HomeMy WebLinkAboutProfessional Services (2)
Augusta Richmond GA
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YEAR: ~ roo
BOX NUMBER: . ! 0
FILE NUMBER: }. Ll q'l (
NUMBER OF PAGES:
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STANDARD FORM OF AGREEMENT
BETWEEN OWNER AND ENGINEER
FOR
PROFESSIONAL SERVICES
THIS IS AN AGREEMENT effective asof September 1. 2000
("Effective Date") between
Augusta, Georgia
("OWNER") and
Johnson, Laschober & Associates, P.C.
("ENGINEER") l
OWNER intends to Demolish existing building, rehabilitate existing park facilities and add new park
amenities, construct parking lot, and construct a new community center building.
OWNER and ENGINEER in consideration of their mutual covenants as set forth herein agree as follows:
Form of Agreement
Between Owner and Engineer for Professional Services
Page 1 of 12 pages
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ARTICLE 1 SERVICES OF ENGINEER
1.01 Scope
A. ENGINEER shall provide the Basic and
Additional Services set forth herein and in Exhibit A.
B. Upon this Agreement becoming effective,
ENGINEER is authorized to begin Basic Services as set
forth in Exhibit A.
ARTICLE 2 - OWNER'S RESPONSIBILITIES
2.01 General
A. OWNER shall have the responsibilities set forth
herein and in Exhibit B.
ARTlCLEJ - TIMES FOR RENDERING SERVICES
3.01 General
A. ENGINEER's services and compensation under
this Agreement have been agreed to in anticipation of the
orderly and continuous progress of the Project through
completion. Unless specific periods of time or specific
dates for providing services are specified in this
Agreement, ENGINEER's obligation to render services.
hereunder will be for a period which may reasonably be
required for the completion of said services.
B. If in this Agreement specific periods of time for
rendering services are set forth or specific dates by which
services are to be completed are provided, and if such
periods of time or dates are changed through no fault of
ENGINEER, the rates and amounts of compensation
provided for herein shall be subject to equitable
adjustment. If OWNER has requested changes in the
scope, extent, or character of the Project, the time of
performance of ENGINEER's services shall be adjusted
equitably.
C. For purposes of this Agreement the term "day"
means a calendar day of 24 hours.
3.02 Suspension
A. If the OWNER fails to give prompt written
authorization to proceed with any phase of services after
completion of the immediately preceding phase, or if
ENGINEER's services are delayed through no fault of
ENGINEER, ENGINEER may, after giving seven days
written notice to OWNER, suspend services under this
Agreement.
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B. If ENGINEER's services are delayed or
suspended in whole or in part by OWNER, or if
ENGINEER's services are extended by Contractor's
actions or inactions for more than 90 days through no
fault of ENGINEER, ENGINEER shall be entitled to
equitable adjustment of rates and amounts of
compensation provided for elsewhere in this Agreement
to reflect, reasonable costs incurred by ENGINEER in
connection with, among other things, such delay or
suspension and reactivation and the fact that the time for
performance under this Agreement has been revised.
ARTICLE 4 - PAYMENTS TO ENGINEER
4.01 Methods of Payment for Services and
Reimbursable Expenses of ENGINEER
A. For Basic Services. OWNER shall pay
ENGINEER for Basic Services performed or furnished
under Exhibit A, Part I, as set forth in Exhibit C.
B. For Additional Services. OWNER shall pay
ENGINEER for Additional Services performed or
furnished under Exhibit A, Part 2, as set forth in Exhibit
C.
C. For Reimbursable Expenses. In addition to
payments provided for in paragraphs 4.0 I.A and 4.01.B,
OWNER shall pay ENGINEER for Reimbursable
Expenses incurred by ENGINEER and ENGINEER's
Consultants as set forth in Exhibit C.
4.02 Other Provisions Concerning Payments
A. Preparation of Invoices. Invoices will be prepared
in accordance with ENGINEER's standard invoicing
practices and will be submitted to OWNER by
ENGINEER, unless otherwise agreed. The amount billed
in each invoice will be calculated as set forth in Exhibit
C.
B. Payment of Invoices. Invoices are due and
payable within 30 days of receipt.
C. Disputed Invoices. In the event of a disputed or
contested invoice, only that portion so contested may be
withheld from payment, and the undisputed portion will
be paid.
Form of Agreement
Between Owner and Engineer for Professional Services,
Page 2 of 12 pages
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D. Payments Upon Termination.
1. In the event of any termination under paragraph
6.06, ENGINEER will be entitled to invoice OWNER
and will be paid in accordance with Exhibit C for all
services performed or furnished and all Reimbursable
Expenses incurred through the effective date of
termination.
2. In the event of termination, the termination
expenses are in addition to the compensation for Basic
and Additional services, and include expenses which
are directly attributable to termination.
E. Records of ENGINEER's Costs. Records of
ENGINEER's costs pertinent to ENGINEER's
compensation under this Agreement shaIl be kept in
accordance with generaIly accepted accounting practices.
To the extent necessary to verify ENGINEER's charges
and upon OWNER's timely request, copies of such
records will be made available to OWNER at cost.
F. Legislative Actions. In the event of legislative
actions after the Effective Date of the Agreement by any
level of government that impose taxes, fees, or costs on
ENGINEER's services or other costs in connection with
this Project or compensation therefore, such new taxes,
fees, or costs shaIl be invoiced to and paid by OWNER
as a Reimbursable Expense to which a Factor of 1.0 shaIl
be applied. Should such taxes, fees, or costs be imposed,
they shaIl be in addition to ENGINEER's estimated total
compensation.
ARTICLE 5 - OPINIONS OF COST
5.01 Opinions of Probable Construction Cost
A. ENGINEER's opinions of probable Construction
Cost provided for herein are to be made on the basis of
ENGINEER's experience and qualifications and represent
ENGINEER's best judgment as an experienced and
qualified professional generally familiar with the industry.
However, since ENGINEER has no control over the cost
of labor, materials, equipment, or services furnished by
others, or over the Contractor's methods of determining
prices, or over competitive bidding or_market conditions,
ENGINEER cannot and does not guarantee that
proposals, bids, or actual Construction Cost will not vary
from opinions of probable Construction Cost prepared by
ENGINEER. If OWNER wishes greater assurance as to
probable Construction Cost, OWNER shaIl employ an
independent cost estimator as provided in Exhibit B.
E. OWNER shaIl be responsible for, and ENGINEER
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5.02 Designing to Construction Cost Limit
A. If a Construction Cost limit is established between
OWNER and ENGINEER, such Construction Cost limit
and a statement of ENGINEER's rights and
responsibilities with respect thereto will be specifically
set forth in Exhibit F, "Construction Cost Limit," to this
Agreement.
5.03 Opinions of Total Project Costs
A. ENGINEER assumes no responsibility for the
accuracy of opinions of Total Project Costs except as re-
lated to the Construction Cost in 5.01.
ARTICLE 6 - GENERAL CONSIDERA nONS
6.01 Standards of Performance
A. The standard of care for all professional
engineering and related services performed or furnished
by ENGINEER under this Agreement will be the care
and skill ordinarily used by members of ENGINEER's
profession practicing under similar circumstances.
ENGINEER makes no warranties, express or implied,
under this Agreement or otherwise, in connection with
ENGINEER's services.
B. ENGINEER shall be responsible for the technical
accuracy of its services and documents resulting there
from, and OWNER shaIl not be responsible for
discovering deficiencies therein. ENGINEER shall
correct such deficiencies without additional compensation
except to the extent such action is directly attributable to
deficiencies in OWNER-furnished information.
C. ENGINEER shaIl perform or furnish professional
engineering and related services in all phases of the
Project to which this Agreement applies. ENGINEER
shall serve as OWNER's prime professional for the
Project. ENGINEER may employ such ENGINEER's
Consultants as ENGINEER deems necessary to assist in
the performance or furnishing of the services.
ENGINEER shall not be required to employ any
ENGINEER's Consultant unacceptable to ENGINEER.
D. ENGINEER and OWNER shaIl comply with
applicable Laws or Regulations and OWNER-mandated
standards. This Agreement is based on these requirements
as of its Effective Date. Changes to these requirements
after the Effective Date of this Agreement may be the
basis for modifications to OWNER's responsibilities or to
ENGINEER's scope of services, times of performance, or
compensation.
may rely upon, the accuracy and completeness of all
Form of Agreement
Between Owner and Engineer for Professional Services '
Page 3 of 12 pages
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requirements, programs, instructions, reports, data, and
other information furnished by OWNER to ENGINEER
pursuant to this Agreement. ENGINEER may use such
requirements, reports, data, and information in
performing or furnishing services under this Agreement.
F. OWNER shall make decisions and carry out its
other responsibilities in a timely manner and shall bear all
costs incident thereto so as not to delay the services of
ENGINEER.
. G. Prior to the commencement of the Construction
Phase, OWNER shall notify ENGINEER of any
variations from the language indicated in Exhibit E,
"Notice of Acceptability of Work," or of any other notice
or certification that ENGINEER will be requested to
provide to OWNER or third parties in connection with
the Project. OWNER and ENGINEER shall reach
agreement on the terms of any such requested notice or
certification, and OWNER shall authorize such
Additional Services as are necessary to enable
ENGINEER to provide the notices or certifications
requested.
H. ENGINEER shall not be required to sign any
documents, no matter by whom requested, that would
result in the ENGINEER's having to certify, guarantee or
warrant the existence of conditions whose existence the
ENGINEER cannot ascertain. OWNER agrees not to
make resolution of any dispute with the ENGINEER or
payment of any amount due to the ENGINEER in any
way contingent upon the ENGINEER's signing any such
certification.
