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Home My WebLink About01.05.26 CITY OF ST. JOSEPH www.cityofstjoseph.com 75 Callaway Street East | Saint Joseph, Minnesota 56374 Email: cityoffices@cityofstjoseph.com | Phone: 320.363.7201 | Fax 320.363.0342 St. Joseph City Council January 5, 2026 6:00 PM Join Zoom Meeting https://us06web.zoom.us/j/83245260280?pwd=VoADHkZdzLS3Xc8Dxe44YpIoaYgvMH.1 Meeting ID: 862 2322 7259 Passcode: 069680 1. Call to order - Pledge of Allegiance 2. Public Comments Up to 3 speakers will be allowed for up to 3 minutes each to address the council with questions/concerns/comments (regarding an item NOT on the agenda). No Council response or action will be given/taken other than possible referral to Administration. 3. Approve Agenda 4. Consent Agenda a. Minutes – Requested Action: Approve the minutes of December 15, 2025. b. Bills Payable – Requested Action: Approve Check Numbers 62663-62725, Payroll & Account Payable EFT #3557-3584; ACH Accounts Payable #2400053-2400100; Regular Pay Period 26. c. 2026 Pay Equity Report – Requested Action: Approve 2026 Pay Equity Report. d. Payment Application #3, Final Payment – Requested Action: Approve the final payment application for the 2024 Street Improvement Project in the amount of $49,740.44 to Knife River Corporation. e. Payment #7, CSAH 133 Roundabout – Requested Action: Approve the 7th payment application for the CSAH 133 roundabout/Elm St Extension in the amount of $6,874.33. f. Payment #5, CSAH 2 and MN Street Roundabout – Requested Action: Approve the 5th payment application for the CSAH 2 and MN Street Roundabout in the amount of $6,051.27. g. Quarterly Gambling Reports – Requested Action: Accept the 3rd quarter 2025 gambling reports. h. CSB/SJU Community Engagement Intern – Requested Action: Approve CSB Intern, Betsy Solis Rosas, as the Community Engagement Liaison Inten for the 2026 spring semester. 5. Nomination and Appointment of Acting Mayor for 2026 6. Approval of the 2026 Annual Designations, Appointments, Depositories 7. YMCA Community Center a. Resolution 2026-001 Terminating Amended and Restated Facility Lease Agreement with St. Cloud Area Family Y.M.C.A b. Resolution 2026-002 Terminating Contract with Ruis Consulting for Fundraising Efforts c. Resolution 2026-003 Terminating Contract Between City and HMA Architects, Ltd for St. Joseph Community Center d. Resolution 2026-004 Terminating Contract Between City and W. Gohman Construction for St. Joseph Community Center e. Authorization for staff to contact the State of MN to close Bonding Award for St. Joseph Recreation Center 8. Department Reports 9. Mayor and Council Reports/Updates 10. Adjourn December 15, 2025 Page 1 of 2 Pursuant to due call and notice thereof, the City Council for the City of St. Joseph met in regular session on Monday, December 15, 2025, at 6:00PM in the St. Joseph Government Center. Members Present: Mayor Adam Scepaniak, Councilmembers Adam Schnettler, Andrew Mooney, Kevin Kluesner, Kelly Beniek City Representatives Present: City Administrator David Murphy, Finance Director Lori Bartlett, Public Works Director Ryan Wensmann, Police Chief Dwight Pfannenstein, City Engineer Randy Sabart, Community Development Director Nate Keller, City Clerk, Kayla Klein Public Comments: None Approve Agenda: Schnettler moved to approve the agenda; seconded by Kluesner and passed unanimously. Consent Agenda: Scepaniak moved to approve the consent agenda, pulling item i; seconded by Kluesner and passed unanimously. a. Minutes – Requested Action: Approve the minutes of December 1, 2025 b. Bills Payable – Requested Action: Approve Check Numbers 63323-63352, Payroll & Account Payable EFT #3896-3911; ACH Accounts Payable #2400745-2400783. c. Financial Report – Requested Action: Accept the November 2025 financial reports as presented. d. Donations – Requested Action: Approve Resolution 2025-080 accepting donations. e. TA Grant Resolution – Requested Action: Approve Resolution 2025-077 Approving Submittal of Transportation Alternatives Program Grant and Agreeing to Maintain Facility. f. Tri-County Humane Society Agreement – Requested Action: Approve the Tri-Council Humane Society Agreement as presented. g. Open Applications for Firefighters – Requested Action: Allow Fire Chief to open applications for new members to fill upcoming vacancies in the department. h. Appointment of Fire Department Officers for 2026-2027 – Requested Action: Approve David Salzer as Assistant Fire Chief for a 2-year term and Andrew Kremer, Jake Richter, and Jack Taufen as Captains for 2-year terms. i. Resolution 2025-078 Receiving Report and Calling for Public Improvement Hearing on the 2026 Street & Utility Improvement Project – Requested Action: Approve Resolution 2025-078 as presented. j. Resolution 2025-079 Benefit Level Increase in the Statewide Volunteer Firefighter Plan – Requested Action: Approve Resolution 2025-079 as presented. k. Personnel Policy Amendment - Requested Action: Approve the amendment to the city’s personnel policy as presented. l. Minnesota Paid Family Leave and Medical Leave Policy – Requested Action: Approve the Minnesota Paid Family and Medical Leave Policy as presented. m. Lobbying Contract - Requested Action: Approve the contract between the City and Flaherty & Hood for lobbying services. i. Resolution 2025-078 Receiving Report and Calling for Public Improvement Hearing on the 2026 Street & Utility Improvement Project – the hearing date will be January 20th, 2026. Kluesner moved to approve item 4i. with the change to the date of the Public Improvement Hearing to January 20, 2026; seconded by Mooney and passed unanimously. MPBC Property Management Conditional Use Permit and Variance Requests: The property owner is proposing to conduct outside storage of cars, trucks, trailers, watercraft, motorcycles/ATVs, lawn mowers, tractor, golf carts and items associated with Bee Line Auto and Sport. The Planning Commission held a public hearing on the Conditional Use Permit request and it was approved 6-0. The CUP proposal of outside storage includes a request to deviate from required surfacing standards. The request is to allow the applicant to put crushed granite surfacing on the site. The crushed granite surface will only be placed within the site where the storage of vehicles will occur. December 15, 2025 Page 2 of 2 One condition of the CUP states that if the variance is approved, the crushed granite surface must be upgraded to asphalt, concrete, or other approved hard surface at the time a future building is constructed, and a site plan is submitted. Scepaniak moved to approve Resolution 2025-075 Conditional Use Permit Approval for Outdoor Storage MPBC Property Management, LLC; seconded by Beniek and passed unanimously. Scepaniak moved to approve Resolution 2025-076 A Resolution Adopting Findings of Fact to Approve a Variance to the Minimum Parking Lot Standards; seconded by Beniek and passed unanimously. Fire Services Agreement with the College of Saint Benedicts: City Administrator Murphy reported that staff met with representatives of the College of Saint Benedicts and they have requested that the city’s Fire Department respond to all fire alarms, CO alarms, hazardous materials responses, etc. The agreement states the College will pay the City $20,750 for the first year beginning December 2025. Beniek moved to approve the Fire Services Agreement with the College of Saint Benedicts; seconded by Kluesner and passed unanimously. Department Reports: Keller reported that he received submittals for the new monastery project which will go before the Planning Commission and then to the council in January. Mayor and Council Reports/Updates: None Adjourn: Kluesner made a motion to adjourn the meeting at 6:15PM; seconded by Beniek and passed unanimously. Kayla Klein City Clerk STAFF MEMO Prepared by: Debbie Kulzer, Finance Tech Meeting Date: 1/5/26 ☒ Consent Agenda Item ☐ Regular Agenda Item Agenda Item # 4b Reviewed by: Item: Bills Payables Priority N/A ACTION REQUESTED Approve the bills payable as presented. BOARD/COMMISSION/COMMITTEE RECOMMENDATION none PREVIOUS COUNCIL ACTION See below REFERENCE