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BA 2017-01-11 CRDC City of Coppell Texas 255 Parkway Boulevard , Coppell,Texas FFET L 75019-9478 CO Meeting Agenda Coppell Recreation Development Corporation Wednesday,January 11, 2017 6:30 PM 255 Parkway Blvd. Mark Tepper Marvin Franklin President Biju Mathew Karen Hunt Vice President Mahbuba Khan Larry Jones Secretary Notice is hereby given that the Coppell Recreation Development Corporation of the City of Coppell, Texas, will meet in the 2nd Floor Conference Room at 6:30 PM on January 11, 2017, at 255 E. Parkway Boulevard. As authorized by Section 551.071(2) of the Texas Government Code, this meeting may be convened into closed Executive Session for the purpose of seeking confidential legal advice from the City Attorney on any agenda item listed herein. The purpose of this meeting is to consider the following items: Regular Session (Open to the Public) Call To Order 1 Citizens' Forum 2 Approval of the November 2, 2016, Minutes Attachments: Minutes 11.02.16.pdf 3 Nominations and Selection of Board Officers (President, Vice President, and Secretary) Attachments: 01.10.17 Board Officer Selection Memo.pdf 4 Consider approval of award of a professional services agreement with Corgan Associates, Inc. in the amount of$1,058,500.00, to provide architectural and engineering services related to the Coppell Arts Center, specifically authorizing Phase I, Schematic Design, in the amount of$169,500.00, and authorizing the City Manager to execute necessary documents. City of Coppell,Texas Page 1 Printed on 1/6/2017 Coppell Recreation Development Meeting Agenda January 11, 2017 Corporation Attachments: 01.10.17 Arts Facility Memo to CRDC.pdf Coppell Arts Center B101-2007 -Final - 12-20-2016(1).pdf 16065 EXHIBIT A 12-20-16.pdf 5 Financial Report Attachments: Financial Report at 09.30.16.pdf Financial Report at 10.31.16.pdf Financial Report at 11.30.16.pdf 6 Adjournment The City of Coppell acknowledges its responsibility to comply with the Americans with Disabilities Act of 1990. Thus, in order to assist individuals with disabilities who require special services (i.e. sign interpretative services, alternative audio/visual devices, and amanuenses)for participation in or access to the City of Coppell-sponsored public programs, services and/or meetings, the City requests that individuals make requests for these services forty-eight(48) hours ahead of the scheduled program, service and/or meeting. To make arrangements, contact Vivyon V. Bowman, ADA Coordinator, or other designated official at (972) 304-3699, or TDD 1-800-RELAY TX, (1-800-735-2989). Pursuant to Section 30.06, Penal Code (trespass by license holder with a concealed handgun), a person licensed under Subchapter H, Chapter 411, Government Code (handgun licensing law), may not enter this property with a concealed handgun. Pursuant to Section 30.07, Penal Code (trespass by license holder with an openly carried handgun), a person licensed under Subchapter H, Chapter 411, Government Code (handgun licensing law), may not enter this property with a handgun that is carried openly. This agenda was posted on the City of Coppell bulletin board at Town Center on this day of , 20__at by City of Coppell,Texas Page 2 Printed on 1/6/2017 City of Coppell, Texas 255 Parkway Boulevard Coppell, Texas COFFELL 75019-9478 Minutes Coppell Recreation Development Corporation Wednesday, November 2, 2016 6:30 PM 255 Parkway Blvd. Mark Tepper Marvin Franklin President Biju Mathew Karen Hunt Vice President Mahbuba Khan Larry Jones Secretary The Coppell Recreation Development Corporation of the City of Coppell, Texas, met at 6:30 PM in the HR Training Room at 255 E. Parkway Boulevard on November 2, 2016. Regular Session (Open to the Public) Call To Order President Tepper called the meeting to order at 6:30 PM. Present were: Board Member Franklin, Board Member Hunt, Board Member Jones,Vice President Mathew, and President Tepper. Also present were Mike Land, Deputy City Manager, and Amy Swaim,Administrative Assistant to the City Manager. 1 Citizens' Forum There was no one present to speak during the Citizens' Forum. 2 Approval of the August 3, 2016, Minutes Motion by Board Member Hunt, second by Board Member Franklin, to approve the August 3, 2016, Minutes as presented. The motion passed unanimously. 3 Consider and take action authorizing the Director of Finance to close CRDC Fund #1 account and transfer any remaining funds into CRDC Fund #2 account. Mike Land summarized the request and informed the board the City Attorney recommended consolidating the fund. Citv of Coppell. Texas Pape 1 Coppell Recreation Development Minutes November 2, 2016 Corporation Motion by Board Member Jones, second by Vice President Mathew, to approve the request as presented. The motion passed unanimously. 4 Consider approval of Change Order#1 with Byrne Construction Services, for carpet installation at the Cozby Library and Community Commons in the amount of$87,965, utilizing budgeted contingency funds and authorizing the CRDC Board President to sign any necessary documents. Mr. Land summarized the request. He explained that the existing concrete floor was showing high humidity, causing the new carpet to not adhere properly. In order to keep the project moving forward and on-time, the contractor suggested applying a moisture barrier product. City Council approved the change order on October 25. Mr. Land noted the payment will come out of contingency funds. Motion by Board Member Jones, second by Board Member Hunt, to approve the request as presented. The motion passed unanimously. 5 Financial Report Mr. Land summarized the Financial Reports. 6 Project Updates Mr. Land announced the Library Grand Opening would occur on November 19, LSP Grand Opening on January 14, 2017, and Andy Brown East Grand Re-Opening on July 1, 2017. 7 Board President and Committee Report Mr. Land noted Life Safety Park was on budget and on schedule. He also provided information regarding the creation of an Arts Center in Old Town. The proposed 22,500 sq ft Arts Center will be located at Main and Travis. Adjournment Motion by Board Member Franklin, second by Vice President Mathew, to adjourn the meeting at 7:00 PM. The motion passed unanimously. Mark Tepper, President Amy Swaim,Administrative Assistant to the City Manager Citv of Coppell. Texas Pape 2 T H E • C I T Y • O F COFFELL X A g 1 $ 0 MEMORANDUM To: CRDC Board Members From: Mike Land, Deputy City Manager Date: January 11, 2017 Reference: Selection of Board Officers 2030: Community Wellness and Enrichment Welcome to the first meeting of 2017. Per Ordinance No. 2014-1399 the CRDC Board shall appoint on an annual basis the President and Vice President from its membership. While not called out specifically in the Ordinance, the Board, in accordance with its By-Laws, also selects a Board Secretary. Current Board officers are: Mark Tepper—President Biju Mathew—Vice President Mahbuba Khan— Secretary. There are no term limits for Officers called for in the Ordinance or within the By-Laws. Therefore, nominations for Board President, Vice President, and Board Secretary will need to be taken and Board Officers selected. T X E • C I T Y • O F COPPELL '6' Q MEMORANDUM To: President and CRDC Board Members From: Mike Land, Deputy City Manager Date: January 11, 2017 Reference: Consider approval of award of a professional services agreement with Corgan Associates, Inc. in the amount of $1,058,500, to provide architectural and engineering services related to the Coppell Arts Center, specifically authorizing Phase I, Schematic Design, in the amount of$169,500, and authorizing the City Manager to execute necessary documents. 2030: Community Wellness and Enrichment Strategy—Goal 1: Community Gathering Places and Goal 3: Expand Cultural Arts Amenities and Opportunities. General Information: • General Discussions regarding the potential renovation, renovation and expansion of the existing Coppell Theater, or the construction of a new theater in another location began most recently in October 2015. Since the initial discussion the Council has held work sessions discussing potential art center solutions on the following dates: o March 22, 2016 o March 29, 2016 o April 8, 2016 o June 28, 2016 o August 30, 2016 o October 25, 2016 • In December of 2015 staff engaged the services of Corgan Associates with Mr. Kirk Johnson as the lead architect to perform preliminary program and site planning for the existing theater's renovation, renovation and expansion, and/or an option for the construction of a new theater located in Old Town Coppell. • Council during their April 2016 Retreat created a sub-committee to research how other communities in the region supported and funded their various respective arts programs. On June 28, the Council Subcommittee reported their findings to the entire council. At that time Council determined based on various reasons including cost and future utilization, that staff and the architect should begin focusing on the potential construction of a new arts facility located in Old Town. • Multiple presentations followed with Council providing guidance on program and square footage modifications which resulted in a final program for an arts center that contains approximately 22,400 square feet of space. In addition to the program modifications Mr. Johnson provided the Council with an annual operating cost estimate totaling approximately$475,000 prior to any revenues being considered. Introduction: The Community Wellness and Enrichment Strategy identified with the Coppell Vision 2030 plan includes several goals related to the cultural arts in Coppell. Specifically, Goal 1: Community Gathering Places, Objective 1, Develop Old Coppell as a mixed-use development with retail, restaurants, entertainment, professional offices, Farmers' Market, living opportunities around a square (with an emphasis on entertainment in this case). Goal 3: Maintain and Support the Theater Coppell and expand performing arts programs and venues, in this case with an emphasis on venues, the Coppell Arts Center. Throughout this entire process the entire performing and visual arts community has been engaged in these discussions, providing much needed input on the program of the proposed Arts Center. As a result of this input and guidance from the Council, a program for the Arts Center was finalized. The facility as planned includes three main spaces; a Black Box/Flexible Theater, a Performance Hall/Space, and a multi-purpose space for rehearsal and community uses. Including these spaces and support areas there will be a total of 22,425 square feet in the facility. The main performance hall is expected to seat 320 patrons, and the flexible theater space is expected to seat 200. The expected budget for the facility is approximately $12 million including construction, design, parking, construction management and contingency. Should Council authorize staff to move forward with Phase II, Design Development and Construction Documents, staff will also bring forward at that time an amendment to the City's contract with Gallagher to add the Arts Center to their work program as well. The Corgan contract anticipates that Schematic Design should take about eight weeks to complete. Design Development and Construction Documents should be completed in twenty- four weeks. Permitting and Bidding should be complete in about eight weeks. All in all, based on this schedule, construction could begin on the Coppell Arts Center as early September/October 2017 and be completed by the first quarter of 2019. As a result of the latest work session discussion by Council on the Arts Center held on October 25, staff is bringing forward the attached Corgan Associates, Inc. contract for Council consideration. Analysis: In November 2013 the citizens re-authorized the continued collection of one half of one cent for the Coppell Recreation Development Corporation. The ballot language included the expansion of the uses for the fund to "...to undertake projects for...entertainment and public gathering facilities and venues, exhibition and museum facilities...parking facilities, ...including projects in support of Coppell 2030 strategic vision adopted March 10, 2009..." To this end the City Council has engaged the Coppell Arts community to help determine the best course of action to accomplish this potential goal of addressing the cultural arts needs identified both in the 2030 Plan and as contemplated by the citizen approved re-authorization language for the CRDC. At this time. the CRDC is being requested to approve the entire contract with Corgan Associates, Inc. for the total amount of$1,058,500 while only authorizing the first phase, Schematic Design, totaling $169,500. Schematic Design work should be completed within the next eight weeks or so from the time the contract is approved. Overall there are five total phases to the Architects contract: Schematic Design (Phase I) $169,500 Design Development $264,500 Construction Documents $379,250 Bidding $ 15,250 Construction Phase $230,000 Total $1,058,500 Legal Review: The City's legal counsel reviewed the contract. Fiscal Impact: Phase I Schematic Design in the amount of$169,500 is being funded through available Coppell Recreation Development Corporation Funds. As this project potentially moves forward financing options including a Reimbursement Resolution may be presented at a later date. Should the Council determine that a debt instrument should be used to fund the actual construction of the Coppell Arts Center, by having a Reimbursement Resolution in place, the CRDC fund would in essence be replenished for expenses such as the architect's fees spent prior to the debt being issued. Recommendation: The City Manager's Office recommends approval of the Contract, and specifically authorize Corgan Associates, Inc. to move forward with Phase I Schematic Design for an amount of $169,500. Approval of this item will be requested from the City Council during their meeting scheduled for Tuesday January 10, 2017. AIA Document B101TM - 2007 Standard Form of Agreement Between Owner and Architect AGREEMENT made as of the 12'x' day of December in the year 2016 (In words, indicate day, month and year.) BETWEEN the Architect's client identified as the Owner: (Name, '-oma s; address and other information) City of Coppell 255 Parkway Blvd This document has important Coppell,Tx 75019 legal consequences. Consultation with an attorney and the Architect: is encouraged with