CCS Associates, Architects
THE AMERICAN INSTITUTE OF ARCHITECTS
AlA Document 8141
Standard Form of Agreement Between
Owner and Architect
1977 EDITION
THIS DOCUMENT HAS IMPORTANT LEGAL CONSEQUENCES; CONSULTATION WITH
AN ATTORNEY IS ENCOURAGED WITH RESPECT TO ITS COMPLETION OR MODIFICATION
AGREEMENT
made as of the ten th
Hundred and Eighty-five
day of
October
in the year of Nineteen
BETWEEN the Owner:
CITY OF GILROY
7351 Rosanna Street
Gilroy, California 95020
and the Architect:
ess ASSOCIATES, ARCHITECTS
(formerly Clark, Stromquist and Sandstrom)
940 East Meadow Drive
Palo Alto, CA 94303
For the following Project:
(Include detailed description of Project location and scope.)
POLICE DEPARTMENT BUILDING ADDITION AND ALTERATIONS
7370 Rosanna Street, Gilroy, California
The Owner and the Architect agree as set forth below.
Copyright 1917,1926,1948',1951,1953,1958, 1961, 1963, 1966, 1967, 1970, 1974, @ 1977 by The American Institute
of Architects, 1735 New York Avenue, N.W., Washington, D.C. 20006. Reproduction of the material herein or
substantial quotation of its provisions without permission of the AlA violates the copyright laws of the United
States and will be subject to legal prosecution.
AlA DOCUMENT 8141 . OWNER-ARCHITECT AGREEMENT. THIRTEENTH EDITION. JULY 1977 . AIA@ . @1977
THE AMERICAN INSTITUTE OF ARCHITECTS, 1735 NEW YORK AVENUE, N.W., WASHINGTON, D.C. 20006
8141-1977 1
(This Page Is Blank)
TERMS AND CONDITIONS OF AGREEMENT BETWEEN OWNER AND ARCHITECT
ARTICLE 1
ARCHITECT'S SERVICES AND RESPONSIBILITIES
BASIC SERVICES
The Architect's Basic Services consist of the five
phases described in Paragraphs 1.1 through 1.5 and
include normal structural, mechanical and electrical
engineering services and any other services included
in Article 15 as part of Basic Services.
1.1 SCHEMATIC DESIGN PHASE
1.1.1 The Architect shall review the program furnished
by the Owner to ascertain the requirements of the Project
and shall review the understanding of such requirements
with the Owner.
1.1.2 The Architect shall provide a preliminary evalua-
tion of the program and the Project budget requirements,
each in terms of the other, subject to the limitations set
forth in Subparagraph 3.2.1.
1.1.3 The Architect shall review with the Owner alterna-
tive approaches to design and construction of the Project.
1.1.4 Based on the mutually agreed upon program and
Project budget requirements, the Architect shall prepare,
for approval by the Owner, Schematic Design Documents
consisting of drawings and other documents illustrating
the scale and relationship of Project components.
1.1.5 The Architect shall submit to the Owner a State-
ment of Probable Construction Cost based on current
area, volume or other unit costs.
1.2 DESIGN DEVElOPMENT PHASE
1.2.1 Based on the approved Schematic Design Docu-
ments and any adjustments authorized by the Owner in
the program or Project budget, the Architect shall pre-
pare, for approval by the Owner, Design Development
Documents consisting of drawings and other documents
to fix and describe the size and character of the entire
Project as to architectural, structural, mechanical and elec-
trical systems, materials and such other elements as may
be appropriate.
1.2.2 The Architect shall submit to the Owner a further
Statement of Probable Construction Cost.
1.3 CONSTRUCTION DOCUMENTS PHASE
1.3.1 Based on the approved Design Development Doc-
uments and any further adjustments in the scope or qual-
ity of the Project or in the Project budget authorized by
the Owner, the Architect shall prepare, for approval by
the Owner, Construction Documents consisting of Draw-
ings and Specifications setting forth in detail the require-
ments for the construction of the Project.
1.3.2 The Architect shall assist the Owner in the prepara-
tion of the necessary bidding information, bidding forms,
the Conditions of the Contract, and the form of Agree-
ment between the Owner and the Contractor.
1.3.3 The Architect shall advise the Owner of any adjust-
ments to previous Statements of Probable Construction
Cost indicated by changes in requirements or general
market conditions.
1.3.4 The Architect shall assist the Owner in connection
with the Owner's responsibility for filing documents re-
quired for the approval of governmental authorities hav-
ing jurisdiction over the Project.
1.4 BIDDING OR NEGOTIATION PHASE
1.4.1 The Architect, following the Owner's approval of
the Construction Documents and of the latest Statement
of Probable Construction Cost, shall assist the Owner in
obtaining bids or negotiated proposals, and assist in
awarding and preparing contracts for construction.
1.5 CONSTRUCTION PHASE-ADMINISTRATION
OF THE CONSTRUCTION CONTRACT
1.5.1 The Construction Phase will commence with the
award of the Contract for Construction and, together with
the Architect's obligation to provide Basic Services under
this Agreement, will terminate when final payment to the
Contractor is due, or in the absence of a final Certificate
for Payment or of such due date, sixty days after the Date
of Substantial Completion of the Work, whichever occurs
first.
1.5.2 Unless otherwise provided in this Agreement and
incorporated in the Contract Documents, the Architect
shall provide administration of the Contract for Construc-
tion as set forth below and in the edition of AlA Docu-
ment A201, General Conditions of the Contract for Con-
struction, current as of the date of this Agreement.
1.5.3 The Architect shall be a representative of the
Owner during the Construction Phase, and shall advise
and consult with the Owner. Instructions to the Contrac-
tor shall be forwarded through the Architect. The Archi-
tect shall have authority to act on behalf of the Owner
only to the extent provided in the Contract Documents
unless otherwise modified by written instrument in ac-
cordance with Subparagraph 1.5.16.
1.5.4 The Architect shall visit the site at intervals ap-
propriate to the stage of construction or as otherwise
agreed by the Architect in writing to become generally
familiar with the progress and quality of the Work and to
determine in general if the Work is proceeding in accord-
ance with the Contract Documents. However, the Archi-
tect shall not be required to make exhaustive or con-
tinuous on-site inspections to check the quality or quan-
tity of the Work. On the basis of such on-site observa-
tions as an architect, the Architect shall keep the Owner
informed of the progress and quality of the Work, and
shall endeavor to guard the Owner against defects and
deficiencies in the Work of the Contractor.
1.5.5 The Architect shall not have control or charge of
and shall not be responsible for construction means,
methods, techniques, sequences or procedures, or for
safety precautions and programs in connection with the
Work, for the acts or omissions of the Contractor, Sub-
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8141-1977 3
contractors or any other persons performing any of the
Work, or for the fai lure of any of them to carry out the
Work in accordance with the Contract Documents.
1.5.6 The Architect shall at all times have access to the
Work wherever it is in preparation or progress.
1.5.7 The Architect shall determine the amounts owing
to the Contractor based on observations at the site and on
evaluations of the Contractor's Applications for Payment,
and shall issue Certificates for Payment in such amounts,
as provided in the Contract Documents.
1.5.8 The issuance of a Certificate for Payment shall
constitute a representation by the Architect to the Owner,
based on the Architect's observations at the site as pro-
vided in Subparagraph 1.5.4 and on the data comprising
the Contractor's Application for Payment, that the Work
has progressed to the point indicated; that, to the best of
the Architect's knowledge, information and belief, the qual-
ity of thE! Work is in accordance with the Contract Docu-
ments (subject to an evaluation of the Work for con-
formance with the Contract Documents upon Substantial
Completion, to the results of any subsequent tests re-
quired by or performed under the Contract Documents,
to minor deviations from the Contract Documents cor-
rectable prior to completion, and to any specific qualifica-
tions stated in the Certificate for Payment); and that the
Contractor is entitled to payment in the amount certified.
However, the issuance of a Certificate for Payment shall
not be a representation that the Architect has made any
examination to ascertain how and for what purpose the
Contractor has used the moneys paid on account of the
Contract Sum.
1.5.9 The Architect shall be the interpreter of the re-
quirements of the Contract Documents and the judge of
the performance thereunder by both the Owner and
Contractor. The Architect shall render interpretations nec-
essary for the proper execution or progress of the Work
with reasonable promptness on written request of either
the Owner or the Contractor, and shall render written de-
cisions, within a reasonable time, on all claims, disputes
and other matters in question between the Owner and the
Contractor relating to the execution or progress of the
Work or the interpretation of the Contract Documents.
1.5.10 Interpretations and decisions of the Architect shall
be consistent with the intent of and reasonably inferable
from the Contract Documents and shall be in written or
graphic form. In the capacity of interpreter and judge,
the Architect shall endeavor to secure faithful perform-
ance by both the Owner and the Contractor, shall not
show partiality to either, and shall not be liable for the
result of any interpretation or decision rendered in goad
faith in such capacity.
1.5.11 The Architect's decisions in matters relating to
artistic effect shall be final if consistent with the intent of
the Contract Documents. The Architect's decisions on
any other claims, disputes or other matters, including
those in question between the Owner and the Contractor,
shall be subject to arbitration as provided in this Agree-
ment and in the Contract Documents.
1.5.12 The Architect shall have authority to reject Work
which does not conform to the Contract Documents.
Whenever, in the Architect's reasonable opinion, it is
necessary or advisable for the implementation of the intent
of the Contract Documents, the Architect will have author-
ity to require special inspection or testing of the Work in
accordance with the provisions of the Contract Docu-
ments, whether or not such Work be then fabricated, in-
stalled or completed.
1.5.13 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 conformance with the design concept of the
Work' and with the information given in the Contract
Documents. Such action shall be taken with reasonable
promptness so as to cause no delay. The Architect's ap-
proval of a specific item shall not indicate approval of an
assembly of which the item is a component.
1.5.14 The Architect shall prepare Change Orders for
the Owner's approval and execution in accordance with
the Contract Documents, and shall have authority to order
minor changes in the Work not involving an adjustment
in the Contract Sum or an extension of the Contract Time
which are not inconsistent with the intent of the Contract
Documents.
1.5.15 The Architect shall conduct inspections to deter-
mine the Dates of Substantial Completion and final com-
pletion, shall receive and forward to the Owner for the
Owner's review written warranties and related documents
required by the Contract Documents and assembled by
the Contractor, and shall issue a final Certificate for Pay-
ment.
1.5.16 The extent of the duties, responsibilities and lim-
itations of authority of the Architect as the Owner's rep-
resentative during construction shall not be modified or
extended without written consent of the Owner, the Con-
tractor and the Architect.
1.6 PROJECT REPRESENTATION BEYOND BASIC SERVICES
1.6.1 If the Owner and Architect agree that more ex-
tensive representation at the site than is described in
Paragraph 1.5 shall be provided, the Architect shall pro-
vide one or more Project Representatives to assist the
Architect in carrying out such responsibilities at the site.
1.6.2 Such Project Representatives shall be selected, em-
ployed and directed by the Architect, and the Architect
shall be compensated therefor as mutually agreed be-
tween the Owner and the Architect as set forth in an ex-
hibit appended to this Agreement, which shall describe
the duties, responsibilities and limitations of authority of
such Project Representatives.
1.6.3 Through the observations by such Project Repre-
sentatives, the Architect shall endeavor to provide further
protection for the Owner against defects and deficiencies
in the Work, but the furnishing of such project representa-
tion shall not modify the rights, responsibilities or obliga-
tions of the Architect as described in Paragraph 1.5.
1.7 ADDITIONAL SERVICES
The following Services are not included in Basic
Services unless so identified in Article 15. They shall
be provided if authorized or confirmed in writing by
the Owner, and they shall be paid for by the Owner
as provided in this Agreement, in addition to the
compensation for Basic Services.
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THE AMERICAN INSTITUTE OF ARCHITECTS, 1735 NEW YORK AVENUE, N.W., WASHINGTON, D.C. 20006
1.7.1 Providing analyses of the Owner's needs, and pro-
gramming the requirements of the Project.
1.7.2 Providing financial feasibility or other special
studies.
1.7.3 Providing planning surveys, site evaluations, envi-
ronmental studies or comparative studies of prospective
sites, and preparing special surveys, studies and submis-
sions required for approvals of governmental authorities
or others having jurisdiction over the Project.
1.7.4 Providing services relative to future facilities, sys-
tems and equipment which are not intended to be con-
structed during the Construction Phase.
1.7.5 Providing services to investigate existing conditions
or facilities or to make measured drawings thereof, or to
verify the accuracy of drawings or other information fur-
nished by the Owner.
1.7.6 Preparing documents of alternate, separate or
sequential bids or providing extra services in connection
with bidding, negotiation or construction prior to the
completion of the Construction Documents Phase, when
requested by the Owner.
1.7.7 Providing coordination of Work performed by
separate contractors or by the Owner's own forces.
1.7.8 Providing services in connection with the work of
a construction manager or separate consultants retained
by the Owner.
1.7.9 Providing Detailed Estimates of Construction Cost,
analyses of owning and operating costs, or detailed quan-
tity surveys or inventories of material, equipment and
labor.
1.7.10 Providing interior design and other similar ser-
vices required for or in connection with the selection,
procurement or installation of furniture, furnishings and
related equipment.
1.7.11 Providing services for planning tenant or rental
spaces.
1.7.12 Making revisions in Drawings, Specifications or
other documents when such revisions are inconsistent
with written approvals or instructions previously given,
are requi red by the enactment or revision of codes, laws
or regulations subsequent to the preparation of such doc-
uments or are due to other causes not solely within the
control of the Architect.
1.7.13 Preparing Drawings, Specifications and supporting
data and providing other services in connection with
Change Orders to the extent that the adjustment in the
Basic Compensation resulting from the adjusted Con-
struction Cost is not commensurate with the services re-
qui red of the Architect, provided such Change Orders are
required by causes not solely within the control of the
Architect.
1.7.14 Making investigations, surveys, valuations, inven-
tories or detailed appraisals of existing facilities, and serv-
ices required in connection with construction performed
by the Owner.
