.R.C.H.M.ECT (ee) I 1 I ill I I I AIA Document 8151 TM—1997.Copyright ©1974,1978,1987 and 1997 by The American Institute of Architects. Ali rights reserved. WARNING:This AIA® Init. Document is protected by U.S.Copyright Law and International Treaties.Unauthorized reproduction or distribution of this AIA®Document,or any 17 portion of it,may result In severe civil and criminal penalties,and will be prosecuted to the maximum extent possible under the law. This document / was produced by AIA software at 09*36 09 on 12/24/2007 under Order No.1000286400_1 which expires on 2/15/2008,and is not for resale User Notes: (2757286334) Certification of Document's Authenticity AIA®Document D401 TM — 2003 I,Susan Jensen,Assistant City Attorney, hereby certify,to the best of my knowledge,information and belief,that I created the attached final document simultaneously with this certification at 09:36:09 on 12/24/2007 under Order No. 1000286400_1 from AIA Contract Documents software and that in preparing the attached final document I made no changes to the original text of AIA®Document B 151TM—1997-Abbreviated Standard Form of Agreement Between Owner and Architect,as published by the AIA in its software,other than changes;shown in the attached final document by underscoring added text and striking over deleted text. (Signed) nl�. li (Title) (Dated) Ali AIA Document D401 T^"—2003.Copyright©1992 and 2003 by The American Institute of Architects. All rights reserved. WARNING:This AIA®Document is protected by U.S.Copyright Law and International Treaties.Unauthorized reproduction or distribution of this A10 Document,or any portion of it, y may result in severe civil and criminal penalties,and will be prosecuted to the maximum extent possible under the law.This document was produced by AIA software at 09.36 09 on 12/24/2007 under Order No.1000286400_1 which expires on 2/15/2008,and is not for resale. User Notes: (2757286334) i Exhibit A Kent Parks,Recreation and Community Services West Fen wick Park Prepared 31-Oct-07 @ �B t 110m )IC1 C.`$ tl[lln Add T1 R 3 ;,' : y" " Revised I-Dec-07 Total Drafting Principal Hours Fee Preliminary Design $ 837.72 Client Meetings(entire project) 0 83.60 6 139.62 6 $ 837.72 Consultant meetings(entire project) 0 83.60 0 13962 0 $ - Construction Drawings $ 1,115.24 G-001 General Sheet 4 83.60 0 139.62 4 $ 334.40 A-101 Plan review&revision to 2006 IBC 6 83.60 2 139.62 8 $ 780.84 S-001 Plan review&revision to 2006 IBC MLA Engineering (Sub Consult) $ 874.00 P-001 Plan review&revision to 2006 IBC CeGG Engineering (Sub Consult) $ 400.00 E-001 Plan review&revision to 2006 IBC 1 Omega Engineering,Inc. (Sub Consult) $ - Specifications $ 418.86 0& 1 Division 1 and 0 review By others 2200 Specification review&revisions 0 93.60 3 139.62 3 $ 418.86 Cost Estimating $ 64208 Final Cost Estimate 1 83.60 4 139.62 5 $ 642.08 Bidding $ 1,42378 Prebid meeting 0 83.60 2 139.62 2 $ 279.24 Bidding 2 83.60 7 139.62 9 $ 1,144.54 Construction Administration/Observation $ 9,993.18 $ 9,993.18 Pre-Con Mtg 0 83.60 2 139.62 2 $ 279.24 1 Visit/Week during Construction 0 83.60 48 139.62 48 $ 6,701.76 Pay Applications 2 83.60 2 139.62 4 $ 446.44 Submittal review 18 83.60 3 139.62 21 $ 1,923.66 Punch List 1 83.60 2 139.62 3 $ 362.84 Close out papers 0 83.60 2 139.62 2 $ 279.24 Total Contract Amount $ 15,704.86 Exclusions. Reimbursables Any work beyond 5'outside of the building All Boiler Plate,Bid documents to be prepared by the City. Assumptions: 4 month construction period AIA scope of work for Architect's duties during construction is included in contract language. David A.Clark Architects,PLLC West Fenwick Park Restroom Proposal Addendum#3 120107 121212007 Exhibit B DAVID A. CLARK ARCHITECTS, PLLC Kent Parks, Recreation and Community Services West Fen wick Park Prepared 1-Dec-07 � _ txF `Z Revised r11.1? r David A.Clark Architects PLLC Dave Clark,Principal $139.62 Sheryl Stacy Brown,Drafting $ 83.60 Michael Leonard&Associates,Inc.