respect to (Name, '-o sta address and other information) its completion or modification. Corgan Associates,Inc. 401 North Houston St. Dallas,Tx 75202 for the following Project: (Name, location and detailed description) Coppell Arts Center,Coppell,Tx. The Coppell Arts Center,located at the intersection of Travis Street and West Main Street in the Old Town section of the City of Coppell,comprised of approximately 24,000 square feet of enclosed building area containing a nominal 320 seat performance hall,200-set black box theater,multi-purpose room, support spaces,and public lobby system situated on an approximate 1.8 acres of site development of landscape,walkways,outdoor amenities,and surface parking spaces with an adjacent approximate 1.2 acre surface parking lot located on the intersection of Travis Street,Hammond Street,and Burns Street. The Owner and Architect agree as follows. AIA Document 13707 T —2007(formerly 13757 T —1997).Copyright©1974,1978,1987,1997 and 2007 by The American Institute of Architects.All rights Init. reserved.WARNING:This AIA® Document is protected by U.S.Copyright Law and International Treaties.Unauthorized reproduction or distribution of this AIA® Document,or any portion of it,may result in severe civil and criminal penalties,and will be prosecuted to the maximum extent possible t under the law.This document was produced by AIA software at 12:57:06 on 12/20/2016 under Order No.5756979102_1 which expires on 03/18/2017,and is not for resale. User Notes: (1496479030) TABLE OF ARTICLES 1 INITIAL INFORMATION 2 ARCHITECT'S RESPONSIBILITIES 3 SCOPE OF ARCHITECT'S BASIC SERVICES 4 ADDITIONAL SERVICES 5 OWNER'S RESPONSIBILITIES 6 COST OF THE WORK 7 COPYRIGHTS AND LICENSES 8 CLAIMS AND DISPUTES 9 TERMINATION OR SUSPENSION 10 MISCELLANEOUS PROVISIONS 11 COMPENSATION 12 SPECIAL TERMS AND CONDITIONS 13 SCOPE OF THE AGREEMENT EXHIBIT A INITIAL INFORMATION ARTICLE 1 INITIAL INFORMATION § 1.1 This Agreement is based on the Initial Information set forth in this Article 1 and in optional Exhibit A,Initial Information: (Complete Exhibit A,Initial Information, and incorporate it into the Agreement at Section 13.2, or state below Initial Information such as details of the Project's site and program, Owner's contractors and consultants, Architect's consultants, Owner's budget for the Cost of the Work, authorized representatives, anticipated procurement method, and other information relevant to the Project.) § 1.2 The Owner's anticipated dates for commencement of construction and Substantial Completion of the Work are set forth below: .1 Commencement of construction date: September 01,2017 .2 Substantial Completion date: December 01,2018 § 1.3 The Owner and Architect may rely on the Initial Information. Both parties,however,recognize that such information may materially change and,in that event,the Owner and the Architect shall appropriately adjust the schedule,the Architect's services and the Architect's compensation. ARTICLE 2 ARCHITECT'S RESPONSIBILITIES § 2.1 The Architect shall provide the professional services as set forth in this Agreement. AIA Document 13101 TM—2007(formerly B151 TM—1997).Copyright©1974,1978,1987,1997 and 2007 by The American Institute of Architects.All rights Init. reserved.WARNING:This AIA111 Document is protected by U.S.Copyright Law and International Treaties.Unauthorized reproduction or distribution 2 of this AIAO Document,or any portion of it,may result in severe civil and criminal penalties,and will be prosecuted to the maximum extent possible t under the law.This document was produced by AIA software at 12:57:06 on 12/20/2016 under Order No.5756979102_1 which expires on 03/18/2017,and is not for resale. User Notes: (1496479030) § 2.2 The Architect shall perform its services consistent with the professional skill and care ordinarily provided by architects practicing in the same or similar locality under the same or similar circumstances.The Architect shall perform its services as expeditiously as is consistent with such professional skill and care and the orderly progress of the Project. § 2.3 The Architect shall identify a representative authorized to act on behalf of the Architect with respect to the Project. § 2.4 Except with the Owner's knowledge and consent,the Architect shall not engage in any activity,or accept any employment,interest or contribution that would reasonably appear to compromise the Architect's professional judgment with respect to this Project. § 2.5 The Architect shall maintain the following insurance for the duration of this Agreement.If any of the requirements set forth below exceed the types and limits the Architect normally maintains,the Owner shall reimburse the Architect for any additional cost: (Idents types and limits of insurance coverage, and other insurance requirements applicable to the Agreement, if any.) 1 General Liability $1 million per occurrence/$2 million General .2 Automobile Liability $1 million(combined single limit) .3 Workers' Compensation $1 million(statutory limits) .4 Professional Liability $5 million(per claim)/$7 million aggregate with$200.000 deductible ARTICLE 3 SCOPE OF ARCHITECT'S BASIC SERVICES § 3.1 The Architect's Basic Services consist of those described in Article 3 and include usual and customary structural,mechanical,and electrical engineering services. Services not set forth in this Article 3 are Additional Services. § 3.1.1 The Architect shall manage the Architect's services,consult with the Owner,research applicable design criteria,attend Project meetings,communicate with members of the Project team and report progress to the Owner. § 3.1.2 The Architect shall coordinate its services with those services provided by the Owner and the Owner's consultants.The Architect shall be entitled to rely on and is not required to verify the accuracy and completeness of services and information furnished by the Owner and the Owner's consultants.The Architect shall provide prompt written notice to the Owner if the Architect becomes aware of any error,omission or inconsistency in such services or information. § 3.1.3 As soon as practicable after the date of this Agreement,the Architect shall submit for the Owner's approval a schedule for the performance of the Architect's services. The schedule initially shall include anticipated dates for the commencement of construction and for Substantial Completion of the Work as set forth in the Initial Information. The schedule shall include allowances for periods of time required for the Owner's review,for the performance of the Owner's consultants,and for approval of submissions by authorities having jurisdiction over the Project. Once approved by the Owner,time limits established by the schedule shall not,except for reasonable cause,be exceeded by the Architect or Owner.With the Owner's approval,the Architect shall adjust the schedule,if necessary,as the Project proceeds until the commencement of construction. AIA Document 13101 TM—2007(formerly B151 TM—1997).Copyright©1974,1978,1987,1997 and 2007 by The American Institute of Architects.All rights Init. reserved.WARNING:This AIA® Document is protected by U.S.Copyright Law and International Treaties.Unauthorized reproduction or distribution 3 of this AIA111 Document,or any portion of it,may result in severe civil and criminal penalties,and will be prosecuted to the maximum extent possible t under the law.This document was produced by AIA software at 12:57:06 on 12/20/2016 under Order No.5756979102_1 which expires on 03/18/2017,and is not for resale. User Notes: (1496479030) § 3.1.4 The Architect shall not be responsible for an Owner's,tiroetive or ,ubstitttgo made without the ^rehiteet's directives or substitutions which are made without the Architect's knowledge and approval. If a change or substitution is proposed by the Owner or the Contractor,through value engineering or otherwise,and the Architect has an objection to such change or substitution,the Architect shall expressly object in writing to such proposed change or substitution, setting forth the specific basis of its objections to such proposed change or substitution. If the Owner then directs the Architect to incorporate such proposed change or substitution into the Construction Documents or directs or otherwise authorizes the Contractor to perform such change or substitution without a revision in the Construction Documents over the Architect's objection,the Owner agrees to accept these risks and the costs and consequences associated with them and shall defend and indemnify Architect from any such claims arising out of any unapproved directive of substitution. § 3.1.5 The Architect shall,at appropriate times,contact the governmental authorities required to approve the Construction Documents and the entities providing utility services to the Project. In designing the Project,the Architect shall respond to applicable design requirements imposed by such governmental authorities and by such entities providing utility services. § 3.1.6 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. § 3.2 SCHEMATIC DESIGN PHASE SERVICES § 3.2.1 The Architect shall review the program and other information ftirnished by the Owner,and shall review laws,codes,and regulations applicable to the Architect's services. § 3.2.2 The Architect shall prepare a preliminary evaluation of the Owner's program,schedule,budget for the Cost of the Work,Project site,and the proposed procurement or delivery method and other Initial Information,each in terms of the other,to ascertain the requirements of the Project.The Architect shall notify the Owner of(1)any inconsistencies discovered in the information,and(2)other information or consulting services that may be reasonably needed for the Project. § 3.2.3 The Architect shall present its preliminary evaluation to the Owner and shall discuss with the Owner alternative approaches to design and construction of the Project,including the feasibility of incorporating environmentally responsible design approaches,subject to Owner's budgetary restrictions.The Architect shall reach an understanding with the Owner regarding the requirements of the Project. § 3.2.4 Based on the Project's requirements agreed upon with the Owner,the Architect shall prepare and present for the Owner's approval a preliminary design illustrating the scale and relationship of the Project components. § 3.2.5 Based on the Owner's approval of the preliminary design,the Architect shall prepare Schematic Design Documents for the Owner's approval.The Schematic Design Documents shall consist of drawings and other documents including a site plan,if appropriate,and preliminary building plans, sections and elevations;and may include some combination of study models,perspective sketches,or digital modeling.Preliminary selections of major building systems and construction materials shall be noted on the drawings or described in writing. § 3.2.5.1 The Architect s Day consider environmentally responsible design alternatives, such as material choices and building orientation,together with other considerations based on program and aesthetics,in developing a design that is consistent with the Owner's program, schedule and budget for the Cost of the Work.The Owner may obtain other environmentally responsible design services under Article 4. § 3.2.5.2 The Architect Day consider the value of alternative materials,building systems and equipment, together with other considerations based on program and aesthetics,in developing a design for the Project that is consistent with the Owner's program, schedule and budget for the Cost of the Work. § 3.2.6 The Architect shall submit to the Owner an estimate of the Cost of the Work prepared in accordance with Section 6.3. § 3.2.7 The Architect shall submit the Schematic Design Documents to the Owner,and request the Owner's approval. AIA Document 13101 TM—2007(formerly B151 TM—1997).Copyright©1974,1978,1987,1997 and 2007 by The American Institute of Architects.All rights Init. reserved.WARNING:This AIA® Document is protected by U.S.Copyright Law and International Treaties.Unauthorized reproduction or distribution 4 of this AIA111 Document,or any portion of it,may result in severe civil and criminal penalties,and will be prosecuted to the maximum extent possible under the law.This document was produced by AIA software at 12:57:06 on 12/20/2016 under Order No.5756979102_1 which expires on 03/18/2017,and is not for resale. User Notes: (1496479030) § 3.3 DESIGN DEVELOPMENT PHASE SERVICES § 3.3.1 Based on the Owner's approval of the Schematic Design Documents,and on the Owner's authorization of any adjustments in the Project requirements and the budget for the Cost of the Work,the Architect shall prepare Design Development Documents for the Owner's approval.The Design Development Documents shall illustrate and describe the development of the approved Schematic Design Documents and shall consist of drawings and other documents including plans,sections,elevations,typical construction details,and diagrammatic layouts of building systems to fix and describe the size and character of the Project as to architectural, structural,mechanical and electrical systems,and such other elements as may be appropriate.The Design Development Documents shall also include outline specifications that identify major materials and systems and establish in general their quality levels. § 3.3.2 The Architect shall update the estimate of the Cost of the Work. § 3.3.3 The Architect shall submit the Design Development Documents to the Owner,advise the Owner of any adjustments to the estimate of the Cost of the Work,and request the Owner's approval. § 3.4 CONSTRUCTION DOCUMENTS PHASE SERVICES § 3.4.1 Based on the Owner's approval of the Design Development Documents,and on the Owner's authorization of any adjustments in the Project requirements and the budget for the Cost of the Work,the Architect shall prepare Construction Documents for the Owner's approval.The Construction Documents shall illustrate and describe the further development of the approved Design Development Documents and shall consist of Drawings and Specifications setting forth in detail the quality levels of materials and systems and other requirements for the construction of the Work.The Owner and Architect acknowledge that in order to construct the Work the Contractor will provide additional information,including Shop Drawings,Product Data, Samples and other similar submittals, which the Architect shall review in accordance with Section 