AND BACKGROUND The council approved staff to make the following payments through the payroll contracts, regular monthly invoices with due dates prior to the next scheduled council meeting, or actions taken at previous council meetings. The information here is to provide you with all checks and electronic payments made for verification of the disbursement completeness. BUDGET IMPACT Bills Payable – Checks Mailed Prior to Council Approval Regular Payroll 26 $84,016.42 Payroll & Accounts Payable EFT #3912 - #3932 $185,291.33 ACH Accounts Payable #2400784 - #2400812 $91,212.73 Check Numbers #63353 - #63374 $132,968.23 Total $493,488.71 Bills Payable – Checks Awaiting Council Approval Check Numbers - #63375 - #63381 $2,145.04 Total $2,145.04 Total Budget/Fiscal Impact: $495,633.55 Various Funds STAFF RECOMMENDED ACTION Approve the bills payable as presented. SUPPORTING DATA/ATTACHMENTS Bill listing by EFT, paid prior to council approval and awaiting to be paid upon council approval. STAFF MEMO ACTION REQUESTED Motion to approve the consent agenda will automatically approve this item. If pulled, then the following motion is requested. Acceptance of the 2026 Pay Equity report as presented. REFERENCE AND BACKGROUND Every three years all municipalities are required to submit pay equity reports to the Minnesota Management and Budget (MMB). MMB notifies municipalities when they are required to submit and we received notice that the report must be submitted by January 31, 2026. Pay equity is a method of eliminating discrimination against women who are paid less than men for jobs requiring comparable levels of expertise. This goes beyond the familiar idea of “equal pay for equal work” where men and women with the same jobs must be paid equally. A policy to establish pay equity usually means: 1) that all jobs will be evaluated and given points according to the level of knowledge and responsibility required to do the job; and 2) that salary adjustments will be made if it is discovered that women are consistently paid less than men for jobs with similar points. It is important to remember that pay equity laws in Minnesota address only sex-based wage disparities and not all types of wage disparities. Pay equity does not replace collective bargaining and does not address all compensation issues. The above two paragraphs are taken from the pay equity law resources. The city hire David Drown and Associates (DDA) to complete the 2026 pay equity report. Based on the tests completed, the city complies with all provisions of the Minnesota Pay Equity statute. BUDGET IMPACT Indirect impact with wage/benefit negotiations STAFF RECOMMENDED ACTION Accept the 2026 pay equity report SUPPORTING DATA/ATTACHMENTS 2026 Pay Equity Report Prepared by: Lori Bartlett, Finance Director Meeting Date: 1/5/2026 ☒ Consent Agenda Item ☐ Regular Agenda Item Agenda Item # 4c Reviewed by: Item: Pay Equity Compliance City Priority n/a Compliance Report Jurisdiction:St. Joseph Report Year:2026 75 Callaway St E Case:1 - 2025 Test (Private (Jur Only)) St. Joseph, MN 56374 Contact:Lori Bartlett Phone:(320) 363-7201 E-Mail:lbartlett@cityofstjosep h.com The statistical analysis, salary range and exceptional service pay test results are shown below. Part I is general information from your pay equity report data. Parts II, III and IV give you the test results. For more detail on each test, refer to the Guide to Pay Equity Compliance and Computer Reports. I. GENERAL JOB CLASS INFORMATION Male Classes Female Classes Balanced Classes All Job Classes # Job Classes 13 8 0 21 # Employees 26 8 0 34 Avg. Max Monthly Pay per employee 8548.10 7850.77 8384.02 II. STATISTICAL ANALYSIS TEST A. Underpayment Ratio = 76.92308 * Male Classes Female Classes a. # At or above Predicted Pay 8 4 b. # Below Predicted Pay 5 4 c. TOTAL 13 8 d. % Below Predicted Pay (b divided by c = d)38.46 50.00 *(Result is % of male classes below predicted pay divided by % of female classes below predicted pay.) B. T-test Results Degrees of Freedom (DF) = 32 Value of T = -0.945 a. Avg. diff. in pay from predicted pay for male jobs = -18 b. Avg. diff. in pay from predicted pay for female jobs = 47 III. SALARY RANGE TEST = 100.00 (Result is A divided by B) A. Avg. # of years to max salary for male jobs = 10.00 B. Avg. # of years to max salary for female jobs = 10.00 IV. EXCEPTIONAL SERVICE PAY TEST = 0.00 (Result is B divided by A) A. % of male classes receiving ESP = 0.00 * B. % of female classes receiving ESP = 0.00 *(If 20% or less, test result will be 0.00) Page 1 of 1 12/30/2025 2:21:28 PM Predicted Pay Report for: St. Joseph Case:2025 Test Page 1 of 2 12/30/2025 2:22:11 PM Predicted Pay Report for: St. Joseph Case:2025 Test Job Nbr Job Title Nbr Males Nbr Females Non- Binary Total Nbr Job Type Job Points Max Mo Salary Predicted Pay Pay Difference 23 Recreation Coordinator 1 0 Male 215 6164.7400 6224.2704 -59.5304 18 Administrative Assistant 0 1 Female 227 6164.7400 6448.8545 -284.1145 8 Police Clerk 0 1 Female 231 6164.7400 6524.2051 -359.4651 16 Maintenance Worker 4 0 Male 247 6843.1500 6824.1398 19.0102 5 Finance Technician 0 1 Female 250 6843.1500 6879.9188 -36.7688 6 Account Technician 0 1 Female 250 6843.1500 6879.9188 -36.7688 15 Utility Operator 2 0 Male 281 7526.9900 7394.8064 132.1836 21 Lead Records Technician 0 1 Female 289 7526.9900 7514.4724 12.5176 14 Maintenance Lead Worker 1 0 Male 295 7526.9900 7604.1246 -77.1346 19 Recreations Director 0 1 Female 307 8053.6500 7824.7682 228.8818 17 Mechanic 1 0 Male 310 8053.6500 7860.6021 193.0479 11 Police Officer 8 1 Male 326 8053.6500 8128.8626 -75.2126 13 Utility Lead Worker 1 0 Male 333 8053.6500 8251.2325 -197.5825 2 City Clerk 0 1 Female 345 8617.8200 8474.8397 142.9803 10 Sergeant 2 0 Male 378 9219.4800 9209.7576 9.7224 22 Deputy Police Chief 1 0 Male 463 10876.2300 10876.2300 0.0000 3 Community Development Director 1 0 Male 470 10876.2300 10876.2300 0.0000 12 Public Works Director 1 0 Male 474 10876.2300 10876.2300 0.0000 4 Finance Director 0 1 Female 563 12591.8900 11882.2833 709.6067 7 Police Chief 1 0 Male 629 12591.8900 12647.2589 -55.3689 20 City Administrator 1 0 Male 737 13882.7200 13847.0857 35.6343 Job Number Count: 21 Page 2 of 2 12/30/2025 2:22:11 PM STAFF MEMO Prepared by: City Clerk Meeting Date: 1-5-26 ☒Consent Agenda Item ☐Regular Agenda Item Reviewed by: Item: Pay Application 3/FINAL - 2024 Street Improvements Priority: None ACTION REQUESTED Authorize payment to Knife River Corporation in the amount of $49,740.44 as final payment for the 2024 Street Improvement Project. BOARD/COMMISSION/COMMITTEE RECOMMENDATION none PREVIOUS COUNCIL ACTION The council approved the 2024 Street Improvements and this will be the final payment for the project. REFERENCE AND BACKGROUND Pay Application #3/FINAL is the final payment for this project. BUDGET IMPACT $49,740.44 STAFF RECOMMENDED ACTION Execute payment for Pay Application #3. SUPPORTING DATA/ATTACHMENTS Pay Voucher #3 Agenda Item # 4d 12/17/2025 Short Elliott Hendrickson Inc. 2351 Connecticut Avenue, Suite 300 Sartell, MN 56377 Page 2 of 3 Payment Summary No. Up To Date Work Certified Per Request Amount Retained Per Request Amount Paid Per Request 1 2024-09-27 $342,304.92 $17,115.25 $325,189.67 2 2024-10-23 $200,049.89 $10,002.49 $190,047.40 3 2025-12-11 $22,622.70 ($27,117.74) $49,740.44 Funding Category Name Funding Category No. Work Certified to Date Less Amount Retained Less Previous Payments Amount Paid this Request Total Amount Paid to Date STJOE 176063 $564,977.51 $0.00 $515,237.07 $49,740.44 $564,977.51 Accounting Number Funding Source Amount Paid this Request Revised Contract Amount Funds Encumbered to Date Paid Contractor to Date STJOE 176063 Local $49,740.44 $786,939.15 $786,939.15 $564,977.51 Contract Item Status Base/Alt Line Item Description Units Unit Price Contract Quantity Quantity This Request Amount This Request Quantity To Date Amount To Date Base Bid 1 1 MOBILIZATION LUMP SUM $65,000.00 1 0.25 $16,250.00 1 $65,000.00 Base Bid 2 2 TRAFFIC CONTROL LUMP SUM $7,250.00 1 0.05 $362.50 1 $7,250.00 Base Bid 3 3 REMOVE SIGN ASSEMBLY EACH $25.00 30 0 $0.00 23 $575.00 Base Bid 4 4 SALVAGE