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Res 168-83 9/6/1983RESOLUTION NO. / 6S1-g3 RESOLUTION APPROVING CONTRACT FOR ARCHITECTURAL SERVICES WITH ROBERT PARDUE & ASSOCIATES FOR RENO- VATIONS AND ADDITIONS TO SENIOR CITIZENS CENTER. BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF WICHITA FALLS, TEXAS, THAT: That certain contract, a copy of which is attached hereto, between the City of Wichita Falls and Robert Pardue & Associates for architectural services involving renovations and additions to the Senior Citizens Center at 1008 Burnett in Wichita Falls, is hereby approved, and the City Manager is authorized to execute the same for the City of Wichita Falls . PASSED AND APPROVED this the 6th day of September, 1983. c 01r YOR ATTEST: Ci Clerk THE AMERICAN INSTITUTE OF ARCHITECTS tr 11 AIA Document 8141 Standard Form of Agreement Between Owner and Architect 1977 EDITION I THIS DOCUMENT HAS IMPORTANT LEGAL CONSEQUENCES;CONSULTATION WITH AN ATTORNEY IS ENCOURAGED WITH RESPECT TO ITS COMPLETION OR MODIFICATION PI AGREEMENT made as of the day of in the year of Nineteen Hundred and BETWEEN the Owner: City of Wichita Falls Wichita Falls , Texas and the Architect:Robert Pardue & Associates Architects/Planners NI Wichita Falls , Texas For the followin Project:g Include detailed description of Project location and scope.) Renovations and Additions to PI Senior Citizen ' s Center 1008 Burnett Wichita Falls , Texas I The Owner and the Architect agree as set forth below. Copyright 1917, 1926, 1948, 1951, 1953, 1958, 1'o1. 1963, 1906, 1967, 1970, 1974, rJ 1977 by The American Institute 10 of Architects, 1735 New York Avenue, N.W., Washington, D.C. 20006. Reproduction of the material herein orsubstantialquotationoritsprovisionswithoutpermissionoftheAIAviolatesthecopyrightlawsoftheUnited States and will be subject to legal prosecution. AIA DOCUMENT 8141 • OWNER-ARCHITECT AGREEMENT • THIRTEENTH EDITION • ILLY 1977 • AIA, • v 1977 13141-1977 1 II THE A.MERIC4.N INSTITUTE OF ARCHITECTS, 1:35 NEW YORK AVENUE, N W., WAHINGTON, D.C. 20006 Page 4 of 14 Pages Agenda Item No. 15.f. TERMS AND CONDITIONS OF AGREE,1ENT BETWEEN OWNER AND ARCHITECT I 11 ARTICLE 1 ments to previous Statements of Probable Construction ARCHITECT'S SERVICES AND RESPONSIBILITIES Cost indicated by changes in requirements or general market conditions. i BASIC SERVICES 1.3.4 The Architect shall assist the Owner in connectionTheArchitect's Basic Services consist of the five with the Owner's responsibility for filing documents re-phases described in Paragraphs 1.1 through 1.5 and quired for the approval of governmental authorities hav-include normal structural, mechanical and electrical ing jurisdiction over the Project. engineering services and any other services included 1 4 BIDDING OR NEGOTIATION PHASEinArticle15aspartofBasicServices. 1.4.1 The Architect, following the Owner's approval of1.1 SCHEMATIC DESIGN PHASE the Construction Documents and of the latest Statement1.1.1 The Architect shall review the program furnished of Probable Construction Cost, shall assist the Owner inbytheOwnertoascertaintherequirementsoftheProjectobtainingbidsornegotiatedproposals, and assist inandshallreviewtheunderstandingofsuchrequirementsawardingandpreparingcontractsforconstruction. t with the Owner. 1.5 CONSTRUCTION PHASE—ADMINISTRATION1.1.2 The Architect shall provide a preliminary evalua- tion of the program and the Project budget requirements, each in terms of the other, subject to the limitations set 1.5.1 The Construction Phase will commence with the forth in Subparagraph 3.2.1. award or the Contract for Construction and, together with the Architect's obligation to provide Basic Services under1.1.3 The Architect shall review with the Owner aiterna- this Agreement, \viii terminate when final payment to thetiveapproachestodesignandconstructionoftheProject. Contractor is due, or in the absence of a final Certificate1.1.4 Based on the mutually agreed upon program and for Payment or of such due date, sixty days after the Date 1IProjectbudgetrequirements, the Architect shall prepare, of Substantial Completion of the Work, whichever occursforapprovalbytheOwner, Schematic Design Documents first. consisting of drawings and other documents illustrating k1.5._ Unless otherwise provided in this Agreement andthescaleandrelationshipofProjectcomponents. incorporated in the Contract Documents, the Architect11.1.5 The Architect shall submit to the Owner a State shall provide administration of the Contract for Construe-ment of Probable Construction Cost based on current lion as set forth below and in the edition of AIA Docu-area, volume or other unit costs. ment A201, General Conditions of the Contract for Con- 1 1.2 DESIGN DEVELOPMENT PHASE struction current as of the date of this Agreement. 1.2.1 Based on the approved Schematic Design Docu- 1.5.3 The Architect shall be a representative of the ments and any adjustments authorized by the Owner in Owner during the Construction Phase, and shall advise the program or Project budget, the Architect shall pre- ant' consult with the Owner. Instructions to the Contrac- Jpare, for approval by the Owner, Design Development tor shall be forwarded through the Architect. The Archi- Documents consisting of drawings and other documents tect shall hate authority to act on behalf of the Owner to fix and describe the size and character of the entire only to the extent provided in the Contract Documents Project as to architectural,structural,mechanical and elec- unless e with Subparagraph 1 written instrument in ac-Project trical systems, materials and such other elements as may cordance with Subpar,graph 1.5.16. be appropriate. 