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Res 2691 12/16/1980RESOLUTION NO. 10 RESOLUTION APPROVING AND RATIFYING CONTRACT WITH CHARLES HARPER ASSOCIATES, INC. CONCERNING REBUILDING WEEKS PARK GOLF CLUBHOUSE. WHEREAS, on June 1, 1979 , then City Manager Gerald G. Fox executed a contract of that date with Charles Harper Associates, Inc. , for architectural services concerning the rebuilding of the Weeks Park golf clubhouse, which was extensively damaged by the April 10, 1979 tornado; and, WHEREAS, because of the confused state of affairs following the tornado, apparently no formal approval of such contract was made by the Board of Aldermen; and, WHEREAS, it appears that such contract should be approved and ratified. NOW, THEREFORE, BE IT RESOLVED BY THE BOARD OF ALDERMEN BY THE CITY OF WICHITA FALLS, TEXAS, THAT: That certain contract dated June 1, 1979 , a copy of which is attached hereto, between the City of Wichita Falls and Charles Harper Associates, Inc. , for architectural services concerning the rebuilding of the Weeks Park golf clubhouse is hereby approved, and the execution of such contract by then City Manager Gerald G. Fox is hereby ratified. PASSED AND APPROVED this the 16th day of December, 1980. M A Y O R ATTEST: 2-G Lvc.e- / CITY CLERK THE AMERICAN INSTITUTE OF ARCHITECTS li)t I l I. 1 .! 1.;,,,,,,:onit,.... ty,.. AIA Document B141 Standard Form of Agreement Between Owner and Architect 1977 EDITION THIS DOCUMENT HAS IMPORTANT LEGAL CONSEQUENCES;CONSULTATION WITH AN ATTORNEY IS ENCOURAGED WITH RESPECT TO ITS COMPLETION OR MODIFICATION AGREEMENT made as of the first (1st) day of June in the year of Nineteen Hundred and Seventy-Nine (1979) BETWEEN the Owner: The City of Wichita Falls, Texas Municipal Auditorium Wichita Falls, TX 76301 and the Architect: Charles Harper Associates, Inc. 4724 Old Jacksboro Highway Wichita Falls, TX 76302 For the following Project: Include detailed description of Project location and scope.) Rebuilding the Weeks Park Golf Clubhouse on the existing foundation using as much of the tornado damaged building as possible. The floor plan and mechanical, elec trical, plumbing systems shall be as near as possible to the damaged building. The floor area shall not be increased, but certain minor changes in floor plan arrange- ment shall be coordinated with the owner. The building shall include the golf pro, shop, restroom areas, as well as the snack bar area. The Owner and the Architect agree as set forth below. Copyright 1917, 1926, 1948, 1951, 1953, 1958, 1961, 1963, 1966, 1967, 1970, 1974, Ci) 1977 by The American Institute of Architects, 1735 New York Avenue, N.W., Washington, D.C. 20006. Reproduction of the material herein or substantial quotation of its provisions without permission of the AIA violates the copyright laws of the United States and will be subject to legal prosecution. AIA DOCUMENT 8141 • OWNER-ARCHITECT AGREEMENT• THIRTEENTH EDITION • JULY 1977 • AIA®• ©1977 THE AMERICAN INSTITUTE OF ARCHITECTS, 1735 NEW YORK AVENUE, N.W., WASHINGTON, D.C. 20006 B141-1977 1 i t TERMS AND CONDITIONS OF AGREEMENT BETWEEN OWNER AND ARCHITECT ARTICLE 1 ments to previous Statements of Probable Construction ARCHITECT'S SERVICES AND RESPONSIBILITIES Cost indicated by changes in requirements or general market conditions. BASIC SERVICES 1.3.4 The Architect shall assist the Owner in connectio 1 The Architect'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 hay- include normal structural, mechanical and electrical ing jurisdiction over the Project. engineering services and any other services included 1.4 BIDDING OR NEGOTIATION PHASE . igi in Article 15 as part of Basic Services. 1.4.1 The Architect, following the Owner's approval of1.1 SCHEMATIC DESIGN PHASE the Construction Documents and of the latest Statement 1.1.1 The Architect shall review the program furnished of Probable Construction Cost, shall assist the Owner i1 by the Owner to ascertain the requirements of the Project obtaining bids or negotiated proposals, and assist in and shall review the understanding of such requirements awarding and preparing contracts for construction. with the Owner. 