ABBREVIATED AGGREEMENT FORM
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ARC HIT E C T S
A MER I C A NI
INSTITUTE
AlA Document B151
Abbreviated Form of Agreement
Between Owner and Architect
for Construction Projects of Limited Scope
1987 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 Seventh
Nineteen Hundred and Ninety-Four.
day of April
in the year of
BETWEEN the Owner:
(Name alld addre......)
The City of Clearwater
Post Office Box 4748
Clearwater. Florida 34618
and the Architect:
(Name alld lu/dre......)
ROWE ARCHITECTS Incorporated
100 Madison Street. Suite 200
Tampa. Florida 33602
For the following Project:
(ll/d/lde de/ailed de...(:ri/Jlillll I!rl'roje("/. loal/iol/. addre...... (/IId......"p....)
Renovation of former Maos Brothers Building at the comer of Osceola Avenue ond Cleveland
Street in downtown Clearwater to accommodate: (1) a Stein Mart Store on the Main Floor;
(2) Future community use/restaurant on Upper Floor. and; (3) Meeting center/restaurant on
Lower Floor. (See Article 12 for more detailed scope descriptions.)
The Owner and Architect agree as set forth below.
Copyright 1')74, 1,)7H, @ Il)H7 hy Thl: Aml:rican Instilull: of Ardlitl"l"tS, 17.\'i Nl:W York AVl:I1 Ul: , N.W.. Washington, D,C. lOOO(I.
Rl:produl'lion of Ihe malerial herein or suhslalllial 4uo[;ltion of its provisions without wrilll:n pl:rmission of Ihl: AlA violall:s thl:
copyright laws.of thl: Ilnitetl Slates anti will he suhject 1ll1l'~i1 proscl"lllion
AlA DOCUMENT 8151 . ABBREVIATED OWNER.ARCHITECT AGREEMENT' THIRD EDITION' AlA'" . @)<)1-I7
(!f!: ~~~mm. "" NeW YO"' mN"'. N.W. W'."""TON. n" ",""
8151-1987
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TERMS AND CONDITIONS OF AGREEMENT BETWEEN OWNER AND ARCHITECT
ARTICLE 1
ARCHITECT'S RESPONSIBILITIES
1.1 ARCHITECT'S SERVICES
1.1.1 The Architect's services consist of those services per-
formed by the Architect, Architect's employees and Architect's
consultants as enumerated in Articles 2 and 3 of this Agreement
and any other services included in Article 12.
1.1.2 The Architect's services shall be performed as expedi-
tiously as is consistent with professional skill and care and the
orderly progress of the Work.
1.1.3 The services covered by this Agreement are subject to
the time limitations contained in Subparagraph 11. 5.1.
ARTICLE 2
SCOPE OF ARCHITECT'S BASIC SERVICES
2.1 DEFINITION
2.1.1. The Architect's Basic Services consist of those described
under the three phases indentified below, any other services
identified in Article 12, and include normal structural, mechani-
cal and electrical engineering services.
2.2 DESIGN PHASE
2.2.1 The Architect shall review with the Owner alternative
approaches to design and construction of the Project.
2.2.2 Based on the mutually agreed-upon program, schedule
and construction budget requirements, the Architect shall
prepare, for approval by the Owner, Design Documents con-
sisting of drawings and other documents appropriate for the
Project, and shall submit to the Owner a preliminary estimate of
Construction Cost.
2.3 CONSTRUCTION DOCUMENTS PHASE
2.3.1 Based on the approved Design Documents, the Architect
shall prepare, for approval by the Owner, Construction Docu-
ments consisting of Drawings and Specifications setting forth in
detail the requirements for the construction of the Project and
shall advise the Owner of any adjustments to previous
preliminary estimates of Construction Cost.
2.3.2 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.
2.3.3 Unless provided in Article 12, 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.
2.4 CONSTRUCTION PHASE-ADMINISTRATION
OF THE CONSTRUCTION CONTRACT
2.4.1 The Architect's responsibility to provide Basic Services
for the Construction Phase under this Agreement commences
with the award of the ContraCt for Construction and terminates
at the earlier of issuance to the Owner of the final Certificate for
Payment or 60 days after the date of Substantial Completion of
the Work, unless extended under the terms of Subparagraph
10.2.3.
2.4.2 The Architect shall provide administration of the Con-
tract for Construction as set forth below and in the edition of
AlA Document A201, General Conditions of the Contract for
Construction, current as of the date of this Agreement.
2.4.3 Duties, responsibilities and limitations of authority of the
Architect shall not be restricted, modified or extended without
written agreement of the Owner and Architect with consent of
the Contractor, which consent shall not be unreasonably
withheld.