1.7.15 Providing consultation concerning replacement of
any Work damaged by fire or other cause during con-
struction, and furnishing services as may be required in
connection with the replacement of such Work.
1.7.16 Providing services made necessary by the default
of the Contractor, or by major defects or deficiencies in
the Work of the Contractor, or by failure of performance
of either the Owner or Contractor under the Contract for
Construction.
1.7.17 Preparing a set of reproducible record drawings
showing significant changes in the Work made during
construction based on marked-up prints, drawings and
other data furnished by the Contractor to the Architect.
1.7.18 Providing extensive assistance in the utilization of
any equipment or system such as initial start-up or testing,
adjusting and balancing, preparation of operation and
maintenance manuals, training personnel for operation
and maintenance, and consultation during operation.
1.7.19 Providing services after issuance to the Owner of
the final Certificate for Payment, or in the absence of a
final Certificate for Payment, more than sixty days after
the Date of Substantial Completion of the Work.
1.7.20 Preparing to serve or serving as an expert witness
in connection with any public hearing, arbitration pro-
ceeding or legal proceeding.
1.7.21 Providing services of consultants for other than
the normal architectural, structural, mechanical and elec-
trical engineering services for the Project.
1.7.22 Providing any other services not otherwise in-
cluded in this Agreement or not customarily furnished in
accordance with generally accepted architectural practice.
1.8 TIME
1.8.1 The Architect shall perform Basic and Additional
Services as expeditiously as is consistent with professional
skill and care and the orderly progress of the Work. Upon
request of the Owner, the Architect shall submit for the
Owner's approval a schedule for the performance of the
Architect's services which shall be adjusted as required as
the Project proceeds, and shall include allowances for peri-
ods of time required for the Owner's review and approval
of submissions and for approvals of authorities having
jurisdiction over the Project. This schedule, when approved
by the Owner, shall not, except for reasonable cause, be
exceeded by the Architect.
ARTICLE 2
THE OWNER'S RESPONSIBILITIES
2.1 The Owner shall provide full information regarding
requirements for the Project including a program, which
shall set forth the Owner's design objectives, constraints
and criteria, including space requirements and relation-
ships, flexibility and expandability, special equipment and
systems and site requirements.
2.2 If the Owner provides a budget for the Project it
shall include contingencies for bidding, changes in the
Work during construction, and other costs which are the
responsibility of the Owner, including those described in
this Article 2 and in Subparagraph 3.1.2. The Owner shall,
at the request of the Architect, provide a statement of
funds available for the Project, and their source.
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2.3 The Owner shall designate, when necessary, a rep-
resentative authorized to act in the Owner's behalf with
respect to the Project. The Owner or such authorized
representative shall examine the documents submitted by
the Architect and shall render decisions pertaining thereto
promptly, to avoid unreasonable delay in the progress of
the Architect's services.
2.4 The Owner shall furnish a legal description and a
certified land survey of the site, giving, as applicable,
grades and lines of streets, alleys, pavements and adjoin-
ing property; rights-of-way, restrictions, easements, en-
croachments, zoning, deed restrictions, boundaries and
contours of the site; locations, dimensions and complete
data pertaining to existing buildings, other improvements
and trees; and full information concerning available serv-
ice and utility lines both public and private, above and
be/ow grade, including inverts and depths.
2.5 The Owner shall furnish the services of soil engi-
neers or other consultants when such services are deemed
necessary by the Architect. Such services shall include test
borings, test pits, soil bearing values, percolation tests, air
and water pollution tests, ground corrosion and resistivity
tests, including necessary operations for determining sub-
soil, air and water conditions, with reports and appropri-
ate professional recommendations.
2.6 The Owner shall furnish structural, mechanical,
chemical and other laboratory tests, inspections and re-
ports as required by law or the Contract Documents.
2.7 The Owner shall furnish all legal, accounting and in-
surance counseling services as may be necessary at any
time for the Project, including such auditing services as
the Owner may require to verify the Contractor's Applica-
tions for Payment or to ascertain how or for what pur-
poses the Contractor uses the moneys paid by or on be-
half of the Owner.
2.8 The services, information, surveys and reports re-
quired by Paragraphs 2.4 through 2.7 inclusive shall be
furnished at the Owner's expense, and the Architect shall
be entitled to rely upon the accuracy and completeness
thereof.
2.9 If the Owner observes or otherwise becomes aware
of any fault or defect in the Project or nonconformance
with the Contract Documents, prompt written notice
thereof shall be given by the Owner to the Architect.
2.10 The Owner shall furnish required information and
services and shall render approvals and decisions as ex-
peditiously as necessary for the orderly progress of the
Architect's services and of the Work.
ARTICLE 3
CONSTRUCTION COST
3.1 DEFINITION
3.1.1 The Construction Cost shall be the total cost or
estimated cost to the Owner of all elements of the Project
designed or specified by the Architect.
3.1.2 The Construction Cost shall include at current
market rates, including a reasonable allowance for over-
head and profit, the cost of labor and materials furnished
by the Owner and any equipment which has been de-
signed, specified, selected or specially provided for by
the Architect.
3.1.3 Construction Cost does not include the compen-
sation of the Architect and the Architect's consultants,
the cost of the land, rights-of-way, or other costs which
are the responsibility of the Owner as provided in Arti-
cle 2.
3.2 RESPONSIBILITY FOR CONSTRUCTION COST
3.2.1 Evaluations of the Owner's Project budget, State-
ments of Probable Construction Cost and Detailed
Estimates of Construction Cost, if any, prepared by the
Architect, represent the Architect's best judgment as a
design professional familiar with the construction indus-
try. It is recognized, however, that neither the Architect
nor the Owner has control over the cost of labor, mate-
rials or equipment, over the Contractor's methods of de-
termining bid prices, or over 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 Project budget
proposed, established or approved by the Owner, if any,
or from any Statement of Probable Construction Cost or
other cost estimate or evaluation prepared by the Archi-
tect.
3.2.2 No fixed limit of Construction Cost shall be estab-
lished as a condition of this Agreement by the furnishing,
proposal or establishment of a Project budget under Sub-
paragraph 1.1.2 or Paragraph 2.2 or otherwise, unless such
fixed limit has been agreed upon in writing and signed by
the parties hereto. If such a fixed limit has been estab-
lished, the Architect shall be permitted to include con-
tingencies for design, bidding and price escalation, to de-
termine what materials, equipment, component systems
and types of construction are to be included in the Con-
tract Documents, to make reasonable adjustments in the
scope of the Project and to include in the Contract Docu-
ments alternate bids to adjust the Construction Cost to the
fixed limit. Any such fixed limit shall be increased in the
amount of any increase in the Contract Sum occurring
after execution of the Contract for Construction.
3.2.3 If the Bidding or Negotiation Phase has not com-
menced within three months after the Architect submits
the Construction Documents to the Owner, any Project
budget or fixed limit of Construction Cost shall be ad-
j usted to reflect any change in the general level of prices
in the construction industry between the date of submis-
sion of the Construction Documents to the Owner and
the date on which proposals are sought.
3.2.4 If a Project budget or fixed limit of Construction
Cost (adjusted as provided in Subparagraph 3.2.3) is ex-
ceeded by the lowest bona fide bid or negotiated pro-
posal, the Owner shall (1) give written approval of an
increase in such fixed limit, (2) authorize rebidding or re-
negotiating of the Project within a reasonable time, (3) if
the Project is abandoned, terminate in accordance with
Paragraph 10.2, or (4) cooperate in revising the Project
scope and quality as required to reduce the Construction
Cost. In the case of (4), provided a fixed limit of Construc-
tion Cost has been established as a condition of this Agree-
ment, the Architect, without additional charge, shall mod-
ify the Drawings and Specifications as necessary to comply
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with the fixed' limit. The providing of such service shall be
the limit of the Architect's responsibility arising from the
establishment of such fixed limit, and having done so, the
Architect shall be entitled to compensation for all services
performed, in accordance with this Agreement, whether
or not the Construction Phase is commenced.
ARTICLE 4
DIRECT PERSONNEL EXPENSE
4.1 Direct Personnel Expense is defined as the direct sal-
aries of all the Architect's personnel engaged on the Proj-
ect, and the portion of the cost of thei r mandatory and
customary contributions and benefits related thereto, such
as employment taxes and other statutory employee bene-
fits, insurance, sick leave, holidays, vacations, pensions
and similar contributions and benefits.
ARTICLE 5
REIMBURSABLE EXPENSES
5.1 Reimbursable Expenses are in addition to the Com-
pensation for Basic and Additional Services and include
actual expenditures made by the Architect and the Archi-
tect's employees and consultants in the interest of the
Project for the expenses listed in the following Sub-
paragraphs:
5.1.1 Expense of transportation in connedion with the
Project; living expenses in connection with out-of-town
travel; long distance communications; and fees paid for
securing approval of authorities having jurisdiction over
the Project.
5.1.2 Expense of reproductions, postage and handling of
Drawings, Specifications and other documents, excluding
reproductions for the office use of the Architect and the
Architect's consultants.
5.1.3 Expense of data processing and photographic pro-
duction techniques when used in connection with Addi-
tional Services.
5.1.4 If authorized in advance by the Owner, expense of
overtime work requiring higher than regular rates.
5.1.5 Expense of renderings, models and mock-ups re-
quested by the Owner.
5.1.6 Expense of any additional insurance coverage or
limits, including professional liability insurance, requested
by the Owner in excess of that normally carried by the
Architect and the Architect's consultants.
ARTICLE 6
PAYMENTS TO THE ARCHITECT
6.1 PAYMENTS ON ACCOUNT OF BASIC SERVICES
6.1.1 An initial payment as set forth in Paragraph 14.1 is
the minimum payment under this Agreement.
6.1.2 Subsequent payments for Basic Services shall be
made monthly and shall be in proportion to services per-
formed within each Phase of services, on the basis set
forth in Article 14.
6.1.3 If and to the extent that the Contract Time initially
established in the Contract for Construction is exceeded
or extended through no fault of the Architect, compensa-
tion tor any Basic Services required for such extended
period of Administration of the Construction Contract
shall be computed as set forth in Paragraph 14.4 for Addi-
tional Services.
6.1.4 When compensation is based on a percentage of
Construction Cost, and any portions of the Project are
deleted or otherwise not constructed, compensation for
such portions of the Project shall be payable to the extent
services are performed on such portions, in accordance
with the schedule set forth in Subparagraph 14.2.2, based
on (1) the lowest bona fide bid or negotiated proposal or,
(2) if no such bid or proposal is received, the most recent
Statement of Probable Construction Cost or Detailed Esti-
mate of Construction Cost for such portions of the Project.
6.2 PAYMENTS ON ACCOUNT OF
ADDITIONAL SERVICES
6.2.1 Payments on account of the Architect's Additional
Services as defined in Paragraph 1.7 and for Reimbursable
Expenses as defined in Article 5 shall be made monthly
upon presentation of the Architect's statement of services
rendered or expenses incurred.
6.3 PAYMENTS WITHHELD
6.3.1 No deductions shall be made from the Architect's
compensation on account of penalty, liquidated damages
or other sums withheld from payments to contractors, or
on account of the cost of changes in the Work other than
those for which ,the Architect is held legally liable.
6.4 PROJECT SUSPENSION OR TERMINATION
6.4.1 If the Project is suspended or abandoned in whole
or in part for more than three months, the Architect shall
be compensated for all services performed prior to receipt
of written notice from the Owner of such suspension or
aba.ndonment, together with Reimbursable Expenses then
due and all Termination Expenses as defined in Paragraph
10.4. If the Project is resumed after being suspended for
more than three months, the Architect's compensation
shall be equitably adjusted.
ARTICLE 7
ARCHITECT'S ACCOUNTING RECORDS
7.1 Records of Reimbursable Expenses and expenses per-
taining to Additional Services and services performed on
the basis of a Multiple of Direct Personnel Expense shall
be kept on the basis of generally accepted accounting
principles and shall be available to the Owner or the
Owner's authorized representative at mutually convenient
times.
ARTICLE 8
OWNERSHIP AND USE OF DOCUMENTS
8.1 Drawings and Specifications as instruments of serv-
ice are and shall remain the property of the Architect
whether the Project for which they are made is executed
or not. The Owner shall be permitted to retain copies, in-
cluding reproducible copies, of Drawings and Specifica-
tions for information and reference in connection with the
Owner's use and occupancy of the Project. The Drawings
and Specifications shall not be used by the Owner on
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other projects, for additions to this Project, or for comple-
tion of this Project by others provided the Architect is not
in default under this Agreement, except by agreement in
writing and with appropriate compensation to the Archi-
tect.
8.2 Submission or distribution to meet official regulatory
requirements or for other purposes in connection with the
Project is not to be construed as publication in derogation
of the Architect's rights.
ARTICLE 9
ARBITRATION
9.1 All claims, disputes and other matters in question
between the parties to this Agreement, arising out of or
relating to this Agreement or the breach thereof, shall be
decided by arbitration in accordance with the Construc-
tion Industry Arbitration Rules of the American Arbitra-
tion Association then obtaining unless the parties mutu-
ally agree otherwise. No arbitration, arising out of or re-
lating to this Agreement, shall include, by consolidation,
joinder or in any other manner, any additional person not
a party to this Agreement except by written consent con-
taining a specific reference to this Agreement and signed
by the Architect, the Owner, and any other person sought
to be joined. Any consent to arbitration involving an ad-
ditional person or persons shall not constitute consent to
arbitration of any dispute not described therein or with
any person not named or described therein. This Agree-
ment to arbitrate and any agreement to arbitrate with an
additional person or persons duly consented to by the
parties to this Agreement shall be specifically enforceable
under the prevailing arbitration law.
9.2 Notice of the demand for arbitration shall be filed in
writing with the other party to this Agreement and with
the American Arbitration Association. The demand shall
be made within a reasonable time after the claim, dispute
or other matter in question has arisen. In no event shall
the demand for arbitration be made after the date when
institution of legal or equitable proceedings based on
such claim, dispute or other matter in question would be
barred by the applicable statute of limitations.
9.3 The award rendered by the arbitrators shall be final,
and judgment may be entered upon it in accordance with
applicable law in any court having jurisdiction thereof.