1.5.4 The Architect shall visit the site at intervals ap-propriateTheArchitectshallsubmittotheOwnerafurtherpropriate to the stage of construction or as otherwise Statement of Probable shall Construction submit the agreed by the Architect in writing to become generallyfamiliarwiththeprogressandqualityoftheWorkandto7.3 CONSTRUCTION DOCUMENTS PHASE determine in general if the Work is proceeding in accord- 1.3.1 Based on the approved Design Development Doc ante with the Contract Documents. However, the Archi- uments and any further adjustments in the scope or coal- tect shall not he required to make exhaustive or con-uments of the Project or in the Project budget authorized ilw tinuou; on-site inspections to check the quality or quan- the Owner, the Architect shall prepare, for approval to t; O of the \\oriir On the Architect of such hshall on-cite observa-the the Owner, Construction Documents consisting of Draw- informed as `1f1 ,'` he pro the architect shall kehe the Owner ings and Specifications setting forth in detail the require_ '" fOf7'ect `'t c prc,,ress and quality of the Work, and ments for the construction of the Project.lall crrdca c r to ;u•lyd the Owner against defects and deficiencies in the Work of the Contractor.1.3.2 The Architect shall assist the Owner in the prep.tr,I- 1.5,5 The Architect shall not have control or charge of Itionofthenecessarybiddinginformation, bidding rr rrnc, the Conditions of the Contract. and the form of :\.;Tee cl ''`rli not i"' re<ponsihie for construction means, rnetnods, te,-`u;iques. sequences or procedures, or formentbetweentheOwnerandtheContractor. teiy. preca ::inns ,;'td program; in connection with the I:1.3.3 The Architect shall advise the Owner of :my idrust- Work, for the acts or omissions of the Contractor, Sub- AIA DOCUMENT 8141 • OWNER-ARCHITECT ACRFE>-,EN'T • T•''RTEFNri, ,,`NTHEAMERICANINSTITUTEOFARCHITECTS. ,:3i NEW SORK a.ENL-. '.'.o .•\v-\'.nNr,TONIioC _•V',H 8141-1977 3 Page 5 of 14 Pages Agenda Item No. 15.f. i a contractors or any other persons performing any of the necessary or advisable for the implementation of the intent Work, or for the failure of any of them to carry out the of the Contract Documents,the Architect will have author- Work in accordance with the Contract Documents. ity to require special inspection or testing of the Work in accordance with the provisions of the Contract Docu- 1.5.6 The Architect shall at all times have access to the merits, whether or not such Work be then fabricated, in- Work wherever it is in preparation or progress. stalled or completed. 1.5.7 The Architect shall determine the amounts owing 1.5.13 The Architect shall review and approve or take ill to the Contractor based on observations at the site and on other appropriate action upon the Contractor's submittals evaluations of the Contractor's Applications for Payment, such as Shop Drawings, Product Data and Samples, but and shall issue Certificates for Payment in such amounts, only for conformance with the design concept of the -MtasprovidedintheContractDocuments. Work and with the information given in the Contract 1.5.8 The issuance of a Certificate for Payment shall Documents. Such action shall be taken with reasonable constitute a representation by the Architect to the Owner, promptness so as to cause no delay. The Architect's ap- based on the Architect's observations at the site as pro- proval of a specific item shall not indicate approval of an NI vided in Subparagraph 1.5.4 and on the data comprising assembly of which the item is a component. the Contractor's Application for Payment, that the Work 1.5.14 The Architect shall prepare Change Orders for has progressed to the point indicated; that, to the best of the Owner's approval and execution in accordance with the Architect's knowledge,information and belief,the qual- the Contract Documents,and shall have authority to order ity of the Work is in accordance with the Contract Docu- minor changes in the Work not involving an adjustment merits (subject to an evaluation of the Work for con in the Contract Sum or an extension of the Contract Time formance with the Contract Documents upon Substantial which are not inconsistent with the intent of the Contract Completion, to the results of any subsequent tests re- Documents. quired by or performed under the Contract Documents,III to minor deviations from the Contract Documents cor-The Architect shall conduct inspections to deter rectable prior to completion, and to any specific qualifica- mine the Dates of Substantial Completion and final com- tions stated in the Certificate for Payment); and that the pletion, shall receive and forward to the Owner for the • Contractor is entitled to payment in the amount certified. Owner's review written warranties and related documents However, the issuance of a Certificate for Payment shall required by the Contract Documents and assembled by not be a representation that the Architect has made any the Contractor, and shall issue a final Certificate for Pay- examination to ascertain how and for what purpose the ment. Contractor