2.4.4 The Architect shall be a representative of and shall advise
and consult with the Owner (1) during construction until fmal
payment to the Contractor is due and (2) as an Additional Ser-
vice at the Owner's direction from time to time during the cor-
rection period described in the Contract for Construction.
2.4.5 The Architect shall visit the site at intervals appropriate
to the stage of construction or as otherwise agreed by the
Owner and Architect in writing to become generally familiar
with the progress and quality of the Work completed and to
determine in general if the Work is being performed in a man-
ner indicating that the Work when completed will be in accor-
dance with the Contract Documents. However, the Architect
shall not be required to make exhaustive or continuous on-site
inspections to check the quality or quantity of the Work. On
the basis of on-site observations as an architect, the Architect
shall keep the Owner informed of the progress and quality of
the Work, and shall endeavor to guard the Owner against
defects and deficiencies in the Work. (More extensive site
representation may be agreed to as an Additional Service, as
described in Paragraph 3.2.)
2.4.6 The Architect shall not have control over or charge of
and shall not be responsible for 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 responsibility under the Contract for
Construction. The Architect shall not be responsible for the
Contractor's schedules or failure to carry out the Work in
accordance with the Contract Documents. The Architect shall
not have control over or charge of acts or omissions of the
Contractor, Subcontractors, or their agents or employees, or of
any other persons performing portions of the Work.
2.4.7 The Architect shall at all times have access to the Work
wherever it is in preparation or progress.
2.4.8 Based on the Architect's observations and evaluations of
the Contractor's Applications for Payment, the Architect shall
review and certify the amounts due the Contractor.
2.4.9 The Architect's certification for payment shall constitute
a representation to the Owner, based on the Architect's obser-
vations at the site as provided in Subparagraph 2.4.5 and on the
AlA DOCUMENT 8151 . ABBREVIATED OWNER-ARCHITECT AGREEME:'>lT . THIRD EDITION' AlA'" . @1987
THE AMERICAN INSTITUTE OF ARCHITECTS, 1735 NEW YORK AVENUE, N.W., WASHINGTON, D.C. 20006
B151-1987 2
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ARTICLE 5
CONSTRUCTION COST
5.1 DEFINITION
5.1.1 The Construction Cost shall be the total cost or esti-
mated 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, plus a reasonable allowance for the Con-
tractor's overhead and profit. In addition, a reasonable allow-
ance for contingencies shall be included for market conditions
at the time of bidding and for changes in the Work during
construction.
5.1.3 Construction Cost does not include the compensation of
the Architect and Architect's consultants, the costs of the land,
rights-of-way, financing or other costs which are the respon-
sibility of the Owner as provided in Article 4.
5.2 RESPONSIBILITY FOR CONSTRUCTION COST
5.2.1 It is recognized that neither the Architect nor the Owner
has control over the cost of labor, materials or equipment, over
the Contractor's methods of determining bid prices, or over
competitive bidding, market or negotiating conditions. Accord-
ingly, the Architect cannot and does not warrant or represent
that bids or negotiated prices will not vary 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 a fixed limit has been
agreed upon in writing and signed by the parties hereto. 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 . Any Project budget or fixed limit of Construction Cost
may be adjusted to reflect changes in the general level of prices
in the construction industry between the date of submission of
the Construction Documents to the Owner and the date on
which proposals are sought.
5.2.4 If a fixed limit of Construction Cost 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:
.3 if the Project is abandoned, terminate in accordance
with Paragraph 8.3; or
.4 cooperate in revising the Project scope and quality as
required to reduce the Construction Cost.
5.2.4 If the Owner chooses to proceed under Clause 5.2.4.4,
the Architect, without additional charge, shall modify the Con-
tract Documents as necessary to comply with the fixed limit. if
established as a condition of this Agreement. The modification
of Contract Documents shall be the limit of the Architecfs
responsibility arising out of the establishment of a fixed limit.
The Architect shall be entitled to compensation in accordance
with this Agreement for all services performed whether or not
the Construction Phase is commenced.
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ARTICLE 6
USE OF ARCHITECT'S DRAWINGS,
SPECIFICATIONS AND OTHER DOCUMENTS
6.1 The Drawings, Specifications and other documents pre-
pared by the Architect for this Project are instruments of the
Architect's service for use solely with respect to this Project,
and the Architect shall be deemed the author of these docu-
ments and shall retain all common law, statutory and other
reserved rights, including the copyright. The Owner shall be
permitted to retain copies, including reproducible copies, of
the Architect's Drawings, Specifications and other documents
for information and reference in connection with the Owner's
use and occupancy of the Project. The Architect's Drawings,
Specifications or other documents shall not be used by the
Owner or others on other projects, for additions to this Project
or for completion of this Project by others, unless the Architect
is adjudged to be in default under this Agreement, except by
agreement in writing and with appropriate compensation to the
Architect.