(Structural Engineers) Principal $138.00 Associate $115.00 Designer $103.50 Drafter $ 80.50 CeGG Engineering(Mechanical Engineers) Principal $138.00 Drafter $138.00 j Omega Engineering,Inc.(Electrical Engineers) Principal $120.50 Drafter $ 74.75 Exclusions: Reimbursables,travel Assumptions: All work completed in 2008 David A Clark Architects, PLLC West Fenwick Park Restroom Hourly Rates 120107 121212007 EXHIBIT C Listed Consultants In accordance with section 2.6.19 of the Agreement, Architect is to coordinate work with the following listed consultants: Michael Lamb LA SB &Associates Landscape Architects 1148 NW Leary Way Seattle, WA 98107 (206) rlgq - '.1 '313 (telephone) (206) 1SO(- ZI196 (fax) email: tp,&er S1r�o�cfiec,pr�P.S . LatA P\Civil\Files\OpenFlles\0105-2007\Wes"witkPah-ExCLiSteOConsultants Got EXHIBIT D INSURANCE REQUIREMENTS FOR CONSULTANT SERVICES AGREEMENTS Insurance The Contractor shall procure and maintain for the duration of the Agreement, insurance against claims for injuries to persons or damage to property which may arise from or in connection with the performance of the work hereunder by the Contractor, their agents, representatives, employees or subcontractors. A. Minimum Scope of Insurance Contractor shall obtain insurance of the types described below: 1. Commercial General Liability insurance shall be written on ISO occurrence form CG 00 01 and shall cover liability arising from premises, operations, independent contractors, products-completed operations, personal injury and advertising injury, and liability 'assumed under an insured contract. The Commercial General Liability ,insurance shall be endorsed to provide the Aggregate Per Project Endorsement ISO form CG 25 03 11 85. There shall be no endorsement or modification of the Commercial General Liability insurance for liability arising from explosion, collapse or underground property damage.', The City shall be named as an insured under the Contractor's Commercial General Liability insurance policy with respect to the work performed for the City using ISO additional insured endorsement CG 20 10 11 185 or a substitute endorsement providing equivalent coverage. 2. Workers' Compensation coverage as required by the Tndustrial Insurance laws of the State of Washington. 3. Professional Liability insurance appropriate to the Consultant's profession. B. Minimum Amounts of Insurance Contractor shall maintain the following insurance limits: 1. Commercial General Liability insurance shall be written with limits no less than $1,000,000 each occurrence, $1,000,000 general aggregate and a $1,000,000 products-completed operations aggregate limit. 2. Professional Liability insurance shall be written with ',limits no less than $1,000,000 per claim and $1,000,000 policy aggregate limit. r EXHIBIT D Continued C. Other Insurance Provisions The insurance policies are to contain, or be endorsed to contain, the following provisions for Automobile Liability and Commercial General Liability insurance- 1. The Contractor's insurance coverage shall be primary insurance as respect the City. Any Insurance, self-insurance, or insurance pool coverage maintained by the City shall be excess of the Contractor's insurance and shall not contribute with it. 2. The Contractor's insurance shall be endorsed to state that coverage shall not be cancelled by either party, except after thirty (30) days prior written notice by certified mail, return receipt requested, has', been given to the City. 3. The City of Kent shall be named as an additional insured on all policies (except Professional Liability) as respects work performed by or on behalf of the contractor and a copy of the endorsement naming the City as additional insured shall be attached to the Certificate of Insurance. The City reserves the right to receive a certified copy of all required insurance policies. The Contractor's Commercial General Liability insurance shall also contain a