1.5 CONSTRUCTION PHASE—ADMINISTRATION 1 1.2 The Architect shall provide a preliminary evalua- OF THE CONSTRUCTION CONTRACT tion of the program and the Project budget requirements, 1 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 of the Contract for Construction and, together with the Architect's obligation to provide Basic Services undt r i1.1.3 The Architect shall review with the Owner alterna- this Agreement,will terminate when final payment to thefiveapproachestodesignandconstructionoftheProject. Contractor is due, or in the absence of a final Certificate 1.1.4 Based on the mutually agreed upon program and for Payment or of such due date, sixty days after the Date • Project budget requirements, the Architect shall prepare, of Substantial Completion of the Work, whichever occut'js for approval by the Owner, Schematic Design Documents first. consisting of drawings and other documents illustrating 1.5.2 Unless otherwise provided in this Agreement andthescaleandrelationshipofProjectcomponents. incorporated in the Contract Documents, the Architect 1.1.5 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 tion as set forth below and in the edition of AIA Doc,- area, volume or other unit costs. ment A201, General Conditions of the Contract for Corr 1.2 DESIGN DEVELOPMENT PHASE struction, current as of the date of this Agreement. 1.5.3 The Architect shall be a representative of the1.2.1 Based on the approved Schematic Design Docu- Owner during the Construction Phase, and shall advisementsandanyadjustmentsauthorizedbytheOwnerinandconsultwiththeOwner. Instructions to the Contrac-the program or Project budget, the Architect shall pre- tor shall be forwarded through the Architect. The Archi- pare, for approval by the Owner, Design Development tect shall have authority to act on behalf of the OwnerDocumentsconsistingofdrawingsandotherdocumentsonlytotheextentprovidedintheContractDocumentstofixanddescribethesizeandcharacteroftheentireunlessotherwisemodifiedbywritteninstrumentinac-Project as to architectural,structural,mechanical and elec- cordance with Subparagraph 1.5.16. trical systems, materials and such other elements as may 1.5.4 The Architect shall visit the site at intervals ap-be appropriate. propriate to the stage of construction or as otherwise1.2.2 The Architect shall submit to the Owner a further agreed by the Architect in writing to become generallyStatementofProbableConstructionCost. familiar with the progress and quality of the Work and to 1.3 CONSTRUCTION DOCUMENTS PHASE determine in general if the Work is proceeding in accord- ance with the Contract Documents, However, the Archi-1.3.1 Based on the approved Design Development Doc- tect shall not be required to make exhaustive or con-uments and any further adjustments in the scope or qual- tinuous on-site inspections to check the quality or quan-ity of the Project or in the Project budget authorized by tity of the Work. On the basis of such on-site observa-the Owner, the Architect shall prepare, for approval by tions as an architect, the Architect shall keep the OwnertheOwner, Construction Documents consisting of Draw- informed of the progress and quality of the Work, andingsandSpecificationssettingforthindetailtherequire- shall endeavor to guard the Owner against defects andmentsfortheconstructionoftheProject. deficiencies in the Work of the Contractor. 1.3.2 The Architect shall assist the Owner in the prepara- 1.5.5 The Architect shall not have control or charge cflionofthenecessarybiddinginformation, bidding forms, and shall not be responsible for construction means,the Conditions of the Contract, and the form of Agree- methods, techniques, sequences or procedures, or fermentbetweentheOwnerandtheContractor, safety precautions and programs in connection with th 1.3.3 The Architect shall advise the Owner of any adjust- Work, for the acts or omissions of the Contractor, Sub- MA DOCUMENT B141 • OWNER-ARCHITECT AGREEMENT • THIRTEENTH EDITION • JULY 1977 • AIA® • ©1977 THE AMERICAN INSTITUTE OF ARCHITECTS, 1735 NEW YORK AVENUE, N.W., WASHINGTON, D.C. 20006 B141-1977 3 i I b contractors or any other persons performing any of the nee essary 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 1.5.6 The Architect shall at all times have access to the accordance with the provisions of the Contract Docu- Work wherever it is in preparation or progress. ments, whether or not such Work be then fabricated, in- stalled or completed. 1.5.7 1 he Architect shall determine the amounts owing 1.5.13 The Architect shall review and approve or taketotheContractorbasedonobservationsatthesiteandon other appropriate action upon the Contractor's submittalsevaluationsoftheContractor's Applications for Payment, such as Shop Drawings, Product Data and Samples, butandshallissueCertificatesforPaymentinsuchamounts, only for conformance with the design concept of theasprovidedintheContractDocuments. 