6.2 Submission or distribution of documents to meet official
regulatory requirements or for similar purposes in connection
with the Project is not to be construed as publication in deroga-
tion of the Architect's reserved rights.
ARTICLE 7
ARBITRATION
7.1 Claims, disputes or other matters in question between the
parties to this Agreement arising out of or relating to this Agree-
ment or breach thereof shall be subject to and decided by arbi-
tration in accordance with the Construction Industry Arbitra-
tion Rules of the American Arbitration Association currently in
effect unless the parties mutually agree otherwise. No arbitra-
tion arising out of or relating to this Agreement shall include, by
consolidation, joinder or in any other manner, an additional
person or entity not a party to this Agreement, except by writ-
ten consent containing a specific reference to this Agreement
signed by the Owner, Architect, and any other person or entity
sought to be joined. Consent to arbitration involving an addi-
tional person or entity shall not constitute consent to arbitra-
tion of any claim, dispute or other matter in question not
described in the written consent. The foregoing agreement to
arbitrate and other agreements to arbitrate with an additional
person or entity duly consented to by the parties to this Agree-
ment shall be specifically enforceable in accordance with appli-
cable law in any court having jurisdiction thereof.
7.2 In no event shall the demand for arbitration be made after
the date when institution of legal or equitable proceedings
based on such claim, dispute or other matter in question would
be barred by the applicable statutes of limitations.
7.3 The award rendered by the arbitrator or arbitrators shall be
final, and judgment may be entered upon it in accordance with
applicable law in any court having jurisdiction thereof.
ARTICLE 8
TERMINATION, SUSPENSION OR ABANDONMENT
8.1 This Agreement may be terminated by either party upon
not less than seven days' written notice should the other party
AlA DOCUMENT 8151 . ABBREVIATED OWNER-ARCHITECT AGREEMENT' THIRD EDITION' AlA'" . @1987
THE AMERICAN INSTITUTE OF ARCHITECTS, J7~5 :'>JEW YORK AVENCE. N.W., WASHINGTON, D.C. 20006
B151-1987 4
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11.3 COMPENSATION FOR ADDITIONAL SERVICES
11.3.1 FOR PROJECT REPRESENTATION BE)'OND BASIC SERVICES, as described in Paragraph :\.2, compensation shall be
computed as follows:
$75/hr. within a maximum upset of $47.500 for a maximum eighteen week period.
Should the construction period exceed that time the maximum upset shall be renegotiated in
accordance with the above hourly rate.
11.3.2 FOR ADDITIONAL SERVICES OF THE ARCHITEC'T provided under Article 5 or identified in Article 12, compensation shall
be computed as follows:
(Insert hasi." of cunllH-6tl."at/ol., i"cludi,,~ rul'..It {,I"d/or multiples t~I l);r('(."1 I~Y""u." fX/It"J.,,(# .If)r j'ri"d/lt4Is "lid emp/oye(ls. dud id(!lll~ll' Prindpals and da.')sify
employees. ~'( required, IUf!nlijy -"IH:'l.'if;(' S('TI'ic:es 10 lI'bid) JNlrliculur metbud', u/ ('(Jnl/)("L~lio" u/J/J~l'. if 1I('(:es.'\t4")'.)
a) Principals time at the rate of
b) Supervisory time at the rate of
c) Technical time at the rate of
d) Technical Level II time at the rate of
e) Clerical time at the rate of
$175 per hour
$125 per hour
$100 per hour
$ 75 per hour
$ 45 per hour
11.3.3 FOR ADDITIONAL SERVICES OF CONSULTANTS, including additional structur-.ll, mechanical and electrical engineering ser-
vices and those provided under Article 3 or identified in Article 12 as part of Additional Services, a multiple of One point one
( 1. 1 ) times the amounts billed to the Architect for such services.
(lder.t.fl' 'p<'Cific types of amsultallts ill Artidl! 12. if required.)
11.4 REIMBURSABLE EXPENSES
11.4.1 FOR REIMBURSABLE EXPENSES, as described in Paragraph 10.2, and any other items included in Article 12 as Reimbursable
Expenses, a multiple of one point one ( 1 , 1 ) times the expenses incurred by the Architect, the
Architect's employees and consultants in the interest of 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 provided in Subparagraphs 10.3.3 and 11.3.2.