3.6.4. § 3.4.2 The Architect shall incorporate into the Construction Documents the design requirements of governmental authorities having jurisdiction over the Project. § 3.4.3 During the development of the Construction Documents,the Architect shall assist the Owner in the development and preparation of(1)bidding and procurement information that describes the time,place and conditions of bidding,including bidding or proposal forms;(2)the form of agreement between the Owner and Contractor;and(3)the Conditions of the Contract for Construction(General,Supplementary and other Conditions). The Architect shall also compile a project manual that includes the Conditions of the Contract for Construction and Specifications and may include bidding requirements and sample forms. § 3.4.4 The Architect shall update the estimate for the Cost of the Work. § 3.4.5 The Architect shall submit the Construction Documents to the Owner,advise the Owner of any adjustments to the estimate of the Cost of the Work,take any action required under Section 6.5,and request the Owner's approval. § 3.5 BIDDING OR NEGOTIATION PHASE SERVICES § 3.5.1 GENERAL The Architect shall assist the Owner in establishing a list of prospective contractors.Following the Owner's approval of the Construction Documents,the Architect shall assist the Owner in(1)obtaining either competitive bids or negotiated proposals;(2)confirming responsiveness of bids or proposals;(3)determining the successful bid or proposal,if any; and,(4)awarding and preparing contracts for construction. § 3.5.2 COMPETITIVE BIDDING § 3.5.2.1 Bidding Documents shall consist of bidding requirements and proposed Contract Documents. § 3.5.2.2 The Architect shall assist the Owner in bidding the Project by .1 procuring the reproduction of Bidding Documents for distribution to prospective bidders; .2 distributing the Bidding Documents to prospective bidders,requesting their return upon completion of the bidding process,and maintaining a log of distribution and retrieval and of the amounts of deposits,if any,received from and returned to prospective bidders; AIA Document 13101 TM—2007(formerly B151 TM—1997).Copyright©1974,1978,1987,1997 and 2007 by The American Institute of Architects.All rights Init. reserved.WARNING:This AIA® Document is protected by U.S.Copyright Law and International Treaties.Unauthorized reproduction or distribution 5 of this AIA111 Document,or any portion of it,may result in severe civil and criminal penalties,and will be prosecuted to the maximum extent possible under the law.This document was produced by AIA software at 12:57:06 on 12/20/2016 under Order No.5756979102_1 which expires on 03/18/2017,and is not for resale. User Notes: (1496479030) .3 organizing and conducting a pre-bid conference for prospective bidders; .4 preparing responses to questions from prospective bidders and providing clarifications and interpretations of the Bidding Documents to all prospective bidders in the form of addenda;and .5 organizing and conducting the opening of the bids,and subsequently documenting and distributing the bidding results,as directed by the Owner. § 3.5.2.3 The Architect shall consider requests for substitutions,if the Bidding Documents permit substitutions,and shall prepare and distribute addenda identifying approved substitutions to all prospective bidders. § 3.5.3 NEGOTIATED PROPOSALS § 3.5.3.1 Proposal Documents shall consist of proposal requirements and proposed Contract Documents. § 3.5.3.2 The Architect shall assist the Owner in obtaining proposals by .1 procuring the reproduction of Proposal Documents for distribution to prospective contractors, and requesting their return upon completion of the negotiation process; .2 organizing and participating in selection interviews with prospective contractors;and .3 participating in negotiations with prospective contractors,and subsequently preparing a summary report of the negotiation results,as directed by the Owner. § 3.5.3.3 The Architect shall consider requests for substitutions,if the Proposal Documents permit substitutions,and shall prepare and distribute addenda identifying approved substitutions to all prospective contractors. § 3.6 CONSTRUCTION PHASE SERVICES § 3.6.1 GENERAL § 3.6.1.1 The Architect shall provide administration of the Contract between the Owner and the Contractor as set forth below and in AIA Document A201Tm-2007,General Conditions of the Contract for Construction. If the Owner and Contractor modify AIA Document A201-2007,those modifications shall not affect the Architect's services under this Agreement unless the Owner and the Architect amend this Agreement. § 3.6.1.2 The Architect shall advise and consult with the Owner during the Construction Phase Services. The Architect shall have authority to act on behalf of the Owner only to the extent provided in this Agreement.The Architect shall not have control over,charge of,or responsibility for the construction means,methods,techniques, sequences or procedures,or for safety precautions and programs in connection with the Work,nor shall the Architect be responsible for the Contractor's failure to perform the Work in accordance with the requirements of the Contract Documents.The Architect shall be responsible for the Architect's negligent acts or omissions,but shall not have control over or charge of, and shall not be responsible for,acts or omissions of the Contractor or of any other persons or entities performing portions of the Work. § 3.6.1.3 Subject to Section 4.3,the Architect's responsibility to provide Construction Phase Services commences with the award of the Contract for Construction and terminates on the date the Architect issues the final Certificate for Payment. § 3.6.2 EVALUATIONS OF THE WORK § 3.6.2.1 The Architect shall visit the site at intervals appropriate to the stage of construction,or as otherwise required in Section 4.3.3,to become generally familiar with the progress and quality of the portion of the Work completed,and to determine,in general,if the Work observed is being performed in a manner indicating that the Work,when fully completed,will be in accordance 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.Work and the Architect shall not be a guarantor of the Contractor's performance. On the basis of the site visits,the Architect shall keep the Owner reasonably informed about the progress and quality of the portion of the Work completed,and report to the Owner(1)known deviations from the Contract Documents and from the most recent construction schedule submitted by the Contractor,and(2)defects and deficiencies observed in the Work. § 3.6.2.2 The Architect has the authority to reject Work that does not conform to the Contract Documents.Whenever the Architect considers it necessary or advisable,the Architect shall have the authority to require inspection or testing of the Work in accordance with the provisions of the Contract Documents,whether or not such Work is fabricated,installed or completed.However,neither this authority of the Architect nor a decision made in good faith AIA Document 13101 TM—2007(formerly 13751 TM—1997).Copyright©1974,1978,1987,1997 and 2007 by The American Institute of Architects.All rights Init. reserved.WARNING:This AIA® Document is protected by U.S.Copyright Law and International Treaties.Unauthorized reproduction or distribution 6 of this AIA111 Document,or any portion of it,may result in severe civil and criminal penalties,and will be prosecuted to the maximum extent possible under the law.This document was produced by AIA software at 12:57:06 on 12/20/2016 under Order No.5756979102_1 which expires on 03/18/2017,and is not for resale. User Notes: (1496479030) either to exercise or not to exercise such authority shall give rise to a duty or responsibility of the Architect to the Contractor,Subcontractors,material and equipment suppliers,their agents or employees or other persons or entities performing portions of the Work. § 3.6.2.3 The Architect shall interpret and decide matters concerning performance under,and requirements of,the Contract Documents on written request of either the Owner or Contractor.The Architect's response to such requests shall be made in writing within any reasonable time limits and mutually agreed upon or otherwise with reasonable promptness. § 3.6.2.4 Interpretations and decisions of the Architect shall be consistent with the intent of and reasonably inferable from the Contract Documents and shall be in writing or in the form of drawings.When making such interpretations and 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 rendered in good faith.The Architect's decisions on matters relating to aesthetic effect shall be final if consistent with the intent expressed in the Contract Documents. § 3.6.2.5 Unless the Owner and Contractor designate another person to serve as an Initial Decision Maker,as that term is defined in AIA Document A201-2007,the Architect shall render initial decisions on Claims between the Owner and Contractor as provided in the Contract Documents. § 3.6.3 CERTIFICATES FOR PAYMENT TO CONTRACTOR § 3.6.3.1 The Architect shall review and certify the amounts due the Contractor and shall issue certificates in such amounts.The Architect's certification for payment shall constitute a representation to the Owner,based on the Architect's evaluation of the Work as provided in Section 3.6.2 and on the data comprising the Contractor's Application for Payment,that,to the best of the Architect's knowledge,information and belief,the Work has progressed to the point indicated and that the quality of the Work is in accordance with the Contract Documents. The foregoing representations are subject(1)to an evaluation of the Work for conformance with the Contract Documents upon Substantial Completion,(2)to results of subsequent tests and inspections,(3)to correction of minor deviations from the Contract Documents prior to completion,and(4)to specific qualifications expressed by the Architect. § 3.6.3.2 The issuance of a Certificate for Payment shall not be a representation that the Architect has(1)made exhaustive or continuous on-site inspections to check the quality or quantity of the Work,(2)reviewed construction means,methods,techniques,sequences or procedures,(3)reviewed copies of requisitions received from Subcontractors and material suppliers and other data requested by the Owner to substantiate the Contractor's right to payment,or(4)ascertained how or for what purpose the Contractor has used money previously paid on account of the Contract Sum. § 3.6.3.3 The Architect shall maintain a record of the Applications and Certificates for Payment. 3.6.3.4 The term"certify"as used by the Architect shall mean to state or declare a professional opinion(in accordance with professional standards exercised by Architects in the State of Texas of conditions known at the time such certifications was made. The Architect's certification of certain information or conditions in no way relieves any other party from meeting requirements imposed by contract or other means,including commonly accepted industry standards. § 3.6.4 SUBMITTALS § 3.6.4.1 The Architect shall review the Contractor's submittal schedule and shall not unreasonably delay or withhold approval.The Architect's action in reviewing submittals shall be taken in accordance with the approved submittal schedule or,in the absence of an approved submittal schedule,with reasonable promptness while allowing sufficient time in the Architect's professional judgment to permit adequate review. § 3.6.4.2 In accordance with the Architect-approved submittal schedule,the Architect shall review and approve or take other appropriate action upon the Contractor's submittals such as Shop Drawings,Product Data and Samples, but only for the limited purpose of checking for conformance with information given and the design concept expressed in the Contract Documents.Review of such submittals is not for the purpose of determining the accuracy and completeness of other information such as dimensions,quantities,and installation or performance of equipment AIA Document 13101 TM—2007(formerly B151 TM—1997).Copyright©1974,1978,1987,1997 and 2007 by The American Institute of Architects.All rights Init. reserved.WARNING:This AIA® Document is protected by U.S.Copyright Law and International Treaties.Unauthorized reproduction or distribution 7 of this AIA111 Document,or any portion of it,may result in severe civil and criminal penalties,and will be prosecuted to the maximum extent possible under the law.This document was produced by AIA software at 12:57:06 on 12/20/2016 under Order No.5756979102_1 which expires on 03/18/2017,and is not for resale. User Notes: (1496479030) or systems,which are the Contractor's responsibility. The Architect's review shall not constitute approval of safety precautions or, ,of any construction means,methods, techniques, sequences or procedures.The Architect's approval of a specific item shall not indicate approval of an assembly of which the item is a component. § 3.6.4.3 If the Contract Documents specifically require the Contractor to provide professional design services or certifications by a design professional related to systems,materials or equipment,the Architect shall specify the appropriate performance and design criteria that such services must satisfy. The Architect shall review Shop Drawings and other submittals related to the Work designed or certified by the design professional retained by the Contractor that bear such professional's seal and signature when submitted to the Architect.The Architect shall be entitled to rely upon the adequacy,accuracy and completeness of the services,certifications and approvals performed or provided by such design professionals. § 3.6.4.4 Subject to the provisions of Section 4.3,the Architect shall review and respond to requests for information about the Contract Documents.The Architect shall set forth in the Contract Documents the requirements for requests for information.Requests for information shall include,at a minimum,a detailed written statement that indicates the specific Drawings or Specifications in need of clarification and the nature of the clarification requested.The Architect's response to such requests shall be made in writing within any time limits agreed upon,or otherwise with reasonable promptness.If appropriate,the Architect shall prepare and issue supplemental Drawings and Specifications in response to requests for information. § 3.6.4.5 The