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 vided in Subparagraph 1.5.4 and on the data comprising assembly of which the item is a component. i the Contractor's Application for Payment, that the Work 1.5.14 The Architect shall prepare Change Orders for jhasprogressedtothepointindicated; that, to the best of the Owner's approval and execution in accordance withtheArchitect's knowledge,information and belief,the qual- the Contract Documents, and shall have authority to orderityoftheyWorkisinaccordancewiththeContractDocu-minor changes in the Work not involving an adjustmentments (subject to an evaluation of the Work for con in the Contract Sum or an extension of the Contract TimeformancewiththeContractDocumentsuponSubstantial which are not inconsistent with the intent of the ContractCompletion, to the results of any subsequent tests re-. Documents.quired by or performed under the Contract.Documents, to minor deviations from the Contract Documents cor- 1.5.15 The Architect shall conduct inspections to deter- rectable prior to completion, and to any specific qualifica- mine the Dates of Substantial Completion and final corn-i 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 lira- 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 SERVICESessaryfortheproperexecutionorprogressoftheWork 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 goad 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 representa- artistic effect shall be final if consistent with the intent of tion 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 following Services are not included in BasicshallbesubjecttoarbitrationasprovidedinthisAgree Services unless so identified in Article 15. They shallmentandintheContractDocuments. he provided if authorized or confirmed in writing by1.5.12 The Architect shall have authority to reject Work the Owner, and they shall be paid for by the Owner which does not conform to the Contract Documents. as provided in this Agreement, in addition to theWhenever, in the Architect's reasonable opinion, it is compensation for Basic Services. AIA DOCUMENT 8141 • OWNER-ARCHITECT AGREEMENT• THIRTEENTH EDITION • JULY 1977 • AIAs • ©19774B141-1977 THE AMERICAN INSTITUTE OF ARCHITECTS, 1735 NEW YORK AVENUE, N.W., WASHINGTON, D.C. 20006 S 1.7.1 Providing analyses of the Owner's needs, and pro- struction, and furnishing services as may be required in gramming the requirements of the Project. connection with the replacement of such Work. 1.7.2 Providing financial feasibility or other special 1.7.16 Providing services made necessary by the default studies. of the Contractor, or by major defects or deficiencies in 1.7.3 Providing planning surveys, site evaluations, envi- the Work of the Contractor, or by failure of performance of either the Owner or Contractor under the Contract for ronmental studies or comparative studies of prospective Construction. sites, and preparing special surveys, studies and submis- sions required for approvals of governmental authorities 1.7.17 Preparing a set of reproducible record drawinrs or others having jurisdiction over the Project. showing significant changes in the Work made durirg construction based on marked-up prints, drawings and1.7.4 Providing services relative to future facilities, sys- other data furnished by the Contractor to the Architect. .'tems and equipment which are not intended to be con- structed during the Construction Phase. 1.7.18 Providing extensive assistance in the utilization Of 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 sixty days after with bidding, negotiation or construction prior to the the Date of Substantial Completion of the Work. completion of the Construction Documents Phase,.when 1.7.20 Preparing to serve or serving as an expert witness irequestedbytheOwner. in connection with any public hearing, arbitration prO- j1.7.7 Providing coordination of Work performed by ceeding or legal proceeding. separate contractors or by the Owner's own forces. 1.7.21 Providing services of consultants for other than 1.7.8 Providing services in connection with the work of the normal architectural, structural, mechanical and ele':- a construction manager or separate consultants retained trical engineering services for the Project. by the Owner. 1.7.22 Providing any other services not otherwise in- 1.7.9 Providing Detailed Estimates of Construction Cost, cluded in this Agreement or not customarily furnished in analyses of owning and operating costs, or detailed quan- accordance with generally accepted architectural practicle. tity surveys or inventories of material, equipment and 1.8 TIME labor. 