ARTICLE 10
TERMINATION OF AGREEMENT
10.1 This Agreement may be terminated by either party
upon seven days' written notice should the other party
fail substantially to perform in accordance with its terms
through no fault of the party initiating the termination.
10.2 This Agreement may be terminated by the Owner
upon at least seven days' written notice to the Architect
in the event that the Project is permanently abandoned.
10.3 In the event of termination not the fault of the Ar-
chitect, the Architect shall be compensated for all services
performed to termination date, together with Reimburs-
able Expenses then due and all Termination Expenses as
defined in Paragraph 10.4.
10.4 Termination Expenses include expenses directly at-
tributable to termination for which the Architect is not
otherwise compensated, plus an amount computed as a
percentage of the total Basic and Additional Compensa-
tion earned to the time of termination, as follows:
.1 20 percent if termination occurs during the Sche-
matic Design Phase; or
.2 10 percent if termination occurs during the Design
Development Phase; or
.3 5 percent if termination occurs during any subse-
quent phase.
ARTICLE 11
MISCELLANEOUS PROVISIONS
11.1 Unless otherwise specified, this Agreement shall be
governed by the law of the principal place of business of
the Architect.
11.2 Terms in this Agreement shall have the same mean-
ing as those in AlA Document A201, General Conditions
of the Contract for Construction, current as of the date
of this Agreement.
11.3 As between the parties to this Agreement: as to all
acts or failures to act by either party to this Agreement,
any applicable statute of limitations shall commence to
run and any alleged cause of action shall be deemed to
have accrued in any and all events not later than the rele-
vant Date of Substantial Completion of the Work, and as
to any acts or failures to act occurring after the relevant
Date of Substantial Completion, not later than the date of
issuance of the final Certificate for Payment.
11.4 The Owner and the Architect waive all rights
against each other and against the contractors, consult-
ants, agents and employees of the other for damages cov-
ered by any property insurance during construction as set
forth in the edition of AlA Document A201, General Con-
ditions, current as of the date of this Agreement. The
Owner and the Architect each shall require appropriate
similar waivers from their contractors, consultants and
agents.
ARTICLE 12
SUCCESSORS AND ASSIGNS
12.1 The Owner and the Architect, respectively, bind
themselves, their partners, successors, assigns and legal
representatives to the other party to this Agreement and
to the partners, successors, assigns and legal representa-
tives of such other party with respect to all covenants of
this Agreement. Neither the Owner nor the Architect shall
assign, sublet or transfer any interest in this Agreement
without the written consent of the other.
ARTICLE 13
EXTENT OF AGREEMENT
13.1 This Agreement represents the entire and integrated
agreement between the Owner and the Architect and
supersedes all prior negotiations, representations or agree-
ments, either written or oral. This Agreement may be
amended only by written instrument signed by both
Owner and Architect.
8 8141-1977
AlA DOCUMENT 8141 . OWNER-ARCHITECT AGREEMENT. THIRTEENTH EDITION. JULY 1977 . AIA@ . @ 1977
THE AMERICAN INSTITUTE OF ARCHITECTS, 1735 NEW YORK AVENUE, N.W., WASHINGTON, D.C. 20006
ARTICLE 14
BASIS OF COMPENSATION
The Owner shall compensate the Architect for the Scope of Services provided, in accordance with Article 6, Payments
to the Architect, and the other Terms and Conditions of this Agreement, as follows:
14.1
AN INITIAL PAYMENT of
N.A.
dollars ($
shall be made upon execution of this Agreement and credited to the Owner's account as follows:
14.2.1
BASIC COMPENSATION
($111,675.00)
FOR BASIC SERVICES, as described in Paragraphs 1.1 through 1.5, and any other services included in Article 15
as part of Basic Services, Basic Compensation shall be computed as follows:
ONE HUNDRED ELEVEN THOUSAND SIX HUNDRED SEVENTY-FIVE DOLLARS
14.2
(Here insert basis of compensation, including fixed amounts, multiples or percentages, and identify phases to which particular methods of compensa-
tion apply, if necessary.)
See CLARK, STROMQUIST AND SANDSTROM proposal letter dated
September 12, 1985
14.2.2 Where compensation is based on a Stipulated Sum or Percentage of Construction Cost, payments for Basic
Services shall be made as provided in Subparagraph 6.1.2, so that Basic Compensation for each Phase shall
equal the following percentages of the total Basic Compensation payable:
(Include any additional Phases as appropriate.)
-~fle~tt~Q€~~~~~-----------------------------------------______~~~~uLL--Y~L-
Design Development Phase: percent ( %)
Construction Documents Phase: percent ( %)
Bidding or Negotiation Phase: percent ( %)
Construction Phase: percent ( %)
See CLARK, STROMQUIST AND SANDSTROM proposal letter dated
September 12, 1985
14.3 FOR PROJECT REPRESENTATION BEYOND BASIC SERVICES, as described in Paragraph 1.6, Compensation shall
be computed separately in accordance with Subparagraph 1.6.2.
AlA DOCUMENT 8141 . OWNER-ARCHITECT AGREEMENT. THIRTEENTH EDITION. JULY 1977 . AIA@ . @1977
THE AMERICAN INSTITUTE OF ARCHITECTS, 1735 NEW YORK AVENUE, N.W., WASHINGTON, D.C. 20006
8141-1977 9
14.4 COMPENSATION FOR ADDITIONAL SERVICES: HOURLY RATES AS ESTABLISHED
14.4.1 FOR ADDITIONAL SERVICES OF THE ARCHITECT, as described in Paragraph 1.7, and any other services in-
cluded in Article 15 as part of Additional Services, but excluding Additional Services of consultants, Compen-
sation shall be computed as follows:
(Here insert basis of compensation, including rates and/or multiples of Direct Personnel Expense for Principals and employees, and identify Principals
and classify employees, if required. Identify specific services to which particular methods of compensation apply, if necessary.)
Per Hour
Principal
Project Architect
Draftsmen
Technical Secretarial
75.00
60.00
30.00 - 50.00
27.00
14.4.2 FOR ADDITIONAL SERVICES OF CONSULTANTS, including additional structural, mechanical and electrical
engineering services and those provided under Subparagraph 1.7.21 or identified in Article 15 as part of Addi-
tional Servi~es, a multiple of .ten per cen t . (10%) (.10 ) times the amounts billed
to the Architect for such services.
(Identily specific types of consultanls in Article 15. il ,equired.!
14.5 FOR REIMBURSABLE EXPENSES, as described in Article 5, and any other items included in Article 15 as Reim-
bursable Expenses, a multiple of ten per cent (10%) (.10 ) times the amounts ex-
pended by the Architect, the Architect's employees and consultants in the interest of the Project.
14.6 Payments due the Architect and unpaid under this Agreement shall bear interest from the date payment is
due at the rate entered below, or in the absence thereof, at the legal rate prevailing at the principal place of
business of the Architect.
(Here insert any rate of interest agreed upon.)
(Usury laws and requirements under the Federal Truth in Lending Act, SImilar slate and local consumer cred,t laws and other regulations at the
Owner's and Architect's principal places of business, the location of the Project and elsewhe,e may affect the validity of this provision. Specific legal
advice should be obtained with respect to deletion, modification, or other requiremenls such as written disclosures or waivers.)
14.7 The Owner and the Architect agree in accordance with the Terms and Conditions of this Agreement that:
14.7.1 IF THE SCOPE of the Project or of the Architect's Services is changed materially, the amounts of compensation
shall be equitably adjusted.
14.7.2 IF THE SERVICES covered by this Agreement have not been completed within
( ) months of the date hereof, through no fault of the Architect, the amounts of compensation, rates and
multiples set forth herein shall be equitably adjusted.
AlA DOCUMENT 8141 . OWNER-ARCHITECT AGREEMENT. THIRTEENTH EDITION. JULY 1977. AIA@ . @ 1977
THE AMERICAN INSTITUTE OF ARCHITECTS, 1735 NEW YORK AVENUE, N.W., WASHINGTON, D.C. 20006
10 B141-1977
ARTICLE 15
OTHER CONDITIONS OR SERVICES
AlA DOCUMENT 8141 . OWNER-ARCHITECT AGREEMENT. THIRTEENTH EDITION. JULY 1977 . AIA@ . @ 1977
THE AMERICAN INSTITUTE OF ARCHITECTS, 1735 NEW YORK AVENUE, NW., WASHINGTON, D.C. 20006
B141-1977 11
This Agreement entered into as of the day and year first written above.
OWNER
ARCHITECT
BY
CSS ASSOCIATES, ARCHITECTS
(formerly Clark, Stromquist & Sandstrom)
940 East Meadow Drive
Palo Alto, .CA 94303
..r BY ~-"4~",- t1. &z~.:.~
12 8141-1977
AlA DOCUMENT 8141 . OWNER-ARCHITECT AGREEMENT. THIRTEENTH EDITION. JULY 1977. AIA@ . @ 1977
THE AMERICAN INSTITUTE OF ARCHITECTS, 1735 NEW YORK AVENUE, NW., WASHINGTON, D.C. 20006
THE AMERICAN INSTITUTE OF ARCHITECTS
(-
.
---
AlA Document 8162
Scope of Designated Services
1977 EDITION
THIS DOCUMENT HAS IMPORTANT LEGAL CONSEQUENCES; CONSULTATION WITH
AN ATTORNEY 15 ENCOURAGED WITH RESPECT TO ITS COMPLETION OR MODIFICATION
This document is intended to be used in conjunction with
AlA Document 8161, Owner-Architect Agreement for Designated Services
c
THIS DOCUMENT PROVIDES A COMPREHENSIVE SCHEDULE AND DESCRIPTIONS OF PROJECT PHASES
AND SERVICES TO ENABLE THE OWNER AND THE ARCHITECT TO IDENTIFY THEIR RESPECTIVE RESPON-
SIBILITIES UNDER THE OWNER-ARCHITECT AGREEMENT. PARTICULAR SERVICES REQUIRED OR APPRO-
PRIATE FOR ANY SPECIFIC PROJECT MUST BE IDENTIFIED BY COMPLETION OF THIS DOCUMENT, AND
THE DESCRIPTIONS OF THOSE SERVICES MUST BE MODIFIED BY DELETIONS AND ADDITIONS WHERE
APPROPRIATE.
Date: January 24, 1985
In accordan.ce wlth the Owner~Architect Agr~ement entered into as of the twenty-fourth day of
Janua ry 1 n N1 neteen Hundred and E1 ght-Fi ve ,the Owner and the Architect agree that the following
designated services shall be provided by the parties as described herein, and that compensation for the services
provided by the Architect shall be in accordance with the methods designated as applying thereto, and in the
amounts provided in the Owner-Architect Agreement. The services specifically designated herein shall govern
and shall supersede, to the extent of any conflict, all prior negotiations, representations or agreements, either
written or oral.
Owner: CITY OF GILROY
7370 Rosanna Street
Gilroy, California 95020
Architect: CLARK, STROMQUI5T & SANDSTROM
940 East Meadow Drive
Palo Alto, California 94303
Project: FEASIBILITY STUDY, SITE PLANNING,
AND DEVELOPMENT OF MASTER PLAN AND
SCHE~~TIC DRAWINGS FOR THE GILROY
POLICE DEPARTMENT BUILDING EXPAN-
The Owner and the Architect agree as set forth below.
SION AND RENOVATION.
~J
Copyright @ 1977 by The American Institute of Architects, 1735 New York Avenue, N.W., Washington, D.C. 20006, Reproduction of the
material herein or substantial quotation of Its provisions without permission of the AlA violates the copyright laws of the United States
and will be subject to legal prosecution.
AlA DOCUMENT .162. SCOPE OF DESIGN^TED SERVICES. NOVEMBER 1977 EDITION · ^'^ ~. ~ 1977
THE AMERICAN INSTITUTE OF ARCHITECTS, 1735 NEW YORK AVENUE, N.W., WASHINGTON, D.C. 20006
8162-1977
'-1?t ~ ~'1, ;, *'
(
(
~.
ENUMERATION OF MODIFICATIONS TO DESIGNATED SERVICES
PROJECT: CITY OF GILROY - BuHding Expansion & Renovation
PROJECT #: 8437
DATE: January 24. 1985
Prior to the execution of this Document B162, modifications of the Descriptions of Designated Services were
made ~nly with respect to the following numbered items:
Designated services shall be
limited to Phases 1. 2 & 3
as enumerated herein.
Services which have been deleted in their entirety are indicated on the Schedule of Designated Services pages
by marking the column, "Not To Be Provided," and also on the accompanying Description of Designated
Services pages by' .
.. .