has used the moneys paid on account of the 1.5.16 The extent of the duties, responsibilities and lim- Contract Sum. itations of authority of the Architect as the Owner's rep- 1.5.9 The Architect shall be the interpreter of the re- resentative during construction shall not be modified or . quirements of the Contract Documents and the judge of extended without written consent of the Owner, the Con- the performance thereunder by both the Owner and tractor and the Architect. Contractor. The Architect shall render interpretations nec- 1.6 PROJECT REPRESENTATION BEYOND BASIC SERVICES essary for the proper execution or progress of the Work with reasonable promptness on written request of either 1.6.1 If the Owner and Architect agree that more ex- the Owner or the Contractor, and shall render written de- tensive representation at the site than is described in cisions, within a reasonable time, on all claims, disputes Paragraph 1.5 shall be provided, the Architect shall pro- and other matters in question between the Owner and the vide one or more Project Representatives to assist the Contractor relating to the execution or progress of the Architect in carrying out such responsibilities at the site. Work or the interpretation of the Contract Documents. 1.6.2 Such Project Representatives shall be selected, em- 1.5.10 Interpretations and decisions of the Architect shall ployed and directed by the Architect, and the Architect be consistent with the intent of and reasonably inferable shall be compensated therefor as mutually agreed be- from the Contract Documents and shall be in written or tween the Owner and the Architect as set forth in an ex- graphic form. In the capacity of interpreter and judge, hibit appended to this Agreement, which shall describe the Architect shall endeavor to secure faithful perform- the duties, responsibilities and limitations of authority of ante by both the Owner and the Contractor, shall not such Project Representatives. show partiality to either, and shall not be liable for the 1.6.3 Through the observations by such Project Repre- result of any interpretation or decision rendered in good sentatives, the Architect shall endeavor to provide further faith in such capacity. protection for the Owner against defects and deficiencies 1.5.11 The Architect's decisions in matters relating to in the Work, but the furnishing of such project represents artistic effect shall be final if consistent with the intent oI non shall not modify the rights, responsibilities or obliga- the Contract Documents. The Architect's decisions on tions of the Architect as described in Paragraph 1.5. any other claims. disputes or other matters, including 1.7 ADDITIONAL SERVICES those in question between the Owner and the Contractor, The fallowing Service; are not included in Basic shall be subject to arbitration as provided in this Agree Services unless so identified in Article 15. They shall ment and in the Contract Documents. be provided if authorized or confirmed in writing by 1.5.12 The Architect shall have authority to reject Worm. the Owner, and they shall he paid for by the Owner which does not conform to the Contract Documents. as provided in this Agreement, in addition to the Whenever, in the Architect's reasonable opinion, it is compencation for Basic Services. MA DOCUMENT B141 • l ''.Nt --\6 0111 ECT ACl'EE••tE'r • 1HlRTEENTH EDiTION • IUEY 1977 • AMA,• i 1977 4 6141-1977 THE AMERICAN I\STITIJTE '.)F ASCHIEECTS. 173; NEW YORK AVENUE, N. V., WASHINGTON, D.C. 20006 Page 6 of 14 Pages Agenda Item No. 15.f. p 4. r ill i:7: ' - . . . , _ , e struction, and furnishing services as may be required in IIcorning the rc t -hro3cc:. connection with the replacement of such Work- 1.7.2 Fr areeia} ieasibikts- or other—speer f 1.7.16 Providing services made necessary by the default stud of the Contractor, or by major detects or deficiencies in 1.7.3 Providing planning surveys, site evaluations, envi- the Work of the Contractor, or by failure of performance ronmental studies or comparative studies of prospective of either the Owner or Contractor under the Contract for sites, and preparing special surveys, studies and submis Construction. sions required for approvals of governmental authorities 1.7.17 Preparing a set of reproducible record drawings III or others having jurisdiction over the Project. showing significant changes in the Work made during construction based On marked-up prints, drawings and7sProvirr ^a 4,,.., rota:,• ru2up--facili-ties sys other data furnished by the Contractor to the Architect. 4.-7.1$ Pro _ -, . -- . . f any equipment or system such as initial start-up or testing,1.7.5 Providing services to investigate existing conditions adjusting and balancing, preparation of operation and or facilities or to make measured drawings thereof, or to maintenance manuals, training personnel for operation verify the accuracy of drawings or other information fur- and maintenance, and-consultation during operation.Wished by the Owner. 1.7.19 Providing services after-issuance to the Owner of 1.7.6 Preparing documents of alternate, separate or the final Certificate for Payment, or in the absence of a sequential bids or providing extra services in connection final Certificate for Payment,- more than sixtv.,days after 11 with bidding, negotiation or construction prior to the the f3ste t51 Su sTantlat ornp ono f 7 , completion of the Construction Documents Phase, when 1 7 20 Preparing to serve or serving as an expert witnessrequestedbytheOwner. p In connection with any public hearing, arbitration pro- 1.7.7 Providing coordination of Work performed by ceeding or legal proceeding. alseparate contractors or by the Owner's own forces.