1.8.1 The Architect shall perform Basic and Additionial1.7.10 Providing interior design and other similar ser- Services as expeditiously as is consistent with professionjal vices required for or in connection with the selection, skill and care and the orderly progress of the Work. Upon procurement or installation of furniture, furnishings and request of the Owner, the Architect shall submit for the related equipment. Owner's approval a schedule for the performance of the 1.7.11 Providing services for planning tenant or rental Architect's services which shall be adjusted as required its spaces. the Project proceeds,and shall include allowances for peri- ods Making revisions in Drawings, Specifications or ods of time required for the Owner's review and approval of submissions and for approvals of authorities havingotherdocumentswhensuchrevisionsareinconsistentjurisdictionovertheProject.This schedule,when approved with written approvals or instructions previously given, by the Owner, shall not, except for reasonable cause, bearerequiredbytheenactmentorrevisionofcodes, 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 1.7.13 Preparing Drawings, Specifications and supporting THE OWNER'S RESPONSIBILITIES data and providing other services in connection with 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 struction Cost is not commensurate with the services re shall set forth the Owner's design objectives, constraints 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. 1.7.14 Making investigations, surveys, valuations, inven 2.2 If the Owner provides a budget for the Project it tones or detailed appraisals of existing facilities, and sere- shall include contingencies for bidding, changes in the ices required in connection with construction performed Work during construction, and other costs which are the by the Owner. 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 )f any Work damaged by fire or other cause during con- funds available for the Project,and their source. AIA DOCUMENT B141 • OWNER-ARCIIIIECT AGREEMENT • 1111R1EENIII LDIIION • JULY 1977 • AIA • O 1977 111E AMERICAN INFITUIE OF ARCHITECTS, 1735 NEW YORK AVENUE, N.W, WASHINGTON, D.C. 20001, B141-1977 iS 5 I 1 4 2.3 'The Owner shall designate, when necessary, a rep- signed, specified, selected or specially provided for byresentativeauthorizedtoactintheOwner's behalf with the Architect. respect to the Project. The Owner or such authorized 3.1.3 Construction Cost does not include the compen-representative shall examine the documents submitted by cation of the Architect and the Architect's consultants,the Architect and shall render decisions pertaining thereto the cost of the land, rights-of-way, or other costs whichpromptly, to avoid unreasonable delay in the progress of are the responsibility of the Owner as provided in Arti-the Architect's services. de 2. 2.4 The Owner shall furnish a legal description and a certified land survey of the site, giving, as applicable, 3.2 RESPONSIBILITY FOR CONSTRUCTION COST grades and lines of streets, alleys, pavements and adjoin- 3.2.1 Evaluations of the Owner's Project budget, State•ing property; rights-of-way, restrictions, easements, en- ments of Probable Construction Cost and Detailedcroachments, zoning, deed restrictions, boundaries and Estimates of Construction Cost, if any, prepared by thecontoursofthesite; locations, dimensions and complete Architect, represent the Architect's best judgment as adatapertainingtoexistingbuildings, other improvements design professional familiar with the construction indus-and trees; and full information concerning available serv- try. It is recognized, however, that neither the Architecticeandutilitylinesbothpublicandprivate, above and nor the Owner has control over the cost of labor, mate-below grade, including inverts and depths. rials or equipment, over the Contractor's methods of de- 2.5 The Owner shall furnish the services of soil engi- termining bid prices, or over competitive bidding, market neers or other consultants when such services are deemed or negotiating conditions. Accordingly, the Architect necessary by the Architect. Such services shall include test cannot and does not warrant or represent that bids or borings,test pits, soil bearing values, percolation tests, air negotiated prices will not vary from the Project budget and