SIGN ASSEMBLY EACH $25.00 5 0 $0.00 1 $25.00 Base Bid 5 5 REMOVE CONCRETE CURB & GUTTER LIN FT $10.00 150 0 $0.00 159 $1,590.00 Base Bid 6 6 REMOVE CONCRETE WALK SQ YD $15.00 57 0 $0.00 50 $750.00 Base Bid 7 7 REMOVE CONCRETE DRIVEWAY PAVEMENT SQ YD $15.00 216 0 $0.00 40 $600.00 Base Bid 8 8 SAWING BITUMINOUS PAVEMENT (FULL DEPTH) LIN FT $2.75 465 0 $0.00 406 $1,116.50 Base Bid 9 9 STABILIZED CONSTRUCTION EXIT LUMP SUM $200.00 1 0 $0.00 0 $0.00 Base Bid 10 10 FULL DEPTH RECLAMATION SQ YD $1.40 21139 0 $0.00 20828 $29,159.20 Base Bid 11 11 SUBGRADE EXCAVATION CU YD $13.00 1177 0 $0.00 0 $0.00 Base Bid 12 12 SUBGRADE PREPARATION ROAD STA $275.00 93 0 $0.00 92 $25,300.00 Base Bid 13 13 WATER MGAL $9.00 636 0 $0.00 0 $0.00 Base Bid 14 14 BITUMINOUS DRIVEWAY PATCH- RESIDENTIAL SQ YD $36.00 153 0 $0.00 239 $8,604.00 Base Bid 15 15 BITUMINOUS DRIVEWAY PATCH- COMMERCIAL SQ YD $41.50 522 0 $0.00 304 $12,616.00 Base Bid 16 16 BITUMINOUS STREET PATCH SQ YD $60.00 116 0 $0.00 105 $6,300.00 Base Bid 17 17 TYPE SP 9.5 WEARING COURSE MIXTURE (SPWEA230C) TON $102.00 877 0 $0.00 749.21 $76,419.42 Base Bid 18 18 TYPE SP 9.5 WEARING COURSE MIXTURE (SPWEA340C) TON $81.00 1890 0 $0.00 1516.13 $122,806.53 Base Bid 19 19 TYPE SP 12.5 WEARING COURSE MIXTURE (SPWEB330C) TON $80.00 2061 0 $0.00 1612.66 $129,012.80 Base Bid 20 20 BITUMINOUS MATERIAL FOR TACK COAT GAL $2.00 1155 0 $0.00 566 $1,132.00 Base Bid 21 21 BITUMINOUS MATERIAL FOR FOG SEAL GAL $5.00 936 644 $3,220.00 644 $3,220.00 Base Bid 22 22 TOPSOIL SHOULDERING (LV) CU YD $36.00 1422 0 $0.00 433.7 $15,613.20 Short Elliott Hendrickson Inc. 2351 Connecticut Avenue, Suite 300 Sartell, MN 56377 Page 3 of 3 Contract Item Status Base/Alt Line Item Description Units Unit Price Contract Quantity Quantity This Request Amount This Request Quantity To Date Amount To Date Base Bid 23 23 AGGREGATE SHOULDERING (BITUMINOUS MILLINGS) (CV) CU YD $41.00 538 0 $0.00 239.1 $9,803.10 Base Bid 24 24 AGGREGATE SURFACING (CV) CU YD $64.00 25 0 $0.00 12.39 $792.96 Base Bid 25 25 AGGREGATE BASE CLASS 5 (CV) CU YD $31.00 1008 0 $0.00 0 $0.00 Base Bid 26 26 CASTING ASSEMBLY EACH $2,000.00 1 0 $0.00 0 $0.00 Base Bid 27 27 6" CONCRETE WALK SQ FT $14.50 822 0 $0.00 636 $9,222.00 Base Bid 28 28 TRUNCATED DOMES SQ FT $60.00 84 0 $0.00 75 $4,500.00 Base Bid 29 29 CONCRETE DRIVEWAY PAVEMENT-RESIDENTIAL SQ YD $89.50 56 0 $0.00 42 $3,759.00 Base Bid 30 30 CONCRETE DRIVEWAY PAVEMENT-COMMERCIAL SQ YD $98.00 160 0 $0.00 0 $0.00 Base Bid 31 31 CONCRETE CURB & GUTTER, DESIGN B618 LIN FT $40.00 150 0 $0.00 159 $6,360.00 Base Bid 32 32 CONCRETE VALLEY GUTTER LIN FT $60.00 80 0 $0.00 0 $0.00 Base Bid 33 33 ADJUST FRAME & RING CASTING EACH $1,000.00 1 0 $0.00 1 $1,000.00 Base Bid 34 34 INSTALL SIGN EACH $250.00 4 3 $750.00 4 $1,000.00 Base Bid 35 35 F&I SIGN PANELS TYPE C SQ FT $60.00 87 21.17 $1,270.20 101.68 $6,100.80 Base Bid 36 36 F&I STREET NAME SIGN ASSEMBLY EACH $350.00 8 0 $0.00 8 $2,800.00 Base Bid 37 37 F&I SIGN TYPE SPECIAL- KLINEFELTER PARK EACH $250.00 1 1 $250.00 1 $250.00 Base Bid 38 38 STREET SWEEPING TYPE WET PICKUP HOUR $65.00 25 0 $0.00 0 $0.00 Base Bid 39 39 STORM DRAIN INLET PROTECTION EACH $140.00 10 0 $0.00 2 $280.00 Base Bid 40 40 COMMON TOPSOIL BORROW (LV) CU YD $50.00 114 0 $0.00 0 $0.00 Base Bid 41 41 SEEDING ACRE $500.00 0.85 0.4 $200.00 2 $1,000.00 Base Bid 42 42 SEED MIXTURE 25-151 POUND $4.00 340 80 $320.00 400 $1,600.00 Base Bid 43 43 HYDRAULIC MATRIX TYPE BFM POUND $1.50 2975 0 $0.00 6000 $9,000.00 Base Bid 44 44 FERTILIZER TYPE 22-5-10 POUND $0.70 299 0 $0.00 600 $420.00 Totals: $22,622.70 $564,977.51 Contract Total $564,977.51 STAFF MEMO Prepared by: City Clerk Meeting Date: 1-5-26 ☒Consent Agenda Item ☐Regular Agenda Item Agenda Item # Reviewed by: Item: Pay Application 7 CSAH 133 Roundabout and Elm St Extension Priority: None ACTION REQUESTED Authorize payment to Stearns County Highway Dept in the amount of $6,874.33. BOARD/COMMISSION/COMMITTEE RECOMMENDATION none PREVIOUS COUNCIL ACTION The council approved project management with Stearns County Highway Dept. City Council approved the local portion of funding for the CSAH 133 roundabout and Elm Street extension project. REFERENCE AND BACKGROUND Pay Application #7 is for services less 1% retainage. The payment is made to Stearns County Highway Dept. Stearns County pays the contractor, Knife River, for less retainage for the project. BUDGET IMPACT $6,874.33 – construction fund STAFF RECOMMENDED ACTION Execute payment for Pay Application #7. SUPPORTING DATA/ATTACHMENTS Pay Voucher #7 Invoice 189-2025 4e STEARNS COUNTY HIGHWAY P.O. Box 246 St. Cloud, MN 56302 320-255-6180 Fax 320-255-6186 INVOICE NO: 189-2025 DATE: 12/18/2025 To:City of St. Joseph Attn.: dmurphy@cityofstjoseph.com; lbartlett@cityofstjoseph.com ap@cityofstjoseph.com P O Box 668 St. Joseph, MN 56374 SP 073-733-006 - Roundabout and Elm Street QUANTITY DESCRIPTION UNIT PRICE AMOUNT SP 073-733-006 #7 Work Certified to Date 3,944,348.87$ Local Participation 1,345,767.08$ 1,345,767.08$ Less Retainage 1% (13,457.67)$ Less Paid to Date (1,325,435.08)$ Total Amount Due 6,874.33$ TOTAL DUE $6,874.33 Make all checks payable to: Stearns County Highway. If you have any questions concerning this invoice, contact Tracey Worzala, Office Manager 320-255-6180. THANK YOU FOR YOUR BUSINESS! M/Shared/excel/forms/invoice STAFF MEMO Prepared by: City Clerk Meeting Date: 1-5-26 ☒Consent Agenda Item ☐Regular Agenda Item Reviewed by: Item: Pay Application 5 CSAH 2/MN St Roundabout Priority: None ACTION REQUESTED Authorize payment to Stearns County Highway Dept in the amount of $6,051.27. BOARD/COMMISSION/COMMITTEE RECOMMENDATION none PREVIOUS COUNCIL ACTION The council approved project management with Stearns County Highway Dept. City Council approved the local portion of funding for the CSAH 2/MN St roundabout. REFERENCE AND BACKGROUND Pay Application #5 is for services less 5% retainage. The payment is made to Stearns County Highway Dept. Stearns County pays the contractor less retainage for the project. BUDGET IMPACT $6,051.27 – construction fund STAFF RECOMMENDED ACTION Execute payment for Pay Application #5. SUPPORTING DATA/ATTACHMENTS Pay Voucher #5 Invoice 192-2025 Agenda Item # 4f STEARNS COUNTY HIGHWAY P.O. Box 246 St. Cloud, MN 56302 320-255-6180 Fax 320-255-6186 INVOICE NO: 192-2025 DATE: 12/22/2025 To:City of St. Joseph Attn.: dmurphy@cityofstjoseph.com; lbartlett@cityofstjoseph.com ap@cityofstjoseph.com P O Box 668 St. Joseph, MN 56374 SP 073-070-028 QUANTITY DESCRIPTION UNIT PRICE AMOUNT SP 073-070-028 Work Certified to date $1,530,507.52 Local Participation $126,874.55 $126,874.55 Less Retainage 5% (6,343.73)$ Less paid to date (114,479.58)$ rounding 0.03$ Total Amount Due $6,051.27 A copy of the pay voucher and funding by source report is attached. TOTAL DUE 6,051.27$ Make all checks payable to: Stearns County Highway. If you have any questions concerning this invoice, contact Tracey Worzala, Office Manager 320-255-6180. THANK YOU FOR YOUR BUSINESS! M/Shared/excel/forms/invoice STAFF MEMO Prepared by: Lori Bartlett, Finance Director Meeting Date: 1-5-26 ☒ Consent Agenda Item ☐ Regular Agenda Item Agenda Item # 4g Reviewed by: Item: 3rd Quarter 2025 Gambling Reports ACTION REQUESTED Consider acceptance of the 3rd quarter 2025 gambling reports. BOARD/COMMISSION/COMMITTEE RECOMMENDATION None PREVIOUS COUNCIL ACTION Gambling Premise permits were approved for the St. Joseph Lion’s, St. Joseph Jaycees, Waite Park Babe Ruth Baseball, Veterans Support Brigade, American Legion Post #328, STMA Youth Hockey and St. Joseph Booster Club. The St. Joseph Booster Club did not begin their pull tabs yet. REFERENCE AND BACKGROUND Per City Ordinance No. 62 each organization conducting lawful gambling within the City of St. Joseph is required to submit copies of their monthly state tax returns to City Hall on a quarterly basis. Per review of the tax returns the organizations are sufficiently supporting the local community with their gambling proceeds. Examples of how the organizations are giving back to the community include the following items: Grizzly Hockey Jaycees Easter Party City of St. Joseph St. Joseph Dollars