clause stating that coverage shall apply', separately to each insured against whom claim is made or suit is brought, except with respects to the limits of the insurer's liability. D. Acceptability of Insurers Insurance is to be placed with insurers with a current A.M. Best rating of not less than A:VII. E. Verification of Coverage Contractor shall furnish the City with original certificates and a copy of the amendatory endorsements, including but not necessarily limited to the additional insured endorsement, evidencing the insurance requirements of the (Contractor before commencement of the work. F. Subcontractors Contractor shall include all subcontractors as insureds under its policies or shall furnish separate certificates and endorsements for each subcontractor. All coverages for subcontractors shall be subject to all of the same insurance requirements as stated herein for the Contractor. s EXHIBIT E CITY OF KENT ADMINISTRATIVE POLICY NUMBER: 1.2 EFFECTIVE DATE: ',January 1, 1998 SUBJECT: MINORITY AND WOMEN SUPERSEDES: April 1, 1996 CONTRACTORS APPROVED BY Jim White,Mayor POLICY: Equal employment opportunity requirements for the City of Kent will conform to federal and state laws. All contractors, subcontractors, consultants and suppliers of the City must guarantee equal employment opportunity within their organization and, if holding Agreements with the City amounting to $10,000 or more within any given year, must take the following affirmative steps: 1. Provide a written statement to all new employees and subcontractors indicating commitment as an equal opportunity employer. 2. Actively consider for promotion and advancement available minorities and women. Any contractor, subcontractor, consultant or supplier who willfully disregards the City's nondiscrimination and equal opportunity requirements shall be considered in breach of contract and subject to suspension or termination for all or part of the Agreement. Contract Compliance Officers will be appointed by the Directors of Planning, Parks, and Public Works Departments to assume the following duties for their respective departments. 1. Ensuring that contractors, subcontractors, consultants, and suppliers subject to these regulations are familiar with the regulations and the City's equal employment opportunity policy. 2. Monitoring to assure adherence to federal, state and local laws, policies and guidelines. l EEO COMPLIANCE DOCUMENTS-2 DECLARATION CITY OF KENT EQUAL EMPLOYMENT OPPORTUNITY POLICY The City of Kent is committed to conform to Federal and State laws regarding equal opportunity. As such all contractors, subcontractors and suppliers who perform work with relation to this Agreement shall comply with the regulations of the City's equal employment opportunity policies. The following questions specifically identify the requirements the City deems necessary for any contractor, subcontractor or supplier on this specific Agreement to adhere to. An affirmative response is required on all of the following questions for this Agreement to be valid and binding. If any contractor, subcontractor or supplier willfully misrepresents themselves with regard to the directives outlines, it will be considered a breach of contract and it will be at the City's sole determination regarding suspension or termination for all or part of the Agreement; The questions are as follows: 1. I have read the attached City of Kent administrative policy number 1.2. 2. During the time of this Agreement I will not discriminate in employment on the basis of sex,race, color, national origin, age, or the presence of all sensory, mental or physical disability. 3. During the time of this Agreement the prime contractor will provide a written statement to all new employees and subcontractors indicating commitment as an equal opportunity employer. 4. During the time of the Agreement I, the prime contractor, will actively coIsider hiring and promotion of women and minorities. 