water pollution tests, ground corrosion and resistivity proposed, established or approved by the Owner, if any,tests, including necessary operations for determining sub- or from any Statement of Probable Construction Cost or soil, air and water conditions, with reports and appropri- other cost estimate or evaluation prepared by the Archi- ate professional recommendations. test. 2.6 The Owner shall furnish structural,' mechanical, 3.2.2 No fixed limit of Construction Cost shall be estab- I chemical and other laboratory tests, inspections and re- lished as a condition of this Agreement by the furnishing, ports as required by law or the Contract Documents. proposal or establishment of a Project budget under Sub- 2.7 The Owner shall furnish all le al, accountin paragraph 1.1.2 or Paragraph 2.2 or otherwise, unless suchggandin- fixed limit has been agreed upon in writing signed bsurancecounselingservicesasmaybenecessaryatanygI6and been by time for the Project, including such auditing the parties hereto. If such a fixed limit has been estab-1 g g services as lished, the Architect shall be permitted to include con-the Owner may require to verify the Contractor's Applica- tingencies for design, bidding and price escalation, to detionsforPaymentortoascertainhoworforwhatpur tennine what materials, equipment, component systemsposestheContractorusesthemoneyspaidbyoronbe- and t‘l,es of construction are to be included in the Con-half of the Owner. tract Documents, to make reasonable adjustments in the2.8 The services, information, surveys and reports re- scope of the Project and to include in the Contract Docu-quired by Paragraphs 2.4 through 2.7 inclusive shall be merits alternate bids to adjust the Construction Cost to thefurnishedattheOwner's expense, and the Architect shall fixed limit. Any such fixed limit shall be increased in thebeentitledtorelyupontheaccuracyandcompletenessamountofanyincreaseintheContractSumoccurringthereof. after execution of the Contract for Construction. 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 submitswiththeContractDocuments, prompt written notice the Construction Documents to the Owner, any ProjectthereofshallbegivenbytheOwnertotheArchitect. budget or fixed limit of Construction Cost shall he 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 I 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) if3.1.1 The Construction Cost shall he the total cost or the Project is abandoned, terminate in accordance withestimatedcosttotheOwnerofallelementsoftheProjectParagraph10.2, or (4) cooperate in revising the ProjectdesignedorspecifiedbytheArchitect scope and quality as required to reduce the Construction3.1.2 The Construction Cost shall include at current Cost. In the case of (41, 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 merit, 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 6 B141-1977 AIA DOCUMENT B141 • OWNER ARCIIIrf(1 AGRIIMI Nr • 1111011 NTII [1)1110N • µ1LY 1077 • AIA'K' • @ 1977THEAMERICANINS111UTEOFARCIIIII.CIS, 1735 NEW YORK A\'I Nil, N.W., W'ASIIINGION, U.C. 2(Xx6 with the fixed limit. The providing of such service shall he or extended through no fault of the Architect, compensa- ' the limit of the Architect's responsibility arising from the Lion 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 tional Services. or not the Construction Phase is commenced, 6.1.4 When compensation is based on a percentage of Construction Cost, and any portions of the Project are ARTICLE 4 deleted or otherwise not constructed, compensation for DIRECT PERSONNEL EXPENSE such portions j pble th services are performed on ect such portionsbe aya in to accore extent dance 4.1 Direct Personnel Expense is defined as the direct sal- with the schedule set forth in Subparagraph 14.2.2, based aries of all the Architect's personnel engaged on the Proj- on (1) the lowest bona fide bid or negotiated proposal or, ect, and the portion of the cost of their mandatory and (2) if no such bid or proposal is received, the most recent customary contributions and benefits related thereto, such Statement of Probable Construction Cost or Detailed Esti-I as employment taxes and other statutory employee bene- mate of Construction Cost for such portions of the Project. fits, insurance, sick leave, holidays, vacations, pensions 6.2 PAYMENTS ON ACCOUNT OF and similar contributions and benefits. ADDITIONAL SERVICES ARTICLE 5 6.2.1 Payments on account of the Architect's Additional Services as defined in Paragraph 1.7 and for Reimbursable i REIMBURSABLE EXPENSES Expenses as defined in Article 5 shall be made monthly upon presentation of the Architect's statement of services ,5.1 Reimbursable Expenses are in addition to the Com- rendered or expenses incurred. pensation for Basic and Additional Services and include 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 j . 