Architect shall maintain a record of submittals and copies of submittals supplied by the Contractor in accordance with the requirements of the Contract Documents. § 3.6.5 CHANGES IN THE WORK § 3.6.5.1 The Architect may authorize minor changes in the Work that are consistent with the intent of the Contract Documents and do not involve an adjustment in the Contract Sum or an extension of the Contract Time. Subject to the provisions of Section 4.3,the Architect shall prepare Change Orders and Construction Change Directives for the Owner's approval and execution in accordance with the Contract Documents. § 3.6.5.2 The Architect shall maintain records relative to changes in the Work. § 3.6.6 PROJECT COMPLETION § 3.6.6.1 The Architect shall conduct inspections to determine the date or dates of Substantial Completion and the date of final completion;issue Certificates of Substantial Completion;receive from the Contractor and forward to the Owner,for the Owner's review and records,written warranties and related documents required by the Contract Documents and assembled by the Contractor;and issue a final Certificate for Payment based upon a final inspection indicating the Work complies with the requirements of the Contract Documents. § 3.6.6.2 The Architect's inspections shall be conducted with the Owner to check conformance of the Work with the requirements of the Contract Documents and to verify the accuracy and completeness of the list submitted by the Contractor of Work to be completed or corrected. § 3.6.6.3 When the Work is found to be substantially complete,the Architect shall inform the Owner about the balance of the Contract Sum remaining to be paid the Contractor,including the amount to be retained from the Contract Sum,if any,for final completion or correction of the Work. § 3.6.6.4 The Architect shall forward to the Owner the following information received from the Contractor:(1) consent of surety or sureties,if any,to reduction in or partial release of retainage or the making of final payment;(2) affidavits,receipts,releases and waivers of liens or bonds indemnifying the Owner against liens;and(3)any other documentation required of the Contractor under the Contract Documents. § 3.6.6.5 Upon request of the Owner,and prior to the expiration of one year from the date of Substantial Completion,the Architect shall,without additional compensation,conduct a meeting with the Owner to review the facility operations and performance. AIA Document 13101 TM—2007(formerly B151 TM—1997).Copyright©1974,1978,1987,1997 and 2007 by The American Institute of Architects.All rights Init. reserved.WARNING:This AIA® Document is protected by U.S.Copyright Law and International Treaties.Unauthorized reproduction or distribution 8 of this AIA111 Document,or any portion of it,may result in severe civil and criminal penalties,and will be prosecuted to the maximum extent possible under the law.This document was produced by AIA software at 12:57:06 on 12/20/2016 under Order No.5756979102_1 which expires on 03/18/2017,and is not for resale. User Notes: (1496479030) ARTICLE 4 ADDITIONAL SERVICES § 4.1 Additional Services listed below are not included in Basic Services but may be required for the Project. The Architect shall provide the listed Additional Services only if specifically designated in the table below as the Architect's responsibility,and the Owner shall compensate the Architect as provided in Section 11.2. (Designate the Additional Services the Architect shall provide in the second column of the table below. In the third column indicate whether the service description is located in Section 4.2 or in an attached exhibit.If in an exhibit, identi the exhibit.) Additional Services Responsibility Location of Service Description (Architect, Owner (Section 4.2 below or in an exhibit or attached to this document and Not Provided) identified below) § 4.1.1 Programming(B202T"L-2009) Architect § 4.1.2 Multiple preliminary designs Architect § 4.1.3 Measured drawings Not Provided § 4.1.4 Existing facilities surveys Not Provided § 4.1.5 Site Evaluation and Planning(B203Tm-2007) Not Provided § 4.1.6 Building Information Modeling Architect (E202Tm-2008) § 4.1.7 Civil engineering Architect § 4.1.8 Landscape design Architect § 4.1.9 Architectural Interior Desi (B252Tm-2007) Architect § 4.1.10 Value Analysis(B204Tm--2007) Not Provided § 4.1.11 Detailed cost estimating Not Provided § 4.1.12 On-site Project Representation(B207Tm-2008) Not Provided § 4.1.13 Conformed construction documents Not Provided § 4.1.14 As-Designed Record drawings Architect § 4.1.15 As-Constructed Record drawings Not Provided § 4.1.16 Post occupancy evaluation Not Provided § 4.1.17 Facility Support Services(B2 I oTm-2007) Not Provided § 4.1.18 Tenant-related services Not Provided § 4.1.19 Coordination of Owner's consultants Architect § 4.1.20 Telecommunications/data design Architect § 4.1.21 Security Evaluation and Planning Architect (B206TW-2007) § 4.1.22 Commissioning(B211Tm-2007) Architect IECC 2015 compliance only § 4.1.23 Extensive environmentally responsible design Not Provided § 4.1.24 LEED®Certification(B214Tm--2012) Not Provided § 4.1.25 Fast-track design services Not Provided § 4.1.26 Historic Preservation(B205Tm-2007) Not Provided § 4.1.27 Furniture,Furnishings,and Equipment Design Architect (B253TM-2007) § 4.2 Insert a description of each Additional Service designated in Section 4.1 as the Architect's responsibility,if not further described in an exhibit attached to this document. Refer to Exhibit A. § 4.3 Additional Services may be provided after execution of this Agreement,without invalidating the Agreement. Except for services required due to the fault of the Architect,any Additional Services provided in accordance with this Section 4.3 shall entitle the Architect to compensation pursuant to Section 11.3 and an appropriate adjustment in the Architect's schedule. AIA Document 13101 TM—2007(formerly B151 TM—1997).Copyright©1974,1978,1987,1997 and 2007 by The American Institute of Architects.All rights Init. reserved.WARNING:This AIA® Document is protected by U.S.Copyright Law and International Treaties.Unauthorized reproduction or distribution 9 of this AIA111 Document,or any portion of it,may result in severe civil and criminal penalties,and will be prosecuted to the maximum extent possible t under the law.This document was produced by AIA software at 12:57:06 on 12/20/2016 under Order No.5756979102_1 which expires on 03/18/2017,and is not for resale. User Notes: (1496479030) § 4.3.1 Upon recognizing the need to perform the following Additional Services,the Architect shall notify the Owner with reasonable promptness and explain the facts and circumstances giving rise to the need.The Architect shall not proceed to provide the following services until the Architect receives the Owner's written authorization: .1 Services necessitated by a change in the Initial Information,previous instructions or approvals given by the Owner,or a material change in the Project including,but not limited to, size,quality, complexity,the Owner's schedule or budget for Cost of the Work,or procurement or delivery method; .2 Services necessitated by the Owner's request for extensive environmentally responsible design alternatives, such as unique system designs,in-depth material research,energy modeling,or LEED® certification; .3 Changing or editing previously prepared Instruments of Service necessitated by the enactment or revision of codes,laws or regulations or official interpretations; .4 Services necessitated by decisions of the Owner not rendered in a timely manner or any other failure of performance on the part of the Owner or the Owner's consultants or contractors; .5 Preparing digital data for transmission to the Owner's consultants and contractors,or to other Owner authorized recipients; .6 Preparation of design and documentation for alternate bid or proposal requests proposed by the Owner; .7 Preparation for,and attendance at,a public presentation,meeting or hearing; .8 Preparation for,and attendance at a dispute resolution proceeding or legal proceeding,except where the Architect is parry thereto; .9 Evaluation of the qualifications of bidders or persons providing proposals; .10 Consultation concerning replacement of Work resulting from fire or other cause during construction; or .11 Assistance to the Initial Decision Maker,if other than the Architect. .12 Required by municipal or other local building codes,fire,safety, and other inspectors after the municipality or other authority has issued a building permit or otherwise approved drawings, specifications or other documents as conforming with applicable municipal or other local regulations. § 4.3.2 To avoid delay in the Construction Phase,the Architect shall provide the following Additional Services, notify the Owner with reasonable promptness,and explain the facts and circumstances giving rise to the need. If the Owner subsequently determines that all or parts of those services are not required,the Owner shall give prompt written notice to the Architect,and the Owner shall have no further obligation to compensate the Architect for those services: 1 Reviewing a Contractor's submittal out of sequence from the submittal schedule agreed to by the Architect; .2 Responding to the Contractor's requests for information that are not prepared in accordance with the Contract Documents or where such information is available to the Contractor from a careful study and comparison of the Contract Documents,field conditions,other Owner-provided information, Contractor-prepared coordination drawings,or prior Project correspondence or documentation; .3 Preparing Change Orders and Construction Change Directives that require evaluation of Contractor's proposals and supporting data,or the preparation or revision of Instruments of Service; .4 Evaluating an extensive number of Claims as the Initial Decision Maker; .5 Evaluating substitutions proposed by the Owner or Contractor and making subsequent revisions to Instruments of Service resulting therefrom;or .6 To the extent the Architect's Basic Services are affected,providing Construction Phase Services 60 days after(1)the date of Substantial Completion of the Work or(2)the anticipated date of Substantial Completion identified in Initial Information,whichever is earlier. § 4.3.3 The Architect shall provide Construction Phase Services exceeding the limits set forth below as Additional Services.When the limits below are reached,the Architect shall notify the Owner: .1 Two(2)reviews of each Shop Drawing,Product Data item,sample and similar submittal of the Contractor .2 Seven (70)visits to the site by the Architect over the duration of the Project during construction .3 Two(2)inspections for any portion of the Work to determine whether such portion of the Work is substantially complete in accordance with the requirements of the Contract Documents .4 Two(2)inspections for any portion of the Work to determine final completion AIA Document 13101 TM—2007(formerly B151 TM—1997).Copyright©1974,1978,1987,1997 and 2007 by The American Institute of Architects.All rights Init. reserved.WARNING:This AIA® Document is protected by U.S.Copyright Law and International Treaties.Unauthorized reproduction or distribution 10 of this AIA111 Document,or any portion of it,may result in severe civil and criminal penalties,and will be prosecuted to the maximum extent possible under the law.This document was produced by AIA software at 12:57:06 on 12/20/2016 under Order No.5756979102_1 which expires on 03/18/2017,and is not for resale. User Notes: (1496479030) § 4.3.4 If the services covered by this Agreement have not been completed within thirty(30)months of the date of this Agreement,through no fault of the Architect,extension of the Architect's services beyond that time shall be compensated as Additional Services. ARTICLE 5 OWNER'S RESPONSIBILITIES § 5.1 Unless otherwise provided for under this Agreement,the Owner shall provide information in a timely manner regarding requirements for and limitations on the Project,including a written program which shall set forth the Owner's objectives, schedule,constraints and criteria,including space requirements and relationships,flexibility, expandability, special equipment,systems and site requirements.Within 15 days after receipt of a written request from the Architect,the Owner shall furnish the requested information as necessary and relevant for the Architect to evaluate,give notice of or enforce lien rights. § 5.2 The Owner shall establish and periodically update the Owner's budget for the Project,including(1)the budget for the Cost of the Work as defined in Section 6.1;(2)the Owner's other costs;and,(3)reasonable contingencies related to all of these costs. If the Owner significantly increases or decreases the Owner's budget for the Cost of the Work,the Owner shall notify the Architect.The Owner and the Architect shall thereafter agree to a corresponding change in the Project's scope and quality. § 5.3 The Owner shall identify a representative authorized to act on the Owner's behalf with respect to the Project. The Owner shall render decisions and approve the Architect's submittals in a timely manner in order to avoid unreasonable delay in the orderly and sequential progress of the Architect's services. The Owner's designated representative is to be selected by the Owner. Owner represents and acknowledges that Owner's Designated Representative is qualified to and shall carry out the duties and responsibilities of Owner's Designated Representative. The Owner's Designated Representative is authorized to act on the Owner's behalf with respect to the project and the Architect is entitled to rely on the decisions and instructions of the Owner's Designated Representative. The Owner's Designated Representative shall be reasonably available and present at scheduled meetings in order to provide information and decisions in a timely manner so as to not negatively impact the Architect's schedule and/or the construction schedule. In the event that the Owner's Designated Representative fails to carry out his/her duties and/or changes a previous decision or instruction and/or fails to inform the Architect of the decision in a timely manner and such failure causes the Architect to incur costs,including but not limited to redoing work,the Owner shall reimburse the Architect for all time spent on the rework on an hourly basis. § 5.4 The Owner shall furnish surveys to describe physical