• 2 z, • - _ ._ the no`rr a-Lazchitectural, structural, mechanical and elec- a-Go44 ion-FRaileger—ef-separate--eonsu}tants---retained- trical engineering ' s for the Project. te•8waer- 1.7.22 Providing any other se s_not otherwise in-II 1.7.9 Prorrding Detailed Estimates of Construction Cost, eluded in this Agreement or not customarTtyrfucpished in s_ • • •- ' -• • •- tity surveys or inventories of material, equipment and 1.8 TIMEIlabor. • 1.8.1 The Architect shall perform Basic and Additional Cr similar sec Services as expeditiously as is consistent with professionalvicesrequired4b--tke selection, skill and care and the orderly progress of the Work. Upon richings and request of the Owner, the Architect shall submit for therelatedect+i+94:4e41-t. Owner's approval a schedule for the performance of the 1.7.11 1)49y.i<iin• _ - .. • , t-c4--re al Architect's services which shah be adjusted as required as spaces. the Project proceeds,and shall include allowances for peri- l. 1.7.12 Making revisions in Drawings, Specifications or ods of time required for the Owner's review and approval other documents when such revisions are inconsistent of submissions and for approvals of authorities having with written approvals or instructions jurisdiction over the Project.This schedule,when approvedpppreviouslygiven, by the Owner, shall not, except for reasonable cause, be II are required by the enactment or revision of codes, laws exceeded by the Architect.or regulations subsequent to the preparation of such doc- uments or are due to other causes not solely within the control of the Architect. ARTICLE 2 II 1.7.13 Preparing Drawings,Specifications and supporting THE OWNER'S RESPONSIBILITIESdataandprovidingotherservicesinconnectionwith Change Orders to the extent that the adjustment in the 2.1 The Owner shall provide full information regarding Basic Compensation resulting from the adjusted Con- requirements for the Project including a program, which II struction Cost is not commensurate with the services re shall set forth the Owner's design objectives, constraintsre- quired of the Architect, provided such Change Orders are and criteria, Including space requirements and relation- required by causes not solely within the control of the ships, flexibility and expandability, special equipment and Architect. systems and site requirements. 3 2.2 It the ( oner provides a budget for the Project it g f;tci4itie , snd °rry shall include Contingencies for bidding, changes in the Work during construction, and other costs which are the II responsibility of the Owner, including those described in this Article 2 and in Subparagraph 3.1.2. The Owner shall,1.7.15 Providing consultation concerning replacement of at the request of the Architect, provide a statement of any Work damaged by fire or other cause during con- funds available for the Project,and their source. AIA DOCUMENT 6141 • Ov.NER-ARCHITECT AG(EE'.IE.`I • THIRTEENTH WIT • JULY 1977 • AIM,' • 019'7THEAMERICANINSTITUTEOFARCHITECTS, 1735 NEW YORK AVENUE, N W, WASHINGTON, D.C. 20006 B141-1977 5 acre d f t 14 it;e n a em . au. 5.f. IN i I1 2.3 The Owner shall designate, when necessary, a rep- signed, specified, selected or specially provided for by resentative authorized to act in the Owner's behalf with the Architect. respect to the Project. The Owner or such authorized representative shall examine the documents submitted by cation of t'i'e daitect and-the Architect's consultants, the Architect and shall render decisions pertaining thereto the cost of the land, rights herot costs which promptly, to avoid unreasonable delay in the progress of are the responsibility of the Owner as proved rt' the Architect's services.i<fe 2 eurveyU--fuss the site, ga giving, as applicable, and a c tified land survey of the site, giving, as applicable, 3.2 RESPONSIBILITY FOR CONSTRUCTION COST gra•es and lines of streets, alleys, pavements and adjoin- 3.2.1 Evaluations of the Owner's Project budget, State- ing • operty; rights-of-way, restrictions, easements, en- ments of Probable Construction Cost and Detailed croach ents, zoning, deed restrictions, boundaries and Estimates of Construction Cost, if any, prepared by the contours •f the site; locations, dimensions and complete Architect, represent the Architect's best judgment as a data pertai ing to existing buildings, other improvements design professional familiar with the construction indus- and trees; a • full information concerning available serv- try. It is recognized, however, that neither the Architect ice and utilit lines both public and private, above and nor the Owner has control over the cost of labor, mate- below grade, in uding inverts and depths. rials or equipment, over the Contractor's methods of de- 2.5 The Owner • all furnish the services of soil engi- termining bid prices, or over competitive bidding, market neers or other cons tants when such services are deemed or negotiating conditions.. Accordingly, the Architect necessary by the Arch ect. Such services shall include test cannot and does not warrant or represent