I. During the Construction Phase, ENGINEER shall
not supervise, direct, or have control over Contractor's
work, nor shall ENGINEER have authority over or
responsibility for the means, methods, techniques,
sequences, or procedures of construction selected by
Contractor, for safety precautions and programs incident
to the Contractor's work in progress, nor for any failure of
Contractor to comply with Laws and Regulations
applicable to Contractor's furnishing and performing the
Work.
J. ENGINEER neither guarantees the performance of
any Contractor nor assumes responsibility for any
Contractor's failure to furnish and perform the Work in
accordance with the Contract Documents.
K. ENGINEER shall not be responsible for the acts or
omissions of any Contractor(s), subcontractor or supplier,
or of any of the Contractor's agents or employees or any
other persons (except ENGINEER's own employees) at
the Site or otherwise furnishing or performing any of the
Contractor's work; or for any decision made. on
interpretations or clarifications of the Contract
Documents given by OWNER without consultation and
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advice of ENGINEER.
L. The General Conditions for any construction
contract documents prepared hereunder are to be the
"Standard General Conditions of the Construction
Contract" as prepared by the Engineers Joint Contract
Documents Committee (Document No. 1910-8, 1996
Edition) unless both parties mutually agree to use other
General Conditions.
6.02 Authorized Project Representatives
A. Contemporaneous with the execution of this
Agreement, ENGINEER and OWNER shall designate
specific individuals to act as ENGINEER's and
OWNER's representatives with respect to the services to
be performed or furnished by ENGINEER and
responsibilities of OWNER under this Agreement. Such
individuals shall have authority to transmit instructions,
receive information, and render decisions relative to the
Project on behalf of each respective party.
6.03 Design without Construction Phase Services
OMITIED
6.04 Use of Documents
A. All Documents are instruments of service in
respect to this Project, and ENGINEER shall retain an
ownership and property interest therein (including the
right of reuse at the discretion of the ENGINEER)
whether or not the Project is completed.
B. Copies of OWNER-furnished data that may be
relied upon by ENGINEER are limited to the printed
copies (also known as hard copies) that are delivered to
the ENGINEER pursuant to Exhibit B. Files in electronic
media format of text, data, graphics, or of other types that
are furnished by OWNER to ENGINEER are only for
convenience of ENGINEER. Any conclusion or
information obtained or derived from such electronic files
will be at the user's sole risk.
C. Copies of Documents that may be relied upon by
OWNER are limited to the printed copies (also known as
hard copies) that are signed or sealed by the ENGINEER.
Files in electronic media format of text, data, graphics, or
of other types that are furnished by ENGINEER to
OWNER are only for convenience of OWNER. Any
conclusion or information obtained or derived from such
electronic files will be at the user's sole risk.
D. Because data stored in electronic media format can
deteriorate or be modified inadvertently or otherwise
without authorization of the data's creator, the party
receiving electronic files agrees that it will perform
acceptance tests or procedures within 10 days, after which
Form of Agreement
Between Owner and Engineer for Professional Services
Page 4 of 12 pages
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the receiving party shall be deemed to have accepted the
data thus transferred. Any errors detected within the 10-
day acceptance period will be corrected by the party
delivering the electronic files. ENGINEER shall not be
responsible to maintain documents stored in electronic
media format after acceptance by OWNER.
E. When transferring documents in electronic media
format, ENGINEER makes no representations as to long
term compatibility, usability, or readability of documents
resulting from the use of software application packages,
operating systems, or computer hardware differing from
those used by ENGINEER at the beginning of this
, Project.
F. OWNER may make and retain copies of
Documents for information and reference in connection
with use on the Project by OWNER. Such Documents are
not intended or represented to be suitable for reuse by
OWNER or others on extensions of the Project or on any
other project. Any such reuse or modification without
written verification or adaptation by ENGINEER, as
appropriate for the specific purpose intended, will be at
OWNER's sole risk and without liability or legal
exposure to ENGINEER or to ENGINEER's Consultants.
G. If there is a discrepancy between the electronic
files and the hard copies, the hard copies govern.
6.05 Insurance
A. ENGINEER shall procure and maintain insurance
as set forth in Exhibit G, "Insurance."
B. OWNER shall procure and maintain insurance as
set forth in Exhibit G, "Insurance."
C. OWNER shall require Contractor to purchase and
maintain general liability and other insurance as specified
in the Contract Documents and to cause ENGINEER and
ENGINEER's Consultants to be listed as additional
insures with respect to such liability and other insurance
purchased and maintained by Contractor for the Project.
D. OWNER and ENGINEER shall each deliver to the
other certificates of insurance evidencing the coverage
indicated in Exhibit G. Such certificates shall be
furnished prior to commencement of ENGINEER's
services and at renewals thereafter during the life of the
Agreement.
E. At any time, OWNER may request that
ENGINEER, at OWNER's sole expense, provide
additional insurance coverage, increased limits, or revised
deductibles that are more protective than those specified
in Exhibit G. If so requested by OWNER, with the
concurrence of ENGINEER, and if commercially
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available, ENGINEER shall obtain and shall require
ENGINEER's Consultants to obtain such additional
insurance coverage, different limits, or revised
deductibles for such periods of time as requested by
OWNER, and Exhibit G will be supplemented to
incorporate these requirements.
6.06 Termination
A. The obligation to provide further services under
this Agreement may be terminated:
1. For cause,
a. By either party upon 7 days written notice in
the event of substantial failure by the other
party to perform in accordance with the terms
hereof through no fault of the terminating party.
b. By ENGINEER:
I) upon seven days written notice if
ENGINEER believes that ENGINEER is being
requested by OWNER to furnish or perform
services contrary to ENGINEER's
responsibilities as a licensed professional; or
2) upon seven days written notice if the
ENGINEER's services for the Project are
delayed or suspended for more than 90 days for
reasons beyond ENGINEER's control.
3) ENGINEER shall have no liability to
OWNER on account of such termination.
c. Notwithstanding the foregoing, this
Agreement will not terminate as a result of such
substantial failure if the party receiving such notice
begins, within seven days of receipt of such notice,
to correct its failure to perform and proceeds
diligently to cure such failure within no more than
30 days of receipt thereof; provided, however, that
if and to the extent such substantial failure cannot
be reasonably cured within such 30 day period, and
if such party has diligently attempted to cure the
same and thereafter continues diligently to cure the
same, then the cure period provided for herein shall
extend up to, but in no case more than, 60 days
after the date of receipt of the notice.
Form of Agreement
Between Owner and Engineer for Professional Services
Page 5 of 12 pages
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2. For convenience,
a. By OWNER effective upon the receipt of
notice by ENGINEER.
B. The terminating party under paragraphs 6.06.A.1
or 6.06.A.2 may set the effective date of termination at a
time up to 30 days later than otherwise provided to allow
ENGINEER to demobilize personnel and equipment from
the Site, to complete tasks whose value would otherwise
be lost, to prepare notes as to the status of completed and
uncompleted tasks, and to assemble Project materials in
orderly files.
6.07 Controlling Law
A. This Agreement is to be governed by the law of the
state of Georgia in which the Project is located.
6.08 Successors, Assigns, and Beneficiaries
A. OWNER and ENGINEER each is hereby bound
and the partners, successors, executors, administrators
and legal representatives of OWNER and ENGINEER
(and to the extent permitted by paragraph 6.08.B the
assigns of OWNER and ENGINEER) are hereby bound
to the other party to this Agreement and to the partners,
successors, executors, administrators and legal
representatives (and said assigns) of such other party, in
respect of all covenants, agreements and obligations of
this Agreement.
B. Neither OWNER nor ENGINEER may assign,
sublet, or transfer any rights under or interest (including,
but without limitation, moneys that are due or may
become due) in this Agreement without the written
consent of the other, except to the extent that any
assignment, subletting, or transfer is mandated or
restricted by law. Unless specifically stilted to the
contrary in any written consent to an assignment, no
assignment will release or discharge the assignor from
any duty or responsibility under this Agreement.
C. Unless expressly provided otherwise in this
Agreement:
1. Nothing in this Agreement shall be construed
to create, impose, or give rise to any duty, owed by
OWNER or ENGINEER to any Cons~ltant,
Contractor, Contractor's subcontractor, supplier,
other individual or entity, or to any surety for or
employee of any of them.
2. All duties and responsibilities undertaken
pursuant to this Agreement will be for the sole and
exclusive benefit of OWNER and ENGINEER and
not for the benefit of any other party.
6.09 Dispute Resolution
A. OWNER and ENGINEER agree to negotiate all
disputes between them in good faith for a period' of 30
days from the date of notice prior to exercising their
rights acceptable mediator and mediation date. All
disputes shall be determined in Superior Court of
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Richmond County. It is agreed that venue and
jurisdiction is proper in said court.
6.10 Hazardous Environmental Condition
A. OWNER represents to Engineer that to the best of
its knowledge a Hazardous Environmental Condition
does not exist.
B. OWNER has disclosed to the best of its
knowledge to ENGINEER the existence of all Asbestos,
PCB's, Petroleum, Hazardous Waste, or Radioactive
Material located at or near the Site, including type,
quantity and location.
C. If a Hazardous Environmental Condition is
encountered or alleged, ENGINEER shall have the
obligation to notify OWNER and, to the extent of
applicable Laws and Regulations, appropriate
governmental officials.
D. It is acknowledged by both parties that
ENGINEER's scope of services does not include any
services related to a Hazardous Environmental Condition.
In the event ENGINEER or any other party encounters a
Hazardous Environmental Condition, ENGINEER may,
at its option and without liability for consequential or any
other damages, suspend performance of services on the
portion of the Project affected thereby until OWNER: (Q
retains appropriate specialist consultant(s) or
contractor(s) to identify and, as appropriate, abate,
remediate, or remove the Hazardous Environmental
Condition; and. (ii) warrants that the Site is in full
compliance with applicable Laws and Regulations.