5.1.1 Expense of transportation in connection with the on account of the cost of changes in the Work other than I Project; living expenses in connection with out-of-town those for which the Architect is held legally liable. travel; long distance communications, and fees paid for 6.4 PROJECT SUSPENSION OR TERMINATION securing approval of authorities having jurisdiction over 6.4.1 If the Project is suspended or abandoned in wholetheProject. J p or in part for more than three months, the Architect shall 1 5.1.2 Expense of reproductions, postage and handling of be compensated for all services performed prior to receiptDrawings, Specifications and other documents, excluding of written notice from the Owner of such suspension or reproductions for the office use of the Architect and the abandonment, together with Reimbursable Expenses then 'Architect's consultants.due and all Termination Expenses as defined in Paragraph 5.1.3 Expense of data processing and photographic pro- 1t).4. If the Project is resumed after being suspended for duction techniques when used in connection with Addi- more than three months, the Architect's compensation tional Services. shall be equitably adjusted. 5.1.4 If authorized in advance by the Owner, expense of ** Delete this paragraph. overtime work requiring higher than regular rates. ARTICLE 7 5.1.5 Expense of renderings, models and mock-ups re- ARCHITECT'S ACCOUNTING RECORDSquestedbytheOwner. 5.1.6 Expense of any additional insurance coverage or 7.1 Records of Reimbursable Expenses and expenses per- limits, including professional liability insurance, requested twining to Additional Services and services performed on by the Owner in excess of that normally carried by the the basis of a Multiple of Direct Personnel Expense shall Architect and the Architect's consultants. be kept on the basis of generally accepted accounting principles and shall be available to the Owner or the Owner's authorized representative at mutually convenient;ARTICLE 6 times. PAYMENTS TO THE ARCHITECT ARTICLE 8 1 6.1 PAYMENTS ON ACCOUNT OF BASIC SERVICES OWNERSHIP AND USE OF DOCUMENTS 6.1.1 An initial payment as set forth in Paragraph 14.1 is 8.1 Drawings and Specifications as instruments of serv-the minimum payment under this Agreement. ice are and shall remain the property of the Architect6.1.2 Subsequent payments for Basic Services shall be whether the Project for which they are made is executedmademonthlyandshallbeinproportiontoservicesper- or not. The Owner shall be permitted to retain copies, in-formed within each Phase of services, on the basis set chiding reproducible copies, of Drawings and Specifica-forth in Article 14. Lions 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 (ontract for Construction is exceeded and Specifications shall not be used by the Owner on 1AIADOCUMENT8141 • OWNI_R-ARCI Ill ICE AGRI[MUNE • WIRTH NTH EDIT ION • RUN I'177 • AlAa• 0 1977 THE AMERICAN INSTITUTE OF ARCHITECTS, 1735 NEW PORK AVENUE, N.W., WASHINGTON, D.0 20006 B141-1977 7' 1 Cot-q of the construction documents shall he furnished by the architect as part of the basic services. 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-I 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 DesignoftheArchitect's rights. Development Phase; or a 3 5 percent if termination occurs during any subse- ARTICLE 9 quent phase. ARBITRATION ARTICLE 11 9.1 All claims, disputes and other matters in question MISCELLANEOUS PROVISIONSbetweenthepartiestothisAgreement, arising out of or relating to this Agreement or the breach thereof, shall be 11.1 Unless otherwise specified, this Agreement shall be' decided by arbitration in accordance with the Construe 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 parties mutu- 11.2 Terms in this Agreement shall have the same mean- ally agree otherwise. No arbitration, arising out of or re- ing as those in AIA Document A201, General Conditions lating to this Agreement, shall include, by consolidation, of the Contract for Construction, current as of the date ijoinderorinanyothermanner, any additional person'not of this Agreement. a party to this Agreement except by written consent con- 11.3 As