that bids or borings, test pits, soil b:.ring values, percolation tests, air negotiated prices will not vary from the Project budget and water pollution tests, round corrosion and resistivity proposed, established or approved by the Owner, if any, tests, including necessary o•erations for determining sub- or from any Statement of Probable Construction Cost or soil, air and water condition with reports and appropri- other cost estimate or evaluation prepared by the Archi- ate professional recommendatl ns. test. 2.6 The Owner shall furnish structural, mechanical, 3.2.2 No fixed limit of Construction Cost shall be estab- chemical and other laboratory tes , inspections and re- lished as a condition of this Agreement by the furnishing, ports as required by law or the Cont act Documents. proposal or establishment of a Project budget under Sub- 2.7 The Owner shall furnish all legal, ccounting and in- paragraph 1.1.2 or Paragraph 2.2 or otherwise, unless such fixed limit has been agreed upon in writing and signed by surancq counseling services as may be ecessary at any the parties hereto. If such a fixed limit has been estab- time for the Project, including such audi ng services as lished, the Architect shall be permitted to include con- the Owner may require to verify the-Contra ox's Applica- tingencies for design, bidding and price escalation, to de- lions for Payment or to ascertain how or fo what pur- termine what materials, equipment, component systems poses the Contractor uses the moneys paid by r on be- and types Con- half of construction are to be included in the Con- tract Documents, to make reasonable adjustments in the 2.8 The services, information, surveys and repo re- scope of the Project and to include in the Contract Docu- quired by Paragraphs 2.4 through 2.7 inclusive shale ments alternate bids to adjust the Construction Cost to the furnished at the Owner's expense, and the Architect sh II fixed limit. Any such fixed limit shall be increased in the be-emit-led--te—rely—open--tbe—ac teuesa amount of any increase in the Contract Sum occurring thereof. after execution of the Contract for Construction. I 2.9 If the Owner observes or otherwise becomes aware 3.2.3 If the Bidding or Negotiation Phase has not corn- of any fault or defect in the Project or nonconformance menced within three months after the Architect submits with the Contract Documents, prompt written notice the Construction Documents to the Owner, any Project thereof shall be given by the Owner to the Architect. budget or fixed limit of Construction Cost shall be ad- 2.10 The Owner shall furnish required information and justed to reflect any change in the general level of prices services and shall render approvals and decisions as ex- in the construction industry between the date of submis- peditiously as necessary for the orderly progress of the sion of the Construction Documents to the Owner and Architect's services and of the Work. the date on which proposals are sought. 3.2.4 If a Project budget or fixed limit of Construction ARTICLE 3 Cost (adjusted as provided in Subparagraph 3.2.3) is ex- ceeded by the lowest bona fide bid or negotiated pro- CONSTRUCTION COST posal, the Owner shall (1) give written approval of an 3.1 DEFINITION increase in such fixed limit, (2) authorize rebidding or re- negotiating of the Project within a reasonable time, (3) if 3.1.1 The Construction Cost shall he the total cost or the Project is abandoned, terminate in accordance with estimated cost to the Owner of all elements of the Project Paragraph 10.2, or (4) cooperate in revising the Project designed or specified by the Architect. scope and quality as required to reduce the Construction 3.1.2 The Construction Cost shall include at current Cost. In the case of (4), provided a fixed limit of Construe- market rates, including a reasonable allowance for over- tion Cost has been established as a condition of this Agree- head and profit, the cost of labor and materials furnished ment, the Architect, without additional charge, shall mod- by the Owner and any equipment which has been de- ify the Drawings and Specifications as necessary to comply MA DOCUMENT 8141 • O NER-ARCE!IrECT AGREEMENT • THIRTEENTH EDITION • IULY 1977 • AIA• • i@ 1977 6 8141-1977 THE AMERICAN !N,TITUTE OF AKCH!TECTS, 1731 NEW YORK AVENUE, N.W, WA UNGTON, D C. 200E6 Page 8 of 14 Pages Agenda Item No. 15.f. p II • r with the fixed limit. The providing of such service shall be or extended through no fault of the Architect, compensa- the limit of the Architect's responsibility arising from the tion for any Basic Services required for such extended establishment of such fixed limit, and having done so, the period of Administration of the Construction Contract Architect shall be entitled to compensation for all services shall be computed as set forth in Paragraph 14.4 for Addi- performed, in accordance with this Agreement, whether clonal Services. or not the Construction Phase is commenced. 