for Scholars St. Joseph Lab School St. Joseph Church Veteran’s Honor Guard River Lakes Hockey St. Cloud Math & Science Academy St. John the Baptist Church Local Medical Benefits Apollo Sports/Activities Women of Today Bike Rodeo Stearns County Explorer’s Rocori Sports/Activities Holdingford Sports/Activities St. Joseph Joes Baseball Boy Scouts/Girl Scouts Resurrection Church Cathedral Sports Legion Baseball River Lakes Figure Skating Joe Boys Poker Run St. John Baptist Church Sauk Rapids Sports/Activities STMA Youth Hockey Waite Park Babe Ruth Baseball Wacosa Acceleration Volleyball St. Joseph Y2K Lions Academic Scholarships Joetown Winterwalk Salvation Army St. Cloud LEAF 742 Big Brothers/Big Sisters Quiet Oaks Hospice St. Cloud Crush Softball St. Joseph Y2K Lions St. Cloud Dynamo FC Required St. Joseph Community Organization Net Profits Donation Donations % Donated American Legion Post 328 $150,817 $15,082 $13,844 9% St. Joseph Lion's $251,412 $25,141 $16,367 7% St. Joseph Jaycees $40,076 $4,008 $14,402 36% disbanded May 2025 STMA Youth Hockey $310,358 $31,036 $229,500 74% Veterans Support Brigade $30,276 $3,028 $0 0% discontinued Jan 2025 Waite Park Babe Ruth $165,896 $16,590 $15,180 9% BUDGET IMPACT Information only STAFF RECOMMENDED ACTION Accept the 3rd quarter 2025 gambling reports. SUPPORTING DATA/ATTACHMENTS none Solis STAFF MEMO Prepared by: Rhonda Juell Meeting Date: 1/5/25 ☒ Consent Agenda Item ☐ Regular Agenda Item Agenda Item # 4h Reviewed by: Item: CSB/SJU Community Engagement Liaison Priority: ACTION REQUESTED Approve the CSB Intern, Betsy Solis Rosas, as the Community Engagement liaison for spring semester 2026 BOARD/COMMISSION/COMMITTEE RECOMMENDATION PREVIOUS COUNCIL ACTION None REFERENCE AND BACKGROUND CSB/SJU and the city have been exploring opportunities to get students involved on collaborative opportunities. CSB/SJU is paying the student 75% of the wage and the city will pay 25% (up to $1400max) for help with Parks, Recreation and Community Development Departments STAFF RECOMMENDED ACTION Nate Keller and Rhonda Juell request that council approve this position SUPPORTING DATA/ATTACHMENTS Intern job description Community Engagement Fellow - City of Saint Joseph Partnership Site: City of Saint Joseph Government Center – hybrid offered Supervisor: Rhonda Juell (primary) and Nate Keller (secondary) Hours: Flexible – 10/12 hours per week Length of Position: Academic Year Wage : $14.08 per hour Position Overview: The Bonner Leader will serve as a bridge between the City of St. Joseph and the College of Saint Benedict and Saint John’s University community. This position focuses on strengthening relationships, supporting community programs, and bringing fresh, creative ideas to foster a more vibrant and connected city. The role offers flexibility, variety, and opportunities for leadership, community development, and hands-on experience in local government and civic engagement. Primary duties and responsibilities • Youth Engagement: Assist with recreational programming such as basketball, volleyball, and other youth sports or activities. • Senior Citizen Support: Help plan and participate in programs and events that engage older adults in the community. • Community Programming: Brainstorm and help implement new community events or initiatives that bring residents together and enhance quality of life in St. Joseph. Secondary duties and responsibilities • Research and Administrative Projects: Support city staff with administrative tasks, including research and writing projects such as grant proposals or reports, mailing out public hearing notices, and assisting administrative staff with various tasks. • City Development Support: Contribute to city planning and development efforts—examples include researching city initiatives, Zoning ordinances, reviewing zoning or permit requests, attending occasional Planning Commission meeting, or helping respond to resident inquiries. • General Civic Engagement: Serve as a community connector by fostering relationships between students, residents, and local organizations. Qualifications • Outgoing and personable; enjoys connecting with people of all ages and backgrounds • Creative thinker with an interest in community engagement and development • Reliable, adaptable, and self-motivated • Strong written and verbal communication skills • Comfortable working independently and collaboratively • Willingness to take initiative and learn about local government processes STAFF MEMO Prepared by: City Clerk Meeting Date: 1-5-26 ☐Consent Agenda Item ☒Regular Agenda Item Agenda Item # 5 Reviewed by: Item: Nomination and Appointment of Acting Mayor for 2026 ACTION REQUESTED Make nominations for Acting Mayor Motion to appoint the Acting Mayor for 2026 BOARD/COMMISSION/COMMITTEE RECOMMENDATION N/A PREVIOUS COUNCIL ACTION REFERENCE AND BACKGROUND Each year the Council is required by statute to nominate and and appoint an acting mayor. In the Mayor’s absence, the acting mayor will perform the duties of the mayor. BUDGET IMPACT N/A STAFF RECOMMENDED ACTION Make nominations for Acting Mayor Motion to appoint the Acting Mayor for 2026 SUPPORTING DATA/ATTACHMENTS N/A STAFF MEMO Prepared by: City Clerk Meeting Date: 1-5-26 ☐Consent Agenda Item ☒Regular Agenda Item Agenda Item # 6 Reviewed by: Item: Annual Appointments and Designations for 2026 ACTION REQUESTED Motion to approve the annual appointments and designations as presented for 2026. BOARD/COMMISSION/COMMITTEE RECOMMENDATION N/A PREVIOUS COUNCIL ACTION REFERENCE AND BACKGROUND Minnesota statute requires that certain appointments and designations be made at the first meeting of the year. Attached is the listing of suggested designations and appointments that have been made for 2026. Appointments that had to be made for 2026 due to terms being up at the end of 2025 are highlighted in yellow. The two members of the Planning Commission that will be appointed to the Joint Planning Board will be decided at the Planning Commission's first meeting of the year. BUDGET IMPACT N/A STAFF RECOMMENDED ACTION Motion to approve the annual appointments and designations as presented for 2026. SUPPORTING DATA/ATTACHMENTS 2026 Appointments and Designations Board/Commission/Position Meeting Schedule & Term Length Current Term Appointed Members Acting Mayor 2026 APO Policy Board 2nd Thursday, 5PM Mayor Adam Scepaniak [alternate]Kevin Kluesner Building Inspector & Compliance Officer Inspectron Inc Convention and Visitor Bureau (CVB)2nd Monday, 9AM, City Hall City Council Liaison Adam Schnettler 3 year term 2026-2028 Melissa Blenkush 2026-2028 Mary Bruno 2026-2028 Peter Gilitzer 2024-2026 Aaron Rieland 2024-2026 Carmen Welinski 2025-2027 Ann Riesner 2024-2026 Tamara Hennes-Vix 2026-2028 BriAnne Hern 2024-2026 Pia Lopez 2025-2027 Leslie Lane Economic Development Authority (EDA)3rd Tuesday, 12PM, City Hall City Council Liaison Kelly Beniek 6 year term 2025-2030 Ross Huls 2024-2029 Larry Hosch 2024-2029 Joe Bye City Council Liaison Kevin Kluesner EDA Director Nate Keller Emergency Services Director Police Chief Dwight Pfannenstein Fire Department Officers Fire Chief, 2 year term 2025-2026 Jeff Taufen Assistant Fire Chief, 2 year term 2026-2027 David Salzer Captain, 2 year term 2025-2026 Keith Louwagie Captain, 2 year term 2025-2026 Mike Folkerts Captain, 2 year term 2026-2027 Jake Richter Captain, 2 year term 2026-2027 Jack Taufen Captain, 2 year term 2026-2027 Andrew Kremer Fire Relief Association Mayor Adam Scepaniak City Administrator David Murphy Forester Gary Donabauer 2026 Appointments and Designations All terms are one year in length unless otherwise noted. Terms end December 31st of the cited year. Board/Commission/Position Meeting Schedule & Term Length Current Term Appointed Members 2026 Appointments and Designations All terms are one year in length unless otherwise noted. Terms end December 31st of the cited year. Hiring Committee (Department Heads Only)City Council Human Rights Advisory Board St. Joseph Resident, 3 year term 2026-2028 Tayla DeMarce Joint Planning Board 2nd Tuesday, 7PM, City Hall City Council Liaison Kelly Beniek Meet As Needed Planning