between the parties to this Agreement: as to alltainingaspecificreferencetothisAgreementandsignedactsorfailurestoactbyeitherpartytothisAgreement,by the Architect, the Owner, and any other person sought any applicable statute of limitations shall commence to I :to be joined. Any consent to arbitration involving an ad- run and any alleged cause of action shall be deemed toiditionalpersonorpersonsshallnotconstituteconsenttohaveaccruedinanyandalleventsnotlaterthantherele-arbitration of any dispute not described therein or with vant Date of Substantial Completion of the Work, and as any person not named or described therein. This Agree to any acts or failures to act occurring after the relevantmenttoarbitrateandanyagreementtoarbitratewithanDateofSubstantialCompletion, not later than the date of 1 additional person or persons duly consented to by the issuance of the final Certificate for Payment.I parties to this Agreement shall be specifically enforceable under the prevailing arbitration law. 11.4 The Owner and the Architect waive all rights 1 against each other and against the contractors, consult-9.2 Notice of the demand for arbitration shall be filed in ants, agents and employees of the other for damages cow writing with the other party to this Agreement and with ered by any property insurance during construction as set ItheAmericanArbitrationAssociation. The demand shall forth in the edition of AIA Document A201, General Con-be made within a reasonable time after the claim, dispute ditions, current as of the date of this Agreement. Theorothermatterinquestionhasarisen. In no event shall Owner and the Architect each shall require appropriatethedemandforarbitrationbemadeafterthedatewhensimilarwaiversfromtheircontractors, consultants andinstitutionoflegalorequitableproceedingsbasedonagents. such claim, dispute or other matter in question would be barred by the applicable statute of limitations. ARTICLE 12 9.3 The award rendered by the arbitrators shall be final, and judgment may be entered upon it in accordance with SUCCESSORS AND ASSIGNS applicable law in any court having jurisdiction thereof. 12.1 The Owner and the Architect, respectively, bind themselves, 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 this Agreement. Neither the Owner nor the Architect shall l10.1 This Agreement may he 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. 1 fail substantially to perform in accordance with its terms through no fault of the party initiating the termination. ARTICLE 1310.2 This Agreement may be terminated by the Owner upon at least seven clays' 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 integrated10.3 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 Reimhurs- ments, either written or oral. This Agreement may beableExpensesthendueandallTerminationExpensesasamendedonlybywritteninstrumentsignedbybothdefinedinParagraph10.4. Owner and Architect. AIA DOCUMENT 8141 • OWNI R-ARCHITE( I ACRE E MEN I • IIIIR111 NI!! I.DII ION • RELY 1'177 • AIA*• Q)'19778B141-1977 IHE AMERICAN INSTIIUTE OF ARCHITECTS, 1735 NEW YORK AV!NEE. NW, WASHINGTON, DC. 20006' i 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 of N/A dollars ($ shall be made upon execution of this Agreement and credited to the Owner's account as follows: 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 compensation, including fixed amounts, multiples or percentages, and identify Phases to which particular methods of compensa- tion apply, if necessary.) Compensation shall be based on one .of the following percentages of the constructign '. cost as defined in Article Three (3) : For portions of the contract to be awarded under: A single, stipulated sum of construction contract: Ten and one—half percent (10.5%) A separate,• stipulated sum of construction contract: Twelve percent (12%) 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: Include any additional Phases as appropriate.) Schematic Design Phase: Fifteen percent(15 %) Design Development Phase: Twenty percent(20 %) Construction Documents Phase: Forty percent(40 %) Bidding or Negotiation Phase: Five percent( 5 %) Construction Phase: Twenty percent (20 %) Total: One—Hundred percent(100%) 14.3 FOR PROJECT REPRESENTATION BEYOND BASIC SERVICES, as described in Paragraph 1.6, Compensation shall be computed separately in accordance with Subparagraph 1.6.2. MA DOCUMENT 8141 • OWNER-ARCIIITE_CT AGREEMENT • TIIIRFI I N111 EDITION • It TT 1977 • AIAN• (1977 THE AMERICAN INSTITUIE of ARCHITECTS, 1735 NEW YORK AVENUE, N.W., WASIIINGION, D.C. 20006 8141-1977 9' Delete Paragraph 14.1. 