characteristics,legal limitations and utility locations for the site of the Project,and a written legal description of the site.The surveys and legal information shall include,as applicable,grades and lines of streets,alleys,pavements and adjoining property and structures;designated wetlands; adjacent drainage;rights-of-way,restrictions,easements,encroachments,zoning,deed restrictions,boundaries and contours of the site;locations,dimensions and necessary data with respect to existing buildings,other improvements and trees;and information concerning available utility services and lines,both public and private,above and below grade,including inverts and depths.All the information on the survey shall be referenced to a Project benchmark. § 5.5 The Owner shall furnish services of geotechnical engineers,which may include but are not limited to test borings,test pits,determinations of soil bearing values,percolation tests,evaluations of hazardous materials,seismic evaluation,ground corrosion tests and resistivity tests,including necessary operations for anticipating subsoil conditions,with written reports and appropriate recommendations. § 5.6 The Owner shall coordinate the services of its own consultants with those services provided by the Architect. Upon the Architect's request,the Owner shall furnish copies of the scope of services in the contracts between the Owner and the Owner's consultants.The Owner shall furnish the services of consultants other than those designated in this Agreement,or authorize the Architect to furnish them as an Additional Service,when the Architect requests such services and demonstrates that they are reasonably required by the scope of the Project. The Owner shall require that its consultants maintain professional liability insurance as appropriate to the services provided. The Owner shall contract licensed professional consultants for design,construction documentation and other services related to the Project. The contracts between the Owner and the Owner's consultants shall require the consultants to coordinate their drawings and other instruments of service with those the Architect and to advise the Architect of My potential conflicts between such documents. The Architect shall have no responsibility for the components of the Project designed by the Owner's consultants. The Architect'review of the consultant's drawings and other AIA Document 13101 TM—2007(formerly B151 TM—1997).Copyright©1974,1978,1987,1997 and 2007 by The American Institute of Architects.All rights Init. reserved.WARNING:This AIA® Document is protected by U.S.Copyright Law and International Treaties.Unauthorized reproduction or distribution 11 of this AIA111 Document,or any portion of it,may result in severe civil and criminal penalties,and will be prosecuted to the maximum extent possible under the law.This document was produced by AIA software at 12:57:06 on 12/20/2016 under Order No.5756979102_1 which expires on 03/18/2017,and is not for resale. User Notes: (1496479030) work is solely for consistency with the Architect's design concept for the Project. The Architect shall be entitled to rely on the technical sufficiency and timely delivery of documents and services furnished by the Owner's consultants,as well as on the computations performed by those consultants in connection with such documents and services,and shall not be required to review or verify those computations or designs for compliance with Applicable Laws or Governing Authority(s)Requirements. The Owner shall require Owner-retained consultants to provide any information and support documentation that the Architect deems reasonably appropriate or necessary. The Architect shall not be liable,and the Owner,Owner's successors,Assigns and Agents waives all claims against the Architect,for damages sustained and losses and expenses incurred by the Owner resulting from any services performed by Owner-retained consultants. § 5.7 The Owner shall furnish tests,inspections and reports required by law or the Contract Documents, such as structural,mechanical,and chemical tests,tests for air and water pollution,and tests for hazardous materials. § 5.8 The Owner shall furnish all legal,insurance and accounting services,including auditing services,that may be reasonably necessary at any time for the Project to meet the Owner's needs and interests. § 5.9 The Owner shall provide prompt written notice to the Architect if the Owner becomes aware of any fault or defect in the Project,including errors,omissions or inconsistencies in the Architect's Instruments of Service. § 5.10 Except as otherwise provided in this Agreement,or when direct communications have been specially authorized,the Owner shall endeavor to communicate with the Contractor and the Architect's consultants through the Architect about matters arising out of or relating to the Contract Documents.The Owner shall promptly notify the Architect of any direct communications that may affect the Architect's services. § 5.11 Before executing the Contract for Construction,the Owner shall coordinate the Architect's duties and responsibilities set forth in the Contract for Construction with the Architect's services set forth in this Agreement. The Owner shall provide the Architect a copy of the executed agreement between the Owner and Contractor, including the General Conditions of the Contract for Construction. § 5.12 The Owner shall provide the Architect access to the Project site prior to commencement of the Work and shall obligate the Contractor to provide the Architect access to the Work wherever it is in preparation or progress. ARTICLE 6 COST OF THE WORK § 6.1 For purposes of this Agreement,the Cost of the Work shall be the total cost to the Owner to construct all elements of the Project designed or specified by the Architect and shall include contractors'general conditions costs, overhead and profit.The Cost of the Work does not include the compensation of the Architect,the costs of the land, rights-of-way,financing,contingencies for changes in the Work or other costs that are the responsibility of the Owner. § 6.2 The Owner's budget for the Cost of the Work is provided in Initial Information,and may be adjusted throughout the Project as required tinder Sections 5.2,6.4 and 6.5.Evaluations of the Owner's budget for the Cost of the Work,the preliminary estimate of the Cost of the Work and updated estimates of the Cost of the Work prepared by the Architect,represent the Architect's judgment as a design professional.It is recognized,however,that neither the Architect nor the Owner has control over the cost of labor,materials or equipment;the Contractor's methods of determining bid prices;or competitive bidding,market or negotiating conditions.Accordingly,the Architect cannot and does not warrant or represent that bids or negotiated prices will not vary from the Owner's budget for the Cost of the Work or from any estimate of the Cost of the Work or evaluation prepared or agreed to by the Architect. § 6.3 In preparing estimates of the Cost of Work,the Architect shall be permitted to include contingencies for design,bidding and price escalation;to determine what materials,equipment,component systems and types of construction are to be included in the Contract Documents;to make reasonable adjustments in the program and scope of the Project; and to include in the Contract Documents alternate bids as may be necessary to adjust the estimated Cost of the Work to meet the Owner's budget for the Cost of the Work.The Architect's estimate of the Cost of the Work shall be based on current area,volume or similar conceptual estimating techniques.If the Owner requests detailed cost estimating services,the Architect shall provide such services as an Additional Service under Article 4. AIA Document 13101 TM—2007(formerly B151 TM—1997).Copyright©1974,1978,1987,1997 and 2007 by The American Institute of Architects.All rights Init. reserved.WARNING:This AIA® Document is protected by U.S.Copyright Law and International Treaties.Unauthorized reproduction or distribution 12 of this AIA111 Document,or any portion of it,may result in severe civil and criminal penalties,and will be prosecuted to the maximum extent possible under the law.This document was produced by AIA software at 12:57:06 on 12/20/2016 under Order No.5756979102_1 which expires on 03/18/2017,and is not for resale. User Notes: (1496479030) § 6.4 If the Bidding or Negotiation Phase has not commenced within 90 days after the Architect submits the Construction Documents to the Owner,through no fault of the Architect,the Owner's budget for the Cost of the Work shall be adjusted to reflect changes in the general level of prices in the applicable construction market. § 6.5 If at any time the Architect's estimate of the Cost of the Work exceeds the Owner's budget for the Cost of the Work,the Architect shall make appropriate recommendations to the Owner to adjust the Project's size,quality or budget for the Cost of the Work,and the Owner shall cooperate with the Architect in making such adjustments. § 6.6 If the Owner's budget for the Cost of the Work at the conclusion of the Construction Documents Phase Services is exceeded by the lowest bona fide bid or negotiated proposal,the Owner shall .1 give written approval of an increase in the budget for the Cost of the Work; .2 authorize rebidding or renegotiating of the Project within a reasonable time; .3 terminate in accordance with Section 9.5; .4 in consultation with the Architect,revise the Project program, scope,or quality as required to reduce the Cost of the Work;or .5 implement any other mutually acceptable alternative. § 6.7 If the Owner chooses to proceed under Section 6.6.4,the Architect,without additional compensation,shall modify the Construction Documents as necessary to comply with the Owner's budget for the Cost of the Work at the conclusion of the Construction Documents Phase Services,or the budget as adjusted under Section 6.6.1.The Architect's modification of the Construction Documents shall be the limit of the Architect's responsibility under this Article 6. ARTICLE 7 COPYRIGHTS AND LICENSES § 7.1 The Architect and the Owner warrant that in transmitting Instruments of Service,or any other information,the transmitting party is the copyright owner of such information or has permission from the copyright owner to transmit such information for its use on the Project. If the Owner and Architect intend to transmit Instruments of Service or any other information or documentation in digital form,they shall endeavor to establish necessary protocols governing such transmissions. § 7.2 "Subject to payment of all sums due,the Architect assigns the copyrights of the respective Instruments of Service prepared by the Architect in connection with the project,including the Drawings and Specifications to the Owner. Submission or distribution of Instruments of Service to meet official regulatory requirements or for similar purposes in connection with the Project is not to be construed as publication in derogation of the reserved rights of the Architect and the Architect's consultants. § 7.3.1 In the event the Owner uses the Instruments of Service without retaining the author of the Instruments of Service,the Owner releases the Architect and Architect's consultant(s)from all claims and causes of action arising from such uses. AIA Document 13101 TM—2007(formerly B151 TM—1997).Copyright©1974,1978,1987,1997 and 2007 by The American Institute of Architects.All rights Init. reserved.WARNING:This AIA® Document is protected by U.S.Copyright Law and International Treaties.Unauthorized reproduction or distribution 13 of this AIA111 Document,or any portion of it,may result in severe civil and criminal penalties,and will be prosecuted to the maximum extent possible under the law.This document was produced by AIA software at 12:57:06 on 12/20/2016 under Order No.5756979102_1 which expires on 03/18/2017,and is not for resale. User Notes: (1496479030) § 7.4 Exeept for-the heenses granted in this Arliele 7,no odier-heense or-Fight shall be deemed gfanted or-implie hisWdmepAs of Sefviee shall be a+the Ovffier-'s sole risk ffid vvMotA liability to 04e Ar-ehiteet eftd the Ar-ehiteet's ARTICLE 8 CLAIMS AND DISPUTES § 8.1 GENERAL § 8.1.1 The Owner and Architect shall commence all claims and causes of action,whether in contract,tort,or otherwise,against the other arising out of or related to this Agreement in accordance with the requirements of the method of binding dispute resolution selected in this Agreement within the period specified by applicable law,but in any case not more than 10 years after the date of Substantial Completion of the Work.The Owner and Architect waive all claims and causes of action not commenced in accordance with this Section 8.1.1. § 8.1.2 To the extent damages are covered by property insurance,the Owner and Architect waive all rights against each other and against the contractors,consultants,agents and employees of the other for damages,except such rights as they may have to the proceeds of such insurance as set forth in AIA Document A201-2007,General Conditions of the Contract for Construction.The Owner or the Architect,as appropriate,shall require of the contractors,consultants,agents and employees of any of them similar waivers in favor of the other parties enumerated herein. § 8.1.3 The Architect and Owner waive consequential damages for claims,disputes or other matters in question arising out of or relating to this Agreement.This mutual waiver is applicable,without limitation,to all consequential damages due to either party's termination of this Agreement,except as specifically provided in Section 9.7. 8.1.4 Indemnity for claims that arise from non-professional services. Architect, to the fullest extent permitted by law, shall defend, indemnify and hold harmless the Owner, its officers, directors, and employees from and against claims, losses, damages, liabilities, including reasonable attorneys' fees, for bodily iniury, sickness or death, and property damage or destruction to the extent resulting from the acts or omissions of Architect, anyone employed directly or indirectly by Architect or anyone for whose acts Architect may be liable. Nothing in this paragraph shall any to indemnification for claims arising from professional services,which are addressed in article 8.1.5 of this Agreement. 