R2021-65 Resolution Authorizing City Manager to Enter into a Professional Services Agreement with Dewberry Architects, Inc. for Design, Bidding, and Construction Oversight Services for New Fire Station No. 7

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(Insert the additional coverages the Architect is required to obtain in order to satisfy the requirements set forth in Section 2.S,and for which the Owner shall reimburse the Architect) N/A § 11.10 Payments to the Architect § 11.10.1 Initial Payments § 11.10.1.1 An initial payment of zero dollars and zero cents($0.00 )shall be made upon execution of this Agreement and is the minimum payment under this Agreement.It shall be credited to the Owner's account in the final invoice. 111.10.1.2 If a Sustainability Certification is part of the Sustainable Objective,an initial payment to the Architect of zero dollars and zero cents ($0.00 )shall be made upon execution of this Agreement for registration fees and other fees payable to the Certifying Authority and necessary to achieve the Sustainability Certification.The Architect's payments to the Certifying Authority shall be credited to the Owner's account at the time the expense is incurred. § 11.10.2 Progress Payments 111.10.2.1 Unless otherwise agreed,payments for services shall be made monthly in proportion to services performed,Payments are due and payable upon presentation of the Architect's invoice. § 11.10.2.1.1 Amounts unpaid thirty(30)days after the invoice date shall bear interest at the rate entered below,or in the absence thereof at the legal rate prevailing from time to time at the principal place of business of the Architect. The interest rate of one and a half percent(1.51/6)simple interest per month shall be applied to all past due invoices. If Architect employs counsel or an agency to enforce this Agreement,Owner agrees to pay the attorneys'fees,costs, expenses and losses incurred by Architect prior to and through any trial,hearing,and/or subsequent proceeding, relating to such enforcement. § 11.10.2.1.2 If the Owner does not pay Architect,through no fault of the Architect,within seven days after receipt of the Contractor's Application for Payment,or if the Owner does not pay the Architect within thirty(30)days presentation of Architect's invoice,then the Architect may,upon seven additional days'written notice to the Owner, stop performing services until payment of the amount owing has been received.The schedule in Exhibit A shall be extended appropriately and the Architect's compensation shall be increased by the amount of the Architect's reasonable costs of shut-down,delay and start-up,plus interest as provided for herein. § 11.10.2.2 The Owner shall not withhold amounts from the Architect's compensation to impose a penalty or liquidated damages on the Architect,or to offset sums requested by or paid to contractors for the cost of changes in the Work,unless the Architect agrees or has been found liable for the amounts in a binding dispute resolution proceeding. § 11.10.2.3 Records of Reimbursable Expenses,expenses pertaining to Supplemental and Additional Services,and services performed on the basis of hourly rates shall be available to the Owner at mutually convenient times. ARTICLE 12 SPECIAL TERMS AND CONDITIONS Special terms and conditions that modify this Agreement are as follows: (Include other terms and conditions applicable to this Agreement.) § 12.1 There arc a variety of risks which potentially affect Architect by virtue of entering into an Agreement to perform professional services on Owner's behalf. In order for Owner to obtain the benefit of a fee which does not need to account for unlimited risks,Owner agrees to limit Architect's liability to Owner. To the fullest extent permitted by law,the total liability of Architect with regard to the Project under any and all theories of liability shall be limited to the total fee paid to Architect only,not including consultants,for the Project. Limitations on liability provided in the Agreement are business understandings between the parties and shall apply to all theories of liability, including negligence, strict or statutory liability, or any other cause of action. No director, officer, shareholder, employee, representative or agent of the Architect shall have any individual liability to Owner. The limits of liability may be negotiated with appropriate compensation to Architect. Init. AIA Document H101'—2017.Copyright®1974,1978,1987,1997,2007 and 2017 by The American Institute of Architects.All rights reserved.The'American Institute of Architects,'"AIA,"the AIA Logo,and`AIA Contract Documents'are registered trademarks and may not be used without permission This documentwas 23 produced by AIA software at 14:38:09 ET on 04/1412021 under Order NoIO35534887 which expires on 04/1012022,is not for resale,is licensed for one-time use / only,and may only be used in accordance with the AIA Contract Documents'Terms of Service.To report copyright violations,e-mail cwpyrightCaia.org. User Notes: (1749244472)