E. OWNER acknowledges that ENGINEER is
performing professional services for OWNER and that
ENGINEER is not and shall not be required to become an
"arranger," "operator," "generator," or "transporter" of
hazardous substances, as defined in the Comprehensive
Environmental Response, Compensation, and Liability
Act of 1990 (CERCLA), which are or may be
encountered at or near the Site in connection with
ENGINEER's activities under this Agreement.
F. If ENGINEER's services under this Agreement
cannot be performed because of a Hazardous
Environmental Condition, the existence of the condition
shall justify ENGINEER's terminating this Agreement for
. cause on 30 days notice.
6.11 Allocation of Risks
Form of Agreement
Between Owner and Engineer for Professional Services
Page 6 of 12 pages
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A. Indemnification
I. To the fullest extent permitted by law,
ENGINEER shall indemnify and hold harmless
OWNER, OWNER's officers, directors, partnerS, and
employees from and against any and all costs, losses,
and damages (including but not limited to all fees and
charges of engineers, architects, attorneys, and other
professionals, and all court or arbitration or other
dispute resolution costs) caused solely by the negligent
acts or' omissions of ENGINEER or ENGINEER's
officers, directors, partners, employees, and
ENGINEER's Consultants in the performance and
furnishing of ENGINEER's services under this
Agreement.
2. To the fullest extent permitted by law,
ENGINEER's total liability to OWNER and anyone
claiming by, through, or under OWNER for any cost,
loss, or damages caused in part by the negligence of
ENGINEER and in part by the negligence of OWNER
or any other negligent entity or individual, shall not
exceed the percentage share that ENGINEER's
negligence bears to the total negligence of OWNER,
and all other negligent entities and individuals.
6.12 Notices
A. Any notice required under this Agreement will be
in writing, addressed to the appropriate party at its
address on the signature page and given personally, or by
registered or certified mail postage prepaid, Of by a
commercial courier service. All notices shall be effective
upon the date of receipt.
6.13 Survival
A. All express representations, indemnifications, or
limitations of liability included in this Agreement will
survive its completion or termination for any reason.
6.14 Severability
A. Any provision or part of the Agreement held to be
void or unenforceable under any Laws or Regulations
shall be deemed stricken, and all remaining provisions
shall continue to be valid and binding upon OWNER and
ENGINEER, who agree that the Agreement shall be
reformed to. replace such stricken provision or part
thereof with a valid and enforceable provision that comes
as close as possible to expressing the intention of the
stricken provision.
6.15 Waiver
A. Non-enfo'rcement of any provision by either party
shall not constitute a waiver of that provision, nor shall it
affect the enforceability of that provision or of the
remainder of this Agreement.
6.16 Headings
A. The headings used in this Agreement are for
general reference only and do not have special
significance.
ARTICLE 7 - DEFINITIONS
7.01 Defined Terms
A. Wherever used in this Agreement (including the
Exhibits hereto) and printed with initial or all capital
letters, the terms listed below have the meanings
indicated, which are applicable to both the singular and
plural thereof:
'1. Addenda--Written or graphic instruments
issued prior to the opening of Bids which clarify,
correct, or change the Bidding Documents.
2. Additional Services-- The services to be
performed for or furnished to OWNER by
ENGINEER i1i accordance with Exhibit A, Part 2 of
this Agreement.
3. ,Agreement--This "Standard Form of
Agreement between OWNER and ENGINEER for
Professional Services," including those Exhibits listed
in Article 8 hereof.
4. Application for Payment-- The form
acceptable to ENGINEER which is to be used by
Contractor in requesting progress or fmal payments for
the completion of its Work and which is to be
accompanied by such supporting documentation as is
required by the Contract Documents.
5. Asbestos--Any material that contains more
than one percent asbestos and is friable or is releasing.
asbestos fibers into the air above current action levels
established by the United States Occupational Safety
and Health Administration.
6. Basic Services-- The services to be performed
for or furnished to OWNER by ENGINEER in
accordance with Exhibit A, Part I, of this Agreement.
7. Bid-- The offer or proposal of the bidder
submitted on the prescribed form setting forth the
prices for the Work tobe Performed.
8. Bidding Documents-- The advertisement or
invitation to Bid, instructions to bidders, the Bid form
and attachments, the Bid bond, if any, the proposed
Contract Documents, and all Addenda, ifany.
Form of Agreement
Between Owner and Engineer for Professional Services
Page 7 of 12 pages
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9. Change Order--A document recommended
by ENGINEER, which is signed by Contractor and
OWNER to authorize an addition, deletion or revision
in the Work, or an adjustment in the Contract Price or
the Contract Times, issued on or after the Effective
Date of the Construction Agreement.
10. Construction Agreement-- The written
instrument which is evidence of the agreement,
contained in the Contract Documents, between
OWNER and Contractor covering the Work.
11. Construction Contract-- The entire and
integrated written agreement between the OWNER
and Contractor concerning the Work.
12. Construction Cost-- The cost to OWNER of
those portions of the entire Project designed or
specified by ENGINEER. Construction Cost does not
include costs of services of ENGINEER or other
design professionals and consultants, cost. of land,
rights-of-way, or compensation for damages to
properties, or OWNER's costs for legal, accounting,
insurance counseling or auditing services, or interest
and fmancing charges incurred in connection with the
Project, or the cost of other services to be provided by
others to OWNER pursuant to Exhibit B of this
Agreement. Construction Cost is 0I1e of the items
comprising Total Project Costs.
13. Contract Documents--Documents that
establish the rights and obligations of the parties
engaged in construction and include the Construction
Agreement between OWNER and Contractor,
Addenda (which pertain to the Contract Documents),
Contractor's Bid (including documentation
accompanying the Bid and any post-Bid
documentation submitted prior to the notice of award)
when attached as an exhibit to the Construction
Agreement, the notice to proceed, the bonds,
appropriate certifications, the General Conditions, the
Supplementary Conditions, the Specifications and the
Drawings as the same are more specifically identified
in the Construction Agreement, together with all
Written Amendments, Change Orders, Work Change
Directives, Field Orders, and ENGINEER's written
interpretations and clarifications issued on or after the
Effective Date of the Construction Agreement.
Approved Shop Drawings and the reports and
drawings of subsurface and physical conditions are not
Contract Documents.
14. Contract Price-- The moneys payable by
OWNER to Contractor for completion of the Work in
accordance with the Contract Documents and as stated
in the Construction Agreement.
15. Contract Times-- The numbers of days or the
dates stated in the Construction Agreement to: (i)
achieve Substantial Completion, and (ii) complete the
Work so that it is ready for fmal payment as evidenced
by ENGINEER's written recommendation of fmal
payment.
16. Contractor--An individual or entity with
whom OWNER enters into a Construction Agreement.
17. Correction Period-- The time after
Substantial Completion during which Contractor must
correct, at no cost to OWNER, any Defective Work,
nonnally one year after the date of Substantial
Completion or such longer period of time as may be
prescribed by Laws or Regulations or by the tenns of
any applicable special guarantee or specific provision
of the Contract Documents.
18. Defective--An adjective which, when
modifYing the word Work, refers to Work that is
unsatisfactory, faulty, or deficient, in that it does not
confonn to the Contract Documents, or does not meet
the requirements of any inspection, reference standard,
test, or approval referred to in the Contract
Documents, or has been. damaged prior to
ENGINEER's recommendation of final payment.
19. Documents--Data, reports, Drawings,
Specifications, Record Drawings, and other
deliverables, whether in printed or electronic media
fonnat,' provided or furnished in appropriate phases by
ENGINEER to OWNER pursuant to this Agreement.
20. Drawings-- That part of the Contract
Documents prepared or approved by ENGINEER
which graphically shows the scope, extent, and
character of the Work to be perfonned by Contractor.
Shop Drawings are not Drawings as so defmed.
21. Effective Date of the Construction
Agreement-The date indicated in the Construction
Agreement on which it becomes effective, but if no
such date is indicated, it means the date on which the
Construction Agreement is signed and delivered by the
last of the two parties to sign and deliver.
22. Effective Date of the Agreement-- The date
indicated in this Agreement on which it becomes
effective, but if no such date is indicated, it means the
date on which the Agreement is signed and delivered
by the last of the two parties to sign and deliver.
23. ENGINEER's Consu/tants--Individuals or
entities having a contract with ENGINEER to furnish
services with respect to this Project as ENGINEER's
independent professional associates, consultants,
subcontractors, or vendors. The tenn ENGINEER
Fonn of Agreement
Between Owner and Engineer for Professional Services
Page 8 of 12 pages
.;
"
includes ENGINEER's Consultants.
24. Field Order--A written order issued by
ENGINEER which directs minor changes in the Work
but which does not involve a change in the Contract
Price or Contract Times.
25. General Conditions-That part of the Contract
Documents which sets forth terms, conditions, and
procedures that govern the Work to be performed or
furnished by Contractor with respect to the Project.
26. Hazardous Environmental Condition-- The
presence at the Site of Asbestos, PCB's, Petroleum,
Hazardous Waste, or Radioactive Materials in such
quantities or circumstances that may. present a
substantial danger to persons or property exposed
thereto in connection with the Work.
27. Hazardous Waste-- The term Hazardous
Waste shall have the meaning provided in Section
1004 of the Solid Waste Disposal Act (42 USC
Section 6903) as amended from time to time.
28. Laws and Regulations; Laws or Regulations-
-Any and all applicable laws, rules, regulations,
ordinances, codes, standards, and orders of any and all
governmental bodies, agencies, authorities, and courts
having jurisdiction.