5. Before acceptance of this Agreement, an adherence statement will be signed by me, the Prime Contractor, that the Prime Contractor complied with the requirements as set forth above. By signing below, I agree to fulfill the five requirements referenced above. Dated this �� day of �Cl, , 2007. y For: b2f1 7�,C15. Ptt-C Title: Qq2WN6 A&%fAS6< Date: ,3/ 7)t4 20 0 EEO COMPLIANCE DOCUMENTS- 1 EXHIBIT F CITY OF KENT EQUAL EMPLOYMENT OPPORTUNITY COMPLIANCE STATEMENT This form shall be filled out AFTER COMPLETION of this project by the Contractor awarded the Agreement. I, the undersigned, a duly represented agent of Company, hereby acknowledge and declare that the before-mentioned company was the prime contractor for the Agreement known as that was entered into;on the (date) , between the firm I represent and the City of Kent. I declare that I complied fully with all of the requirements and obligations as outlined in the City of Kent Administrative Policy 1.2 and the Declaration City of Kent Equal Employment Opportunity Policy that was part of the before-mentioned Agreement. Dated this day of , 200 By: For: Title: Date: I EEO COMPLIANCE DOCUMENTS-3 ACORQM CERTIFICATE OF LIABILITY INSURANCE 01/02/2o 8 PRODUCER (503)226-1422 FAX (503)226-2488 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION KEELSON PARTNERS ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE 707 SW Washington, Suite 625 HOLDER.THIS CERTIFICATE DOES NOT AMEND,EXTEND OR 9 ALTER THE COVERAGE AFF Portland, OR 97205-3536 ORDED BY THE POLICIES BELOW. INSURERS AFFORDING COVERAGE NAIC# INSURED David A. Clark Architects, PLLC INSURERA Hartford Casualty Ins Co 33017 134th Ave SE INSURER B Auburn, WA 98092-8519 INSURER INSURER D INSURER E COVERAGES THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED NOTWITHSTANDING ANY REQUIREMENT,TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN,THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS,EXCLUSIONS AND CONDITIONS OF SUCH POLICIES AGGREGATE LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS INSRADD" TYPE OF INSURANCE POLICY NUMBER POLICY EFFECTIVE POLICY EXPIRATION LIMITS GENERAL LIABILITY 52SBALL5662 10/27/2007 10/27/2008 EACH OCCURRENCE $ 1,000,00 rk MERCIAL GENERAL LIABILITY DAMAGE TO RENTED $ 30000CLAIMS MADE T OCCUR MED EXP(Any one person) $ 5,00 A PERSONAL&ADV INJURY $ 1,000,00 GENERAL AGGREGATE $ 2,000,00 GEN'L AGGREGATE LIMIT APPLIES PER PRODUCTS-COMP/OP AGG $ 2,000,00 POLICY PRO F_j LOC JECT AUTOMOBILE LIABILITY COMBINED SINGLE LIMIT ANY AUTO (Ea accident) $ 1,000,000 ALL OWNED AUTOS BODILY INJURY $ A SCHEDULED AUTOS (Per person) X HIREDAUTOS BODILY INJURY $ X NON-OWNED AUTOS (Per accident) PROPERTY DAMAGE $ (Per accident) GARAGE LIABILITY AUTO ONLY-EA ACCIDENT $ ANY AUTO OTHER THAN EA ACC $ AUTOONLY AGG $ EXCESS/UMBRELLA LIABILITY EACH OCCURRENCE $ OCCUR CLAIMS MADE AGGREGATE $ $ DEDUCTIBLE $ RETENTION $ $ WORKERS COMPENSATION AND TORY WC LIMIT ER EMPLOYERS'LIABILITY ANY PROPRIETOR/PARTNER/EXECUTIVE E,L EACH ACCIDENT $ OFFICER/MEMBER EXCLUDED' E L DISEASE-EA EMPLOYE $ If yes,describe under SPECIAL PROVISIONS below El L DISEASE-POLICY LIMIT $ OTHER N F OPERATIONS/LOCATIONS I VEHICLES/EXCLUSIONS ADDED BY ENDORSEMENT/SPECIAL PROVISIONS DESCRIPTION O O O Si he City of Kent is named as an additional insured per policy terms, conditions, and exclusions. CERTIFICATE HOLDER CANCELLATION SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF,THE ISSUING INSURER WILL ENDEAVOR TO MAIL City of Kent 30 DAYS WRITTEN NOTICE TO THE CERTIFICATE HOLDER NAMED TO THE LEFT, Parks, Recreation & Comm. Svcs Dept. Shane Gilbertson BUT FAILURE TO MAIL SUCH NOTICE SHALL IMPOSE NO OBLIGATION OR LIABILITY 220 Fourth Ave. S. OF ANY KIND UPON THE INSURER,ITS AGENTS OR REPRESENTATIVES Kent, WA 98032-5895 AUTHORIZED REPRESENTATIVE Mike Coppedge ACORD 25(2001/08) ®ACORD CORPORATION 1988 IMPORTANT i n ADDITIONAL INSURED the olic ies must be endorsed.A statement If the certificate holders