14.4 COMPENSATION FOR ADDITIONAL SERVICES 14.4.1 FOR ADDITIONAL SERVICES OF THE ARCH'[[Cl, as described in Paragraph 1.7, and any other services in- cluded in Article 15 as part of Additional Services, but excluding Additional Services of consultants, Compen-sation shall be computed as follows: Here insert basis of compensation, including rates and'or multiples of Direr t I',rs(1nnel Expense for Principals and employees, and identity Principa);and classify employees, if required. Identify specific services to which particular methods of compensation apply, if necessary.) The Principals' time at the fixed rate of Forty-five Dollars ($45.00) per hour.For the purposes of this agreement, the Principals are: Charles F. Harper, Architect;Ralph B. Perkins, Architect; Jim Persons, Engineer; Ray Howell, Engineer. Employees' time at a Multiple of three (3) times their Direct Personal Expense aidefinedinArticleFour (4) . The Direct Personal Expense of each employee shall lbeatthecurrentrateatthetimeofthebilling. 14.4.2 FOR ADDITIONAL SERVICES OF CONSULTANTS, including additional structural, mechanical and electrical engineering services and those provided under Subparagraph 1.7.21 or identified in Article 15 as part of Addij,tional Services,a multiple of One and one-half 1 1/2 I times the amounts billed'to the Architect for such services. Identify specific types of consultants in Article 15, if required I 143 FOR REIMBURSABLE EXPENSES,as described in Article 5, and any other items included in Article 15 as ReimbursableExpenses,a multiple of One and two-tenths 1.2 times the amounts ex-pended by the Architect, the Architect's employees and consultants in the interest of the Project. 14.6 Payments due the Architect and unpaid under this Agreement shall bear interest from the date payment isdueattherateenteredbelow, or in the absence thereof, at the legal rate prevailing at the principal place ofbusinessoftheArchitect. Here insert any rate of interest agreed upon.) Ten percent (10%) per annum Usury lass's and requirement: tender the federal crud, in lending Act, similar state and local r nn.wn,•r credit lass,: and other ret;ulatr,rn, at OMOwner's and Architect's principal places of business, the location of the Prop,t andelsewhere may atiert the v,rlydrty of this provision 'Met i(u legaladviceshouldheobtainedwithrespecttodeletion, modification, or other requirements such ac urm n 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 compensationshallbeequitablyadjusted. 14.7.2 IF THE SERVICES covered by this Agreement have not been completed within Eighteen 18) months of the date hereof, through no fault of the Architect, the amounts of compensation, rates andmultiplessetforthhereinshallbeequitablyadjusted. 10 B141-1977 AIA DOCUMENT B141 • OWN[R.ARCIIIICCT AGRI FMI NT• HURL FtNIII [DIIION • JULY 1177 • AIM• e 1 THE AMERICAN INSTITUTE OF ARCIIITECEC, 1735 NEW \ORk AVENUE, N,\1'., WASIIING1ON, D.C. 20004 ARTICLE 15 OTHER CONDITIONS OR SERVICES 15.1 The scope of services on page 1 is based on the apparent work from physical observation of the damaged golf course clubhouse building inWeeksPark, and from inspecting the plans of the existing building, aspreparedbyWinglerandSharp, Architects. The scope of the work does not anticipate any problems such as sewage not working under the slab,and any other problems such as that, but if encountered shall be correctedinourplans. The scope of the work includes putting back in the equipmeritthatwasintheexistingbuildingandshouldnotexceedthesizingrequiredoftheexistingsewageandwaterlines. If redesign of thoseexistingnowcoveredutilitiesarerequired, the Architect shall redesignthoseatthesamecompensationrateinArticle14. I i I AIA DOCUMENT 8141 • OWNI R ARCHITECT AGRELMENF • THIR TEEN III WI IION • JULY 12' • AIAM, • ©1977IIIEAMERICANINSIIIUILOFARCHITECTS, 173; NEW YORK AVENUE, N.W., WASHINGTON, D.C. 2000(B141-1977 11 L This Agreement entered into as of the day and year first written above. CVVNEK ARCHITECT City of Wichita Falls, Texas a es Harper 7 " BY BY G ald G. Fox, Ci ty Manager Charles F. Harper AI8 President, Texas Registration No. 2273 0e 7oxaa 8v;Ird I~`^"7,l Ixum1,e,n.n. r. .` . | : 1,' As recorded in the minutes of the Wichita Falls City Council meeting I'xcnc of 1979. u/ v, ` `^`` . '. c` ./ z t-4-.1!v xm DOCUMENT mn ^ uwmI xxxn.nEcr AGREEMENT ^ nxxv'wm EDITION ^ JULY`or ^ ^mR ^ mn/12 9 THE AMERICAN INSTITUTE m occ 1735 NEW m mo E. m, WASHINGTON, D.C. "~