Commission Planning Commission City Council Liaison Andrew Mooney Park Board 4th Tuesday, 6:30PM, City Hall 2025-2027 Keith Schleper 3 year term 2026-2028 Milton Hodge 2026-2028 Andy Rennecke 2026-2028 Jeff Buersken 2025-2027 Elijah Stenman Park Board Director Rhonda Juell City Council Liaison Adam Schnettler Personnel Committee [Non Dept head]Mayor Adam Scepaniak City Council Liaison Kelly Beniek City Administrator David Murphy Planning Commission 2nd Monday, 6PM 2026-2028 Cody Evander 3 year term 2024-2026 Isabella Margli 2025-2027 Mark Thompson 2026-2028 Jon Hazen 2024-2026 Carmie Mick 2025-2027 Keith Louwagie City Council Liaison Andrew Mooney Properties Number Official City Engineer Randy Sabart Safety Coordinator Public Works Director Ryan Wensmann Weed Control Commissioner Mayor Adam Scepaniak [assistant]Eric Poissant Official Depositories Sentry Bank Magnifi Financial Kensington Bank PMA Financial Network (4M Fund) Moreton Capital Markets US Bank RBC Wealth Management Oppenheimer & Co, Inc. UBS Official Newspaper - Legal Notices St. Cloud Times Alternate The Newsleaders Authorized Signers Adam Scepaniak David Murphy Lorraine Bartlett 2026 Designations Designations are required to be approved the 1st meeting of each year STAFF MEMO Prepared by: City Administrator Meeting Date: 1/5/2026 ☐ Consent Agenda Item ☒ Regular Agenda Item Agenda Item # 7 Reviewed by: Finance Director Bartlett City Attorney Sue Dege Item: YMCA Community Center STRATEGIC PLAN PRIORITY YMCA/Community Center Project. ACTION REQUESTED 1. Resolution 2026-001 Terminating Amended and Restated Facility Lease Agreement with St. Cloud Area Family Y.M.C.A. 2. Resolution 2026-002Terminating Contract with Ruis Consulting for Fundraising Efforts. 3. Resolution 2026-003 Terminating Contract Between City and HMA Architects, Ltd for St. Joseph Community Center. 4. Resolution 2026-004 Terminating Contract Between City and W. Gohman Construction for St. Joseph Community Center 5. A MOTION to Direct Staff to contact the State of Minnesota to close Bonding Award for St. Joseph Recreation Center. BOARD/COMMISSION/COMMITTEE RECOMMENDATION N/A PREVIOUS COUNCIL ACTION The Council met previously in Work Session and came to the consensus that this issue would be revisited at the end of 2025. The direction was if there was not demonstrable progress in the amounts raised and reasonable assurance that the fundraising goals were going to be met in 2026, the Council would need to make a decision on the continued efforts for the project. The timeline was selected due to the fact that the funds acquired from the State of Minnesota through the Bonding Bill would expire. REFERENCE AND BACKGROUND The amounts currently pledged from donors total roughly 3 million dollars, which is short of the 6 million needed to fund Phase 1 of the project. There does not appear to be a viable path to raise the 3 million dollars to close the gap. The City currently has four different contracts related to this project that will need to be terminated to cease the efforts. 1. The City entered into a Facility Lease Agreement with St. Cloud Area Family Y.M.C.A. to operate the facility once it was built. There would be no financial obligation to the Y.M.C.A. as the agreement will be terminated prior to Commencement of Operations. 2. The City entered into an agreement with Ruis Consulting to provide fundraising work on behalf of the City. There is a three-month termination clause in the agreement, however Mr. Ruis has indicated he will not enforce that clause and the agreement and financial obligation will terminate at the end of the month when his efforts cease. 3. The City entered into an agreement with HMA Architects, Ltd. for architectural services related to the project. The agreement termination clause states the City is responsible for any work performed up to the point of termination. I am not aware of any outstanding bills. 4. The City entered into an agreement with W. Gohman Construction for construction management services for the Community Center. The agreement termination clause states the City is responsible for any work performed up to the point of termination. I am not aware of any outstanding bills. 5. The City was awarded 4 million dollars from the State of Minnesota as part of the 2022 bonding bill. The funds are only available through December 31, 2026. City staff will need to work with the State of Minnesota to determine how to close this fund. BUDGET IMPACT Full impact has not been determined at this point. STAFF RECOMMENDED ACTION A MOTION and 2nd for each of the five items. SUPPORTING DATA/ATTACHMENTS Resolution 2026-001 Terminating Facility Lease Agreement with YMCA Resolution 2026-002 Terminating Contract with Ruis Consulting Group Resolution 2026-003 Terminating Contract with HMA Architects, Ltd. Resolution 2026-004 Terminating Contract with W. Gohman Construction Facility Lease Agreement between City and St. Cloud Area Family Y.M.C.A. Agreement with Ruis Consulting Agreement with HMA Architects Agreement with W. Gohman Construction RESOLUTION 2026-001 RESOLUTION TERMINATING THE AMENDED AND RESTATED FACILITY LEASE AGREEMENT WITH THE ST. CLOUD ARE FAMILY Y.M.C.A WHEREAS, the City of St. Joseph (the “City”) entered into an Amended and Restated Facility Lease Agreement with the St. Cloud Area Family Y.M.C.A on October 28, 2025; and WHEREAS, the City Council has determined that it is in the best interest of the City of St. Joseph to terminate the Amended and Restated Facility Lease Agreement with the St. Cloud Area Family Y.M.C.A, consistent with the terms of the Agreement; and NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF ST. JOSEPH, MINNESOTA, THAT: 1. The Amended and Restated Facility Lease Agreement between the City of St. Joseph and the St. Cloud Area Family Y.M.C.A is hereby terminated, in accordance with the termination provisions of the Agreement. ADOPTED by the City Council this 5th day of January, 2026. CITY OF ST. JOSEPH ____________________________________ Adam Scepaniak, Mayor ATTEST: ____________________________________ David Murphy, City Administrator RESOLUTION 2026-002 RESOLUTION TERMINATING THE FUNDRAISING AGREEMENT WITH RUIS CONSULTING GROUP WHEREAS, the City of St. Joseph (the “City”) entered into a Fundraising Agreement with Ruis Consulting Group on or about December 2, 2024; and WHEREAS, the City Council has determined that it is in the best interest of the City of St. Joseph to terminate the Fundraising Agreement with Ruis Consulting Group, consistent with the terms of the Agreement; and NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF ST. JOSEPH, MINNESOTA, THAT: 1. The Fundraising Agreement with Ruis Consulting Group is hereby terminated. Notice will be provided to Ruis Consulting Group in accordance with the termination provisions of the Agreement. ADOPTED by the City Council this 5th day of January, 2026. CITY OF ST. JOSEPH ____________________________________ Adam Scepaniak, Mayor ATTEST: ____________________________________ David Murphy, City Administrator RESOLUTION 2026-003 RESOLUTION TERMINATING THE CONTRACT WITH HMA ARCHITECTS, LTD FOR ST. JOSEPH COMMUNITY CENTER WHEREAS, the City of St. Joseph (the “City”) entered into a Contract with HMA Architects, Ltd. For the St. Joseph Community Center, and WHEREAS, the City Council has determined that it is in the best interest of the City of St. Joseph to terminate the Contract with HMA Architects, Ltd., consistent with the terms of the Contract; and NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF ST. JOSEPH, MINNESOTA, THAT: 1. The Contract with HMA Architects, Ltd. is hereby terminated, in accordance with the termination provisions of the Contract. ADOPTED by the City Council this 5th day of January, 2026. CITY OF ST. JOSEPH ____________________________________ Adam Scepaniak, Mayor ATTEST: ____________________________________ David Murphy, City Administrator RESOLUTION 2026-004 RESOLUTION TERMINATING THE CONTRACT WITH W. GOHMAN CONSTRUCTION FOR ST. JOSEPH COMMUNITY CENTER WHEREAS, the City of St. Joseph (the “City”) entered into a Contract with W. Gohman Construction for the St. Joseph