29. PCB 's--Polychlorinated biphenyls.
30. Petroleum--Petroleum, including crude oil or
any fraction thereof which is liquid at standard
conditions of temperature and pressure (60 degrees
Fahrenheit and 14.7 pounds per square inch absolute),
such as oil, petroleum, fuel oil, oil sludge, oil refuse,
gasoline, kerosene, and oil mixed with other non-
Hazardous Waste and crude oils.
31. Radioactive Materials--Source, special
nuclear, or byproduct material as defined by the
Atomic Energy Act of 1954 (42 USC Section 20 II et
seq.) as amended from time to time.
32. Record Drawings-- The Drawings as issued
for construction on which the ENGINEER. upon
completion of the Work; has shown changes due to
Addenda or Change Orders and other information
which ENGINEER considers significant based on
record documents furnished by Contractor to
ENGINEER and which were annotated by Contractor
to show changes made during construction.
33. Reimbursable Expenses-- The expenses
incurred directly by ENGINEER in connection with
the performing or furnishing of Basic and Additional
Services for the Project for which OWNER shall pay
ENGINEER as indicated in EXhibit C.
34. Resident Project Representative-- The
authorized representative of ENGINEER, if any,
assigned to assist ENGINEER at the Site during the
Construction Phase. The Resident Project
Representative will be ENGINEER's agent or
employee and under ENGINEER's supervision. As
used herein, the term Resident Project Representative
includes any assistants of Resident Project
Representative agreed to by OWNER. The duties and
responsibilities of the Resident Project Representative
are as set forth in Exhibit D.
35. Samples--Physical examples of materials,
equipment, or workmanship that are representative of
some portion of the Work and which establish the
standards by which such portion ofthe Work will be
judged.
36. Shop Drawings--All drawings, diagrams,
illustrations, schedules, and other data or information
which are specifically prepared or assembled by or for
Contractor and submitted by Contractor to
ENGINEER to illustrate some portion of the Work.
37. Site--Lands or areas indicated in the Contract
Documents as being furnished by OWNER upon
which the Work is to be performed, rights-of-way and
easements for access thereto, and such other lands
furnished by OWNER which are designated for use of
Contractor.
38. Specifications-- That part of the Contract
Documents consisting of written technical descriptions
of materials, equipment, systems, standards, and
workmanship as applied to the Work and certain
administrative details applicable thereto.
39. Substantial Completion-- The time at which
the Work (or a specified part thereof) has progressed
to the point where, in the opinion of ENGINEER, the
Work (or a specified part thereof) is sufficiently
complete, in accordance with the Contract Documents,
so that the Work (or a specified part thereof) can be
utilized for the purposes for which it is intended. The
terms "substantially complete" and "substantially
completed" as applied to all or part of the Work refer
to Substantial Completion thereof.
40. Supplementary Conditions-- That part of the
Contract Documents which amends or supplements the
General Conditions.
41. Total Project Costs-- The sum of the
Construction Cost, allowances for contingencies, the
total costs of services of ENGINEER or other design
professionals and consultants, cost of land, rights-of-
Form of Agreement
Between Owner and Engineer for Professional Services
Page 9 of 12 pages
..
way, or compensation for damages to properties, or
OWNER's costs for legal, accounting, insurance
counseling or auditing services, - or interest and
fmancing charges incurred in connection with the
Project, or the cost of other services to, be provided by
others to OWNER pursuant to Exhibit B of this
Agreement.
42. Work-- The entire completed construction or
the various separately identifiable parts thereof
required to be provided under the Contract Documents
with respect to this Project. Work includes and is the
result of performing or furnishing labor, services, and
documentation necessary to produce such construction
and furnishing, installing, and incorporating all
materials and all equipment into such construction, all
as required by the Contract Documents.
43. Work Change Directive--A written directive
to Contractor issued on or after the Effective Date of
the Construction Agreement and signed by OWNER -
upon recommendation of the ENGINEER, ordering an
addition, deletion, or revision in the Work, or
responding to differing or unforeseen subsurface or
physical conditions under which the Work is to be
performed or to emergencies. A Work Change
Directive will not change the Contract Price or the
Contract Times but is evidence that the parties expect
that the change directed or documented by a Work
Change Directive will be incorporated in a
subsequently issued Change Order following
negotiations by the parties as to its effect, if any, on
the Contract Price or Contract Times.
44. Written Amendment--A written amendment of
the Contract Documents signed by OWNER and
Contractor on or after the Effective Date of the
Construction Agreement and normally dealing with the
non-engineering or non-technical rather than strictly
construction-related aspects of the Contract
Documents.
ARTICLE 8
PROVISIONS
EXHIBITS AND SPECIAL
8.01 Exhibits Included
A. Exhibit A, "ENGINEER's Services," consisting of
8 pages.
B. Exhibit B, "OWNER's Responsibilities,
"consisting of2 pages.
C. Exhibit C, "Payments to Engineer for Services
and Reimbursable Expenses," consisting of2 pages.
D. Exhibit D, Omitted
E. Exhibit E, "Notice of Acceptability of Work,
"consisting of2 pages.
F. Exhibit F, "Construction Cost Limit," consisting
of I page.
G. Exhibit G, "Insurance," consisting of I page."
H. Exhibit H, "Dispute Resolution," consisting of 1
page."
I. Exhibit I, Omitted
J. Exhibit J, "Special Provisions", consisting of 1
page."
8.02 Total Agreement
A. This Agreement (consisting of pages 1 to 12
inclusive, together with the Exhibits identified above)
constitutes the entire agreement between OWNER and
ENGINEER and supersedes all prior written or oral
understandings. This Agreement may only be amended,
supplemented, modified, or canceled by a duly
executed written instrument
Form of Agreement
Between Owner and Engineer for Professional Services
Page 10 of 12 pages
~
,"
IN WITNESS WHEREOF, the parties hereto have executed this Agreement, the Effective Date of which is indicated
on page 1.
OWNER:
ENGINEER:
By,7;~f;;:;5~0~
Title: f B7-J
By:
Date Signed: ~ L;. t ~ '0
Date :i~it, '1 f'v~~~
Attes~WA/
Clerk
Date Signed:
q -)- ,:LCO GI
Date Signed:
Designated Representative (paragraph 6.02.A):
. Designated Representative (paragraph 6.02.A):
Dfil/2J25ff) ;2. f/-/~,I~~
Title: Prf/',o('/. /Y/4./?..-.
Phone Number: 7 Z 7" -.57.r t:.
Title:
Phone Number:
Facsimile Number:
Facsimile Number: ? Z ~ - ~ l' f r
.
E-Mail Address:
E-Mail Address: /J?1!i..../ ~d ~ @ ; I t:l.. - en~"n;'e,...J'. <:.t:J
. V rr -.;
Fonn of Agreement
Between Owner and Engineer for Professional Services
Page 11 of 12 pages
This is EXHIBIT A, consisting of 8 pages, referred to in and
part of the Agreement between OWNER and ENGINEER for
Professional Services dated, September 1, 2000. ~
Initial: , f U 1.
ENGINEER's Services
Article 1 of the Agreement is amended and supplemented to include the following agreement of the parties. ENGINEER
shall provide Basic and Additional Services as set forth below.
PART I -- BASIC SERVICES
A 1.0 1 Study and Report Phase
A. ENGINEER shall:
1. Consult with OWNER to define and clarify OWNER's requirements for the Project and available data.
2. Advise OWNER as to the necessity of OWNER's providing data or services of the types described in Exhibit
B which are not part of ENGINEER's Basic Services, and assist OWNER in obtaining such data and services.
3. Identify, consult with, and analyze requirements of governmental authorities having jurisdiction to approve
the portions of the Project designed or specified by ENGINEER, including but not limited to mitigating measures
identified in the environmental assessment.
4. Identify and evaluate a solution available to OWNER and, after consultation with OWNER, recommend
to OWNER those solutions which in ENGINEER's judgment meet OWNER's requirements for the Project.
5. Prepare a report (the "Report") which will, as appropriate, contain schematic layouts, sketches and
conceptual design criteria with appropriate exhibits to indicate the agreed-to requirements, considerations involved,
and those alternate solutions available to OWNER which ENGINEER recommends. This Report will be accompanied
by ENGINEER's opinion of Total Project Costs for each solution which is so recommended for the Project with each
component separately itemized, including the following, which will be separately itemized: opinion .of probable
Construction Cost, allowances for contingencies and for the estimated total costs of design, professional, and related
services provided by ENGINEER and, on the basis of information furnished by OWNER, allowances for other items
and services included within the definition of Total Project Costs.
6. Furnish ~ review copies of the Report to OWNER and review it with OWNER.
7. Revise the Report in response to OWNER's and other parties' comments, as appropriate, and fumish2fmal
copies of the revised Report to the OWNER within 25 days after completion of reviewing it with OWNER.
B. ENGINEER's services under the Study and Report Phase will be considered complete on the date when the fmal
copies of the revised Report have been delivered to OWNER.
A 1.02 Preliminary Design Phase
A. After acceptance by OWNER of the Report, selection by OWNER ofa recommended solution and indication
of any specific modifications or changes in the scope, extent, character, or design requirements of the Project desired
by OWNER, and upon written authorization from OWNER, ENGINEER shall:
1. On the basis of the above acceptance, selection, and authorization, prepare Preliminary Design Phase
Page 1 of 7 Pages
(Exhibit A - ENGINEER's Services)
documents consisting of final design criteria, preliminary drawings, outline specifications and written descriptions
of the Project.
2. Provide necessary field surveys and topographic and utility mapping for design purposes.
3.. Advise OWNER if additional reports, data, information, or services of the types described in Exhibit B are
necessary and assist OWNER in obtaining such reports, data, information, or services.