6.1.4 When compnn^ation ;s based on d percentage of Ccn_t•uctian Cost, :net any portions of the Project are ARTICLE 4 deleted or otherwise not constructed, compensation for such portions of the Project shall be payable to the extent DIRECT PERSONNEL EXPENSE services are performed on such portions, in accordance with the schedule set forth in Subparagraph 14.2.2, based aries o a1Lthe Architect's personnel engaged on the Proj- on (1) the lowest bona fide bid or negotiated proposal or, 11 ect, and the p`drtte.o, of the cost of their mandatory and customary contrib 2) if no such bid or proposal is received, the most recent ution`sd 3enefits related thereto, such Statement of Probable Construction Cost or Detailed Esti- as employment taxes and otherstatutory' employee bene- mate of Construction Cost for such portions of the Project. fits, insurance, sick leave, holidays, vac`atfo•ns,,eensions 6.2 PAYMENTS ON ACCOUNT OF 1/1 E ADDITIONAL SERVICES ARTICLES N..-- Services as defined in Paragraph 1.7 an. e '-Im•ursabie REIMBURSABLE EXPENSES Expenses as defined in snail be made monthly upon preser r t e Architect's statement of services 5.1 feirrrbui able EApenses ale ill ca.111 ,) tire C6•1i, pensation for Basic and Additional Services and include III actual expenditures made by the Architect and the Archi- 6.3 PAYMENTS WITHHELD tect's employees and consultants in the interest of the 6.3.1 No deductions shall be made from the Architect's Project for the expenses listed in the following Sub- compensation on account of penalty, liquidated damages paragraphs: or other sums withheld from payments to contractors, or on account of the cost of changes in the Work other than Project; liven• es in connection with out-of-town those for which,the Architect is held legally liable. travel; long distance corn . •ns; and fees paid for 6.4 PROJECT SUSPENSION OR TERMINATION securing approval of authorities having . ' ion over 6.4.1 If the Project is suspended or abandoned in whole III or in part for more than three months, the Architect shall 5.1.2 Expense of reproductions, be compensated for all services performed prior to receipt o , ding of written notice from the Owner of such suspension or reproductions for the office use of the Architect and the abandonment, toge:her with R,i1Y,bu';ablc Expen;cs th,:n 111 Architect's consultants. dcc and all Termination Expenses as defined in Paragraph 5.1. 10.4. If the Project is resumed after being suspended for duction techniques whe• i nection with Addi- more than three months, the Architect's compensation r.. shall be equitably adjusted. III oueft4m a ocbr•ra glie csbau .0 I.. ,. es ARTICLE 7 ARCHITECT'S.'CCOUNTING RECORDS 5.1.6 Expense of any additional insurance coverage or taming to Additional Services and services pe • e• onlimits, including professional liability insurance, requested the basis of ,, Multiple of Direct Pers. Expense shall 11 by the Owner in excess of that normally carried by the Architect and the Architect's consultants. be kept on the basis of , es- y accepted accounting principles and sha available to the Owner or the Owner's a i•i • ized representative at mutually convenientARTICLE6 IIPAYMENTS TO THE ARCHITECT ARTICLE 8 6.1 PAYMENTS ON ACCOUNT OF BASIC SERVICES OWNERSHIP AND USE OF DOCUMENTS t ln- u, p,,y„r 8.1 Drawings and Specifications as instruments of serv- ice are and shall remain the property of the Architect•6.1.2 Subsequent payments for Basic Services :hid; `whether the I'roject for which they are made is executed proportion per-or not. The Owner shall be permitted to retain copies, in- ill cshall be in ro ortion to services formed within each Phase of services, on the basis set forth reproducibleingreproducible copies, of Drawings and Specifica- tions for information and reference in connection with the 6.1.3 If and to the extent that the Contract Time initially Owner's use and occupancy of the Project. The Drawings established in the Contract for Construction is exceeded and Specitications shall not he used by the Owner on 11 AIA DOCUMENT 8141 • OWNER-ARCHITECT AGREEMENT • THIRTEENTH EDI1,ON • ;LILY 1.77 • NIA', • ,-:1977 THE AMERICAN INSTITUTE OF ARCHITECTS. 1735 NEW YORK A\FNUE. N w.• w.V,HINCTO\ D C. SA991, 13141-1977 7 Page 9 of 1.1 Pages IIAgenda Item No. 15.f. I other projects, for additions to this Project, or for comple- 10.4 Termination Expenses include expenses directly at- tion of this Project by others provided the Architect is not tributable to termination for which the Architect is not in default under this Agreement, except by agreement in otherwise compensated, plus an amount computed as a writing and with appropriate compensation to the Archi- percentage of the total Basic and Additional Compensa- tect. tion earned to the time of termination, as follows: 8.2 Submission or distribution to meet official regulatory 1 20 percent if termination occurs during the Sche- requirements or for other purposes in connection with the matic Design Phase; or Project is not to be construed as publication in derogation 2 10 percent if termination occurs during the Design of the Architect's rights. Development Phase; or 3 5 percent if termination occurs during any subse- ARTICLE 9 quent phase. ARBITRATION ARTICLE 11 9.1 All cleims, disputes and other matters in question) MISCELLANEOUS PROVISIONSbetweenthepartiestothisAgreement, arising out of or relating to this Agreement or the breach thereof, sh be 11.1 Unless otherwise specified, this Agreement shall be decided by arbitration in accordance with the Co-strut- governed by the law of the principal place of business of tion Industry Arbitration Rules of the American Arbitra the Architect. tion Association then obtaining unless the pa les mutu- 11.2 Terms in this Agreement shall have the same mean- ally