Community Center, and WHEREAS, the City Council has determined that it is in the best interest of the City of St. Joseph to terminate the Contract with W. Gohman Construction, consistent with the terms of the Contract; and NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF ST. JOSEPH, MINNESOTA, THAT: 1. The Contract with W. Gohman Construction is hereby terminated, in accordance with the termination provisions of the Contract. ADOPTED by the City Council this 5th day of January, 2026. CITY OF ST. JOSEPH ____________________________________ Adam Scepaniak, Mayor ATTEST: ____________________________________ David Murphy, City Administrator 4y B133-.2019Document Standard Form of Agreement Between Owner and Architect, Construction Manager as Constructor Edition AGREEMENT made as of the Fifth day of August in the year 2021 In words, indicate day, month andyear.) ADDITIONS AND DELETIONS: The author of this document has BETWEEN the Architect's client identified as the Owner: added information needed for its Name, legal status, address, and other information) completion. The author may also have revised the text of the original City of St. Joseph AIA standard form. An Additions and 75 Callaway Street E. Deletions Report that notes added St. Joseph, MN 56374 information as well as revisions to the standard form text is available from the author and should be reviewed. A and the Architect: vertical line in the left margin of this Name, legal status, address, and other information) document indicates where the author has added necessary information HMA Architects, Ltd. and where the author has added to or deleted from the original AIA text. 700 West St. Germain Street Suite 200 This document has important legal St. Cloud, MN 56301 consequences. Consultation with an attorney is encouraged with respect for the following Project: to its completion or modification. Name, location, and detailed description) This document is intended to be used in conjunction with AEA Documents St. Joseph Community Center A201 -20171m, General Conditions of St. Joseph, MN the Contract for Construction; A133-2019Tm Standard Form of Agreement Between Owner and The Construction Manager (if known): Construction Manager as Name, legal status, address, and other information) Constructor where the basis of payment is the Cost of the Work Plus a Fee with a Guaranteed Maximum Price; and Al 34-2019TM Standard Form of Agreement Between Owner and Construction Manager as Constructor where the basis of The Owner and Architect agree as follows. payment is the Cost of the Work Plus a Fee without a Guaranteed Maximum Price. AIA Document A201 Tm-2017 is adopted in this document by reference. Do not use with other general conditions unless this document is modified. Ar A, . Document .1133 ....." - 2019 . C........... lnit. 138933Copyright ®2014, and 2019 by The American Institute of Architects. All rights reserved. The "Americ:n Instikate of Architects," IA Logo, and "AIA Contra -.t Documents" are registered trademarks and may not be used without permission. This document was produced by AIA software at 0 9:48:51 CT on 09/03/2021 under Order No.7929379265 which expires on 08104/2022, 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 copyright@aia.org. U ( 894058873) User Notes: TABLE OF ARTICLES 1 INITIAL INFORMATION 2 ARCHITECT'S RESPONSIBILITIES 3 SCOPE OF ARCHITECT'S BASIC SERVICES 4 SUPPLEMENTAL AND ADDITIONAL SERVICES 5 OWNER'S RESPONSIBILITIES 6 COST OF THE WORK 7 COPYRIGHTS AND LICENSES 8 CLAIMS AND DISPUTES 9 TERMINATION OR SUSPENSION 10 MISCELLANEOUS PROVISIONS 11 COMPENSATION 12 SPECIAL TERMS AND CONDITIONS 13 SCOPE OF THE AGREEMENT ARTICLE I INITIAL INFORMATION 1.1 This Agreement is based on the Initial Information set forth in this Section 1.1. For each item in this section, insert the information or a statement such as "not applicable" or "unknown at time of execution.') 1.1.1 The Owner's program for the Project: Insert the Owner's program, identify documentation that establishes the Owner's program, or state the manner in which the program will be developed.) The program for the project has not been fully determined at this point but will in general include recreation spaces such as gymnasium, fitness, walkingirunning track, cardio, weights, etc. It will also include the necessary support spaces for the facility. 1.1.2 The Project's physical characteristics: Identify or describe pertinent information about the Project's physical characteristics, such as size; location; dimensions; geotechnical reports; site boundaries; topographic surveys; traffic and utility studies; availability ofpublic and private utilities and services; legal description of the site, etc) The project will be located in the City owned property directly to the east and south of the existing "Kennedy School Building" 1.1.3 The Owner's budget for the Cost of the Work, as defined in Section 6.1: Provide total and, if known, a line item breakdown) The budget for the project has not been fully determined at this point but is anticipated to be between S I OM-$ I 8M. That is project budget figures with actual construction budget figures to be approximately 15% less. 1.1.4 The Owner's anticipated design and construction milestone dates: 1 Design phase milestone dates, if any: AIA Document 8133- - 2019. Copyright 0 2014, and 2019 by The American Institute of Architects. All rights reserved. The "Americin Institute of ArchiteLft, Init AIA, the AIA Logo, and 'AIA Contract Documents' are registered trademarks and may not be used without permission. This document was produced by AIA software at 09:48:51 CT on D9/03/2021 under Order No.7929379265 which expires on 08I04/2022, is not for resale, is licensed for one-time use only, and may only 2 be used in accordance with the AIA Contract Documents® Terms of Service. To report copyright violations, e-mail copyrightsaia.org. User Notes: (894058873) Not Determined 2 Construction commencement date: Not Determined 3 Substantial Completion date or dates: Not Determined. 4 Other milestone dates: 1.1.5 The Owner intends to retain a Construction Manager pursuant to the following agreement: Indicate agreement type) X ] AIA Document A 133-2019, Standard Form of Agreement Between Owner and Construction Manager as Constructor where the basis of payment is the Cost of the Work Plus a Fee with a Guaranteed Maximum Price. AIA Document A134-2019, Standard Form of Agreement Between Owner and Construction Manager as Constructor where the basis of payment is the Cost of the Work Plus a Fee without a Guaranteed Maximum Price. 1.1,8 The Owner's requirements for accelerated or fast-track design and construction, or phased construction are set forth below: List number and type of bid/procurement packages) Fast tracking not anticipated and not included in the scope of work or fees at this point. 1.1.7 The Owner's anticipated Sustainable Objective for the Project: Identify and describe the Owner's Sustainable Objective for the Project, if any.) The project will meet the State of Minnesota B3 standards. 1.1.7.1 If the Owner identifies a Sustainable Objective, the Owner and Architect shall complete and incorporate AIA Document E234TM-2019, Sustainable Projects Exhibit, Construction Manager as Constructor Edition, into this Agreement to define the terms, conditions and services related to the Owner's Sustainable Objective. If E234-2019 is incorporated into this Agreement, the Owner and Architect shall incorporate the completed E234-2019 into the agreements with the consultants and contractors performing services or Work in any way associated with the Sustainable Objective. 1.1.8 The Owner identifies the following representative in accordance with Section 5.4: List name, address, and other contact information.) Ms. Therese Haffner, City Administrator 1.1.9 The persons or entities, in addition to the Owner's representative, who are required to review the Architect's submittals to the Owner are as follows: nh', AIA Document 6133' - 201 e. Copyright * 2014, and 2019 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 document was produced by AIA 3 software at 09:48:51 CT on 09/03/2021 under Order No.7929379265 which expires on 0810412022, 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 copydghtsaia.org. User Notes: (894058873) List name, address, and other contact information.) 