11.5.2 Payments are due and payable Ten (10) days from the date of the Architect's invoice. Amounts
unpaid Not applicable days after invoice date stull bear interest from the date payment is due at the rate entered
below, or in the absence thereof, at the legal rate prevailing from time to time at the principal place of business of the Architect.
(JlJser' a,,)' ralt! of j,ueresl u~nw upon.)
(Usury laws and requiremenls under tbe f"edl!ral Trutb in 1"!l1dinH Act. .<imilar .<tate and local con.<u"'" creditlaU'.< and otber re1!,ulation< at the OWller's and Archi.
tect's principal places of busi".,ss, tbe localion of tbe pmject a,1d elseu'bere may a//e,:ttbe ,'alidi(l' of tbis prfll'isiotl. .VH!<:iji"c leW.l1 ad. 'ice should be obtailled witb
respect to deletions or mlldificatill1L<. and aJ.m Y(?/ardin1!, requirements such a.< unlter, disclosures or U'Qi''t'rs.)
11.5.3 The rates and multiples set forth for Additional Services shall be annually adjusted in accordance with normal salary review
practices of the Architect.
AlA DOCUMENT 1151 . ABBREVIATED OWNER.ARCHITECT AGREEMENT · THIRD EDITION · AlA <II · @19H7
THE AMERICAN INSTITUTE OF ARCHITECTS, 1735 NEW YORK AVENUE. N.W.. WASHINGTON, D.C. 20006
8151-1987 7
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10.3 PAYMENTS ON ACCOUNT OF BASIC SERVICES
10.3.1 1\1\ iftjiitlll'eytRefu 115 set feAh in PIIIllgIllI'R 11.1 is the
minimtifft I'&yfI'leRt tlR.r dlif; .\8l=C*Dent.
10.3.2 Subsequent payments for Basic Services shall be made
monthly and, where applicable, shall be in proportion to ser-
vices perfonned within each phase of service.
10.3.3 If and to the extent that the time initially established in
Subparagraph 11.5.1 of this Agreement is exceeded or ex-
tended through no fault of the Architect, compensation for any
services rendered during the additional period of time shall be
computed in the manner set forth in Subparagraph 11.3.2.
10.3.4 When compensation is based on a percentage of Con-
struction Cost and any ponions of the Project are deleted or
otherwise not constructed, compensation for those ponions of
the Project shall be payable to the extent services are per-
fonned on those ponions, in accordance with the schedule set
i
forth in Subparagraph 11.2.2, based on (1) the lowest bona fide
bId or negotiated proposal, or (2) if no such bid or proposal is
received, the most recent preliminary estimate of Construction
Cost or detailed estimate of Construction Cost for such por-
tions of the Project.
10.4 PAYMENTS ON ACCOUNT OF ADDITIONAL
SERVICES AND REIMBURSABLE EXPENSES
10.4.1 Payments on account of the Architect's Additional Ser-
vices and for Reimbursable Expenses shall be made monthly
upon present2tion of the Architect's statement of services
rendered or expenses incurred.
10.5 PAYMENTS WITHHELD
10.5.1 No deductions shall be made from the Architect's com-
pensation on account of sums withheld from payments to
contl"2ctors.
ARTIQ.E 11
BASIS OF COMPENSATION
The Owner shall compensate the Architect as follows:
11.1 AN INITIAL PAYMENT OF Not applicoble DoUars(S - 0-
shall be made upon execution of this Agreement and credited to the Owner's account at fmal payment.
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 computed as follows:
(lllrerl basis of mmpensalioll. indudinll.<lipuJaled sum... multiples or /1e,n",faI<es. und itientify pbases to u>bit'b parlieular metbods of compensation apply. if necessary.)
A Stipulated Lump Sum Fee of One Hundred Sixty-Five Thousand ($ 165.000.00) Dollars based on the
detail scope of work described on page one and in Article 12 herein, If the scope of work increases
beyond that description the basic services fee shall be modified in accordance with the attached
Fee Schedule labeled as "Attochment A..
11.2.2 Where compensation is hased (10 a stipulated sum or percentage of Construction Cost, progress payments for Basic Services
in C'Jch phase shall wtal the following percentages of the total Basic Compensation payahle:
(l1l.<1!r1 additirmal pbases us ap"",,,r;al";
Design Phase:
Construction D<x'umenl.~ Phase:
Construction Phase:
Thirty-Five
Forty
Twenty-Five
Total Basic Compensation:
percent ( 35 %)
percent ( 40%)
percent ( 25 % )
one hundn:d percent (I 00 'X, )
8151-1987 6
AlA DOCUMENT B151 . ABBREVIATED OWNER-ARCllITECT AGREEMENT. 11iIRO EDITION' AlA'" . @19117
THE AMERICAN INSTlTlITE OF ARCIIITECTS. I7Y; NEW YORK AVENUE, N.W. WASHINGTON. D.C. lm()6
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ARTICLE 12
OTHER CONDITIONS OR SERVICES
(Insert descriptions of alber sen'ices, identify Additional .wn'ices indudea u<ilbin Basic COmpellSLJtion and modifications to tbe payment and compensation terms
induded in tbis Agreermml.)