a D p y( ) e on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). If SUBROGATION IS WAIVED,subject to the terms and conditions of the policy, certain policies may require an endorsement A statement on this certificate does not confer rights to the Certificate holder in lieu of such endorsement(s) DISCLAIMER The Certificate of Insurance on the reverse side of this form does not constitute a contract between the issuing insurer(s),authorized representative or producer,and the certificate holder, nor does it affirmatively or negatively amend,extend or alter the coverage afforded by the policies listed thereon ACORD 25(2001/08) ACORDM CERTIFICATE OF LIABILITY INSURANCE 01/02/20) PRODUCER (503)226-1422 FAX (503)226-2488 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION KEELSON PARTNERS ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE 1220 SW Morrison, Suite 400 HOLDER.THIS CERTIFICATE'DOES NOT AMEND,EXTEND OR ALTER THE COVERAGE AFF RDED BY THE POLICIES BELOW. Portland, OR 97205-2244 INSURERS AFFORDING COVERAGE NAIC# INSURED David A. Clark Architects, PLLC INSURERA St Paul Fire & Marine Ins Co 33017 134th Ave SE INSURER B Auburn, WA 98092-8519 INSURER INSURER D INSURER E COVERAGES THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED NOTWITHSTANDING ANY REQUIREMENT,TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN,THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS;EXCLUSIONS AND CONDITIONS OF SUCH POLICIES AGGREGATE LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS INSR ADD- TYPE OF INSURANCE POLICY NUMBER POLICY EFFECTIVE POLICY EXPIRATION LIMITS GENERAL LIABILITY EACH OCCURRENCE $ COMMERCIAL GENERAL LIABILITY DAMAGE TO RENTED $ CLAIMS MADE F-1 OCCUR MED EXP(Any one person) $ PERSONAL&ADV INJURY S GENERAL AGGREGATE $ GEN'L AGGREGATE LIMIT APPLIES PER PRODUCTS-COMP/OP AGG $ POLICY PRO LOC JECT El AUTOMOBILE LIABILITY COMBINED SINGLE LIMIT ANY AUTO (Ea acadent) $ ALL OWNED AUTOS BODILY INJURY SCHEDULED AUTOS (Per person) $ HIRED AUTOS BODILY INJURY NON-OWNED AUTOS (Per acadent) $ PROPERTY DAMAGE $ (�er acadent) GARAGE LIABILITY AUTO ONLY-EA ACCIDENT $ ANY AUTO OTHER THAN EA ACC $ AUTO ONLY AGG $ EXCESS/UMBRELLA LIABILITY EACH OCCURRENCE $ OCCUR ❑CLAIMS MADE AGGREGATE $ DEDUCTIBLE $ RETENTION $ $ WORKERS COMPENSATION AND WC S ATLIMU- 07H- EMPLOYERS'LIABILITY E L EACH ACCIDENT $ ANY PROPRIETORIPARTNER/EXECUTIVE OFFICER/MEMBER EXCLUDED EL DISEASE-EA EMPLOYE $ If yes,describe under SPECIAL PROVISIONS below �L DISEASE-POLICY LIMIT $ roessional Liability QP03810597 06/15/2007 06/15/2008 2,000,000 Each Occurrence 2,000,000 Aggregate DESCRIPTION OF OPERATIONS I LOCATIONS/VEHICLES/EXCLUSIONS ADDED BY ENDORSEMENT/SPECIAL PROVISIONS CERTIFICATE HOLDER CANCELLATION SHOULD ANY OF THE ABOVE DESCI�BED POLICIES BE CANCELLED BEFORE THE City of Kent EXPIRATION DATE THEREOF,THE ISSUING INSURER WILL ENDEAVOR TO MAIL Parks, Recreation & Comm. Svcs Dept. 30 DAYS WRITTEN NOTICE TO tHE CERTIFICATE HOLDER NAMED TO THE LEFT, Shane Gilbertson BUT FAILURE TO MAIL SUCH NOTICE SHALL IMPOSE NO OBLIGATION OR LIABILITY 220 Fourth Ave. S. OF ANY KIND UPON THE INSURER,ITS AGENTS OR REPRESENTATIVES Kent, WA 98032-5895 AUTHORIZED REPRESENTATIVE Mike Coppedge ACORD 25(2001/08) ©ACORD CORPORATION 1988 i IMPORTANT If the certificate holder is an ADDITIONAL INSURED,the policy(ies)must be endorsed A statement on this certificate does not confer rights to the certificate holder inlieu of such endorsement(s). If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy,certain policies may require an endorsement A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s) i DISCLAIMER The Certificate of Insurance on the reverse side of this form does not constitute a contract between the issuing insurer(s), authorized representative or producer,and the certificate holder, nor does it affirmatively or negatively amend,extend or alter the coverage afforded by the policies listed thereon I ACORD 25(2001/08) II