agree otherwise. No arbitration, arising gut of or re- ing as those in AIA Document A201, General Conditions lating to this Agreement, shall include, by onsolidation, of the Contract for Construction, current as of the date joinder or in any other manner, any addi onal person not of this Agreement. a party to this Agreement except by w ' ten consent con- 11.3 As between the parties to this Agreement: as to all taining a specific reference to this A eement and signed acts or failures to act by either party to this Agreement,by the Architect, the Owner, and a , other person sought any applicable statute of limitations shall commence to 1 to be joined. Any consent to ar ' ration involving an ad- run and any alleged cause of action shall be deemed toditionalpersonorpersonsshatnotconstituteconsenttohaveaccruedinanyandalleventsnotlaterthantherele- arbitration of any dispute n described therein or with vant Date of Substantial Completion of the Work, and as any person not named or escribed therein. This Agree- to any acts or failures to act occurring after the relevant ment to arbitrate and an agreement to arbitrate with an Date of Substantial Completion, not later than the date of additional person or .-rsons duly consented to by the issuance of the final Certificate for Payment. parties to this Agree -ent shall be specifically enforceable 11.4 The Owner and the Architect waive all rightsundertheprevailin: arbitration law. against each other and against the contractors, consult- ,, 1 9.2 Notice of t - demand for arbitration shall be filed in ants,agents and employees of the other for damages cov- writing with I. other party to this Agreement and with ered by any property insurance during construction as settheAmeric. Arbitration Association. The demand shall forth in the edition of AIA Document A201, General Con- be made thin a reasonable time after the claim, dispute ditions, current as of the date of this Agreement. The or other atter in question has arisen. In no event shall Owner and the Architect each shall require appropriate the d- and for arbitration be made after the date when similar waivers from their contractors, consultants and insti tion of legal or equitable proceedings based on agents. su• claim, dispute or other matter in question would be JARTICLE12 and judgment may be entere ccordance with SUCCESSORS AND ASSIGNS jttrrtdictiemtr, 12.1 The Owner and the Architect, respectively, bind Jthemselves, their partners, successors, assigns and legal representatives to the other party to this Agreement andARTICLE10tothepartners, successors, assigns and legal representa- TERMINATION OF AGREEMENT tives of such other party with respect to all covenants of JthisAgreement. Neither the Owner nor the Architect shall10.1 This Agreement may be terminated by either party assign, sublet or transfer any interest in this Agreement upon seven days' written notice should the other party without the written consent of the other. fail substantially to perform in accordance with its terms IIthroughnofaultofthepartyinitiatingthetermination. ARTICLE 1310.2 This Agreement may be terminated by the Owner upon at least seven days' written notice to the Architect EXTENT OF AGREEMENT in the event that the Project is permanently abandoned. 13.1 This Agreement represents the entire and integrated 10.3 In the event of termination not the fault of the Ar- agreement between the Owner and' the Architect and chitect, the Architect shall be compensated for all services supersedes all prior negotiations, representations or agree- performed to termination date, together with Reimburs- ments, either written or oral. This Agreement may be able Expenses then due and all Termination Expenses as amended only by written instrument signed by bothdefinedinParagraph10.4. Owner and Architect. AIA DOCUMENT BM • U\V.N_R-ARCHITECT AGREEMENT • THIRTEENTH EDITION • JULY 1977 • AIA,• ©197788141-1977 THE AMERICAN INSTITUTE OF ARCHITECTS, 1735 NEW YORK AVENUE, N.w. WASHINGTON, D.C. :COX) Page 10 of 14 Pages Agenda Item No. 15.f. 1 ARTICLE 14 BASIS OF COMPENSATION The Owner shall compensate the Architect for the Scope of Services provided, in accordance with Article 6, Payments to the Architect, and the other Terms and Conditions of this Agreement, as follows: 14.1 AN INITIAL PAYMENT c.1{ k:kk-ar t Lr::;r-exettr7-1crrorthrs-A-greement-and-credited to ti,e O% i . - - . 14.2 BASIC COMPENSATION 14.2.1 FOR BASIC SERVICES, as described in Paragraphs 1.1 through 1.5, and any other services included in Article 15 as part of Basic Services, Basic Compensation shall be computed as follows: Here insert basis of comoensarion. including fixed amounts. multiples or percentages, and identify Phases to which particular methods of compensa- lion apply, if necessary i Compensation shall be a fixed fee of Three—thousand—seven—hundred—fifty—dollars 3, 750. 00) U I 14.2.2 Where compensation is based on a Stipulated Sum or Percentage of Construction Cost, payments for Basic Services shall be made as provided in Subparagraph 6.1.2, so that Basic Compensation for each Phase shall equal the following percentages of the total Basic Compensation payable: 11 Include any additional Phases as appropriate., I Schematic Design Phase: percent ( 0 %) Design Development Phase: percent ( 0 %) Construction Documents Phase: percent ( 75%) Bidding or Negotiation Phase: percent ( 5 %) 11 Construction Phase: percent ( 2 0%) 14.3 FOR PROTECT REPRESENTATION BEYOND BASIC SERVICES, as described in Paragraph 1.6, Compensation shall be computed separately in accordance vita Subparagraph 1.6.2. AR DOCUMENT 8141 • i)\\E.AI:CHITECT ac,EF.,E`f • ;HisTEEN7 i ED:TisJN • ILLY t'i 7 • A1.1A . ',•1977 6141-1977 9THEAMERICANINSTITUTEOFARCFnTECTS. 