4. Based on the information contained'in the Preliminary Design Phase documents, submit a revised opinion
of probable C'onstruction Cost and any adjustments to Total Project Costs known to ENGINEER, which will be
itemized as provided in paragraph A 1.0 I.A.5.
5. Furnish the Preliminary Design Phase documents to and review them with OWNER.
6. Submit to OWNER.2. final 'copies of the Preliminary Design Phase documents and revised opinion of
probable Construction Cost.
B. ENGINEER's services under the Preliminary Design Phase will be considered complete on the date when final
copies of the Preliminary Design Phase documents have been delivered to OWNER.
A 1.03 Final Design Phase
A. After acceptance by OWNER of the Preliminary Design Phase documents and revised opinion of probable
Construction Cost as determined in the Preliminary Design Phase, but subject to any OWNER-directed modifications
or changes in the scope, extent, character, or design requirements of or for the Project, and upon written authorization
from OWNER, ENGINEER shall:
1. On the basis of the above acceptance, direction, and authorization, prepare final Drawings indicating the
scope, extent, and character of the Work to be performed and furnished by Contractor. Specifications will be prepared,
where appropriate, in general conformance with the l6-division format of the Construction Specifications Institute.
2. Provide technical criteria, written descriptions, and design data for OWNER's use in filing applications for
permits from or approvals of governmental authorities having jurisdiction to review or approve the fmal design of the
Project and assist OWNER in consultations with appropriate authorities.
3. Advise OWNER of any adjustments to the opinion of probable Construction Cost and any adjustments to
Total Project Costs known to ENGINEER, itemized as provided in paragraph Al.Ol.A.5.
4. Prepare and furnish Bidding Documents for review and approval by OWNER, its legal counsel, and other
advisors, as appropriate, and assist OWNER in the preparation of other related documents.
5. Submit2, [mal copies of the Bidding Documents and a revised opinion of probable Construction Cost to
OWNER. ' .
B. In the event that the Work designed or specified by ENGINEER is to be performed or furnished under more than
one prime contract, or if ENGINEER's serVices are to be separately sequenced with the work of one or more prime
Contractors (such as in the case of fast-tracking), OWNER and ENGINEER shall, prior to commencement of the Final
Design Phase, develop a schedule for performance of ENGINEER's services during the Final Design, Bidding or
Negotiating, Construction, and Post-Construction Phases in order to sequence and coordinate properly such services as
are applicable to the work under such separate prime contracts. This schedule is to be prepared and included in or
become an amendment to Exhibit A whether or not'the work under such contracts is to proceed concurrently.
C. The number of prime contracts for Work designed or specified by ENGINEER upon which theENGINEER's
compensation has been established under this Agreement is 1.
D. ENGINEER's services under the Final Design Phase will be considered complete on the date when the submittals
required by paragraph A I.03.A.6 have been delivered to OWNER.
Page 2 of 7 Pages
(Exhibit A - ENGINEER's Services)
,"'
A 1.04 Bidding or Negotiating Phase
A. After acceptance by OWNER of the Bidding Documents and the most recent opinion of probable Construction
Cost as determined in the Final Design Phase, and upon written authorization by OWNER to proceed, ENGINEER shall:
l. Assist OWNER in advertising for and obtaining bids or negotiating proposals for the Work and, where
applicable, maintain a record of prospective bidders to whom Bidding Documents have been issued, attend pre-Bid
conferences. ifany, and receive and process Contractor deposits or charges for the Bidding Documents.
2. Issue Addenda as appropriate to clarify, correct, or change the Bidding Documents.
3. Consult with OWNER as to the acceptability of subcontractors, suppliers, and other individuals and entities
proposed by Contractor for those portions of the Work as to which such acceptability is required by the Bidding
Documents.
4. Perform or provide the following additional Bidding or Negotiating Phase tasks or deliverables:
5. Attend the Bid opening, prepare Bid tabulation sheets, and assist OWNER in evaluating Bids or proposals
and in assembling and awarding contracts for the Work.
B. The Bidding or Negotiating Phase will be considered complete upon commencement of the Construction Phase
or upon cessation of negotiations with prospective Contractors (except as may be required if Exhibit F is a part of this
Agreement).
A 1.05 Construction Phase
A. Upon successful completion of the Bidding and Negotiating Phase, and upon written authorization from
OWNER, ENGINEER shall:
I. General Administration of Construction Contract. Consult with OWNER and act as OWNER's
representative as provided in the General Conditions. The extent and limitations of the duties, responsibilities and
authority of ENGINEER as assigned in said General Conditions shall not be modified, except as ENGINEER may
otherwise agree in writing. All of OWNER's instructions to Contractor will be issued through ENGINEER, who shall
have authority to act on behalf of OWNER in dealings with Contractor to the extent provided in this Agreement and
said General Conditions except as otherwise provided in writing.
2. Pre-Construction Conference. Participate in a Pre-Construction Conference prior to commencement of
Work at the Site.
3. Baselines and Benchmarks. As appropriate, establish baselines and benchmarks for locating the Work which
in ENGINEER's judgement are necessary to enable Contractor to proceed.
4. Visits to Site and Observation of Construction. In connection with observations of Contractor's work in
progress while it is in progress:
a. Make visits to the Site at intervals appropriate to the various stages of construction, as ENGINEER
deems necessary, in order to observe as an experienced and qualified design professional the progress and quality
of the Work. Such visits and observations by ENGINEER are not intended to be exhaustive or to extend to every
aspect of Contractor's work in progress or to involve detailed inspections of Contractor's work in progress
beyond the responsibilities specifically assigned to ENGINEER in this Agreement and the Contract Documents,
but rather are to be limited to spot checking, selective sampling, and similar methods of general observation of
the Work based on ENGINEER's exercise of professional judgment as assisted by the Resident Project
Representative, if any. Based on information obtained during such visits and such observations, ENGINEER will
determine in general if Contractor's work is proceeding in accordance with the Contract Documents, and
ENGINEER shall keep OWNER informed of the progress of the Work.
Page 3 of 7 Pages
(Exhibit A - ENGINEER's Services)
.,
b. The purpose of ENGINEER's visits to the Site will be to enable ENGINEER to better carry out the
duties and responsibilities assigned to and undertaken by ENGINEER during the Construction Phase, and, in
addition, by the exercise of ENGINEER's efforts as an experienced and qualified design professional, to provide
for OWNER a greater degree of confidence that the completed Work will conform in general to the Contract
Documents and that the integrity of the design concept of the completed Project as a functioning whole as
indicated in the Contract Documents has been implemented and preserved by Contractor. ENGINEER shall not,
during such visits or as a result of such observations of Contractor's work in progress, supervise, direct, or have
control over Contractor's work, nor shall ENGINEER have authority over or responsibility for the means,
methods, techniques, sequences, or procedures of construction selected by Contractor, for safety precautions and
programs incident to Contractor's work, or for any failure of Contractor to comply with Laws and Regulations
applicable to Contractor's furnishing and performing the Work. Accordingly, ENGINEER neither guarantees
the performance of any Contractor nor assumes responsibility for any Contractor's failure to furnish and perform
its work in accordance with the Contract Documents.
5. Defective Work. Recommend to OWNER that Contractor's work be disapproved and rejected while it is in
progress if, on the basis of such observations, ENGINEER believes that such work will not produce a completed
Project that conforms generally to the Contract Documents or that it will prejudice the integrity of the design concept
of the completed Project as a functioning whole as indicated in the Contract Documents.
6. Clarifications and Interpretations; Field Orders. Issue necessary clarifications and interpretations of the
Contract Documents as appropriate to the orderly completion of Contractor's work. Such clarifications and
interpretations will be consistent with the intent of and reasonably inferable from the Contract Documents.
ENGINEER may issue Field Orders authorizing minor variations from the requirements of the Contract Documents.
7. Change Orders and Work Change Directives. Recommend Change Orders and Work Change Directives
to OWNER, as appropriate, and prepare Change Orders and Work Change Directives as required.
8. Shop Drawings and Samples. Review and approve or take other appropriate action in respect to Shop
Drawings and Samples and other data which Contractor is required to submit, but only for conformance with the
information given in the Contract Documents and compatibility with the design concept of the completed Project as
a functioning whole as indicated in the Contract Documents. Such reviews and approvals or other action will not
extend to means, methods, techniques, sequences or procedures of construction or to safety precautions and programs
incident thereto. ENGINEER has an obligation to meet any Contractor's submittal schedule that has earlier been
acceptable to ENGINEER.
9. Substitutes and "or-equal. " Evaluate and determine the acceptability of substitute or "or-equal" materials
and equipment proposed by Contractor, but subject to the provisions of paragraph A2.02.A.2 of this Exhibit A.
10. Inspections and Tests. Require such special inspections or tests of Contractor's work as deemed reasonably
necessary, and receive and review all certificates of inspections, tests, and approvals required by Laws and
Regulations or the Contract Documents. ENGINEER's review of such certificates will be for the purpose of
determining that the results certified indicate compliance with the Contract Documents and will not constitute an
independent evaluation that the content or procedures of such inspections, tests, or approvals comply with the
requirements of the Contract Documents. ENGINEER shall be entitled to rely on the results of such tests.
11. Disagreements between OWNER and Contractor. Render formal written decisions on all claims of OWNER
and Contractor relating to the acceptability of Contractor's work or the interpretation of the requirements of the
Contract Documents pertaining to the execution and progress of Contractor's work. In rendering such decisions,
ENGINEER shall be fair and not show partiality to OWNER or Contractor and shall not be liable in connection with
any decision rendered in good faith in such capacity.