Further Description of Project Scooe:
1) All floors to be "shell only" for future tenants.
2) Stein Mart Lease Exhibit "C" attached shall serve as more descriptive for the Main Floor
(Osceola Floor).
3) Upper and Lower Floors basic systems (Mechanical, Electrical, Plumbing, Fire Protection,
Structural and Code modifications necessary) shall be designed to accommodate the
future floor functions outlined on page one of this contract.
Identified Additional Services
1 ) Feasibility Studies Analyses
2) Facility Programming
3)
Existing Facilities Analysis
All of the above services have been performed through 4/4/94
and will be invoiced hourly in accordance with this contract
against maximum upset.
$30,000.00
4)
5)
Measured Drawings against maximum upset
$10,000.00
$33,000.00
Detailed Cost Estimates against maximum upset
(Including Stein Mart Leasehold Estimates)
and correctness:
City Attorney
ATTEST:
J/&~
Acting City Manager
~:
Clerk
This Agreement entered into as of the day and year first written above.
See above for other city signatures.
City of CI rwater ARCH
Mayor Rita Garvey
H. Dean Rowe, FAIA
(Printed name and title)
(Printed name and title) .
AlA DOCUMENT 8'1' . ABBREVIATED OWNER-ARCHITECT AGREEMENT · llURD EDITION · AlA. · @1987
THE AMERICAN INSTITUTE OF ARCHITECTS. 1735 NEW YORK AVENUE. N.W.. WASHiNGTON, D.C. 20006
B151.1987 8
Basic SelYices: The fee CUlYes shown on the reverse side were adopted by the DNision of Building COns.ruction, Depa.rtme:~: e,f Ge.r:eral
'Serv.iC'es in 1969 and are for architectural and etineering design, bidding and cons.ruction ser.l:es, including normal consultant selYi~es.
These fee CUlYes are used only as a guide as sta,ed in Rule 130-3, Florida Administra1Ne Code, .ith the actual fees justified by the archrtect
or engineer submitting a detailed proposal in accordance with guidelines of the Division of Building Construction, Department of Management
SelYices.
Additional SelYices: Additional selYices are not included within'the fee CUlYes. AdditionalselYices may include any special consultants
required by the project and are typically those selYices furnished beyond what is shown in Article 3 of the 'Form of Agreement Between Owner
And Architect-Engineer" used by the Division of Building Constructlon,Additional selYices most commonly authorized ,have been itemized
below,
GROUP DEFINITIONS:
'A'. CONSIDERABLY MORE THAN AVERAGE COMPLEXllY
Complex Laboratories, Complex Medical. Hospitals
'B' - MORE TIiAN AVERAGE COMPLEXl1Y _ . .. .
Average Laboratories, Mental Hospitals, Simple Medical Hospitals, Clinics, Court Houses, Theatres, Complex University Buildi.ngs; Special
Purpose Classrooms, Laboratory Classrooms, Ubraries, Auditoriums, Museums, Air Terminals, Food Service Facilities, Specialized Detention
Areas, Detention-Treatment Areas, Residences . ..
'C' - REPAIRS AND RENOVATIONS
Miscellaneous Repairs and Renovations, Alterations to OffIce Space or Dormitory Space, Fire Code Corrective V{ork
'd. - AVERAGE COMPLEXl1Y .,
General Office Space, General Teaching Space, Gymnasiums, General Detention Living Facilities, Fac10ry Buildings
'E' - LESS TIiAN AVERAGE COMPLEXl1Y .
Apartment BuildIngs, Do.rmitory Buildings; Service Garages, Stadiums, Repetitive Design Facilities, Office Buildings With
Undefined Interior Space (open for later partitioning), Specialized Par1<ing Structures
'F' - CONSIDERABLY LESS TIiAN AVERAGE COMPLEXIlY .
, Warehouses, Par1<lng Garages, Storage Facilitias
'G' - ENGINEERING SERVICES
ADomONAL SERVICES/EXPENSES:
The following services are considered Additional to Basic SerVices and are not Included withIn the basic fee represented by the fee curves:
+ · Feasibility StUdieS/Analyses . Value Analyses
-+- Facility Programming . Documents Prepared for:__ O.