ARCHITECT
AlA DOCUMENT 1162 · SCOPE OF DESIGNATED SERVICES · NOVEMBER 1977 EDITION · AlA e · e 1977
THE AMERICAN INSTITUTE OF ARCHITECTS. 1735 NEW YORK AVENUE, N.W., WASHINGTON, D.C. 20006
.162-1977 II
SCHEDULE OF DESIGNATED SERVICES PHASE 1: PREDESIGN SERVICES
PROJECT:
PROJECT #: DATE:
The Owner and the Architect, respectively, shall , .
provide for this Phase of the Project those services c: 1l
~~ Q)
"., "., u
appropriately designated and assigned below and "., .- "0
I'J ~ 8 .~ I'J ~ 'S: c:
described subsequently. ..; 'E . Q) 2
- u..c. -V'l 0
~ u Q) u ~- C. '+- .,p
- .~ V'l ~< ... _ I'J .8 o :J1
Q)
OWNER (5i~ned) :E ..c. Q) ~.6 ~ :E c: "8 c:
U u"O uE 0
... ... .- ... - ..r:.~
< <~ <~ -
ARCHITECT (signed) ~ .~ ~..~ A ~ >1l - - E
. ~- > >::1 > >"0 0 Q) 0
CD CDO CDrtl CD CD< z ~u
1.01 .Project Administration ~ F
1.02 Disciplines Coordination/Document
Checking
1.03 Agency Consulting/Review/Approval V F
1.04 Owner-Supplied Data Coordination
1.05 Programming ~ F
1.06 Space Schematics/Flow Diagrams ./ F
1.07 Existing Facilities Surveys ./ F
1.08 Marketing Studies
1.09 Economic Feasibility Studies ,/ F
1.10 Project Financing
1.29 Project Development Scheduling ~ F
1.31 Project Budgeting Y" F
1.33 Presentations V F
METHODS OF COMPENSATION
A = Multiplf' of Direct Salary Expense E = Stipulated Sum
B = Multiplf' of Direct Personnel Expense f == Hourly Billing Rilles
C == Proft'~sional ft'(. Plus Expenses G = Multiple of Amounts Bill(>d to Architect
D =. Pt'rcentagt. of Construction Cost H =-Otht'r:
<'~1'1l1l"1" 'l'p.H.11I' .1111hclfI/alion ilfld f()lllllt'n~illi()1l
~
c
~J
AlA DOCUMENT '''2 · SCOPE OF DESIGNATED SERVICES · NOVEMBER 1977 EDITION · AIAt\) · e1977
THE AMERICAN INSTITUTE OF ARCHITECTS, 1735 NEW YORK AVENUE, N.W., WASHINGTON, D.C. 2()()o('
8162 . 1977
1-'
DESCRIPTION OF DESIGNATED SERVICES
PHASE 1-PREDESIGN SERVICES
In the Predesign Phase the Owner and Architect, respectively, shall provide those services designated in the
Schedule of Designated Services necessary for the Architect to assist the Owner in establishing the Owner's
program and the financial and time requirements and limitations for the Project prior to beginning design. The
following descriptions shall apply to those services assigned in the Schedule of Designated Services as the
responsibility of the party indicated therein.
1.01 Project Administration services consisting of predesign administrative functions including:
.01 .Initial consultation in development of the Project
.02 Preparation of compensation estimates and professional services agreement(s)
.03 Project-related research
.04 Conferences
.05 Communications
.06 Travel time
.07 Progress reports
.08 Direction of the work of in-house architectural personnel.
1.02 Disciplines Coordination/Document Checking services consisting of predesign activities for:
.01 Coordination between the architectural work and the work of engineering and other involved dis-
plines for the Project.
.02 Review and checking of documents prepared for the Project. )
1~03 Agency Consulting/Review/Approval services consisting of predesign activities including:
.01 Agency consultations
.02 Research of critical applicable regulations
.03 Research of community attitudes
.04 Preparation of written and graphic explanatory materials
.05 Appearances on Owner's behalf at agency and community meetings.
The services apply to applicable laws, statutes, regulations and codes of regulating entities and to
reviews required of user or community groups with limited or no statutory authority but significant
influence on approving agencies and individuals, including:
.06 Local political subdivisions
.07 Planning boards
.08 County agencies
.09 Regional agencies
.10 Federal agencies
.11 User organizations
.12 Community organizations
.13 Consumer interest organizations
.14 Environmental interest groups.
)
1-2 8162-1977
AlA DOCUMENT 116Z · SCOPE OF DESIGNATED SERVICES · NOVEMBER 1977 EDITION · AlA e · c> 1977
THE AMERICAN INSTITUTE OF ARCHITECTS, 1735 NEW YORK AVENUE, N.W., WASHINGTON, D.C. 20006
.,
t:
1.04 Owner-supplied Data Coordination services consisting of predesign activities including:
.01 Review and coordination of data furnished for the Project as a responsibility of the Owner
.02 Assistance to Owner in obtaining existing drawings and related data.
1.05 Programming services required to establish the following detailed requirements for the Project:
.01 Design objectives, limitations and criteria
.02 Space requirements
.03 Space relations
.04 Number and functional responsibilities of personnel
.05 Flexibility and expansibility
.06 Special equip'ment and systems
.07 Site requirements.
1.06 Space Schematics/Flow Diagrams services consisting of diagrammatic studies and pertinent descriptive
text for:
.01 Internal functions
.02 Human, vehicular and material flow patterns
.03 General space allocations
.04 Analysis of operating functions
.05 Adjacency
.06 Special facilities and equipment
.07 Materials handling
.08 Flexibility and expansibility.
(!a
1.07 Existing Facilities Surveys services consisting of researching, assembling, reviewing and supplementing
information for Projects involving alterations and additions to existing facilities or determining new space
usage in conjunction with a new building program and including:
.01 Photography
.02 Field measurements
.03 Review of existing design data
.04 Analysis of existing structural capabilities
.05 Analysis of existing mechanical capabilities
.06 Analysis of existing electrical capabilities
.07 Review of existing drawings for critical inaccuracies, and the development of required measured
drawings.
'!~
1.08 Marketing Studies services relating to determining the social, economic and political need and accepta-
bility of the Project and consisting of:
.01 Determination with Owner of the scope, parameters, schedule and budget for marketing studies
.02 Identification, assembly, review and organization of existing pertinent data
.03 Arrangement of clearances for use of existing data
.04 Mail survey studies
.05 Personal survey studies
.06 Analysis of data
.07 Assistance in obtaining computerized analysis and modeling
.08 Computerized analysis and modeling
.09 Preparation of interim reports
.10 Preparation of final report
.11 Assistance in production of final report.
AlA DOCUMENT .162 · SCOPE OF DESIGNATED SERVICES. NOVEMBER 1977 EDITION · AlA" · I> 1977
THE AMERICAN INSTITUTE OF ARCHITECTS, 1735 NEW YORK AVENUE, N.W., WASHINGTON, D.C. 20006
.162-1'" 1-3
1.09 Economic Feasibility Studies services consisting of the preparation of economic analysis and feasibility
evaluation of the Project based on estimates of:
.01 Total Project cost estimates
.02 Operating and owning cost estimates
.03 Financing requirements
.04 Cash flow for design, construction and operation
.05 Return on investment studies
.06 Equity requirements.
'.)
1.10 Project Financing services as required in connection with:
.01 Assistance to Owner in preparing and submitting data, supplementary drawings and documentation
.02 Research of financing availability
.03 -Direct solicitation of financing sources by the Architect.
Project financing services are required for:
.04 Development costs
.05 Site control and/or acquisition
.06 Predesign and site analysis services
.07 Planning, design, documentation and bidding services
.08 Interim or construction financing
.09 Permanent or long-term financing.
1.29 Project Development Scheduling services during the Predesign Phase consisting of establishing a tenta-
tive schedule for predesign services, decision-making, design, documentation, contracting and construc-
tion, based on determination of the Architect's services, the Owner's responsibilities and proposed ~
design and construction procedures. -
1.31 Project Budgeting services relating to development of a Predesign Phase Statement of Probable Construc-
tion Cost based on programming and scheduling studies and consisting of:
.01 Conversion of programmed requirements to net area requirements
.02 Development of initial approximate gross facility areas
.03 Evaluation of construction market conditions
.04 Application of unit cost data to gross areas
.05 Estimates of related costs such as site development, landscaping, utilities, services, furniture, equip-
ment and design services.
1.33 Presentations services consisting of presentations of Predesign Phase analyses and recommendations by
the Architect to the following client representatives:
.01 Owner
.02 Building committee(s)
.03 Staff committee(s)
.04 User group(s)
.05 Board(s) of Directors
.06 Financing entity (entities)
.07 Owner's consultant(s).
NOTE: Preparation of special presentation materials is a service to be identified, if relevant, under Agency
Consulting/Review/Approval (1.03) or as a supplemental service identified in Phase 9 of the Schedule of
Designated Services under Renderings (9.62) or in Phase 9 under Model Construction (9.63).
,
.'
1-4 8162-1977
AlA DOCUMENT '162 · SCOPE OF DESIGNATED SERVICES · NOVEMBER 1977 EDITION · AlA tI> · Cl1977
THE AMERICAN INSTITUTE OF ARCHITECTS, 173S NEW YORK AVENUE, N.W., WASHINGTON, D.C. 20006
. ,
~
~
~~
SCHEDULE OF DESIGNATED SERVICES PHASE 2: SITE ANALYSIS SERVICES
PROJECT: I
PROJECT #: DATE:
The Owner and the Architect, respectively, shall I It
provide for this Phase of the Project those services c:: ~
'E~ Q)
'" '" u
appropriately designated and assigned below and '" .- "0
ro ~ 8 .~ ro c: .~ g
described subsequently. ~ .~ - 1Ii
..... u..r::. tVl
~ u 1Ii U ~ \4- .;:;
.~ Vl i< ~ Q)- o ~
.~ Q) ..... ro 1l
.- c::
OWNER (signed) ..r::. ..r::. 1Ii !.s ! ..r::. 0 "'8 c::
u u"O u_ 0
~ ~ .- ..(~ ..r::. ~
<C <Ct) .....
~ /J~ >~ '0 ..... E
'-:L.~ > > :::l > >"0 Q) 0
ARCHITECT (signed) . co coO co~ co CO<C Z ~u
2.01 Project Adminisfration ~ F'
2.02 Disciplines Coordination/Document
Checking
2.03 Agency Consulting/Review/Approval V F
2.04 Owner-Supplied Data Coordination .; r
2.13 Site Analysis and Selection II'" F
2.14 Site Development Planning t/ F
2.15 Detailed Site Utilization Studies F
V
2.16 On-Site Utility Studies V F
2.17 Off-Site Utility Studies
2.18 Environmental Studies and Reports
2.19 Zoning Processing Assistance
2.29 Project Development Scheduling v" 'F
2.31 Project Budgeting ./ F
2.33 Presentat ions V F
METHODS OF COMPENSATION
A = Multiple of Direct Salary Expense E == Stipulated Sum
B == Multipl(' of Dirt'{t Personnel Expense F = Hourly Billing Rates
C = Profl>ssinnal Fee Plus Exrx'nsl's G = Multi[lle of Amounts Billf'd to Architect
D = Pt'rn.ntaJ.:(' of Construction Cost H ==Other:
"~"lIl1ifl'" ""Pill.lll' ilUlhorilillion ann rOOlllt'n...llion
AlA DOCUMENT .'62 · SCOPE OF DESIGNATED SERVICES · NOVEMBER 1977 EDITION · AIAf) · <<>1977
THE AMERICAN INsTlTyn OF ARCHITECTS. 1735 NEW YORK AVENUE, N.W.. WASHINGTON, D.C. 20006
8162 - 1977 2-1
DESCRIPTION OF DESIGNATED SERVICES
......
PHASE 2-SITE ANALYSIS SERVICES
In the Site Analysis Phase the Owner and the Architect, respectively, shall provide those services designated in
the Schedule of Designated Services, necessary to establish site-related limitations and requirements for the
Project. Some of the described services will be provided during predesign activities and some during other
Phases of Project design. Grouping herein is for convenience to identify the site analysis services required for
the Project. The following descriptions shall apply to those services assigned in the Schedule of Designated
Services as the responsibility of the party indicated therein.
2.01 Project Administration services consisting of site-related administrative functions including:
.01 'Initial site consultation
.02 Site-related research
.03 Conferences
.04 Communications
.05 Travel time
.06 Progress reports
.07 Direction of the work of in-house architectural personnel.
2.02 Disciplines Coordination/Document Checking services consisting of site analysis activities for:
.01 Coordination between the architectural work and the work of engineering and other involved dis-
ciplines for the Project
.02 Review and checking of documents prepared for the Project. ~
2.03 Agency Consulting/Review/Approval services consisting of site-related activities including:
.01 Agency consultations
.02 Research of critical applicable regulations
.03 Research of community attitudes
.04 Preparation of written and graphic explanatory materials
.05 Appearances on Owner's behalf at agency and community meetings.
The services apply to applicable laws, statutes, regulations and codes of regulating entities and to
reviews required of user or community groups with limited or no statutory authority but significant
influence on approving agencies and individuals, including:
.06 local political subdivisions
.07 Planning boards
.08 County agencies
.09 Regional agencies
.10 Federal agencies
.11 User organizations
.12 Community organizations
.13 Consumer interest organizations
.14 Environmental interest groups.
2-2 8162-1977
AlA DOCUMENT .,.2 · SCOPE OF DESIGNATED SERVICES · NOVEMBER 1977 EDITION · AlA e · e 1977
THE AMERICAN INSTITUTE OF ARCHITECTS, 1735 NEW YORK AVENUE, N.W., WASHINGTON, D.C. 20006
,..
od
2.04 Owner-supplied Data Coordination services consisting of site-related activities including:
.01 Review and coordination of data furnished for the Project as a responsibility of the Owner
.02 Site visits required to establish criteria
.03 Assistance to the Owner in obtaining existing title information and contracting for surveys, surface
site data and subsurface site data
.04 Assistance to Owner in contracting for new boundary, surface and subsurface site data
.05 Site photography.
2.13 Site Analysis and Selection services consisting of:
.01 Identification of potential site(s)
.02 On-site investigations
.03 Movement systems, traffic and parking studies
.04 Topography analysis
. .05 Analysis of deed, zoning and other legal restrictions
.OG Studies of availability of labor-force to staff Owner's facility
.07 Studies of availability of construction materials, equipment and labor
.08 Studies of construction market
.09 Overall site analysis and evaluation
.10 Comparative site studies.
:",
2.14 Site Development Planning services consisting of preliminary site analysis, and preparation and compara-
tive evaluation of conceptual site development designs, based on:
.01 Land utilization
.02 Structures placement
.03 Facilities development
.04 Development phasing
.05 Movement systems, circulation and parking
.OG Utilities systems
.07 Surface and subsurface conditions
.07 Ecological requirements
.09 Deeds, zoning and other legal restrictions
.10 Landscape concepts and forms.