1 11 1 1 111 1 I I of gagini r4M&Wa=L* Ity iywtm 10 1AIWAMI fir? fffild UgAffolkyul mo fAygirrillud alp I mul Construction Manager: The Construction Manager is identified on the cover page. If a Construction Manager has not been retained as r dale Qf this A.greement, state the arpated date Qfretention, theArchitect is to assist the Owner in selecting the Construction Manager, complete Section 4. V4M0W;r#r4WM&T4- MI SEH Civil Engineering ENNE= R In 1- -I 4 Civil Engineer: ASI= 5 Other consultants and contractors: List any other consultants and contractors retained by the Owner) 1.1.11 The Architect identifies the following representative in accordance with Section 2.4 List name, address, and other contact information.) I . 1 0. X III W- Jim AIA Document 8133- - 2019. Copyright 02014, and 2019 by The American Institute of Architects. All rights reserved. The 'American tnsfflute of ArrhRects . Ink 'AIA,* the AIA Logo, and "AIA Contract Documents" are registered trademarks and may not be used without permission. This document was produced by AIA software at 09:48:61 CT on 09103/2021 under Order No.7929379265 which expires on 08/0412022, is not for resale, is licensed for one-time use only, and may only 4 be used in accordance with the AIA Contract Documents* Terms of Service. To report copyright violations, e-mail copyright@aia.org. User Notes, (894058873) 1 Structural Engineer: 1MEG 3001 Broadway Street NE Suite 601 Minneapolis, MN 55413 2 Mechanical Engineer: IMEG 3 Electrical Engineer: IMEG Also included under 1MEG Engineering Services is: Plumbing Fire Protection Low Voltage Design 4 Landscape Architect: Confluence 530 N. Third Street Suite 120 Minneapolis, MN 55401 1.1.12.2 Consultants retained under Supplemental Services: If a pool consultant is required they shall be retained by the Owner or the Architect as additional services 1.1.13 Other Initial Information on which the Agreement is based: RFP dated May 20, 2021 and subsequent scope of services and fee proposal submitted to the City dated July 28, 2021 and incorporated as a part of this contract under Appendix A 1.2 The Owner and Architect may rely on the Initial Information. Both parties, however, recognize that the Initial Information may materially change and, in that event, the Owner and the Architect shall appropriately adjust the Architect's services, schedule for the Architect's services, and the Architect's compensation. The Owner shall adjust the Owner's budget for the Cost of the Work and the Owner's anticipated design and construction milestones, as necessary, to accommodate material changes in the Initial Information. 1.3 The parties shall agree upon protocols governing the transmission and use of Instruments of Service or any other information or documentation in digital form. The parties will use AIA Document E203Tm-2013, Building Information Inst. AIA Document 8133` - 2019. Copyright ® 2014, and 2019 by The American Institute of Architects. All rights reserved. The "An•.%rica;n Institute of Architects, AIA,' the AIA Logo, and "AIA Contract Documents" are registered trademarks and may not be used without. permission. This document was produced by AIA 5 software at 09:48:51 CT on 0 910 3/2 02 1 under Order No.7929379265 which expires on 08/04/2022, is not for resale, Is licensed for one-time use only, and may only l be used in accordance with the AIA Contract Documents® Terms of Service. To report copyright violations, e-mail copyright@aia.org. User Notes: (894058873) Modeling and Digital Data Exhibit, to establish the protocols for the development, use, transmission, and exchange of digital data. 1.3.1 Any use of, or reliance on, all or a portion of a building information model without agreement to protocols i the use o and reliance o -r.. fte i.Tforwati,gri co-f-Igi-ied. 4 t.e wg&] qet &,-ev wig WN 1-111=0m— sole risk and without liability to the other party and its contractors or consultants, the authors of, or contributors to, the building information model, and each of their agents and employees. ARTICLE 2 ARCHITECT'S RESPONSIBILITIES 2.1 Tht Architect shall orovide professional services as set forth in thiv properly licensed in the jurisdiction where the Project is located to provide the services required by this Agreement, or shall cause such services to be performed by appropriately licensed design professionals. 2.2 The Architect shall perform its services consistent with the professional skill and care ordinarily provided by architects practicing in the same or similar locality under the same or similar circumstances. The Architect shall perform 2.3 The Architect shall provide its 5 1 ce5- ery the agreement identified in Section 1. 1.5. The Architect shall not be responsible for actions taken by the Construction Manager. S 2.4 The Architect shzll ilenti-j z relrescafttive ayth,4iizeif u, act*ii ,ehalf if th"mkitect with resTect tit. the Prlij6d. 2.5 Except with the Owner's knowledge and consent, the Architect shall not engage in any activity, or accept any with respect to this Project. 2.6 Insurance. The Architect shall maintain the following insurance until termination of this Agreement. If any of the requirements set forth below are in addition to the es and limits the Architect normalbf maintain the Architect as set forth in Section 11.9. Commercial Gener-al Liability with policy limits of not less than One Million ($ 1,000,000 ) for each occurrence and One Million ($ 1,000,000 ) in the aggregate for bodily injury and property damage. rWee pap"Nitnw of not less than One Million ($ 1,000,000 ) per accident for bodily injury, death of any person, and property damage arising out of the ownership, maintenance and use of those motor vehicles, along with any other statutorily required automobile coverage. 2.6.3 The Architect may achieve the required limits and coverage for Commercial General Liability and Automobile LiabilitUhrough a combination of varimaj r and excess or umbrella liabilit],, insurance, Frovided such yrim qierAe-.x-wc- or umbrella liability insurance policies result in the same or greater coverage as the coverages required under the primary policy. The excess policy shall not require the exhaustion of the underlying limits only through the actual payment by the underlying insurers. 2.6.4 Workers' Compensation at statutory limits. 2.6.5 Employers' Liability with policy limits not less than One Hundred Thousand ($ 100,000 ) each accident, One Hundred Thousand ($ 100,000 ) each employee, and Five Hundred Thousand ($ 500,000 ) policy limit. Professional Liability covering negligent acts, errors and omissions in the performance of professional services, with policy limits of not less than Two Million ($2,000,000 )per claim and Two Million ($2,000,000 )inthe aggregate. AIA Document 131133" - 2019, Copyright 02014, and 2019 by The American institute of Architects. All rights reserved. The"Arnedcan Institute of Architects,InIt. ' AIA,' the AIA Logo, and `AIA Contract Documents' are registered trademarks and may not be used without permission. This document was produced by AIA software at 09:48:51 CT on 09/03/2021 under Order No.7929379265 which expires on 08/04/2022, is not for resale, is licensed for one-time use only, and may only 6 be used in accordance with the AIA Contract Documents® Terms of Service. To report copyright violations, e-mail copydght@aia.org. User Notes- (894058873) 2.6.7 Additional Insured Obligations. To the fullest extent permitted by law, the Architect shall cause the primary and excess or umbrella polices for Commercial General Liability and Automobile Liability to include the Owner as an additional insured for claims caused in whole or in part by the Architect's negligent acts or omissions. The additional insured coverage shall be primary and non-contributory to any of the Owner's insurance policies and shall apply to both ongoing and completed operations. 