12. Applications for Payment. Based on ENGINEER's observations as an experienced and qualified design
professional and on review of Applications for Payment and accompanying supporting documentation:
a. Determine the amounts that ENGINEER recommends Contractor be paid. Such recommendations of
payment will be in writing and will constitute ENGINEER's representation to OWNER, based on such
observations and review, that, to the best of ENGINEER's knowledge, information and belief, Contractor's work
Page 4 of 7 Pages
(Exhibit A - ENGINEER's Services)
~,
has progressed to the point indicated, the quality of such work is generally in accordance with the Contract
Documents (subject to an evaluation of the Work as a functioning whole prior to or upon Substantial Completion,
to the results of any subsequent-tests called for in the Contract Documents and to any other qualifications stated
in the recommendation), and the conditions precedent to Contractor's being entitled to such payment appear to
have been fulfilled in so far as it is ENGINEER's responsibility to observe Contractor's work. In the case of unit
price work, ENGINEER's recommendations of payment will include fmal detenninations of quantities and
classifications of Contractor's work (subject to any subsequent adjustments allowed by the Contract Documents).
The responsibilities of ENGINEER contained in paragraph AJ.05.A.6.a are expressly subject to the limitations
set forth in Paragraph AJ.05.A.6.b and other express or general limitations in this Agreement and elsewhere.
b. By recommending any payment, ENGINEER shall not thereby be deemed to have represented that
inspections made by ENGINEER to check the quality. or quantity of Contractor's work as it is perfonned and
furnished have been exhaustive, extended to every aspect of Contractor's work in progress, or involved detailed
inspections of the Work beyond the responsibilities specifically assigned to ENGINEER in this Agreement and
the Contract Documents. Neither ENGINEER's review of Contractor's work for the purposes of recommending
payments nor ENGINEER's recommendation of any payment including fmal payment will impose on
ENGINEER responsibility to supervise, direct, or control Contractor's work in progress or for the means,
methods, techniques, sequences, or procedures of construction or safety precautions or programs incident thereto,
or Contractor's compliance with Laws and Regulations applicable to Contractor's furnishing and perfonning the
Work. It will also not impose responsibility on ENGINEER to make any examination to ascertain how or for
what purposes Contractor has used the moneys paid on account of the Contract Price, or to detennine that title
to any portion of the work in progress, materials, or equipment has passed to OWNER free and clear of any liens,
claims, security interests, or encumbrances, or that there may not be other matters at issue between OWNER and
Contractor that might affect the amount that should be paid.
13. Contractor's Completion Documents.
a. Receive and review maintenance and operating instructions, schedules, and guarantees.
b. Receive bonds, certificates,_or other evidence of insurance not previously submitted and required by
the Contract Documents, certificates of inspection, tests and approvals, Shop Drawings, Samples and other data
approved as provided under paragraph Al.05.A.1O, and the annotated record documents which are to be
assembled by Contractor in accordance with the Contract Documents to obtain fmal payment. The extent of such
ENGINEER's review will be limited as provided in paragraph Al.05.A.IO.
c. ENGINEER shall transmit these documents to OWNER.
14. Substantial Completion. Promptly after notice from Contractor that Contractor considers the entire Work
ready for its intended use, in company with OWNER and Contractor, conduct an inspection to detennine if the Work
is Substantially Complete. If after considering any objections of OWNER, ENGINEER considers the Work
Substantially Complete, ENGINEER shall deliver a certificate of Substantial Completion to OWNER and Contractor.
15. Final Notice of Acceptability of the Work. Conduct a final inspection to detennine if the completed Work
of Contractor is acceptable so that ENGINEER may recommend, in writing, final payment to Contractor.
B. Duration of Construction Phase. The Construction Phase will commence with the execution of the first
Construction Agreement for the Project or any part thereof and will tenninate upon written recommendation by
ENGINEER for final payment to Contractors. If the Project involves more than one prime contract as indicated in
paragraph Al.03.C, Construction Phase services may be rendered at different times in respect to the separate contracts.
C. Limitation of Responsibilities. ENGINEER shall not be responsible for the acts or omissions of any Contractor,
or of any of their subcontractors, suppliers, or of any other individual or entity perfonning or furnishing any of the Work
ENGINEER shall not be responsible for failure of any Contractor to perfonn or furnish the Work in accordance with
the Contract Documents.
Page 5 of 7 Pages
(Exhibit A - ENGINEER's Services)
.'
"
PART 2 -- ADDITIONAL SERVICES
A2.01 Additional Services Requiring OWNER's Authorization in Advance
A. If authorized in writing by OWNER, ENGINEER shall furnish or obtain from others Additional Services of the
types listed below. These services will be paid for by OWNER as indicated in Article 4 of the Agreement.
1. Preparation of applications and supporting documents (in addition to those furnished under Basic Services)
for private or governmental grants, loans or advances in connection with the Project; preparation or review of
environmental assessments and impact statements; review and evaluation of the effects on the design requirements
for the Project of any such statements and documents prepared by others; and assistance in obtaining approvals of
authorities having jurisdiction over the anticipated environmental impact of the Project.
2. Services to make measured drawings of or to investigate existing conditions or facilities, or to verify the
accuracy of drawings or other information furnished by OWNER.
3. Services resulting from significant changes in the scope, extent, or character of the portions of the Project
designed or specified by ENGINEER or its design requirements including, but not limited to, changes in size,
complexity, OWNER's schedule, character of construction, or method of financing; and revising previously accepted
studies, reports, Drawings, Specifications, or Contract Documents when such revisions are required by changes in
Laws and Regulations enacted subsequent to the Effective Date of this Agreement or are due to any other causes
beyond ENGINEER's control.
4. Services resulting from OWNER's request to evaluate additional Study and Report Phase alternative
solutions beyond those identified in paragraph A1.01.A.4.
5. Services required as a result of OWNER's providing incomplete or incorrect Project information with respect
to Exhibit B.
6. Providing renderings or models for OWNER's use.
7. Undertaking investigations and studies including, but not limited to, detailed consideration of operations,
maintenance, and overhead expenses; the preparation of feasibility studies, cash flow and economic evaluationsrate
schedules, and appraisals; assistance in obtaining financing for the Project; evaluating processes available for
licensing, and assisting OWNER in obtaining process licensing; detailed quantity surveys of materials, equipment,
and labor; and audits or inventories required in connection with construction performed by OWNER.
8. Furnishing services of ENGINEER's Consultants for other than Basic Services.
9. Services attributable to more prime construction contracts than specified in paragraph A 1.03.C.
10. Services during out-of-town travel required of ENGINEER other than for visits to the Site orOWNER's
of office.
11. Preparing for, coordinating with, participating in and responding to structured independent review
processes, including, but not limited to, construction management, cost estimating, project peer review, value
engineering, and constructibility review requested by OWNER; and performing or furnishing services required to
revise studies, reports, Drawings, Specifications, or other Bidding Documents as a result of such review processes.
12. Providing construction surveys and staking to enable Contractor to perform its work other than as required
under paragraph A l.05.A.5, and any type of property surveys or related engineering services needed for the transfer
of interests in real property; and providing other special field surveys.
13. Providing Construction Phase services beyond the Contract Times set forth in Exhibit C.
.14. Providing assistance in resolving any Hazardous Environmental Condition in compliance with current Laws
and Regulations.
15. Preparation of operation and maintenance manuals.
Page 6 of 7 Pages
(Exhibit A - ENGINEER's Services)
...
"
16. Preparing to serve or serving as a consultant or witness for OWNER in any litigation, arbitration or other
dispute resolution process related to the Project.
17. Providing more extensive services required to enable ENGINEER to issue notices or certifications requested
by OWNER under paragraph 6.01.G of the Agreement.
18. Other services performed or furnished by ENGINEER not otherwise provided for in this Agreement.
A2.02 Required Additional Services
A. ENGINEER shall perform or furnish, without requesting or receiving specific advance authorization from
OWNER, the Additional Services of the types listed below. ENGINEER shall advise OWNER in writing promptly after
starting any such Additional Services.
\,
I. Services in connection with Work Change Directives and Change Orders to reflect changes requested by
OWNER so as to make the compensation commensurate with the extent of the Additional Services rendered.
2. Services in making revisions to Drawings and Specifications occasioned by the acceptance of substitute
materials or equipment other than "or-equal" items; and services after the award of the Construction Agreement in
evaluating and determining the acceptability of a substitution which is found to be inappropriate for the Project or
an excessive number of substitutions.
3. Services resulting from significant delays, changes, or price increases occurring as a direct or indirect result
of materials, equipment, or energy shortages.
4. Additional or extended services during construction made necessary by (I) emergencies or acts of God
endangering the Work, (2) an occurrence of a Hazardous Environmental Condition, (3) Work damaged by fire or
other cause during construction, (4) a significant amount of defective, neglected, or delayed work by Contractor, (5)
acceleration of the progress schedule involving services beyond normal working hours, ~r (6) default by Contractor.
5. Services (other than Basic Services during the Post-Construction Phase) in connection with any partial
utilization of any part of the Work by OWNER prior to Substantial Completion.
6. Evaluating an unreasonable claim or an excessive number of claims submitted by Contractor or others in
connection with the Work.
Page 7 of 7 Pages
(Exhibit A - ENGINEER's Services)
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This is EXHIBIT B, consisting of 2 pages, referred to in and
part of the Agreement between OWNER and ENGINEER for
ProCessional Services dated, September I, 2000 . ~
Initial: II
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OWNER
ENGINEE
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OWNER's Responsibilities
Article 2 of the Agreement is amended and supplemented to include the following agreement of the parties.