8.1.5 Indemnity for claims that arise from professional services. To the fullest extent permitted by law,Architect agrees to indemnify and hold the Owner, its officers, directors, shareholders and employees harmless from and against liabilities, damages and costs (including reasonable attorneys' fees) to the extent caused by the negligence of the Architect in performance of professional services. In no event shall the indemnification obligation extend beyond the date when the institution of legal or equitable proceedings for professional negligence would be barred by an applicable statute of repose or statute of limitations. This indemnification expressly excludes the duty of Architect to defend the Owner, its officers, directors, shareholders and employees. However, the absence of the duty to defend shall not preclude Owner,its officers, directors, shareholders and employees from seeking its reasonable attorneys' fees as part of its damages where and to the extent such fees are caused by Architect's negligence. Nothing in this section shall apply to indemnification for claims arising from non-professional services which are addressed in article 8.1.4 of this Agreement. § 8.2 MEDIATION § 8.2.1 Any claim,dispute or other matter in question arising out of or related to this Agreement shall be subject to mediation as a condition precedent to binding dispute resolution.If such matter relates to or is the subject of a lien AIA Document B101 TM—2007(formerly B151 TM—1997).Copyright©1974,1978,1987,1997 and 2007 by The American Institute of Architects.All rights Init. reserved.WARNING:This AIA® Document is protected by U.S.Copyright Law and International Treaties.Unauthorized reproduction or distribution 14 of this AIA111 Document,or any portion of it,may result in severe civil and criminal penalties,and will be prosecuted to the maximum extent possible under the law.This document was produced by AIA software at 12:57:06 on 12/20/2016 under Order No.5756979102_1 which expires on 03/18/2017,and is not for resale. User Notes: (1496479030) arising out of the Architect's services,the Architect may proceed in accordance with applicable law to comply with the lien notice or filing deadlines prior to resolution of the matter by . mediation. § 8.2.2 The Owner and Architect shall endeavor to resolve claims,disputes and other matters in question between them by mediation vdiieh,unless the paFties mtttaally agree o+hem4se, shall be administer-ed by the Amer-iean the mediation.A request for mediation shall be made in writing,delivered to the other party to the Agreement,and filed with the person or entity administering the mediation.The request may be made concurrently with the filing of a complaint or other appropriate demand for binding dispute resolution but,in such event, mediation shall proceed in advance of binding dispute resolution proceedings,which shall be stayed pending mediation for a period of 60 days from the date of€rlipt,-notice,unless stayed for a longer period by agreement of the parties or court order. The Owner andthe Architect further agree to include a similar mediation provision in all agreements with independent contractors and consultants retained for the Project and to require all independent contractors or consultants also to include a similar mediation provision in all agreements with subcontractors,subconsultants,suppliers or fabricators so retained, thereby providing for mediation and then litigation as the primary method for dispute resolution between the parties to those agreements. § 8.2.3 The parties shall share the mediator's fee and any filing fees equally. The mediation shall be held in the place where the Project is located,unless another location is mutually agreed upon.Agreements reached in mediation shall be enforceable as settlement agreements in any court having jurisdiction thereof. § 8.2.4 If the parties do not resolve a dispute through mediation pursuant to this Section 8.2,the method of binding dispute resolution shall be the following: (Check the appropriate box.If the Owner and Architect do not select a method of binding dispute resolution below, or do not subsequently agree in writing to a binding dispute resolution method other than litigation, the dispute will be resolved in a court of competent jurisdiction.) [ ] Arbitration pursuant to Section 8.3 of this Agreement [ ] Litigation in a court of competent jurisdiction [ ] Other(Specify) IF THE PARTIES FAIL TO RESOLVE THE DISPUTE THROUGH NEGOTIATION IN ACCORDANCE WITH SECTION 8.2 AND LITIGATION IS COMMENCED,EACH PARTY EXPRESSLY AND KNOWINGLY WAIVES ANY RIGHT TO A JURY TRIAL IN SUCH PROCEEDING. § 8.3 ARBITRATION § 8.3.1.1 A demand fer-afbi44ieff shall be made ne eaffief diaff eeneuffef*w4h+he filiiig ef a fe"est fe media+ieii,bt4 iii ne ev&4 shall it be made after-the da+e"eii the iffs644ieii ef legal ef eq-ttitable pfeeeediiigs based AIA Document 13101 TM—2007(formerly B151 TM—1997).Copyright©1974,1978,1987,1997 and 2007 by The American Institute of Architects.All rights Init. reserved.WARNING:This AIA® Document is protected by U.S.Copyright Law and International Treaties.Unauthorized reproduction or distribution 15 of this AIA111 Document,or any portion of it,may result in severe civil and criminal penalties,and will be prosecuted to the maximum extent possible t under the law.This document was produced by AIA software at 12:57:06 on 12/20/2016 under Order No.5756979102_1 which expires on 03/18/2017,and is not for resale. User Notes: (1496479030) § 8.3.2 The foregoing agreemew to ar-WF4e and other-agFeemews to ar-WF4e widi an additional per-son or-epAi § 8.3.4.1 Either pafty,a+its-sial-Pe d—i-IsPe-4-:et-lion,may eonsolida*an afbi4f4iee eeiidtteted tffider-this AgreemepA with ffliy § 8.3.4.2 Eidier pafty,a4 its sole diser-etion,ma-y inelffde by joinder-per-sons or-e4i6es sttbstffiq+ia14y 4welved iii ARTICLE 9 TERMINATION OR SUSPENSION § 9.1 If the Owner fails to make payments to the Architect in accordance with this Agreement,such failure shall be considered substantial nonperformance and cause for termination or,at the Architect's option,cause for suspension of performance of services under this Agreement.If the Architect elects to suspend services,the Architect shall give seven days' written notice to the Owner before suspending services. In the event of a suspension of services,the Architect shall have no liability to the Owner for delay or damage caused the Owner because of such suspension of services.Before resuming services,the Architect shall be paid all sums due prior to suspension and any expenses incurred in the interruption and resumption of the Architect's services. The Architect's fees for the remaining services and the time schedules shall be equitably adjusted. § 9.2 If the Owner suspends the Project,the Architect shall be compensated for services performed prior to notice of such suspension.When the Project is resumed,the Architect shall be compensated for expenses incurred in the interruption and resumption of the Architect's services. The Architect's fees for the remaining services and the time schedules shall be equitably adjusted. § 9.3 If the Owner suspends the Project for more than 90 cumulative days for reasons other than the fault of the Architect,the Architect may terminate this Agreement by giving not less than seven days'written notice. § 9.4 Either party may terminate this Agreement upon not less than seven days' written notice should the other party fail substantially to perform in accordance with the terms of this Agreement through no fault of the party initiating the termination. § 9.5 The Owner may terminate this Agreement upon not less than seven days' written notice to the Architect for the Owner's convenience and without cause. § 9.6 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 as defined in Section 9.7. AIA Document 13101 TM—2007(formerly B151 TM—1997).Copyright©1974,1978,1987,1997 and 2007 by The American Institute of Architects.All rights Init. reserved.WARNING:This AIA® Document is protected by U.S.Copyright Law and International Treaties.Unauthorized reproduction or distribution 16 of this AIA111 Document,or any portion of it,may result in severe civil and criminal penalties,and will be prosecuted to the maximum extent possible under the law.This document was produced by AIA software at 12:57:06 on 12/20/2016 under Order No.5756979102_1 which expires on 03/18/2017,and is not for resale. User Notes: (1496479030) § 9.7 Termination Expenses are in addition to compensation for the Architect's services and include expenses directly attributable to termination for which the Architect is not otherwise compensated. § 9.8 The Owner's rights to use the Architect's Instruments of Service in the event of a termination of this Agreement are set forth in Article 7 and Section 11.9. ARTICLE 10 MISCELLANEOUS PROVISIONS § 10.1 This Agreement shall be governed by the law of the place where the Project is Seetien 8.3.1ocated. § 10.2 Terms in this Agreement shall have the same meaning as those in AIA Document A201-2007,General Conditions of the Contract for Construction.However,for purposes herein,the term "work" shall mean those proiect elements within the Architect's Scope of Services. § 10.3 The Owner and Architect,respectively,bind themselves,their agents, successors,assigns and legal representatives to this Agreement.Neither the Owner nor the Architect shall assign this Agreement without the written consent of the other,except that the Owner may assign this Agreement to a lender providing financing for the Project if the lender agrees to assume the Owner's rights and obligations under this Agreement. § 10.4 If the Owner requests the Architect to execute certificates,the proposed language of such certificates shall be submitted to the Architect for review at least 14 days prior to the requested dates of execution. If the Owner requests the Architect to execute consents reasonably required to facilitate assignment to a lender,the Architect shall execute all such consents that are consistent with this Agreement,provided the proposed consent is submitted to the Architect for review at least 14 days prior to execution.The Architect shall not be required to execute certificates or consents that would require knowledge, services or responsibilities beyond the scope of this Agreement. § 10.5 Nothing contained in this Agreement shall create a contractual relationship with or a cause of action in favor of a third party against either the Owner or Architect. § 10.6 Unless otherwise required in this Agreement,the Architect shall have no responsibility for the discovery, presence,handling,removal or disposal of,or exposure of persons to,hazardous materials or toxic substances in any form at the Project site. However,if Architect becomes aware of the existence of hazardous materials at the site. Architect shall give written notice to Owner. It is acknowledged by both parties that Architect's scope of service does not include any services related to asbestos or hazardous or toxic materials. In the event Architect or any other party encounters asbestos or hazardous or toxic materials at the job-site,or should it become known in any way that such materials may be present at the job-site or in any adjacent areas that may affect the performance of Architect's service.Architect may, at his or her option and without liability for consequential or other damages, suspend performance of services on the project until the Owner retains appropriate specialist consultants or contractors to identify,abate and/or remove the asbestos,hazardous or toxic materials and warrant that the job-site is in full compliance with applicable laws and regulations. Architect shall give written notice to Owner of the discovery of hazardous materials before Architect suspends performance of services on the project. To the extent permitted by law.Owner agrees to indemnify,defend,and hold Architect harmless from all claims,expenses,and damage arising from or related to,hazardous materials including asbestos-containing materials that are or may be found to exist in the Project. § 10.7 The Architect shall have the right to include photographic or artistic representations of the design of the Project among the Architect's promotional and professional materials.The Architect shall be given reasonable access to the completed Project to make such representations.However,the Architect's materials shall not include the Owner's confidential or proprietary information if the Owner has previously advised the Architect in writing of the specific information considered by the Owner to be confidential or proprietary. The Owner shall provide professional credit for the Architect in the Owner's promotional materials for the Project. § 10.8 If the Architect or Owner receives information specifically designated by the other party as "confidential"or "business proprietary,"the receiving party shall keep such information strictly confidential and shall not disclose it to any other person except to(1)its employees,(2)those who need to know the content of such information in order AIA Document B101 TM—2007(formerly B151 TM—1997).Copyright©1974,1978,1987,1997 and 2007 by The American Institute of Architects.All rights Init. reserved.WARNING:This AIA® Document is protected by U.S.Copyright Law and International Treaties.Unauthorized reproduction or distribution 17 of this AIA111 Document,or any portion of it,may result in severe civil and criminal penalties,and will be prosecuted to the maximum extent possible under the law.This document was produced by AIA software at 12:57:06 on 12/20/2016 under Order No.5756979102_1 which expires on 03/18/2017,and is not for resale. User Notes: (1496479030) to perform services or construction solely and exclusively for the Project,or(3)its consultants and contractors whose contracts include similar restrictions on the use of confidential information. 