2.15 Detailed Site Utilization Studies consisting of detailed site analysis, based on the approved conceptual
site development design, including:
.01 Land utilization
.02 Structures placement
.03 Facilities development
.04 Development phasing
.05 Movement systems, circulation and parking
.OG Utilities systems
.07 Surface and subsurface conditions
.08 Review of soils report
.09 Vegetation
.10 Slope analysis
.11 Ecological studies
.12 Deeds, zoning and other legal restrictions
.13 Landscape forms and materials.
t4
AlA DOCUMENT .,.2 . SCOPE OF DESIGNATED SERVICES. NOVEMBER 1977 EDITION · AlA e · ~ 1977
THE AMERICAN INSTITUTE OF ARCHITECTS, 1735 NEW YORK AVENUE, N.W., WASHINGTON, D.C. 20006
'162-1977 2-3
2.16 On-site Utility Studies services consisting of establishing requirements and preparing initial designs for
on-site:
.01 Electrical service and distribution
.02 Gas service and distribution
.03 Water supply and distribution
.04 Site drainage
.05 Sanitary sewer collection and disposal
.06 Process waste water treatment
.07 Storm water collection and disposal
.08 Central-plant mechanical systems
.09 Fire systems
.10 Emergency systems
.11 Security
.12 Pollution control.
.13 Site illumination
.14 Communications systems.
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NOTE: Master planning of on-site utilities for future development is a service to be identified, if relevant, in
Phase 9 of the Schedule of Designated Services under Special Studies (9.61).
2.17 Off-site Utility Studies services consisting of:
.01 Confirmation of location, size and adequacy of utilities serving the site
.02 Determination of requirements for connections to utilities
.03 Planning for off-site utility extensions and facilities
.04 Design of off-site utility extensions and facilities.
2.18 Environmental Studies and Reports services consisting of:
.01 Determination of need or requirements for environmental monitoring, assessment andlor impact
statements
.02 Ecological studies
.03 Preparation of environmental assessment reports
.04 Preparation of environmental impact reports
.05 Attendance at public meetings and hearings
.06 Presentations to governing authorities.
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NOTE: Environmental Monitoring is a service to be identified, if relevant, in Phase 9 of the Schedule of Desig-
nated Services (9.69). '
2.19 Zoning Processing Assistance services consisting of:
.01 Assistance in preparing applications
.02 Development of supporting data
.03 Preparation of presentation materials
.04 Attendance at public meetings and hearings.
2.29 Project Development Scheduling services during the Site Analysis Phase consisting of establishing a
tentative schedule for site analysis services, site-related decision-making, design, documentation, con-
tracting and construction based on determination of the Architect's services, the Owner's responsibilities
and proposed design and construction procedures.
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2.4 8162-1977
AlA DOCUMENT .162' SCOPE OF DESIGNATED SERVICES' NOVEMBER 1977 EDITION · AlA e. c 1977
THE AMERICAN INSTITUTE OF ARCHITECTS, 173S NEW YORK AVENUE, N.W., WASHINGTON, D.C. 20006
ri'
2.31 Project Budgeting services relating to development of a Statement of Probable Construction Cost for
site-related work based on programming and scheduling of site work and consisting of the application
of unit cost data for:
.01 Site grading
.02 On-site utilities
.03 Utilities connections
.04 Off-site utilities work
.05 Drainage
.06 Paving
.07 Site lighting
.08 Lawn and landscaping work
.09 Site furniture.
2.33 Presentations services consisting of presentations of Site Analysis studies, reports and data by the Archi-
tect to the following client representatives:
.01 Owner
.02 Building committee(s)
.03 Staff committee(s)
.04 User group(s)
.05 Board(s) of Directors
.06 Financing entity(entities).
NOTE: Preparation of special presentation materials is a service to be identified, if relevant, under Agency
Consulting/Review/Approval (2.03) or as a supplemental service identified in Phase 9 of the Schedule of
_ Designated Services under Renderings (9.62) or in Phase 9 under Model Construction (9.63).
~
AlA DOCUMENT '162. SCOPE OF DESIGNATED SERVICES. NOVEMBER 1977 EDITION. AlA e. II 1977
THE AMERICAN INSTITUTE OF ARCHITECTS, 1735 NEW YORK AVENUE, N.W., WASHINGTON, D.C. 20006
'162-19" 2-5
SCHEDULE OF DESIGNATED SERVICES PHASE 3: SCHEMATIC DESIGN SERVICES
PROJECT:
PROJECT #: DATE:
The Owner and the Architect, respectively, shall I ...
provide for this Phase of the Project those services c: Q.I i
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appropriately designated and assigned below and '" .- -c
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3.01 Project Administration ~ F
3.02 Disciplines Coordination/Document V F
Checking
3.03 Agency Consulting/Review/Approval V F
3.04 Owner-Supplied Data Coordination V F
3.21 Architectural Design/Documentation V F
3.22 Structural Design/Documentation V H
3.23 Mechanical Design/Documentation V H
3.24 Electrical Design/Documentation V H
3.25 Civil Design/Documentation
3.26 Landscape Design/Documentation
3.27 Interior Design/Documentation
3.28 Materials Research/Specifications V F
3.29 Project Development Scheduling V F
3.32 Statement of Probable Construction Cost V F
3.33 Presentations F
V
METHODS OF COMPENSATION
A = Multiplt' of Dirt'ct Salary Expense E =Stipulatro Sum
13 =- Multiplt. of Dirp("\ Pt>rsonnl'l Exp<'nsC' f = Hourly Billing Riltt>s
( =- Proh'~~ionill Ft.(. Plu~ Expensps G = Multiplp of Amount... Billed to Archit('ct
D', I'p[( pnl.1W' of Con,trurtion Cost H = Oth('r:
. WI'quirt., "'p.II..1t' ,1111111 II 1/.111011 and ( 1I11l1M'mal ion
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AlA DOCUMENT IU2 . SCOPE OF DESIGNATED SERVICES · NOVEMBER 1977 EDITION · AlA8 · C>1977
THE AMrt(lCAN INc,rITUH or ARCHITECTS. 1735 NEW YORK AVENUE, N.W., WASHINGTON, D.C. 20006
I .
8162 -1977 3-1
DESCRIPTION OF DESIGNATED SERVICES
.......
PHASE 3-SCHEMA TIC DESIGN SERVICES
In the Schematic Design Phase the Owner and the Architect, respectively, shall provide those services desig-
nated in the Schedule of Designated Services necessary to prepare Schematic Design Documents consisting
of drawings and other documents illustrating the general scope, scale and relationship of Project components
for approval by the Owner. Designs will be conceptual in character and based on the requirements developed
under previous phases and approved by the Owner, or on program requirements provided by the Owner and
reviewed and agreed upon by the Architect. The following descriptions shall apply to those services assigned
in the Schedule of Designated Services as the responsibility of the party indicated therein.
3.01 Project Administration services consisting of schematic design administrative functions including:
.01 Consultation
.02 Research
.03 Conferences
.04 Communications
.05 Travel time
.06 Progress reports
.07 Direction of the work of in-house architectural personnel.
3.02 Disciplines Coordination/Document Checking services consisting of schematic design activities for:
.01 Coordination between the architectural work and the work of engineering and other involved dis-
ciplines for the Project aJ
.02 Review and checking of documents prepared for the Project.
3.03 Agency Consulting/Review/Approval services consisting of schematic design activities including:
.01 Agency consultations
.02 Research of critical applicable regulations
.03 Preparation of written and graphic explanatory materials
.04 Appearances on Owner's behalf at agency and community meetings.
The services apply to applicable laws, statutes, regulations and codes of regulating entities and to
reviews required! of user or community groups with limited or no statutory authority but significant
influence on approving agencies and individuals, including:
.05 local political subdivisions
.06 Planning boards
.07 County agencies
.08 Regional agencies
.09 Federal agencies
.10 User organizations
.11 Community organizations
.12 Consumer interest organizations
.13 Environmental interest groups.
3.04 Owner-supplied Data Coordination services consisting of schematic design activities including:
.01 Review and coordination of data furnished for the Project as a responsibility of the Owner
.02 Assistance in establishing criteria
.03 Assistance in obtaining data.
3-2 8162-1977
AlA DOCUMENT .162. SCOPE OF DESIGN^TED SERVICES. NOVEMBER 1977 EDITION · ^'^ e. e 1977
THE ^MERIC^N INSTITUTE OF ^RCHITECTS, 1735 NEW YORK ^VENUE, N.W., W^5HINGTON, D.C. 20006
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l.21 Architectural Design/Documentation services during the Schematic Design Phase responding to program
requirements and consisting of preparation of:
.01 Conceptual site and building plans
.02 Preliminary sections and elevations
.03 Preliminary selection of building systems and materials
.04 Development of approximate dimensions, areas and volumes
.05 Perspective sketch(es)
.06 Study model(s).
3.22 Structural Design/Documentation services during the Schematic Design Phase consisting of recommen-
dations regarding basic structural materials and systems, analyses, and development of conceptual
design solutions for:
.01 A predetermined structural system
.02 Alternate structural systems.
3.23 Mechanical Design/Documentation services during the Schematic Design Phase consisting of considera-
tion of alternate materials, systems and equipment, and development of conceptual design solutions for:
.01 Energy source(s)
.02 Energy conservation
.03 Heating and ventilating
.04 Air conditioning
.05 Plumbing
.06 Fire protection
.07 Special mechanical systems
.08 Process systems
.09 General space requirements.
3.24 Electrical Design/Documentation services during the Schematic Design Phase consisting of consideration
of alternate systems, recommendations regarding basic electrical materials, systems and equipment,
analyses, and development of conceptual design solutions for:
.01 Power service and distribution
.02 lighting
.03 Telephones
.04 Fire detection and alarms
.05 Security systems
.06 Electronic communications
.07 Special electrical systems
.08 General space requirements.
3.25 Civil Design/Documentation services during the Schematic Design Phase consisting of consideration of
alternate materials and systems and development of conceptual design solutions for:
.01 On-site utility systems
.02 Off-site utilities work
.03 Fire protection systems
.04 Drainage systems
.05 Paving.
AlA DOCUMENT .,.2' SCOPE OF DESIGNATED SERVICES' NOVEMBER 1977 EDITION · AlA e. ~ 1977
THE AMfRICAN INSTITUTE OF ARCHITECTS, 1735 NEW YORK AVENUE, N.W., WASHINGTON, D.C. 20006
.162-1977 3-3
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3.26 Landscape Design/Documentation services during the Schematic Design Phase consisting of considera-
tion of alternate materials, systems and equipment and development of conceptual design solutions for
land forms, lawns and plantings based on program requirements, physical site characteristics, design
objectives and environmental determinants.
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3.27 Interior Design/Documentation services during the Schematic Design Phase consisting of space alloca-
tion and utilization plans based on functional relationships, consideration of alternate materials, systems
and equipment and development of conceptual design solutions for architectural, mechanical, electrical
and equipment requirements in order to establish:
.01 Partition locations
.02 Furniture and equipment layouts.
3.28 Materials Research/Specifications services during the Schematic Design Phase consisting of:
.01 Identification of potential architectural materials, systems and equipment and their criteria and
quality standards consistent with the conceptual design.
.02 Investigation of availability and suitability of alternative architectural materials, systems and equip-
ment
.03 Coordination of similar activities of other disciplines.
3.29 Project Development Scheduling services during the Schematic Design Phase consisting of reviewing and
updating previously established Project schedules or initial development of Project schedules (if not
previously established) for decision-making, design, documentation, contracting and construction.
3.32 Statement of Probable Construction Cost services during the Schematic Design Phase consisting of
development of a probable construction cost range for the Project based on the most recent schematic
design studies, current and historic area, volume, or other unit costs, expected Project delivery process,
and appropriate contingencies.
3.33 Presentations services consisting of presentations of Schematic Design Documents by the Architect to
the following client representatives:
.01 Owner
.02 Building committee(s)
.03 Staff committee(s)
.04 User group(s)
.05 Board(s) of Directors
.06 Financing entity(enties)
.07 Owner's consultant(s).
NOTE: Preparation of special presentation materials is a service to be identified, if relevant, under Agency
Consulting/Review/Approval (3.03) or as a supplemental service identified in Phase 9 of the Schedule of
Designated Services under Renderings (9.62) or in Phase 9 under Model Construction (9.63).
3-4 8162-1917
AlA DOCUMENT ."2. SCOPE OF DESIGNATED SERVICES · NOVEMBER 1977 EDITION · AlA e. ~ 1977
THE AMERICAN INSTITUTE OF ARCHITECTS, 1735 NEW YORK AVENUE, N.w., WASHINGTON, D,C. 20006
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AlA Document 8161
Standard Form of Agreement Between
Owner and Architect For Designated Services
1977 EDITION
This Document is intended to be used in conjunction with AlA Document 8162, Scope of Designated Services.
THIS DOCUMENT HAS IMPORTANT LEGAL CONSEQUENCES; CONSULTATION WITH
AN ATTORNEY IS ENCOURAGED WITH RESPECT TO ITS COMPLETION OR MODIFICATION
AGREEMENT
made as of the twenty-fourth
Hundred and Eighty-Five
day of January
in the year of Nineteen
BETWEEN the Owner: CITY OF GILROY
7370 Rosanna Street
Gilroy, California 95020
and the Architect: CLARK, STROMQUIST & SANDSTROM
940 East Meadow Drive
Palo Alto, California 94303
For the following Project:
(Include del.iled de5criplion 01 ProJecl lo,,/ion .nd 5COpf'.J
FEASIBILITY STUDY, SITE PLANNING,
AND DEVELOPMENT OF MASTER PLAN AND
SCHEMATIC DRAWINGS FOR THE GILROY
POLICE DEPARTMENT BUILDING EXPAN-
SION AND RENOVATION.
The Owner and the Architect agree as set forth below.
Copyright @ 1977 by The American Institute of Architects, 1735 New York Avenue, N.W., Washington, D.C. 20006. Reproduction of
the material herein or substantial quotation 01 its provisions without permls~ion of the AlA violates the copyright laws of the United
States and will be subject to legal prosecution.
AtA DOCUMENT .", . DESIGNATED SERVICES AGREEMlNT . NOVlMBlR '''77 [Ol1ION · AlA ~ · C> '977
_ ~_d_____ ____ ....... &...._.. ........... ........ ...,.alr..j,..,,....,...... ro.." ~.