B2.0 I In addition to other responsi1?i1ities of OWNER as set forth in this Agreement, OWNER shall:
A. Provide ENGINEER with all criteria and full infonnation as to OWNER's requirements for the Project, including
design objectives and constraints, space, capacity and perfonnance requirements, flexibility, and expandability, and any
budgetary limitations; and furnish copies of all design and construction standards which OWNER will require to be
included in the Drawings and Specifications; and furnish copies of OWNER's standard fonns, conditions, and related
documents for ENqINEER to include in the Bidding Documents, when applicable.
B. Furnish to ENGINEER any other available infonnation pertinent to the Project including reports and data relative
to previous designs, or investigation at or adjacent to the Site.
C. Following ENGINEER's assessment of initially-available Project infonnation and data and upon ENGINEER's
request, furnish or otherwise make available such additional Project related infonnation and data as is reasonably
required
to enable ENGINEER to complete its Basic and Additional Services. Such additional infonnation or data would
generally
include the following:
I. Property descriptions.
2. Zoning, deed, and other land use restrictions
3. Property, boundary, easement, right-of-way, and other special surveys or data, including establishing
relevant reference points.
4. Explorations and tests of subsurface conditions at or contiguous to the Site, drawings of physical conditions
in or relating to existing surface or subsurface structures at or contiguous to the Site, or hydrographic surveys, with
appropriate professional interpretation thereof."
5. Environmental assessments, audits, investigations and impact statements, and other relevant environmental
or cultural studies as to the Project, the Site, and adjacent areas.
6. Data or consultations as required for the Project but not otherwise identified in the Agreement or the
Exhibits thereto. '
D. Give prompt written notice to ENGINEER whenever OWN~R observes or otherwise becomes aware of a
Hazardous' Environmental Condition or of any other development that affects the scope or time of perfonnance of
ENGINEER's services or any defect or nonconfonnance in ENGINEER's services or in the work of any Contractor.
E. Authorize ENGINEER to provide Additional Services as set forth in Part 2 of Exhibit A of the Agreement as
required.
F. Arrange for access to and make all provisions for ENGINEER to enter upon public and private property as
required for ENGINEER to perfonn services under the Agreement.
Page I of 2 Pages
(Exhibit, B - OWNER's Responsibilities)
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G. Examine all alternate solutions, studies, reports, sketches, Drawings, Specifications, proposals, and
otherdocuments presented by ENGINEER (including obtaining advice of an attorney, insurance counselor, and other
advisors or consultants as OWNER deems appropriate with respect to such examination) and render in writing timely
decisions pertaining thereto.
H. Provide reviews, approvals, and peimits from all governmental authorities having jurisdiction to approve all
phases of the Project designed or specified by ENGINEER and such reviews, approvals, and consents from others as may
be necessary for completion of each phase of the Project.
I. Provide, as required for the Project:
1. Accounting, bond and financial advisory, independent cost estimating, and insurance counseling services.
2. Legal services with regard t6 issues pertaining to the Project as OWNER requires, Contractor raises, or
ENGINEER reasonably requests.
3. Such auditing services as OWNER requires to ascertain how or for what purpose Contractor has used the
moneys paid.
4. Placement and payment for advertisement for 8ids in appropriate publications.
J. Advise ENG INEER of the identity and scope of services of any independeIt consultants employed by OWNER
to perform or furnish services in regard to the Project, including, but not limited to, cost estimating, project peer review,
value engineering, and constructibility review.
K. Furnish to ENGINEER data as to OWNER's anticipated costs for services to be provided by others for OWNER
so that ENGINEER may make the necessary calculations to develop and periodically adjustENGINEER's opinion of
Total Project Costs.
L If OWNER designates a construction manager or an individual or entity other than, or in addition to,
ENGINEER to represent OWNER auhe Site, define and set forth as an attachment to this Exhibit 8 the duties,
responsibilities, and limitations of authority of such other party and the relation thereof to the duties, responsibilities,
and authority of ENGINEER '
M. If more than one prime contract is to be awarded for the Work designed or specified by ENGINEER, designate
a person or entity to have authority and responsibility for coordinating the activities among the various prime Contractors,
and define 'and set forth the duties, responsibilities, and limitations of authority of such individual or entity and the
relation thereof to the duties, responsibilities, and authority of ENGINEER as an attachment to this Exhibit 8 that is to
be mutually agreed upon and made a part of this Agreement before such services begin.
N. Attend the pre-bid conference, bid opening, pre-construction conferences, construction progress and other job
related meetings, and Substantial Completion and final payment inspections.
O. Provide the services of an independent testing laboratory to perform all inspections, tests, and approvals of
Samples, materials, and equipment required by. the Contract Documents, or to evaluate the performance of materials,
equipment, and facilities of OWNER, prior to their incorporation into the Work with appropriate professional
interpretation thereof.
P. Provide inspection or monitoring services by an individual or entity other than ENGINEER (and disclose the
identity of such individual or entity to ENGINEER) as OWNER determines necessary to verify:
1. That Contractor is complying with any Laws and Regulations applicable to Contractor's performing and
furnishing the Work.
2. That Contractor is taking all necessary precautions for safety of persons or property and complying with any
special provisions of the Contract Documents applicable to safety.
Q. Provide ENGINEER with the fmdings and reports generated by the entities providing services pursuant to
paragraphs 82.01.0 and P.
Page 2 of 2 Pages
(Exhibit 8 - OWNER's Responsibilities)
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This is EXHIBIT C, consisting of 2 pages, referred to in and
part of the Agreement between OWNER and ENGINEER for
Professional Services dated, September I, 2000.
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Initial:
OWNE
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Payments to ENGINEER for Services and Reimbursable Expenses
Article 4 ofthe Agreement is amended and supplemented
to include the following agreement of the parties:
ARTICLE 4 -- PAYMENTS TO THE ENGINEER
C4.01 For Basic Services Having A Determined Scope
-Lump Sum Method of Payment
A. OWNER shall pay ENGINEER for Basic
Services set forth in Exhibit A, except for serViCiS 0
ENGINEER's Resident Project Representative and ,PO
Construction Phase services, if any, as follows:
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l. A Lump Sum amount of~based on
the following assumed distribution of compensation:
a. Preliminary Design Phase $ 4,500
b. Final Design Phase $17,950
c. Bidding and Negotiating Phase $ 2,500
d. Construction Phase $ 5,000
2. The Lump Sum includes compensation for
ENGINEER's services and services of ENGINEER's
Consultants, if any. Appropriate amounts have been
incorporated in the Lump Sum to account for labor, -
overhead. Profit. and Reimbursable Expenses.
3. The portion of the Lump Sum amount billed
for ENGINEER's services will be based upon
ENGINEER's estimate of the proportion of the total
services actually completed during the billing period
to the Lump Sum.
4. The Lump Sum is conditioned on Contract
Times to complete the Work not exceeding 6 months.
Should the Contract Times to complete the Work be
extended beyond this period, the total compensation
to ENGINEER shall be appropriately adjusted.
C4.02 For Additional Services
A. OWNER shall pay ENGINEER for Additional
Services as follows:
I. General. For services of ENGINEER's
employees engaged directly on the Project pursuant to
paragraph A2.01 or A2.02 of Exhibit A, an amount
equal to the cumulative hours charged to the Project
by each ENGINEER's employees times Standard
Hourly Rates for each applicable billing class for all
Additional Services perfonned on the project, plus
Reimbursable Expenses and ENGINEER's
Consultant's charges, if any.
2. Compensation for ENGINEER's
Consultants for such services will be on the basis
provided in paragraph C4.05.
C4.03 For Reimbursable Expenses
A. When not included in compensation for Basic
Services under paragraph C4.01, OWNER shall pay
ENGINEER for Reimbursable Expense at the rate set
forth in Appendix I of this Exhibit C:
B. Reimbursable Expenses include the following
categories: transportation and subsistence incidental
thereto; obtaining bids or proposals from Contractor(s);
providing and maintaining field office facilities including
furnishings and utilities; toll telephone calls and
telegrams; reproduction of reports, Drawings,
Specifications, Bidding Documents, and similar Project-
related items in addition to those required under Exhibit
A, and, if authorized in advance by OWNER, overtime -
work requiring higher than regular rates. In addition, if
authorized in advance by OWNER, Reimbursable
Expenses will also include expenses incurred for
computer time and the use of other highly specialized
equipment.
C. The amounts payable to ENGINEER for
Reimbursable Expenses will be the Project-related
internal expenses actually incurred or allocated by
ENGINEER, plus all invoiced external Reimbursable
, Expenses allocable to the Project, the latter multiplied by
a Factor of l.l.
Page I of 2 Pages
(Exhibit C -Basic Services With Detennine Scope -- Lump Sum Method)
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D. The Reimbursable Expenses Schedule will be
adjusted annually (as of June I) to reflect equitable
changes in the compensation payable to ENGINEER.
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C4.0S For ENGINEER's Consultant's Charges
A. Whenever compensation to ENGINEER herein is
stated to include charges of ENGINEER's Consultants,
those charges shall be the amounts billed by
ENGINEER's Consultants to ENGINEER times a Factor
of 1.10.
C4.07 Factors
A. External Reimbursable Expenses and
ENGINEER's Consultant's Factors include ENGINEER's
overhead and profit associated with ENGINEER's
responsibility for the administration of such services and
costs.
C4.08 Other Provisions Concerning Payment
A. Progress Payments. The portion of the amounts
billed for ENGINEER's services which are identified in
paragraphs C4.02 and C4.03 will be during the billing
period based on cumulative hours charged to the Project
by each class of ENGINEER's employees times the
Standard Hourly Rate for each class, plus Reimbursable
Expenses and ENGINEER's Consultant's charges
incurred, if any.