· Master Planning - Alternate Bids Requested By.Owner
· Soils Investigations/Reports -: Change Orders . ,. '
SUlveys - Topographlc/Boundary/ . , . - Multiple Construction Contracts
Vegetation/Improvements/Utilities -, - Record Documents
~l · Measured Drawings of Existing Facilities . Prolonged Construction Contract
+. Existing Facilities Analyses Administration SelVices
· Energy Analyses (FLEE1) . Threshold Inspections
+ · Asbestos Consultation/Surveys +. Project Representation During
· Environmental Assessments - Construc1ion Beyond 'Periodic.
. Traffic Analyses .. Inspection'
. Stormwaler Management Permitting . - Additional Construction Contract. ...
Environmental/Site Permitt~g Administration SelYices for Multiple
· Th'eater/Acoustical Consultation ContraCts-.. .
· Food Service Consultation . Post Occupancy Inspections/Evaluations,.
· Landscape Consultallon. . Renderings/Models
. Interior Deslgn/Furnishings/ . Changes to Scope, Size or Compl.exity', .
'. Plantscaping/Artscaping . Revision"s to Previously Approved.. -
+ · Detailed Cost Estimates .-' Documents- ..' . ..!...
· Life Cycle Cost Analyses ~. Reimbursable Expenses *
"-:-";
.....,
* Those expenditures made by the Architect-Engineer in the' interest of tlie project and as defined i~ A~lcl~ ~'..~.?!2.h13...C?ivisi~n'of S.uilding
Construc1ion 'Form of Agreement Between Owner and Architect-Engineer: . ..-:.-: :.. .-. n, .... H .' - -' . '_'~ n. _'
Attachment A
Page 1 of 2
. .....
. .J .;' . -"'1'
u I K leur rLUHIUf\, Uer-'AH I Mt:N I Ui- IVlANAl:.iI::MI::N r SERVICES
DIVISLON OF BUILDING CONSTRUCTION
FEE SCHEDULE FoFl ARCHITECTURAL AND ENGIIJEERING SERVICES
TENS OF THOUSAND
2 34567891
CONSTRUCTlON BUDGET
HUNDREDS OF TrlOUSANDS
2 3 4567891
MIUJONS
2 3
4
567891
r.s
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PERCENT
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BLOGET
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(5" Reve,.... 'Slde)
Attachment A
Page 2 of 2
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EXHIBIT C
LESSOR'S WOR...1{
As its sole expense, Lessor shall perform the following \.,rork:
1. .?J,. new facade shall be .constructed on the front of, the
building facing Osceola Avenue, the design of which shall be
subject to Lessee's reasonable approval prior to commencement of
construction.
2. "Lessor shall perform all work necessary to cause
Premises; and the Shopping Center to be in compliance 'with.
current building codes and other governmental laws
requirements, including, but not limited to, the ~~ericans
Disabilities Act.
the
all
and
With
3. The current air-conditioning and heating system serving
the Premises shall be replaced with a new air-conditioning and
heating system adequately sized to properly heat and cool ~ the
Premises and to meet the requirements of Lessee's intended use~
.'
4. The escalator in the middle of the Premises shall be
removed and any resulting dai11age to the floor' or the ceiling
(including any holes) of the Premises shal~ be repaired. Subject
to Lessee's reasonable approval of the location, Lessor may add an
escalator at the rear of the Premises allowing for escalator access
from the first floor of the building to' the thi.rd floor 'of. the
building, so long as Lessor also constructs a wall around the
escalator making the Premises secure from access .from the first or
third floors.
5. All electric, water, sewer and other utilities serving the
Premises shall. be put' in good working condition, and shall be
separately metered so that Lessee's utility consumption is measured
separate from other occupants of the building.
6. A new watertight' roof shall be installed. above the
Premises .on the former Haas Brothers building.
~
7 . All asbestos and other hazardous materials and toxic
substances must be removed from the P~emises and the building~ or
mitigated, so that the Premises and the building are in compliance
with all applicable laws.
8. The parking deck must be put in good,' structurally sound
condi tion to allow. for its use as an employee parkinglrecei vingl
area. '__I
9. The sprinkler system serving the Premises.must be in good,
working condition in accordance with.all building codes.
Page 1 of 1
I
fail substantially to perform in accordance with the terms of this
Agreement through no fault of the party initiating the ter-
mination.
8.2 If the Project is suspended by the Owner for more than 30
consecutive days, the Architect shall be compensated for ser-
vices performed prior to notice of such suspension. When the
Project is resumed, the Architect's compensation shall be equit-
ably adjusted to provide for expenses incurred in the interrup-
tion and resumption of the Architect's services.