.161-1'" 1
(This page blank)
2 1161-1977
AlA DOCUMENT 11" · DESIGNATED SEIlVICES AGIlEEMENT . NOVEMBEIl1977 EDITION. AlA. . e 19"
THE AMERICAN INSTITUTE Of AIlCHITECTS. 1735 NEW YOIlK AVENUE. N.W.. WASHINGTON. D.C. 20006
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TERMS AND CONDITIONS OF AGREEMENT BETWEEN OWNER AND ARCHITECT
ARTICLE 1
1.1 DESIGNATED SERVICES
The Architect's Designated Services consist of those
services agreed to be performed directly by the
Architect, through the Architect by utilization of
Outside Services, and by Coordination Services per-
formed by the Architect on services provided by
the Owner, for and necessary to the Project, as
jdentified and described in the Scope of Designated
Services attached to and made a part of this
Agreement.
1.2 CONSTRUCTION CONTRACT ADMINISTRATION
PHASE
The following terms and conditions shall apply to
the relevant Construction Contract Administration
Phase services, if any, as may be included in the
Scope of Designated Services attached to and
made a part of this Agreement.
1.2.1 The Construction Phase will commence with the
award of the Contract for Construction and, together with
the Architect's obligation to provide services under this
phase of the Agreement, will terminate when final pay-
ment to the Contractor is due, or in the absence of a final
Certificate for Payment or of such due date, sixty days
after the Date of Substantial Completion of the Work,
whichever occurs first.
1.2.2 Unless otherwise provided in this Agreement and
incorporated in the Contract Documents, the Architect
shall provide administration of the Contract for Construc-
tion as set forth below and in the edition of AlA Docu-
ment A201, General Conditions of the Contract for Con-
struction, current as of the date of this Agreement.
1.2.3 The Architect shall be a representative of the
Owner during the Construction Phase, and shall advise
and consult with the Owner. Instructions to the Contractor
shall be forwarded through the Architect. The Architect
shall have authority to act on behalf of the Owner only to
the extent provided in the Contract Documents unless
otherwise modified by written instrument in accordance
with Subparagraph 1.2.16,
1.2.4 The Architect shall visit the site at intervals appro-
priate to the stage of construction or as otherwise agreed
by the Architect in writing to become generally familiar
with the progress and quality of the Work and to deter-
mine in general if the Work is proceeding 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. On the basis of such on-site observations as an
architect, the Architect shall keep the Owner informed of
the progress and quality of the Work, and shall endeavor
to guard the Owner against defects and deficiencies in the
Work of the Contractor.
1.2.5 The Architect shall not have control or charge of
and shall not be responsible for construction means,
methods, techniques, sequences or procedures, or for
safety precautions and programs in connection with the
Work, for the acts or omissions of the Contractor, Subcon-
tractors or any other persons performing any of the Work,
or for the failure of any of them to carry out the Work in
accordance with the Contract Documents.
1.2.6 The Architect shall at all times have access to the
Work wherever it is in preparation or progress.
1.2.7 The Architect shall determine the amounts owing
to the Contractor based on observations at the site and on
evaluations of the Contractor's Applications for Payment,
and shall issue Certificates for Payment in such amounts,
as provided in the Contract Documents.
1.2.8 The issuance of a Certificate for Payment shall con-
stitute a representation by the Architect to the Owner,
based on the Architect's observations at the site as pro-
vided in Subparagraph 1.2.4 and the data comprising the
Contractor's Application for Payment, that the Work has
progressed to the point indicated; that, to the best of the
Architect's knowledge, information and belief, the quality
of the Work is in accordance with the Contract Docu-
ments (subject to an evaluation of the Work for conform-
ance with the Contract Documents upon Substantial Com-
pletion, to the results of any subsequent tests required by
or performed under the Contract Documents, to minor
deviations from the Contract Documents correctable prior
to completion, and to any specific qualifications stated in
the Certificate for Payment); and that the Contractor is
entitled to payment in the amount certified. However, the
issuance of a Certificate for Payment shall not be a repre-
sentation that the Architect has made any examination to
ascertain how and for what purpose the Contractor has
used the moneys paid on account of the Contract Sum.
1.2.9 The Architect shall be the interpreter of the
requirements of the Contract Documents and the judge of
the performance thereunder by both the Owner and Con-
tractor. The Architect shall render interpretations neces-
sary for the proper execution or progress of the Work with
reasonable promptness on written request of either the
Owner or the Contractor, and shall render written deci-
sions, within a reasonable time, on all claims, disputes and
other matters in question between the Owner and the
Contractor relating to the execution or progress of the
Work or the interpretation of the Contract Documents.
1.2.10 Interpretations and decisions of the Architect shall
be consistent with the intent of and reasonably inferable
from the Contract Documents and shall be in written or
graphic form. In the capacity of interpreter and judge, the
Architect shall endeavor to secure faithful performance by
both the Owner and the Contractor, shall not show par-
tiality to either, and shall not be liable for the result of any
interpretation or decision rendered in good faith in such
capacity.
1.2.11 The Architect's decisions in matters relatins to
artistic effect shall be final if consistent with the Intent of
the Contract Documents. The Architect's decisions on any
other claims, disputes or other matters, including those In
question between the Owner and the Contractor, shall be
AlA DOCUMENT "" . OlMGNA1W SIRVI((S AGRlfMINl . NOVEMBER 1977 WIlION . AlA ~. <<> 1977
THI "MIRICAN INSlllllH 01 ARCllIlIClS. 17)', NIW YORK AVENUE, NoW., WAStllNGTON. 0 r. 2001(,
1161-1977 3
subject to arbitration as provided in this Agreement and
in the Contract Documents.
1.2.12 The Architect shall have authority to reject Work
which does not conform to the Contract Documents.
Whenever, in the Architect's reasonable opinion, it is
necessary or advisable for the implementation of the in-
tent of the Contract Documents, the Architect will have
authority to require special inspection or testing of the
Work in accordance with the provisions of the Contract
Documents, whether or not such Work be then fabricated,
installed or completed.
1.2.13 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 'conformance with the design concept of the
Work and with the information given in the Contract
Documents. Such action shall be taken with reasonable
promptness so as to cause no delay. The Architect's
approval of a specific item shall not indicate approval of
an assembly of which the item is a component.
1.2.14 The Architect shall prepare Change Orders for the
Owner's approval and execution in accordance with the
Contract Documents, and shall have authority to order
minor changes in the Work not involving an adjustment in
the Contract Sum or an extension of the Contract Time
which are not inconsistent with the intent of the Contract
Documents.
1.2.15 The Architect shall conduct inspections to deter-
mine the Dates of Substantial Completion and final com-
pletion, shall receive and forward to the Owner for the
Owner's review written warranties and related documents
required by the Contract Documents and assembled by
the Contractor, and shall issue a final Certificate for
Payment.
1.2.16 The extent of the duties, responsibilities, and
limitations of authority of the Architect as the Owner's
representative during construction shall not be modified
or extended without written consent of the Owner, the
Contractor and the Architect.
1.3 PROJECT REPRESENTATION BEYOND
DESIGNATED SERVICES
1.3.1 If the Owner and Architect agree that more exten-
sive representation at the site than is described in Para-
graph 1.2 shall be provided, the Architect shall provide
one or more Project Representatives to assist the Architect
in carrying out such responsibilities at the site.
1.3.2 Such Project Representatives shall be selected,
employed and directed by the Architect, and the Architect
shall be compensated therefor as mutually agreed between
the Owner and the Architect as set forth in an exhibit
appended to this Agreement, which shall describe the
duties, responsibilities and limitations of authority of such
Project Representatives.
1.3.3 Through the observations by such Project Repre-
sentatives, the Architect shall endeavor to provide further
protection for the Owner against defects and deficiencies
in the Work, but the furnishing of such project representa-
tion shall not modify the rights, responsibilities or obliga-
tions of the Architect as described in Paragraph 1.2.
1.4 ADDITIONAL SERVICES
The following Services are not included as Desig-
nated Services unless so identified in Article 15.
These Services and any other services identified as
Additional Services in the Scope of Designated
Services attached to and made a part of this Agree-
ment shall be provided if authorized or confirmed
in writing by the Owner, and they shall be paid for
by the Owner as provided in this Agreement, in
addition to the compensation for Designated
Services.
1.4.1 Providing services in connection with the work of
a construction manager or separate consultants retained
by the Owner.
1.4.2 Making revisions in Drawings, Specifications or
other documents when such revisions are inconsistent
with wri.tten approvals or instructions previously given,
are required by the enactment or revision of codes laws
or regulations subsequent to the preparation of such docu-
ments or are due to other causes not solely within the
control of the Architect.
1.4.3 Preparing Drawings, Specifications, supporting data
and providing other services in connection with Change
Orders to the extent that the adjustment in the Basic Com-
pensation resulting from the adjusted Construction Cost is
not commensurate with the services required of the Archi-
tect, provided such Change Orders are required by causes
not solely within the control of the Architect.
1.4.4 Providing consultation concerning replacement of
any Work damaged by fire or other cause during construc-
tion, and furnishing services as may be required in con-
nection with the replacement of such Work.
1.4.5 Providing services made necessary by the default of
the Contractor, or by major defects or deficiencies in the
Work of the Contractor, or by failure of performance of
either the Owner or Contractor under the Contract for
Construction.
1.4.6 Providing services, other than those identified in
the Scope of Designated Services, after issuance to the
Owner of the final Certificate for Payment, or in the ab-
sence of a final Certificate for Payment, more than sixty
days after the Date of Substantial Completion of the Work.
1.4.7 Providing any other services not otherwise included
in this Agreement or not customarily furnished in accord-
ance with generally accepted architectural practice.
1.5 TIME
1.5.1 The Architect shall perform Designated and Addi-
tional Services as expeditiously as is consistent with pro-
fessional skill and care and the orderly progress of the
Work. Upon request of the Owner, the Architect shall
submit for the Owner's approval a schedule for the per-
formance of the Architect's services which shall be adjusted
as required as the Project proceeds, and shall include
allowances for periods of time required for the Owner's
review and approval of submissions and for approvals of
authorities having jurisdiction over the Project. This sched-
ule, when approved by the Owner, shall not, except for
reasonable cause, be exceeded by the Architect.
4 8161-1977
AlA DOCUMENT '1" . DESIGNATED SERVICES AGREEMENT · NOVEMBER 1977 EDITION · A'A e · e 1977
THE AMERICAN INSTITUTE Of ARCHITECTS, 17)5 NEW YORK AVENUE, N.W., WASHINGTON, D.C. 20006
~-
ARTICLE 2
THE OWNER'S RESPONSIBILITIES
The following responsibilities will be undertaken by
the Owner, in addition to those Services designated
to be performed by the Owner and described in
the Scope of Designated Services attached to and
made a part of this Agreement.
2.1 The Owner shall provide full information regarding
requirements for the ProjPct.
2.2 If the Owner provides a budget for the Project it shall
include contingencies for bidding, changes in the Work
during construction, and other costs which are the respon-
sibility of the Owner, including those described in this
Article 2 and in Subparagraph 3.1.2. The Owner shall, at
the request of the Architect, provide a statement of funds
available for the Project, and their source.
2.3 The Owner shall designate, when necessary, a repre-
sentative authorized to act in the Owner's behalf with
respect to the Project. The Owner or such authorized rep-
resentative shall examine the documents submitted by the
Architect and shall render decisions pertaining thereto
promptly, to avoid unreasonable delay in the progress of
the Architect's services.
2.4 The Owner shall furnish a legal description and a
certified land survey of the site, giving, as applicable,
grades and lines of streets, alleys, pavements and adjOining
property; rights-of-way, restrictions, easements, encroach-
ments, zoning, deed restrictions, boundaries and contours
of the site; locations, dimensions and complete data per-
taining to existing buildings, other improvements and
trees; and full information concerning available service
and utility lines both public and private, above and below
grade, including inverts and depths.
2.5 The Owner shall furnish the services of soil engineers
or other consultants when such services are deemed
necessary by the Architect. Such services shall include test
borings, test pits, soil bearing values, percolation tests, air
and water pollution tests, ground corrosion and resistivity
tests, including necessary operations for determining sub-
soil, air and water conditions, with reports and appropri-
ate professional recommendations.
2.6 The Owner shall furnish structural, mechanical,
chemical and other laboratory tests, inspections and
reports as required by law or the Contract Documents.
2.7 The Owner shall furnish all legal, accounting and
insurance counseling services as may be necessary at any
time for the Project, including such auditing services as
the Owner may require to verify the Contractor's Applica-
tions for Payment or to ascertain how or for what purposes
the Contractor uses the moneys paid by or on behalf of
the Owner.
2.8 The services, information, surveys and reports
required by Paragraphs 2.4 through 2.7 inclusive shall be
furnished at the Owner's expense, and the Architect shall
be entitled to rely upon the accuracy and completeness
thereof.
2.9 If the Owner observes or otherwise becomes aware
of any fault or defect in the Project or nonconformance
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with the Contract Documents, prompt written notice
thereof shall be given by the Owner to the Architect.
2.10 The Owner shall furnish required information and
services and shall render approvals and decisions as ex-
peditiously as necessary for the orderly progress of the
Architect's services and of the Work.
ARTICLE 3
CONSTRUCTION COST
3.1 DEFINITION
3.1.1 The Construction Cost shall be the total cost or
estimated cost to the Owner of all elements of the Project
designed or specified by the Architect.
3.1.2 The Construction Cost shall include at current
market rates, including a reasonable allowance for over-
head and profit, the cost of labor and materials furnished
by the Owner and any equipment which has been
designed, specified, selected or specially provided for by
the Architect.
3.1.3 Construction Cost does not include the compensa-
tion of the Architect and the Architect's consultants, the
cost of the land, rights-of-way, or other costs which are
the responsibility of the Owner as provided in Article 2.
3.2 RESPONSIBILITY FOR CONSTRUCTION COST
3.2.1 Evaluations of the Owner's Project budget, State-
ments of Probable Construction Cost and Detailed Esti-
mates of Construction Cost, if any, prepared by the Archi-
tect, represent the Architect's best judgment as a design
professional familiar with the construction industry. It is
recognized, however, that neither the Architect nor the
Owner has control over the cost of labor, materials or
equipment, over the Contractor's methods of determining
bid prices, or over competitive bidding, market or nego-
tiating conditions. Accordingly, the Architect cannot and
does not warrant or represent that bids or negotiated
prices will not vary from the Project budget proposed,
established or approved by the Owner, if any, or from any
Statement of Probable Construction Cost or other cost
estimate or evaluation prepared by the Architect.