10.9 Owner and Architect understand,acknowledge,and agree that Architect shall be acting as an independent contractor at all times during the performance of this Agreement and no provision or obligation expressed or implied in this Agreement shall create an employment or agency relationship. ARTICLE 11 COMPENSATION § 11.1 For the Architect's Basic Services described under Article 3,the Owner shall compensate the Architect as follows: (Insert amount of, or basis for, compensation.) Lump Sum fee for One Million Fifty-Eight Thousand Five Hundred Dollars plus reimbursable expenses(estimated at approximately$50,000)as defined by Exhibit A. § 11.2 For Additional Services designated in Section 4.1,the Owner shall compensate the Architect as follows: (Insert amount of, or basis for, compensation.If necessary, list specific services to which particular methods of compensation apply.) On a lump sum basis in accordance with a written proposal submitted by the Architect for specific Additional Services. § 11.3 For Additional Services that may arise during the course of the Project,including those under Section 4.3,the Owner shall compensate the Architect as follows: (Insert amount of, or basis for, compensation.) Hourly per Article 11.7 and Article 4 hereof. § 11.4 Compensation for Additional Services of the Architect's consultants when not included in Section 11.2 or 11.3, shall be the amount invoiced to the Architect plus Zero percent(0%),or as otherwise stated below: § 11.5 Where compensation for Basic Services is based on a stipulated sum or percentage of the Cost of the Work, the compensation for each phase of services shall be as follows: Schematic Design Phase Sixteen percent ( 16 %) Design Development Phase Twenty Five percent ( 25 %) Construction Documents Thirty Six percent ( 36 %) Phase Bidding or Negotiation Phase Two percent ( 2 %) Construction Phase Twenty-One percent ( 21 %) Programming/Test Fits Total Basic Compensation one hundred percent ( 100 %) § 11.6 When compensation is based on a percentage of the Cost of the Work and any portions of the Project are deleted or otherwise not constructed,compensation for those portions of the Project shall be payable to the extent services are performed on those portions,if any,in accordance with the schedule set forth in Section 11.5 based on (1)the lowest bona fide bid or negotiated proposal,or(2)if no such bid or proposal is received,the most recent estimate of the Cost of the Work for such portions of the Project. The Architect shall be entitled to compensation in accordance with this Agreement for all services performed whether or not the Construction Phase is commenced. § 11.7 The hourly billing rates for services of the Architect and the Architect's consultants,if any,are set forth below. The rates shall be adjusted in accordance with the Architect's and Architect's consultants'normal review practices. (If applicable, attach an exhibit of hourly billing rates or insert them below.) AIA Document 13101 TM—2007(formerly B151 TM—1997).Copyright©1974,1978,1987,1997 and 2007 by The American Institute of Architects.All rights Init. reserved.WARNING:This AIA® Document is protected by U.S.Copyright Law and International Treaties.Unauthorized reproduction or distribution 18 of this AIA111 Document,or any portion of it,may result in severe civil and criminal penalties,and will be prosecuted to the maximum extent possible t under the law.This document was produced by AIA software at 12:57:06 on 12/20/2016 under Order No.5756979102_1 which expires on 03/18/2017,and is not for resale. User Notes: (1496479030) Employee or Category Rate Corgan Associates Hourly Rate-2016 Managing Principal $350.00 Principal $325.00 Associate Principal $300.00 Vice President $275.00 Senior Associate $225.00 Associate $200.00 Aviation Planner $300.00 Senior Project Manager $275.00 Project Manager $250.00 Senior Lighting Designer $225.00 Lighting Designer $200.00 Project Architect $200.00 Project Architectural Staff $185.00 Architect $175.00 Architectural Designer $170.00 Architectural Staff $160.00 Architectural Intern $125.00 Student Architectural Intern $85.00 ID Project Manager $170.00 Project Interior Designer $150.00 Interior Designer $135.00 Interior Design Staff $120.00 Interior Design Intern $110.00 Student Interior Design Intern $85.00 Specifications Writer $175.00 Design Applications Specialist $160.00 QA/QC Coordinator $160.00 Project Analyst $160.00 Graphic Designer $140.00 Graphic Design Intern $70.00 Document Control Analyst $120.00 Administrative Assistant $120.00 § 11.8 COMPENSATION FOR REIMBURSABLE EXPENSES § 11.8.1 Reimbursable Expenses are in addition to compensation for Basic and Additional Services and include expenses incurred by the Architect and the Architect's consultants directly related to the Project,as follows: .1 T-Fanspettfffie>}Out-of-town transportation and authorized out-of-town travel and subsistence; .2 Long distance services,dedicated data and communication services,teleconferences,Project Web sites,and extranets; .3 Fees paid for securing approval of authorities having jurisdiction over the Project; .4 Printing,reproductions,plots, standard form documents; .5 Postage,handling and delivery; .6 Expense of overtime work requiring higher than regular rates,if authorized in advance by the Owner; .7 Renderings,models,mock-ups,professional photography,and presentation materials requested by the Owner; .8 Architect's Consultant's expense of professional liability insurance dedicated exclusively to this Project,or the expense of additional insurance coverage or limits if the Owner requests such insurance in excess of that normally carried by the Architect's consultants; .9 All taxes levied on professional services and on reimbursable expenses; AIA Document 13101 TM-2007(formerly B151 TM-1997).Copyright©1974,1978,1987,1997 and 2007 by The American Institute of Architects.All rights Init. reserved.WARNING:This AIA® Document is protected by U.S.Copyright Law and International Treaties.Unauthorized reproduction or distribution 19 of this AIA111 Document,or any portion of it,may result in severe civil and criminal penalties,and will be prosecuted to the maximum extent possible under the law.This document was produced by AIA software at 12:57:06 on 12/20/2016 under Order No.5756979102_1 which expires on 03/18/2017,and is not for resale. User Notes: (1496479030) .10 Site office expenses;and .11 Other similar Project-related expenditures. § 11.8.2 For Reimbursable Expenses the compensation shall be the expenses incurred by the Architect and the Architect's eenstiftat4s plus pefeeiI4 ° consultants. § 11.9 COMPENSATION FOR USE OF ARCHITECTS IA MENTC�CoERVIC fellewsi 11.8.3 REBIBURSABALE EXPENSES Notwithstanding anything herein to the contrary,it is mutually agreed that the following flat-rate charges will apply as in-house expenses: Out-of-town Mileage to Job Site $0.450/mile Photocopies $0.09/copy Digital Printing—B&W $0.30/SF first off $0.15/SF additional copies Digital Printing—Redline $1.50/SF Digital Printing_ —Color $3.50/Bond media $6.00/SF Glossy media Review&Presentations(Not for Construction Drawings) (The exact charge will vary with sheet size and be based on Corgan Associates,Inc.'s prevailing standard rates) Sales Taxes will be charged in accordance with state law. § 11.10 PAYMENTS TO THE ARCHITECT § 11.10.1 An initial payment of zero ($0 )shall be made upon execution of this Agreement and is the minimum payment under this Agreement. It shall be credited to the Owner's account in the final invoice. § 11.10.2 Unless otherwise agreed,payments for services shall be made monthly in proportion to services performed.Payments are due and payable upon presentation of the Architect's invoice.Amounts unpaid six 60 )days after the invoice date shall bear interest 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. (Insert rate of monthly or annual interest agreed upon.) 4;--Ten percent(10%)per annum,but in no event higher than the highest rate allowed by law § 11.10.3 The Owner shall not withhold amounts from the Architect's compensation to impose a penalty or liquidated damages on the Architect,or to offset sums requested by or paid to contractors for the cost of changes in the Work unless the Architect agrees or has been found liable for the amounts in a binding dispute resolution proceeding. § 11.10.4 Records of Reimbursable Expenses,expenses pertaining to Additional Services,and services performed on the basis of hourly rates shall be available to the Owner at mutually convenient times. ARTICLE 12 SPECIAL TERMS AND CONDITIONS Special terms and conditions that modify this Agreement are as follows: 12.1 WARRANTIES Any language,term,or condition of this Agreement to the contrary notwithstanding,THE ARCHITECT MAKES NO EXPRESS OR IMPLIED WARRANTIES,INCLUDING WARRANTIES OF MERCHANTABILITY OR AIA Document 13101 TM—2007(formerly B151 TM—1997).Copyright©1974,1978,1987,1997 and 2007 by The American Institute of Architects.All rights Init. reserved.WARNING:This AIA® Document is protected by U.S.Copyright Law and International Treaties.Unauthorized reproduction or distribution 20 of this AIA111 Document,or any portion of it,may result in severe civil and criminal penalties,and will be prosecuted to the maximum extent possible t under the law.This document was produced by AIA software at 12:57:06 on 12/20/2016 under Order No.5756979102_1 which expires on 03/18/2017,and is not for resale. User Notes: (1496479030) FITNESS FOR ANY PURPOSE,REGARDING THE ARCHITECT'S SERVICES,WHICH WARRANTIES ARE EXPRESSLY DISCLAIMED. 12.2 RESPONSIBILITY FOR PRODUCT SUITABILITY Any language,term or condition of this Agreement to the contrary notwithstanding,with regard to new equipment, materials,and products(herein called products)required by the Architect's construction documents,it is understood the Architect is relying on stated and implied representations made by manufacturers,suppliers and installers of such products as beingsuitably uitably fit for their intended purposes. The Architect is not responsible for the product's failure to perform consistent with those representations. 12.3 NO FIDUCIARY RESPONSIBILITY OF THE ARCHITECT TO THE OWNER The provisions of this agreement constitute the complete responsibilities and define the relationship of the Owner and Architect,moreover,nothing herein establishes a fiduciary responsibility of the Architect to the Owner. 12.4 RESPONSIBILITY FOR CONSTRUCTION COST For projects on which a General Contractor or Construction Manager is responsible to furnish pricing during the design and subsequent phases of the project,the Architect shall have the right to rely on cost information furnished by the General Contractor or Construction Manager. The Architect shall assist the Owner in the Owner's review of the Contractor's or Construction Manager's pricing,but does not accept responsibility for the accuracy of the Contractor's or Construction Manager's estimates or other pricing work in so doing. The Architect shall not re-design or provide other services required of the Architect in the event of the Contractor's or Construction Manager's failure to provide such pricing in a timely or accurate manner,unless the Architect is compensated by the Owner for the additional services rendered. 12.5 DESIGN CONSISTENCY The Owner understands and acknowledges that although the Instruments of Service shall be prepared within the Standard of Care stated in paragraph 2.2 of this Agreement,the Contractor may require additional information from the Architect to clarify and coordinate the design intent shown in the Construction Documents that result in increases in the Construction Cost. Therefore,the Owner agrees to include a contingency in the Owner's construction budget to pay for construction costs arising from such issues and TO RELEASE THE ARCHITECT FROM LIABILITY FOR DAMAGES ARISING FROM RELATED INCREASES IN PROJECT CONSTRUCTION COST that are in aggregate,less than(two percent) of the total Construction Cost. For the purposes of this Parag h,damages are defined as the cost of construction relative to the Project added by Change Order that is more than the cost would have been if the information for that construction had been included in the original Construction Documents. 12.6 OMITTED PROJECT COMPONENT If a component of the Project is omitted from the Contract Documents due to the negligence of the Architect, Architect will not be liable to the Owner to the extent of any betterment or value added to the Project. Specifically, the Owner will be responsible for the amount it would have paid for the component if it had been included in the Contract Documents. Further,if it is necessary to replace a component of the Project due to the negligence of the Architect,it will not be liable to the Owner for any enhancement or upgrade of the component beyond what was originally included in the Contract Documents. In addition,if the component has an identifiable useful life that is less than the building itself,the damages of the Owner shall be reduced to the extent that the useful life of the component will be extended by the replacement thereof. 12.7 RECORD DRAWING DISCLAIMER To the extent that the Architect's scope includes preparation of record Drawings,Owner acknowledges and agrees that Architect and its Consultants are relying on the information provided by the Contractor and assumes that the information contained in the as-built drawings provided by the Contractor is accurate and correct.Neither Architect, nor any of its consultants or their employees,makes any warranty,expressed or implied,or assumes any legal liability or responsibility for the accuracy,reliability,completeness and/or usefulness of any information contained in the Contractor's as-built drawings. Architect and Architect's consultants disclaim any responsibility and/ liability for errors contained in the Record Drawings to the extent such error is caused by incorrect information provided by the Contactor. 12.10 COPYRIGHT INDEMNITY AIA Document 13101 TM—2007(formerly B151 TM—1997).Copyright©1974,1978,1987,1997 and 2007 by The American Institute of Architects.All rights Init. reserved.WARNING:This AIA® Document is protected by U.S.Copyright Law and International Treaties.Unauthorized reproduction or distribution 21 of this AIA111 Document,or any portion of it,may result in severe civil and criminal penalties,and will be prosecuted to the maximum extent possible under the law.This document was produced by AIA software at 12:57:06 on 12/20/2016 under Order No.5756979102_1 which expires on 03/18/2017,and is not for resale. User Notes: (1496479030) Owner warrants to Architect that it is the owner of all material,methods,systems or other information that it provides Architect in connection with this Agreement. Owner shall to the extent permitted by law,defend, indemnify,and hold harmless Architect,its agents,employees,affiliates,and representatives from all suits or claims of infringement of any intellectual property rights arising out of any material,methods,systems or other information provided by Owner to the Architect,and Owner shall be liable for all loss sustained by the Architect,including all damages,costs,and expenses of whatsoever kind or character,including,but not limited to,attorney's fees and expenses incurred by Architect,its agents,employees,affiliates,and representatives. Owner shall require this same indemnity from the Contractor/Construction Manager to the Architect,its agents,employees,affiliates,and representatives in the Contract for Construction between Owner and Contractor/Construction Manager. 