8.3 This Agreement may be terminated by the Owner upon
not less than seven days' written notice to the Architect in the
event that the Project is permanently abandoned. If the Project
is abandoned by the Owner for more than 90 consecutive days,
the Architect may terminate this Agreement by giving written
notice.
8.4 Failure of the Owner to make payments to the Architect in
accordance with this Agreement shall be considered substantial
nonperformance and cause for termination.
8.5 If the Owner fails to make payment when due the Archi-
tect for services and expenses, the Architect may, upon seven
days' written notice to the Owner, suspend performance of ser-
vices under this Agreement. Unless payment in full is received
by the Architect within seven days of the date of the notice, the
suspension shall take effect without further notice. 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.
8.6 In the event of termination not the fault of the Architect,
the Architect shall be compensated for services performed prior
to termination, together with Reimbursable Expenses then due
and all Termination Expenses.
8.7 Termination Expenses are in addition to compensation for
Basic and Additional Services, and include expenses which are
directly attributable to termination.
ARTICLE 9
MISCELLANEOUS PROVISIONS
9.1 Unless otherwise provided, this Agreement shall be gov-
erned by the law of the principal place of business of the
Architect.
9.2 Terms in this Agreement shall have the same meaning as
those in AlA Document A201, General Conditions of the Con-
tract for Construction, current as of the date of this Agreemen~.
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 com-
mence to run not later than either the date of Substantial Com-
pletion 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.
9.4 The Owner and Architect waive all rights against each
other and against the contractors, consultants, agents and
employees of the other for damages, but only to the extent
covered by property insurance during construction, except
such rights as they may have to the proceeds of such insurance
as set forth in the edition of AlA Document A20l, General Con-
I
ditions of the Contract for Construction, current as of the date
of this Agreement. The Owner and Architect each shall require
similar waivers from their contractors, consultants and agents.
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, suc-
cessors, assigns and legal representatives of such other party
with respect to all covenants of this Agreement. Neither Owner
nor Architect shall assign this Agreement without the written
consent of the other.
9.6 This Agreement represents the entire and integrated agree-
ment between the Owner and Architect and supersedes all
prior negotiations, representations or agreements, either writ-
ten or oral. 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 contrac-
tual relationship with or a cause of action in favor of a third
party against either the Owner or Architect.
9.8 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 in
any form at the Project site, including but not limited to
asbestos, asbestos products, polychlorinated biphenyl (PCB) or
other toxic substances.
ARTICLE 10
PAYMENTS TO THE ARCHITECT
10.1 DIRECT PERSONNEL EXPENSE
10.1.1 Direct Personnel Expense is defined as the direct
salaries of the Architect's personnel engaged on the Project and
the portion of the cost of their mandatory and customary con-
tributions and benefits related thereto, such as employment
taxes and other statutory employee benefits, insurance, sick
leave, holidays, vacations, pensions and similar contributions
and benefits.
10.2 REIMBURSABLE EXPENSES
10.2.1 Reimbursable Expenses include expenses incurred by
the Architect in the interest of the Project for:
.1 expense of transportation and living expenses in con-
nection with out-of-town travel authorized by the
Owner;
.2 long-distance communications;
.3 fees paid for securing approval of authorities having
jurisdiction over the Project;
.4 reproductions;
.5 postage and handling of Drawings and Specifications;
.6 expense of overtime work requiring higher than regu-
lar rates, if authorized by the Owner;
.7 renderings and models requested by the Owner;
.8 expense of additional insurance coverage or limits,
including professional liability insurance, requested
by the Owner in excess of that normally carried by
the Architect and Architect's consultants; and
.9 expense of computer-aided design and drafting equip-
ment time when used in connection with the Project.
5 8151-1987
AlA DOCUMENT 8151 . ABBREVIATED OWNER-ARCHITECT AGREEMENT' THIRD EDITION' AIA@ . @1987
THE AMERICAN INSTITUTE OF ARCHITECTS, 1735 NEW YORK AVENUE, N.W., WASHINGTON, D.C. 20006
I
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,
quality of the Work is in accordance with the Contract Docu-
ments. 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, tech-
niques, sequences or procedures, (3) reviewed copies of requi-
sitions received from Subcontractors and material suppliers and
other data requested by the Owner to substantiate the Contrac-
tor's right to payment or (4) ascertained how or for what pur-
pose the Contractor has used money previously paid on
account of the Contract Sum.