3.2.2 No fixed limit of Construction Cost shall be estab-
lished as a condition of this Agreement by the furnishing,
proposal or establishment of a Project budget under
Paragraph 2.2 or otherwise, unless such fixed limit has
been agreed upon in writing and signed by the parties
hereto. If such a fixed limit has been established, 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 Docu-
ments, to make reasonable adjustments in the scope of
the Project and to include in the Contract Documents
alternate bids to adjust the Construction Cost to the fixed
limit. Any such fixed limit shall be increased in the amount
of any increase in the Contract Sum occurring after execu-
tion of the Contract for Construction.
3.2.3 If the Bidding or Negotiations Phase has not com-
menced within three months after the Architect submits
the Construction Documents to the Owner, any Project
budget or fixed limit of Construction Cost shall be
AlA DOCUMlNT 11'1' DlSIGNA1l0 SERVIClS AC.RIEMINT . NOVEMBER 1977 EDITION' AlA ~. <<> 1977
THI AMERICAN INSlllllTl 01 ARCllIll (IS, 17]', NI W YORk AVLNUE, NW., WASltlNGION, D.C. 20001,
1161-19" 5
adjusted to reflect any change in the general level of
prices in the construction industry between the date of
submission of the Construction Documents to the Owner
and the date on which proposals are sought.
3.2.4 If a Project budget or fixed limit of Construction
Cost (adjusted as provided in Subparagraph 3.2.3) is ex-
ceeded by the lowest bona fide bid or negotiated pro.
posal, the Owner shall (1) give written approval of an
increase in such fixed limit, (2) authorize rebidding or
renegotiating of the Project within a reasonable time, (3) if
the Project is abandoned, terminate in accordance with
Paragraph 10.2, or (4) cooperate in revising the Project
scope and quality as required to reduce the Construction
Cost. In the case of (4), provided a fixed limit of Construc-
tion Cost has been established as a condition of this Agree-
ment, the Architect, without additional charge, shall mod.
ify the Drawings and Specifications as necessary to comply
with the fixed limit. The providing of such service shall be
the limit of the Architect's responsibility arising from the
establishment of such fixed limit, and having done so, the
Architect shall be entitled to compensation for all services
performed, in accordance with this Agreement, whether
or ~ot the Construction Phase is commenced.
ARTICLE 4
DIRECT SALARY AND DIRECT
PERSONNEL EXPENSE
4.1 Direct Salary Expense is defined as the direct salaries
of all the Architect's personnel engaged on the Project,
but does not include the cost of contributions and benefits
related thereto, whether mandatory or customary, as
described in Paragraph 4.2 and included in Direct Person-
nel Expense.
4.2 Direct Personnel Expense is defined as the direct
salaries of all the Architect's personnel engaged on the
Project, and the portion of the cost of their mandatory and
customary contributions and benefits related thereto, such
as employment taxes and other statutory employee bene-
fits, insurance, sick leave, holidays, vacations, pensions and
similar contributions and benefits.
ARTICLE 5
REIMBURSABLE EXPENSES
5.1 Reimbursable Expenses are in addition to the Com-
pensation for Designated and Additional Services and
include actual expenditures made by the Architect and the
Architect's employees and consultants in the interest of
the Project for the expenses listed in the following
Subparagraphs:
5.1.1 Expense of transportation in connection with the
Project; living expenses in connection with out-of-town
travel; long distance communications, and fees paid for
securing approval of authorities having jurisdiction over
the Project.
5.1.2 Expense of reproductions, postage and handling of
Drawings, Specifications and other documents, excluding
reproductions for the offjce use of the Architect and the
Architect's consultants.
5.1.3 Expense of data processing and photographic pro-
duction techniques when used in connection with Addi.
tional Services.
5.1.4 If authorized in advance by the Owner, expense of
overtime work requiring higher than regular rates.
5.1.5 Expense of any additional insurance coverage or
limits, including professional liability insurance, requested
by the Owner in excess of that normally carried by the
Architect and the Architect's consultants.
ARTICLE 6
PAYMENTS TO THE ARCHITECT
6.1 PAYMENTS ON ACCOUNT OF DESIGNATED SERVICES
6.1.1 An initial payment as set forth in Paragraph 14.1 is
the minimum payment under this Agreement.
6.1.2 Subsequent payments for Designated Services shall
be made monthly and shall be in proportion to services
performed within each Phase of Services, on the basis set
forth in Article 14.
6.1.3 If and to the extent that the Contract Time initially
established in the Contract for Construction is exceeded
or extended through no fault of the Architect, compensa-
tion for any Designated Services required for such extended
period of Administration of the Construction Contract
shall be computed as set forth in Paragraph 14.4 for Addi-
tional Services.
6.1.4 When compensation is based on a percentage of
Construction Cost, and any portions of the Project are
deleted or otherwise not constructed, compensation for
such portions of the Project shall be payable to the extent
services are performed on such portions, in accordance
with the schedule set forth in Subparagraph 14.2.2, based
on (1) the lowest bona fide bid or negotiated proposal or,
(2) if no such bid or proposal is received, the most recent
Statement of Probable Construction Cost or Detailed Esti-
mate of Construction C~st for such portions of the Project.
6.2 PAYMENTS ON ACCOUNT OF ADDITIONAL SERVICES
6.2.1 Payments on account of the Architect's Additional
Services as defined in Paragraph 1.4 and for Reimburs-
able Expenses as defined in Article 5 shall be made
monthly upon presentation of the Architect's statement of
services rendered or expenses incurred.
6.3 PAYMENTS WITHHELD
6.3.1 No deductions shall be made from the Architect's
compensation on account of penalty, liquidated damages
or other sums withheld from payments to contractors, or
on account of the cost of changes in the Work other than
those for which the Architect is held legally liable.
6.4 PROJECT SUSPENSION OR TERMINATION
6.4.1 If the Project is suspended or abandoned in whole
or in part for more than three months the Architect shall
be compensated for all services performed prior to receipt
of written notice from the Owner of such suspension or
abandonment, together with Reimbursable Expenses then
due and all Termination Expenses as defined in Paragraph
10.4. If the Project is resumed after being suspended for
more than three months, the Architect's compensation
shall be equitably adjusted.
6 8161-1977
AlA DOCUMENT .1.1 . DESIGNATED SERVICES AGREEMENT. NOVIMIlIR 1977 EDITION. AlA ~ . CCl1977
THE AMERICAN INSTITUTE OF ARCHITECTS, Ins NEW YORK AVINUE, NW., WASHINGTON. D.C. 20006
adjusted to reflect any change in the general level of
prices in the construction industry between the date of
submission of the Construction Documents to the Owner
and the date on which proposals are sought.
3.2.4 If a Project budget or fixed limit of Construction
Cost (adjusted as provided in Subparagraph 3.2.3) is ex-
ceeded by the lowest bona fide bid or negotiated pro-
posal, the Owner shall (1) give written approval of an
increase in such fixed limit, (2) authorize rebidding or
renegotiating of the Project within a reasonable time, (3) if
the Project is abandoned, terminate in accordance with
Paragraph 10.2, or (4) cooperate in revising the Project
scope and quality as required to reduce the Construction
Cost. In the case of (4), provided a fixed limit of Construc-
tion Cost has been established as a condition of this Agree-
ment, the Architect, without additional charge, shall mod-
ify the Drawings and Specifications as necessary to comply
with the fixed limit. The providing of such service shall be
the limit of the Architect's responsibility arising from the
establishment of such fixed limit, and having done so, the
Architect shall be entitled to compensation for all services
performed, in accordance with this Agreement, whether
or flot the Construction Phase is commenced.
ARTICLE 4
DIRECT SALARY AND DIRECT
PERSONNEL EXPENSE
4.1 Direct Salary Expense is defined as the direct salaries
of all the Architect's personnel engaged on the Project,
but does not include the cost of contributions and benefits
related thereto, whether mandatory or customary, as
described in Paragraph 4.2 and included in Direct Person-
nel Expense.
4.2 Direct Personnel Expense is defined as the direct
salaries of all the Architect's personnel engaged on the
Project, and the portion of the cost of their mandatory and
customary contributions and benefits related thereto, such
as employment taxes and other statutory employee bene-
fits, insurance, sick leave, holidays, vacations, pensions and
similar contributions and benefits.
ARTICLE 5
REIMBURSABLE EXPENSES
5.1 Reimbursable Expenses are in addition to the Com-
pensation for Designated and Additional Services and
include actual expenditures made by the Architect and the
Architect's employees and consultants in the interest of
the Project for the expenses listed in the following
Subparagraphs:
5.1.1 Expense of transportation in connection with the
Project; living expenses in connection with out-of-town
travel; long distance communications, and fees paid for
securing approval of authorities having jurisdiction over
the Project.
5.1.2 Expense of reproductions, postage and handling of
Drawings, Specifications and other documents, excluding
reproductions for the office use of the Architect and the
Architect's consultants.
5.1.3 Expense of data processing and photographic pro-
duction techniques when used in connection with Addi-
tional Services.
5.1.4 If authorized in advance by the Owner, expense of
overtime work requiring higher than regular rates.
5.1.5 Expense of any additional insurance coverage or
limits, including professional liability insurance, requested
by the Owner in excess of that normally carried by the
Architect and the Architect's consultants.
ARTICLE 6
PAYMENTS TO THE ARCHITECT
6.1 PAYMENTS ON ACCOUNT OF DESIGNATED SERVICES
6.1.1 An initial payment as set forth in Paragraph 14.1 is
the minimum payment under this Agreement.
6.1.2 Subsequent payments for Designated Services shall
be made monthly and shall be in proportion to services
performed within each Phase of Services, on the basis set
forth in Article 14.
6.1.3 If and to the extent that the Contract Time initially
established in the Contract for Construction is exceeded
or extended through no fault of the Architect, compensa-
tion for any Designated Services required for such extended
period of Administration of the Construction Contract
shall be computed as set forth in Paragraph 14.4 for Addi-
tional Services.
6.1.4 When compensation is based on a percentage of
Construction Cost, and any portions of the Project are
deleted or otherwise not constructed, compensation for
such portions of the Project shall be payable to the extent
services are performed on such portions, in accordance
with the schedule set forth in Subparagraph 14.2.2, based
on (1) the lowest bona fide bid or negotiated proposal or,
(2) if no such bid or proposal is received, the most recent
Statement of Probable Construction Cost or Detailed Esti-
mate of Construction C~st for such portions of the Project.
6.2 PAYMENTS ON ACCOUNT OF ADDITIONAL SERVICES
6.2.1 Payments on account of the Architect's Additional
Services as defined in Paragraph 1.4 and for Reimburs-
able Expenses as defined in Article 5 shall be made
monthly upon presentation of the Architect's statement of
services rendered or expenses incurred.
6.3 PAYMENTS WITHHELD
6.3.1 No deductions shall be made from the Architect's
compensation on account of penalty, liquidated damages
or other sums withheld from payments to contractors, or
on account of the cost of changes in the Work other than
those for which the Architect is held legally liable.
6.4 PROJECT SUSPENSION OR TERMINATION
6.4.1 If the Project is suspended or abandoned in whole
or in part for more than three months the Architect shall
be compensated for all services performed prior to receipt
of written notice from the Owner of such suspension or
abandonment, together with Reimbursable Expenses then
due and all Termination Expenses as defined in Paragraph
10.4. If the Project is resumed after being suspended for
more than three months, the Architect's compensation
shall be equitably adjusted.
6 8161-1977
AlA DOCUMENT 11.1. DESIGNATED SERVICES AGREEMENT. NOVlMlllR 1977 EDITION. AlA 81 · Cl1977
THE AMERICAN INSTITUTE OF ARCHITECTS, 1735 NEW YORK AVlNUE, NW.. WASHINGTON, D.C. 20006
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ARTICLE 7
ARCHITECT'S ACCOUNTING RECORDS
7.1 Records of Reimbursable Expenses and expenses per-
taining to Additional Services and services performed on
the basis of a Multiple of Direct Personnel Expense shall
be kept on the basis of generally accepted accounting
principles and shall be available to the Owner or the
Owner's authorized representative at mutually convenient
times.
ARTICLE 8
OWNERSHIP AND USE OF DOCUMENTS
8.1 Drawings and Specifications as instruments of service
are and shall remain the property of the Architect whether
the Project for which they are made is executed or not.
The Owner shall be permitted to retain copies, including
reproducible copies, of Drawings and Specifications for
information and reference in connection with the Owner's
use and occupancy of the Project. The Drawings and Spe-
cifications shall not be used by the Owner on other proj-
ects, for additions to this Project or for completion of this
Project by others provided the Architect is not in default
under this Agreement, except by agreement in writing and
with appropriate compensation to the Architect.
8.2 Submission or distribution to meet official regulatory
requirements or for other purposes in connection with the
Project is not to be construed as publication in derogation
of the Architect's rights.
ARTICLE 9
ARBITRATION
9.1 All claims, disputes and other matters in question
between the parties to this Agreement, arising out of or
relating to this Agreement or the breach thereof, shall be
decided by arbitration in accordance with the Construc-
tion Industry Arbitration Rules of the American Arbitration
Association then obtaining unless the parties mutually
agree otherwise. No arbitration, arising out of or relating
to this Agreement, shall include, by consolidation, joinder
or in any other manner, any additional person not a party
to this Agreement except by written consent containing a
specific reference to this Agreement and signed by the
Architect, the Owner, and any other person sought to be
joined. Any consent to arbitration involving an additional
person or persons shall not constitute consent 'to arbitra-
tion of any dispute not described therein or with any
person not named or described therein. This Agreement to
arbitrate and any agreement to arbitrate with an additional
person or persons duly consented to by the parties to this
Agreement shall be specifically enforceable under the pre-
vailing arbitration law.