12.11 ACCELERATED DELIVERY PROCESS(Delete if project is not fast track or phased with an accelerated schedule); In the event Owner chooses to take advantage of the time and cost saving benefits of an accelerated project delivery process,Owner acknowledges that it has been advised that the project will be affected by such a process. Some of the effects of an accelerated project delivery process include the necessity of making early or premature commitments to design decisions and the issuance of incomplete and uncoordinated construction documents for permitting,bidding,and construction purposes in order to maintain a fast track or accelerated schedule,or the actual progress of the work of the General Contractor. Owner acknowledges that it has been advised that the project,if developed on an accelerated project delivery basis,may require associated coordination,design,and redesign of parts of the project after construction documents are issued and the construction contract is executed,and may require removal of work in place,all of which events may cause an increase in the cost of the work and/or an extension of the project construction schedule.Therefore,Owner acknowledges and understands that change orders arising from the accelerated project delivery process should be expected as a part of and related to this process,and Owner understands the necessity of including sufficient contingencies in the budget for the cost of the work to account for additional costs and construction schedule extensions arising from this process and agrees to include such contingencies in the project construction budget commensurate with industry standards for projects of similar scope and quali , of this project. 12.12 LEED CERTIFICATION SERVICES (Delete if scope does not include LEED services); The Owner acknowledges that the LEED Green Building Rating System,and other similar environmental guidelines (collectively"LEED"),utilizes certain design and usability recommendations on a project in order to promote an environmental friendly and energy efficient facility. Owner further acknowledges that Architect has advised of such and Owner wants to move forward.In addressing these guidelines,the Architect shall perform its services with that degree of skill and care ordinarily exercised by similarly situated members within its profession,involved in the design of similar projects in the same locale as the Project.The Owner acknowledges and understands,however, that LEED is subject to various and possibly contradictory interpretation.Furthermore,compliance may involve factors beyond the control of the Architect,including but not limited to the Owner's use and operation of the completed Project. The Architect will use reasonable care consistent with the foregoing standard in interpreting and designing in accordance with LEED,but does not warrant or represent that the project will actually achieve LEED certification.The Architect shall not be responsible for the Contractor's failure to adhere to the Contract Documents and My pplicable laws,codes, and regulations incorporated therein,nor for any changes to the design made by the Owner without the direct participation and written approval of the Architect.Likewise,the Architect shall not be responsible for any environmental or energy issues arising out of the Owner's use and operation of the completed Project.Furthermore,Architect specifically disclaims any wagM. or promise of certain energy savings resulting from the design of the Project. The Owner and Architect acknowledge that Project may pursue LEED certification,and in doing so may include new or innovative products,technologies or methods in order to accomplish this objective. The Owner acknowledges that such innovative products,technologies and methods may lack a proven long-term history of successful application and due their innovative nature,it is therefore possible that they may carry with them collateral consequences or may not realize their intended objectives. The Owner agrees that it has weighed the relative risks and rewards,and accepts the potential risks in order to incorporate such innovative products, technologies or methods as necessary to achieve desired level of LEED certification. If Architect is to act as the "registrant"for the project,Owner agrees to execute the Confirmation of Agent's Authority document provided by USGBC. AIA Document B101 TM—2007(formerly B151 TM—1997).Copyright©1974,1978,1987,1997 and 2007 by The American Institute of Architects.All rights Init. reserved.WARNING:This AIA® Document is protected by U.S.Copyright Law and International Treaties.Unauthorized reproduction or distribution 22 of this AIA111 Document,or any portion of it,may result in severe civil and criminal penalties,and will be prosecuted to the maximum extent possible under the law.This document was produced by AIA software at 12:57:06 on 12/20/2016 under Order No.5756979102_1 which expires on 03/18/2017,and is not for resale. User Notes: (1496479030) 12.13 MARKETING Owner gives Corgan Associates,Inc.'s communications representatives permission to externally promote and market the architectural design and/or services provided by the firm to media outlets,industry organizations and other external target audiences on a national and global scale. Corgan Associates,Inc.'s PR department shall coordinate efforts with the Owner before commencing with communications strategies. 12.14 TAX COMPLIANCE To assist in Corgan Associates,Inc.'s tax compliance,upon final acceptance,the Contracting Officer or an Authorized Representative of the Owner of the building agrees to execute any documents related to Section 179D of the Internal Revenue Code. Corgan Associates,Inc.will be responsible for preparing these documents,all accompanying documentation and the contents therein.Corgan Associates,Inc.will be designated the sole Section 179D beneficiary. 12.15 STATEMENT OF JURISDICTION The Texas Board of Architectural Examiners has jurisdiction over complaints regarding the professional practices of persons registered as architects or interior designers in Texas. The Board may be contacted: P.O.Box 12337, Austin,Texas 78711-2337 or 333 Guadalupe, Suite 2-350,Austin,Texas 78701-3942,Phone: 512-305-9000;or www.tbac.state.tx.us. ARTICLE 13 SCOPE OF THE AGREEMENT § 13.1 This Agreement represents the entire and integrated agreement between the Owner and the Architect and supersedes all prior negotiations,representations or agreements,either written or oral.This Agreement may be amended only by written instrument signed by both Owner and Architect. § 13.2 This Agreement is comprised of the following documents listed below: .1 AIA Document B 101 T"L-2007,Standard Form Agreement Between Owner and Architect .3 Other documents: (List other documents, if any, including Exhibit A,Initial Information, and additional scopes of service, if any,forming part of the Agreement.) Exhibit A-Architect and Consultant Base Fee This Agreement entered into as of the day and year first written above. OWNER ARCHITECT (Signature) (Signature) Mary Hart,Principal (Printed name and title) (Printed name and title) AIA Document 13101 TM—2007(formerly B151 TM—1997).Copyright©1974,1978,1987,1997 and 2007 by The American Institute of Architects.All rights Init. reserved.WARNING:This AIA® Document is protected by U.S.Copyright Law and International Treaties.Unauthorized reproduction or distribution 23 of this AIA111 Document,or any portion of it,may result in severe civil and criminal penalties,and will be prosecuted to the maximum extent possible t under the law.This document was produced by AIA software at 12:57:06 on 12/20/2016 under Order No.5756979102_1 which expires on 03/18/2017,and is not for resale. User Notes: (1496479030) Certification of Document's Authenticity AIA® Document D401 TM — 2003 I,Mary Hart,hereby certify,to the best of my knowledge,information and belief,that I created the attached final document simultaneously with this certification at 12:57:06 on 12/20/2016 under Order No. 5756979102_1 from AIA Contract Documents software and that in preparing the attached final document I made no changes to the original text of AIA®Document B 101TM—2007, Standard Form of Agreement Between Owner and Architect,as published by the AIA in its software,other than changes shown in the attached final document by underscoring added text and striking over deleted text. (Signed) (Title) (Dated) AIA Document D401 TM—2003.Copyright©1992 and 2003 by The American Institute of Architects.All rights reserved.WARNING:This AIA° Document is protected by U.S.Copyright Law and International Treaties.Unauthorized reproduction or distribution of this AIA° Document,or any portion of it, may result in severe civil and criminal penalties,and will be prosecuted to the maximum extent possible under the law.This document was produced by AIA software at 12:57:06 on 12/20/2016 under Order No.5756979102_1 which expires on 03/18/2017,and is not for resale. User Notes: (1496479030) b7 w :E� E :4 H 0 :i� 0 0 H rJ rn Fi Cn H va 'x3 C H d wG w H wn " wFimF1 P> Ps OHO HH RL HiQ m tq w w n w � w H rT F (D P) LQ 0 0 ro x a 0 r-1 ro rt �s 0 P, m 0 m 0 rt P) m H m Fi (D 0 �n rt in K n rt w �i n �5 w C rt C 0 rt w w (D N n m F w p b N• r• (D w w H U) H H 's� '� ' N• tY ".9 G 0 n tj I-+ w rt w P)Fl .. 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T A O U NJO 07 m Fi N O < G Ul O W 'P w U1 00 W Y t� r- rt (D 0 wW 00000000 co Oma- O G FS t'h W Ul O J O Y 0 0 0 0 0 rt (r rO 1p W O p O m 0 6 0 0 0 N (D O 0 n a� C) (PiD H t7l G2 0 G O 00000000000 ti CGt 0 0 0 0 0 0 0 0 0 0 0 F-I tJ ry 00 0 0 0 0 00000 � Sy O rt tv rt m H r w N LQ FF- W v~i � n rn w .- 0) [7 0 N 0 Fl 0 US Co W 1p 00 N m N G G+ O m OJ lD w F' O n m J cn Cr H -3 n o• cn � oOO �u00000 � �y op00000J � N C7 � � HaOOOF� 00000 � nOOooaoJco � t7 moo 0Ocm00000 (IOOOOOOWoO COPPELL RECREATION DEVELOPMENT CORPORATION SALES TAX REVENUE BONDS SERIES 2014-$29,025,000 AS OF SEPTEMBER 30,2016 DEPT AMOUNT OTHER TOTAL AMOUNT PAID AMOUNT AVAILABLE PROJECT NO ISSUED REVENUES FUNDS TO DATE ENCUMBERED FUNDS ----•--•--------------- ---------------------------. ------------..----- ----------------------- ---------------------------------•-----------------------------------.•-...... CRDC-SALES TAX 632 COST OF ISSUANCE $178,867,04 $ 178,867.04 $ 178,867.04 $000 $0.00 COST OF MSURANCE $32,555.41 $ 32,555.41 $ 32,555.41 0,00 0.00 INTEREST INCOMEIPREMIUM $ 1,175,418.42 A 1,175,418.42 0.00 0.00 1,175,418.42 ANDY BROWN PARK $ 15,000,000.00 600,000.00 15,600,000.00 12,593,092.39 8,790,717.61 (5,783,810.00) LIFE SAFETY PARK 3,025,000.00 810,609.00 C 3,835,609.00 4,024,932.60 1,768,246,36 (1,957,569.96) DRAINAGE-WOODRIDGE 2,200,000.00 0.00 2,200,000.00 0.00 36,620.00 2,163,380,00 STREETSCAPE 4,800,000.00 400,000.00 5,200,000.00 3,970,164.60 736,785.91 493,049.49 TRAILS 4,000,000.00 0.00 B 4,000,000,00 375,725.71 25,807.54 3,598,466.75 ---------------------- ------------..------------------------------------------------...--..--- ----------------------------•-...........------ $29,025,000.00 53,197,449.87 $32,222,449.87 $21,175,337.75 $11,358,177,42 ($311,065.30) COPPELL RECREATION DEVELOPMENT CORPORATION SALES TAX REVENUE BONDS SERIES 2014-$29,025,000 AS OF SEPTEMBER 30,2016 FOOTNOTE A AMOUNT OF INTEREST/SURPLUS EARNED $ 1,175,418.42 FOOTNOTE B TRAILS GRAPEVINE CREEK TRAIL. $ 214,300.00 S.COPPELL TRAIL 187,23325 401,533.25 FOOTNOTE C ADDITIONAL.FUNDING SOURCES CRIME CONTROL(15%) $ - GENERAL FUND(15%) - INTEREST 810,609,00 810,609.00 w :i� �Dl E :r� H0x0t� H '_! 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(n < OOO W sA 0000 Ht-J N (n O p 0 0 J 000 O d m0 rt R w N N (D F, [x] C) w (Q N N ( .P Zj O w Ol 'XJ 0 O N N V7 J 01 90 N U1 �, z a, N +3 1p Oa co Ul 3A d a rt r O 0 W [x] n }� OJ 0 0 0 0 0 0 0 0 0 00 OJ 0 0 0 0 0 0 O O 0 0 0 0 0 0 0 0 0 0 0 a J O 0 0 0 0 0 �3 O o p O 0 0 0 0 W 0 0 1010 0 0 0 0 0 0 0 0 0 W COPPELL RECREATION DEVELOPMENT CORPORATION SALES TAX REVENUE BONDS SERIES 2014-$29,025,000 AS OF OCTOBER 31,2016 DEPT AMOUNT OTHER TOTAL AMOUNT PAID AMOUNT AVAILABLE PROJECT NO ISSUED REVENUES FUNDS TO DATE ENCUMBERED FUNDS --------------------------------------------------....- -------------------•- -----------------..........-----------......... ---------------------- ------------------------------------------ CRDC-SALES TAX 632 COST OF ISSUANCE $178,867.04 S 178,867.04 $ 178,867.04 $0.00 $0.00 COST OF INSURANCE $32,555.41 $ 32,555.41 $ 32,555.41 0.00 0.00 INTEREST INCOMEIPREMIUM $ 1,175,418.42 A 1,175,418.42 0.00 0.00 1,175,418.42 ANDY BROWN PARK $ 15,000,000.00 600,000.00 15,600,000.00 12,593,092.39 8,790,717.61 (5,783,81000) LIFE SAFETY PARK 3,025,000.00 810,609.00 C 3,835,609.00 4,024,932.60 1,780,746.36 (1,970,069,96) DRAINAGE-WOODRIDGE 2,200,000.00 0.00 2,200,000.00 0.00 36,620.00 2,163,380.00 STREETSCAPE 4,800,000.00 400,000,00 5,200,000.00 3,970,164.60 736,785.91 493,049.49 TRAILS 4,000,000.00 0.00 B 4,000,000.00 375,725.71 25,807.54 3,598,466.75 ---------------------•- ---.------------------------------------------ ------------------------ ---------------------------------------------... $29,025,000.00 $3,197,449,87 $32,222,449.87 $21,175,337,75 $11,370,677.42 ($323,555.30) COPPELL RECREATION DEVELOPMENT CORPORATION SALES TAX REVENUE BONDS SERIES 2034-$29,025,000 AS OF OCTOBER 31,2016 FOOTNOTE A AMOUNT OF I NTERESTISUR PLUS EARNED $ 1,175,418.42 FOOTNOTE B TRAILS GRAPEV#NE CREEK TRAIL $ 214,300.00 S.COPPELL TRAIL 187,233.25 401,533.25 FOOTNOTE C ADDITIONAL FUNDING SOURCES CR€ME CONTROL(15%) $ GENERAL FUND(IS%) _ INTEREST 810,609.00 810,609.00 ib :E� � � E1H-] 0x0C7M3 IxiLo H H to TJ � �3t7 P) r a n �-1 a n a n r- a �j m �l rU H d F-3 LR 0 kq a w 0 a � a �3 � H' ct fD O LQ 0 0 ro x -3 0 N-10 �-,A 10 it �j 0 a ro m ro c, ro rt �j a ro F- (D 11 (D 0 to rt La nl w r,, w rt tt < 0 " a td (D N n N• >.3' N• (D H a q V) H 'F3 �3 s' ,'� N• ',3' p r- 0 n " Y a rt a P3 •• (roD K H N (D N i (D11K H X F-j O w nU) m 0 ro gy p • m ro nH-b �;' dx ro !D0 a rs N- co roCn nmb 00 r (Dm ti a s 1- roy N. 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