B. Extended Contract Times. Should the Contract
Times to complete the Work be extended beyond the
period identified in paragraph C4.0 I, payment for
ENGINEER's services shall be continued based on the
Standard Hourly Rates Method of Payment.
Page 2 of 2 Pages
(Exhibit C -Basic Services With Detennine Scope -- Lump Sum Method)
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This is Appendix 1 to EXHIBIT C, consisting of 1 pages, referred
to in and part of the Agreement between OWNER and
ENGINEER for Professional Services dated September 1,2000. /
Initial:
Reimbursable Expenses Schedule
Current agreements for engineering services stipulate
that the Reimbursable Expenses are subject to review and
adjustment per Exhibit C. Reimbursable expenses for
services performed on the date of the Agreement are:
1.10 times direct expenses.
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Page 1 of 1 Pages
(Appendix I to Exhibit C - Reimbursable Expenses Schedule)
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This is Appendix 2 to EXHIBIT C, consisting of 1 pages, referred
to in and part of the Agreement between OWNER and
ENGINEER for Professional Services dated September 1,2000.
Initial:
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OWNE
Standard Hourly Rates Schedule
Current agreements for engineering services stipulate that the standard hourly rates are subject to review and
adjustment per Exhibit C. Hourly rates for services perfonned on the date of the Agreement ar.e:
Billing Class 9 Project Manager $ 120 /hour
Billing Class 8 Sr. Engineer $ 100 /hour
Billing Class 7 Sr. Design Engineer $ 72 /hour
Billing Class 6 Jr. Engineer $ 57 /hour
Billing Class 5 Jr. Design Technician $ 54 /hour
Billing Class 4 Cad Operator $ 48.50 /hour
Billing Class 3 Support Staff $ 33 /hour
Page 1 of 1 Pages
(Appendix 2 to Exhibit C - Standard Hourly Rates Schedule)
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This is EXHIBIT D, consisting of 1 pages, referred to in and part
of the Agreement between OWNER and ENGINEER for
Professional Services dated September 1,2000 . ~
Initial: ~
OWNE
Duties, Responsibilities, and Limitations of Authority
of Resident Proiect Representative
-OMITTED
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Page 1 of I Pages
(Exhibit D - Resident Project Representative)
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This is EXHIBIT E, consisting of 2 pages, referred to in and
part of the Agreement between OWNER and ENGINEER forr)5"
Professional Services dated September I, 2000.
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Initial:
OWNE
NOTICE OF ACCEPTABILITY OF WORK
PROJECT:
OWNER:
OWNER's Construction Contract Identification:
EFFECTIVE DATE OF THE CONSTRUCTION AGREEMENT:
CONSTRUCTION CONTRACT DATE:
ENGINEER:
To:
(OWNER)
And To:
(CONTRACTOR)
The undersigned hereby gives notice to the above OWNER and CONTRACTOR that the completed Work furnished
and performed by CONTRACTOR under the above Contract is acceptable, expressly subject to the provisions of the
related Contract Documents and the terms and conditions set forth on the reverse side hereof.
By:
Title:
Dated:
Page 1 of 2 Pages
(Exhibit E - Notice of Acceptability of Work)
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CONDITIONS OF NOTICE OF ACCEPT ABILITY OF WORK
The Notice of Acceptability of Work ("Notice") on the front side of this sheet is expressly made subject to the following
terms and conditions to which all persons who receive said Notice and rely thereon agree:
1. Said Notice is given with the skill and care ordinarily used by members of the engineering profession practicing
under similar conditions.
2. Said Notice reflects and is an expression of the professional judgment of ENGINEER.
3. Said Notice is given as to the best of ENGINEER's knowledge, information, and belief as of the date hereof.
4. Said Notice is based entirely on and expressly limited by the scope of services ENGINEER has been employed
by OWNER to perform or furnish during construction of the Project (including observation of the
CONTRACTOR's work) under ENGINEER's Agreement with OWNER and under the Construction Contract
referenced on the reverse hereof, and applies only to facts that are within ENGINEER's knowledge or could
reasonably have been ascertained by ENGINEER as a result of carrying out the responsibilities specifically
assigned to ENGINEER under ENGINEER's Agreement with OWNER and the Construction Contract referenced
on the reverse hereof.
5. Said Notice is not a guarantee or warranty of CONTRACTOR's performance under the Construction Contract
referenced on the reverse hereof nor an assumption of responsibility for any failure of CONTRACTOR to furnish
and perform the Work thereunder in accordance with the Contract Documents.
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Page 2 of 2 Pages
(Exhibit E - Notice of Acceptability of Work)
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This is EXHIBIT F, consisting of I pages, referred to in and part
of the Agreement between OWNER and ENGINEER fO(O/
Professional Services dated September I, 2000.
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ENGIN~
Construction Cost Limit
Paragraph 5.02 of the Agreement is amended and supplemented to include the following agreement of the parties:
F5.02 Designing to Construction Cost Limit
A. A Construction Cost limit for work done at Eastview Park has been established and is to be $485,000.
B. A bidding or negotiating contingency of 10 percent will be added to any Construction Cost limit established.
C. The acceptance by OWNER at any time during Basic Services ofa revised opinion of probable Construction
Cost in excess of the then established Construction Cost limit will constitute a corresponding increase in the Construction
Cost limit
D. ENGINEER will be permitted to determine what types of materials, equipment and component systems, and
the types and quality thereof are to be included in the Drawings and Specifications and to make reasonable adjustments
in the scope, extent, and character of the Project to the extent consistent with the Projectrequirements and sound
engineering practices to bring the Project within the Construction Cost limit.
E. If the Bidding or Negotiating Phase has not commenced within three months after completion of the Final
Design Phase, or if industry-wide prices are ch.anged because of unusual or unanticipated events affecting the general
level of prices or times of delivery in the construction industry, the established Construction Cost limit will not be binding
on ENGINEER, and OWNER shall consent to an adjustment in such Construction Cost limit commensurate with any
applicable change in the general level of prices in the construction industry between the date of completion of the Final
Design Phase and the date on which proposals or Bids are sought.
F. If the lowest bona fide proposal or Bid exceeds the established Construction Cost limit, OWNER shall (I)
give written approval to increase such Construction Cost limit, or (2) authorize negotiating orrebidding the Project
within a reasonable time, or (3) cooperate in revising the Project's scope, extent, or character to the extent consistent with
the Project's requirements and with sound engineering practices. In the case of (3), ENGINEER shall modify the Contract
Documents as necessary to bring the Construction Cost within the Construction Cost Limit. In lieu of other compensation
for services in making such modifications, OWNER shall pay ENGINEER's cost of such services, including the costs
of the services of ENGINEER's Consultants, all overhead expenses reasonably related thereto, and Reimbursable
Expenses, but without profit to ENGINEER on account of such services. The providing of such services will be the limit
of ENGINEER's responsibility in this regard and, .having done so, ENG INEER shall be entitled to payment for services
and expenses in accordance with this Agreement and will not otherwise be liable for damages attributable to the lowest
bona fide proposal or Bid exceeding the established Construction Cost limit.
Page I of I Pages
(Exhibit F - Construction Cost Limit)
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This is EXHIBIT G, consisting of 1 page, referred to in and part
of the Agreement between OWNER and ENGINEER for
Professional Services dated September I, 2000.. . ~/
Initial: 'V vJP
Insurance
Paragraph 6.05 of the Agreement is amended and supplemented to include the following agreement of the parties.
G6.05 Insurance
A. The limits of liability for the insurance required by paragraph 6.05.A and 6.05.B of the Agreement are as
follows:
I. By ENGINEER:
a. Workers' Compensation: Statutory
b. Employer's Liability --
I) Each Accident: $ 500,000
2) Disease, Policy Limit: $ 500,000
3) . Disease, Each Employee: $ 500,000
c. General Liability --
I) Each Occurrence
(Bodily Injury and Property Damage): $ 1,000,000
2) General Aggregate: $ 1,000,000
d. Automobile Liability --
I) Combined Single Limit
(Bodily Injury and Property Damage):
Each Accident $ 1,000,000
e. Professional Liability
I) Each Claim/Aggregate
$ 500,000
2. By OWNER: Self-Insured
Page 1 of I Pages
(Exhibit G -Insurance)
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This is EXHIBIT H, consisting of I page, referred to in and
part of the Agreement between OWNER and ENGINEER for
Professional Services dated September I, 2000 .' M \
Initial: gV ~
Dispute Resolution
Paragraph 6.09 of the Agreement is amended and supplemented to include the following agreement of the parties:
a. During the pendency of any dispute that is not yet resolved, the Owner and the Engineer shall
continue, in good faith, with the performance of any obligations of the Agreement.
Page I of I Pages
(Exhibit H -Dispute Resolution)
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This is EXHIBIT I, consisting of 1 page, referred to in and part
of the Agreement between OWNER and ENGINEER for
Professional Services dated September 1,2000. , N
Initial: V t/ ~
Allocation or Risks
OMITTED
Page 1 of 1 Pages
(Exhibit I - Allocation of Risks)
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This is EXHIBIT J, consisting of 1 page, referred to in and part
of the Agreement between OWNER and ENGINEER for 1'1//
Professional Services dated September 1,2000. 0, 'Q
Initial: ~
OWNER
ENGINEE
Special Provisions
1. Engineer shall provide as a part of the Basic Services two (2) sets of "Record Drawings" indicating signifi~ant
changes to the project.
2. This Agreement is intended by the Parties to, and does, supersede any and all provisions of the Georgia Prompt
Pay Act, O.C.G.A. Section 13-11-1, et seq. In the event any provision of this Agreement is inconsistent with
any provision of the Prompt Pay Act, the provision of this Agreement shall control.
Page 1 of 1 Pages
(Exhibit J - Special Provisions)