9.2 Notice of the demand for arbitration shall be filed in
writing with the other party to this Agreement and with
the American Arbitration Association. The demand shall be
made within a reasonable time after the claim, dispute or
other matter in question has arisen. In no event shall the
demand for arbitration be made after the date when Insti-
tution of legal or equitable proceedings based on 5uch
claim, dispute or other matter in question would be
barred by the applicable statute of limitations.
9.3 The award rendered by the arbitrators shall be final,
and judgment may be entered upon it in accordance with
applicable law in any court having jurisdiction thereof.
ARTICLE 10
TERMINATION OF AGREEMENT
10.1 This Agreement may be terminated by either party
upon seven days' written notice should the other party fail
substantially to perform in accordance with Its terms
through no fault of the party initiating the termination.
10.2 This Agreement may be terminated by the Owner
upon at least seven days' written notice to the Architect
in the event that the Project is permanently abandoned.
10.3 In the event of termination not the fault of the
Architect, the Architect shall be compensated for all serv-
ices performed to termination date, together with Reim-
bursable Expenses then due and all Termination Expenses
as defined in Paragraph 10.4.
10.4 Termination Expenses include expenses directly at-
tributable to termination for which the Architect is not
otherwise compensated, plus an amount computed as a
percentage of the total Compensation for Designated and
Additional Services earned to the time of termination, as
follows:
.1 20 percent if termination occurs during the Pre-
design, Site Analysis or Schematic Design Phase;
or
.2 10 percent if termination occurs during the De-
sign Development Phase; or
.3 5 percent if termination occurs during any sub-
sequent phase.
ARTICLE 11
MISCELLANEOUS PROVISIONS
11.1 Unless otherwise specified, this Agreement shall be
governed by the law of the principal place of business of
the Architect.
11.2 Terms in this Agreement shall have the same mean-
ing as those in AlA Document Al01,'General Conditions
of the Contract for Construction, current as of the date of
this Agreement.
11.3 As between the parties to this Agreement: as to all
acts or failures to act by either party to this Agreement,
any applicable statute of limitations shall commence to
run and any alleged cause of action shall be deemed to
have accrued in any and all events not later than the rele-
vant Date of Substantial Completion of the Work, and as
to any acts or failures to act occurring after the relevant
Date of Substantial Completion, not later than the date of
issuance of the final Certificate for Payment.
11.4 The Owner and the Architect waive all rights against
each other and against the contractors, consultants, Igents
and employees of the other for damages covered by any
property insurance during construction as set forth in the
edition of AlA Document A201, General Conditions, cur-
rent as of the date of this Agreement. The Owner and the
Architect each shall require appropriate 5imilar waivers
from their contractors, consultants and agents.
AlA DOCUMENT ,,.1 . DlSIGNAHD SERVICES AGRHMENl . NOVEMBER 1977 EDllION · All. e · <<> 1977
THE AMERICAN INS1IlUH Of ARCHI1ECTS, 17J5 NEW YORK AVENUE, N.W.. WASHINGTON, D.C. 20006
.161-19" 7
ARTICLE 12
SUCCESSORS AND ASSIGNS
12.1 The Owner and the Architect, respectively, bind
themselves, their partners, successors, assigns and legal
representatives to the other party to this Agreement and to
the partners, successors, assigns and legal representatives
of such other party with respect to all covenants of this
Agreement. Neither the Owner nor the Architect shall
assign, sublet or transfer any interest in this Agreement
without the written consent of the other.
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ARTICLE 13
EXTENT Of AGREEMENT
13.1 This Agreement represents the entire and integrated
agreement between the Owner and the Architect and
supersedes all prior negotiations, representations or agree-
ments, either written or oral. This Agreement may be
amended only by written instrument signed by both
Owner and Architect.
. .161.19"
AlA DOCUMENT ."1 . DESIGNATED SERVICES AGREEMENT. NOVEMBER 1977 EDITION · AlA. · . 1'"
THE AMERICAN INSTITUTE Of ARCHITECTS, 1735 NEW YORK AVENUE, N.W., WASHINGTON, D.C. 20006
---
ARTICLE 14
BASIS OF COMPENSATION
The Owner shall compensate the Architect for the Scope of Services provided, in accordance with Article 6, Payments to
the Architect, and the other Terms and Conditions of this Agreement, as follows:
14.1 AN INITIAL PAYMENT of dollars ($
shall be made upon execution of this Agreement and credited to the Owner's account as follows:
14.2 COMPENSATION FOR DESIGNATED SERVICES
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14.2.1 FOR DESIGNATED SERVICES, as identified and described in the Scope of Designated Services attached to and
made a part of this Agreement, and any other services included in Article 15 as part of Designated Services, com-
pensation shall be computed by the following methods for the particular Services so indicated in the Scope of
Designated Services:
(Here identify basis of compensation, including fixed amount.s, 'ales, multipfes or ~rcenlages, as applicable, and idenlify Phases 10 which INrlicu/ar
melhods of compensalion appfy, as appropriale)
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METHOD A: MULTIPLE OF DIRECT SALARY EXPENSE
Compensation for services rendered by Principals and employees shall be based on a multiple of
( ) times their Direct Salary Expense as defined in Paragraph 4.1, and for consultants as
described in Subparagraph 14.4.2.
METHOD B: MULTIPLE OF DIRECT PERSONNEL EXPENSE
Compensation for services rendered by Principals and employees shall be based on a multiple of
( ) times their Direct Personnel Expense as defined in Paragraph 4.2, and for consultants as
described in Subparagraph 14.4.2.
METHOD C: PROFESSIONAL FEE PLUS EXPENSES
Compensation shall be based on a Professional Fee of
dollars ($ ) plus compensation for services rendered by Principals and employees based on a multi-
ple of ( ) times their Direct (Salary) (Personnel) Expense as defined in Arti-
cle 4, and for consultants as described in Subparagraph 14.4.2.
METHOD D: PERCENTAGE OF CONSTRUCTION COST
Compensation shall be based on percent ( %) of the Construction Cost as defined
in Article 3.
METHOD E: STIPULATED SUM
Compensation shall be a Stipulated Sum of dollars
($ ;.
METHOD F: HOURLY BilLING RATES
Compensation for services rendered by Principals and employees shall be based on the following hourly rates,
and for consultants as described in Subparagraph 14.4.2:
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1. Principals' time at the fixed rate of seven ty
of this Article, the Principals are:
dollars ($ 70.00 ) per hour. For the purposes
2. Supervisory time at the fixed rate of fi fty-ei gh t dollars ($58.00 ) per hour. For the purposes
of this Article, Supervisory personnel include those in the following positions:
3. Technical level I time at the fixed rate of forty dollars ($40.00 ) per hour. For the
purposes of this Article, Technical level I personnel include those in the following positions:
4. Technical level II time at the fixed rate of th i rty dollars ($ 30 .00 ) per hour. For the
purposes of this Article, Technical level II personnel include those In the following positions:
5. Technical level III time at the fixed rate of dollars ($ ) per hour. For the
purposes of this Article, Technical level III personnel include those In the following positions:
AlA DOCUMENT ,,.1 . OESIGN1.HO SERVICES l.GRHMENT . NOVEMBER 1977 EDITION · 1.11.8 · ~ 19"
THE AMERIC1.N INSTITUTE Of ARCHIlECTS, 1735 NEW YORk AVENUE, N.W.. WASHINGTON, D.C. 20006
'161-1'" ,
METHOD G: MULTIPLE OF AMOUNTS BILLED TO ARCHITECT
Services of consultants at a multiple of
Architect for such services.
) limes the amounts billed to the
METHOD H:
Compensation shall be computed as follows:
Consultant billing is at cost + 10%.
14.2.2 Where compensation .is based on a Stipulated Sum or Percentage of Construction Cost, payments for Designated
Services shall be made as provided in Subparagraph 6.1.2, so that Compensation for each Phase to which such
Method applies shall equal the following percentages of the total Compensation determined by such Method:
1. Predesign Phase: percent ( %)
2. Site Analysis Phase: percent ( %)
3. Schematic Design Phase: percent ( %)
4. Design Development Phase: percent ( %)
5. Construction Documents Phase: percent ( %)
6. Bidding or Negotiation Phase: percent ( %)
7. Construction Contract Administration Phase: percent ( %)
8. Postconstruction Phase: percent ( %)
9. Supplemental Services: percent ( %)
14.3
FOR PROJECT REPRESENTATION BEYOND DESIGNATED SERVICES, as described in Paragraph 1.3, Compensation
shall be computed separately in accordance with Subparagraph 1.3.2.
14.4
14.4.1
COMPENSATION FOR ADDITIONAL SERVICES
FOR ADDITIONAL SERVICES OF THE ARCHITECT, as described in Paragraph 1.4 and identified in the Scope of
Designated Services as Additional Services, but excluding Additional Services of consultants, compensation shall be
computed based on Method as described in
Subparagraph 14.2.1.
(Above inse,t the identifying klle, and name 01 method 01 compensation applicabie to ....dditional Services 01 the ....rchitect.)
14.4.2 FOR ADDITIONAL SERVICES OF CONSULTANTS, including additional structural, mechanical and electrical engi-
neering services and those identified in Article 15 or in the Scope of Designated Services attached to and made a
part of this Agreement, as part of Additional Services, a multiple of ( ) times
the amounts billed to the Architect for such services.
14.5 FOR REIMBURSABLE EXPENSES, as described in Article 5, and any other items included in Article 15 as Reimbursable
Expenses, a multiple of ( ) times the amounts expended by the Architect, the
Architect's employees and consultants in the interest of the Project.
14.6 Payments due the Architect and unpaid under this Agreement shall bear interest from the date payment is due at the
rate entered below, or in the absence thereof, at the legal rate prevailing at the principal place of business of the
Architect.
(Here insert any rate 01 interest agreed upon.)
(Usury laws and requiremenU under the Federal Truth in Lending ....ct, similar state .nd local consumer credi, laws .nd other regu/.tlons .t the
Owner's and ....rchitect's principal places 01 business. the location 01 the Project .nd elsewhere may .Hect the v.lldity 01 thIs provIsion. Specific le,.1
.dvlce should be obt.ined with respect to deletion, modification. or other requirementJ such IS written disclosures or w.lvers.)
14.7 The Owner and the Architect agree in accordance with the Terms and Conditions of this Agreement that:
14.7.1 IF THE SCOPE of the Project or of the Architect's Services is changed materially, the amounts of compensation shall
be equitably adjusted.
14.7.2 IF THE SERVICES covered by this Agreement have not been completed within ( ) months
of the date hereof, through no fault of the Architect, the amounts of compensationr rates and multiples set forth
herein shall be equitably adjusted.
10 8161-1977
AI" DOCUMENT 'U1 . DESIGNATED SERVICES AGREEMENT. NOVEMBER 1977 EDITION · AlA e.. 1977
THE AMERICAN INSTITUTE OF ARCHITECTS, 1735 NEW VORK AVENUE. N.W., WASHINGTON. D.C. 20006
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FEE SCHEDULE
Per Hour
ARCHITECT - CLARK. STROMQUIST. AND SANDSTROM
Principals
Project Architect
Draftsmen
. Technical secretarial
70.00
58.00
30.00 - 50.00
27.00 - 35.00
STRUCTURAL ENGINEERS - RINNE & PETERSON
Principal
Engineers
Draftspersons
Clerical
70.00
32.00 - 66.00
24.00 - 45.00
22.00 - 25.00
8-1-84
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Ackerman Engineers
professional eniineers
1 October 1984
CURRENT RATE SCHEDULE OF HOURLY CHARGES FOR ELECTRICAL ENGINEERING
SERVICES:
Principal
Associate
............................................... .$
...................... ..... ........ ........ .....
Project Eng;neer .........................................
Engi neer II ..............................................
Sr. Designer .............................................
Engineer I ..............................................
De s ; 9 n e r . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Ora ft ; ng . . . . . . . . . . . . . . . . . . . · . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Clerical ................................................
Fi e 1 d Rep. ...............................................
80.00
70.00
60.00
55.00
55.00
50.00
38.00
32.00
25.00
50.00
Figures subject to annual review on January 1 and adjustment not to
exceed ten percent.
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TEIFPHONE: ,""SI 96!i 1"00
PRACTICON ASSOCIATES
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PALO ALTO. CALIFORNIA 8.303
(.'5) .8..8371
Subject: Hourly Rate Schedule
Gentlercen:
Tre following is the Hourly Rate Schedule that will be in effect fran
July 1, 1984 through June 30, 1985.
Principal
Senior Engineer
Engineer
Technician
Design/Draftsperson
Draftsperson
Secretarial
7/1/84 - 6/30/85
$70.00
60.00
50.00
45.00
40.00
36.00
26.00
Trese rates are subject to change on July 1, 1985. Should you have any
questions regarding our rate schedules, please contact qur office.
Very truly yours,
PRACI'I~ ASSCX::IATES
RECEiveD
SEP 121984
CIA,IIC. STROMQUIST
SANDITIOM
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ARTICLE 15
OTHER CONDITIONS OR SERVICES
SEE A.I.A. DOCUMENT B-162 WHICH WILL
BE INCLUDED AS PART OF THE CONTRACT.
IN ADDITION, C.S.S. LETTER DATED
JANUARY 24, 1985 SHALL BE CONSIDERED
PART OF THIS CONTRACT.
AlA DOCUMENT ""1 . DUICNATlD 5UtvICU ACItEEMENT . NOVEMBEIt"" EDITION · AlA. . . ""
THE AMEItICAN INSTITUTE Of ARCHITECTS. 1m NEW YOItI( AVENUE. N.W.; WASHINCTON. D.C. JOOO6
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This agreement entered into as of the day and year first written above.
ARCHITECT ~ " a ~ ~ '
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CLARK, STROMQUIST & SANDSTROM
940 East Meadow Drive
7370 Rosanna Street
Gilroy, CA 95020
Palo Alto, CA 94303
12 8161-1977
AlA DOCUMENT 'U1 . DESIGNATED SERVICES AGREEMENT · NOVEMBER 1977 EDITION · AlA e · e 1977
THE AMERICAN INSTITUTE OF ARCHITECTS. 1735 NEW YORK AVENUE. N.W., WASHINGTON. D.C. 20006
1