1735 NEW YORK AN.tsUE, `.W., WASHI'SGTO.u, D.C. 20006 Page 11 of 14 Pages Agenda Item No. 15.f. 14.4 COMPENSATION FOR ADDITIONAL SERVICES 14.4.1 FOR ADDITIONAL SERk-9• ES OF Tf;C ,SRC:IITECT, as—described-n1 PslJbtaph eluded in Article 15 as part of Additional Services, but excluding Additi.. l.e-vi-ce o consultants, Compen-• sation shall be computed as follows: Here insert basis of corn -. - u•ing rates and/or multiples of Direct Personnel E.pense for Principals and employees. and identify Principals a' - :: a • a a, engineering services and those provided under Subparagraph 1.7.21 or identified •. Art. - - <) part of Addi-tional Services,a multiple of 1 times the amounts billedtotheArchitectforsuchser 14.5 FOR REffvtBtfRSftBLE EX-PENSE5 deseribed-rfra ti-elc 5, at?4-a+y-eth-ee -• - --- - •- • - -bursable Expenses,a multiple of times the amounts ex-irflA4441.d by the-Archrt The A rteet's—employees-and-consultants-in--the-interest--of-the-Pro-rec t. 14.6 Payments due the Architect and unpaid under this Agreement shall hear interest from the date payment is due at the rate entered below, or in the absence thereof, at the legal rate prevailing at the principal place ofbusinessoftheArchitect. Here insert any rate of interest agreed upon.) Usury laws and requirements under the Federal Truth in Lending Art. srm,iar s:ate and local consumer credit lair; and other regulation< at theOwner's and Architect's principal places of business, the location or the !'r e,t and ei,ewhere our affect the validity of this provision. Specific legaladviceshouldheobtainedwithrespecttodelet,on modification. or other requ,remr-nts such as written disclosures or waivers; 14.7 The Owner and the Architect agree in accordance with the Terms and Conditions of this Agreement that: 14.7.1 IF THE SCOPE of the Project or of the Architect's Services is changed materially, the amounts of compensation shall be equitably adjusted. 14.7.2 IF THE SERVICES covered by this Agreement have not been completed within 61 months of the date hereof, through no fault of the .Architect, the amounts of compensation, rates and multiples set forth herein shall be equitably adjusted. 10 8141-1977 MA DOCUMENT 814t • OWNFR-ARCHITECT AGREEMENT • THIRTEENTH EDITION • IULY 1977 • AIAS • 01977 THE AMERICAN INSTITUTE OF ARCHITECTS, 1735 NEW YORK AVENUE, N.W.- WASHINGTON, D.C. 20006 Page 12 of 14 Pages Agenda Item No. 15.f. ARTICLE 15 OTHER CONDITIONS OR SERVICES 1• 1 • o• a ARTICLE 11. MISCELLANEOUS PROVISIONS 11.5 (a) The Architect will not discriminate against any employee or applicant for employment because of race, color, religion, sex or national origin. The Architect shall take affirmative action to ensure that applicants are employed and that employees are treated during employment, without regard to their race, color, religion, sex or national origin, equally. Such actions shall include, but not be limited to, the following: employment, upgrading, demotions, or transfers, recruitment or recruitment advertising; layoffs or terminations, rates of pay or other forms of compensation; selection for training including apprenticeship; and participation in recreational and educational activities. The Architect agrees to post in conspicuous places available to employees and applicants for employment, notices to be provided setting forth the provisions of this non-discrimination clause. The Architect will, in all solicitations or advertisements for employees placed by or on behalf of the Architect, state that all qualified applicants will receive consideration for employment without regard to race, color, religion, sex or national origin. The Architect will cause the foregoing provisions to be inserted in all subcontracts for any work covered by this contract so that such provisions will be binding upon such subcontractors for standard commercial supplies or raw materials. b) The Architect shall keep such records and submit such reports concerning the racial and ethnic origin of applicants and employees as the Owner may require. c) The Architect agrees to comply with such rules, regulations, or guidelines as the Department of Housing and Urban Development (HUD) may issue to implement this Iproject. 11.6 The Architect to the extent practicable will create new employment I opportunities for individuals who were unemployed at least 15 of the 26 weeks prior to March 24, 1983. Ill I I I I MA DOCUMENT 8141 • OWNER-ARCHITECT AGREEMENT • THIRTEENTH EDITION • ILLY 1')77 • AIA9 • 0 19-7THEAMERICANINSTITUTEOFARCHITECTS. 1:3S NEW SOCK A'.FNI,E, N - \•;\SHh\GTO`, D.C. _XXX, 8141-1977 11 Page 13 of 14 Pages 111 Agenda Item No. 15.f. I I L Cl 1 111 I I This Agreement entered into as of the day and year first written above. OWNER City of Wichita Falls ARCHITECT Robert Pardue & Associates I 111 I BY B I I AIA DOCUMENT 8141 • OWNEK.ARCHITECT AGREEMENT • THIRTEENTH EDITION • IULY 1977• AIM,• O 1977 12 B141-1977 THE AMERICAN INSTITUTE OF ARCHITECT , 1735 `EW YORK AVENUE, N W , 1 ASHINGTON. D.C. 20006 Page 14 of 14 Pages Agenda Item No. 15.f.