2.4.10 The Architect shall have authority to reject Work which
does not conform to the Contract Documents and will have
authority to require additional inspection or testing of the
Work whenever, in the Architect's reasonable opinion, it is
necessary or advisable for the implementation of the intent of
the Contract Documents.
2.4.11 The Architect shall review and approve or take other
appropriate action upon 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. The Architect's approval of a
specific item shall not indicate approval of an assembly of
which the item is a component. When professional certification
of performance characteristics of materials, systems or equip-
ment is required by the Contract Documents, the Architect
shall be entitled to rely upon such certification to establish that
the materials, systems or equipment will meet the performance
criteria required by the Contract Documents.
2.4.12 The Architect shall prepare Change Orders and Con-
struction Change Directives, with supporting documentation
and data if authorized or confirmed in writing by the Owner as
provided in Paragraphs 3.1 and 3.3, for the Owner's approval
and execution in accordance with the Contract Documents,
and may authorize minor changes in the Work not involving an
adjustment in the Contract Sum or an extension of the Contract
Time which are not inconsistent with the intent of the Contract
Documents.
2.4.13 The Architect shall conduct inspections to determine
the dates of Substantial Completion and final completion and
shall issue a final Certificate for Payment.
2.4.14 The Architect shall interpret and decide matters con-
cerning performance of the Owner and Contractor under the
requirements of the Contract Documents on written request of
either the Owner or Contractor. The Architect's response to
such requests shall be made with reasonable promptness and
within any time limits agreed upon. When making such inter-
pretations and initial decisions, the Architect shall endeavor to
secure faithful performance by both Owner and Contractor,
shall not show partiality to either, and shall not be liable for
results of interpretations or decisions so rendered in good faith.
ARTICLE 3
ADDITIONAL SERVICES
3.1 Additional Services shall be provided if authorized or con-
firmed in writing by the Owner or if included in Article 12, and
I
they shall be paid for by the Owner as provided in this Agree-
ment. Such Additional Services shall include, in addition to
those described in Paragraphs 3.2 and 3.3, budget analysis,
fmancial feasibility studies,- planning surveys, environmental
studies, measured drawings of existing conditions, coordina-
tion of separate contractors or independent consultants, coor-
dination of construction or project managers, detailed Con-
struction Cost estimates, quantity surveys, interior design, plan-
ning of tenant or rental spaces, inventories of materials or
equipment, preparation of record drawings, and any other ser-
vices not otherwise included in this Agreement under Basic Ser-
vices or not customarily furnished in accordance with generally
accepted architectural practice.
3.2 If more extensive representation at the site than is
described in Subparagraph 2.4.5 is required, such additional
project representation shall be provided and paid for as set
forth in Articles 11 and 12.
3.3 As an Additional Service in connection with Change
Orders and Construction Change Directives, the Architect shall
prepare Drawings, Specifications and other documentation and
data, evaluate Contractor's proposals, and provide any other
services made necessary by such Change Orders and Construc-
tion Change Directives.
ARTICLE 4
OWNER'S RESPONSIBILITIES
4.1 The Owner shall provide full information, including a pro-
gram which shall set forth the Owner's objectives, schedule,
constraints, budget with reasonable contingencies, and criteria.
4.2 The Owner shall furnish surveys describing physical char-
acteristics, legal limitations and utility locations for the site of
the Project, a written legal description of the site and the ser-
vices of geotechnical engineers or other consultants when such
services are requested by the Architect.
4.3 The Owner shall furnish structural, mechanical, chemical,
air and water pollution tests, tests for hazardous materials, and
other laboratory and environmental tests, inspections and
reports required by law or the Contract Documents.
4.4 The Owner shall furnish all legal, accounting and insurance
counseling services as may be necessary at any time for the
Project, including auditing services the Owner may require to
verify the Contractor's Applications for Payment or to ascertain
how or for what purposes the Contractor has used the money
paid by the Owner.
4.5 The foregoing services, information, surveys and reports
shall be furnished at the Owner's expense, and the Architect
shall be entitled to rely upon the accuracy and completeness
thereof.
4.6 Prompt written notice shall be given by the Owner to the
Architect if the Owner becomes aware of any fault or defect in
the Project or nonconformance with the Contract Documents.
4.7 The proposed language of certificates or certifications
requested of the Architect or Architect's consultants shall be
submitted to the Architect for review and approval at least 14
days prior to execution.
3 B151-1987
AlA DOCUMENT B151 . ABBREVIATED OWNER-ARCHITECT AGREEMENT' THIRD EDITION' AIA@ . @I987
THE AMERICAN INSTITUTE OF ARCHITECTS, 1735 NEW YORK AVENUE, N.W., WASHINGTON, D.C. 20006