2.6.8 The Architect shall provide certificates of insurance to the Owner that evidence compliance with the requirements in this Section 2.6. ARTICLE 3 SCOPE OF ARCHITECT'S BASIC SERVICES 3.1 The Architect's Basic Services consist of those described in this Article 3 and include usual and customary structural, mechanical, and electrical engineering services. Services not set forth in this Article 3 are Supplemental or Additional Services. 3.1.1 The Architect shall manage the Architect's services, research applicable design criteria, attend Project meetings, communicate with members of the Project team, and report progress to the Owner. 3.1.2 The Architect shall coordinate its services with those services provided by the Owner, the Construction Manager, and the Owner's consultants. The Architect shall be entitled to rely on, and shall not be responsible for, the accuracy, completeness, and timeliness of, services and information furnished by the Owner, the Construction Manager, and the Owner's consultants. The Architect shall provide prompt written notice to the Owner if the Architect becomes aware of any error, omission, or inconsistency in such services or information. 3.1.3 As soon as practicable after the date of this Agreement, the Architect shall submit, for the Construction Manager's review and the Owner's approval, a schedule for the performance of the Architect's services. The schedule shall include design phase milestone dates, as well as the anticipated dates for the commencement of construction and for Substantial Completion of the Work as set forth in the Initial Information. The schedule shall include allowances for periods of time required for the Owner's review, for the Construction Manager's review, for the performance of the Construction Manager's Preconstruction Phase services, for the performance of the Owner's consultants, and for approval of submissions by authorities having jurisdiction over the Project. Once approved by the Owner, time limits established by the schedule shall not, except for reasonable cause, be exceeded by the Architect or Owner. With the Owner's approval, the Architect shall adjust the schedule, if necessary, as the Project proceeds until the commencement of construction. 3.1.4 The Architect shall submit information to the Construction Manager and participate in developing and revising the Project schedule as it relates to the Architect's services. The Architect shall review and approve, or take other appropriate action upon, the portion of the Project schedule relating to the performance of the Architect's services. 3.1.5 The Architect shall not be responsible for an Owner's directive or substitution, or for the Owner's acceptance of non -conforming work, made or given without the Architect's written approval. 3.1.6 The Architect shall, in coordination with the Construction Manager, contact governmental authorities required to approve the Construction Documents and entities providing utility services to the Project. The Architect shall respond to applicable design requirements imposed by those authorities and entities. 3.1.7 The Architect shall assist the Owner and Construction Manager in connection with the Owner's responsibility for filing documents required for the approval of governmental authorities having jurisdiction over the Project. 3.1.8 Prior to the Owner's acceptance of the Construction Manager's Guaranteed Maximum Price proposal, or the Owner's approval of the Construction Manager's Control Estimate, as applicable, the Architect shall consider the Construction Manager's requests for substitutions and, upon written request of the Construction Manager, provide clarification or interpretations pertaining to the Drawings, Specifications, and other documents submitted by the Architect. The Architect and Construction Manager shall include the Owner in communications related to substitution requests, clarifications, and interpretations. 3.2 Review of the Construction Manager's Guaranteed Maximum Price Proposal or Control Estimate 3.2.1 At a time to be mutually agreed upon by the Owner and the Construction Manager, the Construction Manager shall prepare, for review by the Owner and Architect, and for the Owner's acceptance or approval, a Guaranteed Maximum AIA A ADtheDocAIAument 13133- and °AIA Contract ht Q 20eDocuments" American Institute Arc a rig _ vmw w ----- Inst 2019 by The American Institute of Architects All fights reserved The "Americcn Inst;:ute of Architects, Logo, re registered trademarks and may not be used without permisoron This document was produced by AIA 7 software at 09:48:51 CT on 09/03/2021 under Order No.7929379265 which expires on 08!04/2022, 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 copyright@aia.org. User Notes: (894058873) Sill I 41, f,frocedures; or for the verification of any estimates of cost or estimated cost proposals. In the event that the Architect 7.nd Construction Manager. 3.2.2 Upon authorization by the Owner, and subject to Section 4.2.1,14, the Architect shall update the Drawings, Specifications, and other documents to incorporate the agreed upon assumptions and clarifications contained in the Guaranteed Maximum Price Amendment or Control Estimate. 3.3 Schematic Design Phase Services 3.3.1 The Architect shall review the program, and other information furnished by the Owner and Construction Manager, nd shall review laws, codes, and regulations applicable to the Architect's services. ti 0 oil 1114.111W I I WITLNNW consulting services that may be reasonably needed for the Project. A." .0 0 4 shall reach an understanding with the Owner regarding the requirements of the Project. 3.3.4 Based on the Project requirements agreed upon with the Owner, the Architect shall prepare and present, to the im the Project components. 3.3.5 Based on the Owner's approval of the preliminary design, the Architect shall prepare Schematic Design Documents for Construction Manager's review and the Owner's approval. The Schematic Design Documents shall rw plawk-se-dirr jAgs-a:Ld 'L elevations; and may include some combination of study models, perspective sketches, or digital representations. writing. Architect shall consider sustainable design alternatives, such as material choices and building orientation, together with other considerations based on program and aesthetics, in developing a design that is consistent with the Owner's program, schedule and budget for the Cost of the Work. The Owner may obtain more advanced sustainable design services as a Supplemental Service under Section 4. 1. 3.3.5.2 The Architect shall consider with the Owner and the Construction Manager the value of alternative materials, building systems and equipment, together with other considerations based on program and aesthetics, in developing a design for the Project that is consistent with the Owner's program, schedule, and budget for the Cost of the Work. 3.3.6 The Architect shall submit the Schematic Design Documents to the Owner and the Construction Manager. The Architect shall meet with the Construction Manager to review the Schematic Design Documents. 3.3.7 Upon receipt of the Construction Manager's review comments and cost estimate at the conclusion of the of the Schematic Design Documents. If revisions to the Schematic Design Documents are required to comply with the the required revisions in the Design Development Phase. 3.3.8 In the firtlier development of the Drawings and Specifications during this and subsequent phases of design, the Am'd6c-t-&1ra Ve clifi&i4l m4y iorthe-acemwi tHi"st6nisW. NTlhe-- Construction Manager under the Construction Manager's agreement with the Owner. AIA Document B1133' - 2ols.CopyrightQ20114, and 2019 by The American Institute of Architects. All rights reserved.The "American Institute of Architects. InIL ' AIA," the AIA Logo, and 'AIA Contract Documents' are registered trademarks and may not be used without pemnission, This document was produced by AIA software at 09:48:51 CT on 0910312021 under Order No.7929379265 which expires on 08104/2022, 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 copydght@aim.org. User Notes: (894058873) 3.4 Design Development Phase Services 3.4.1 Based on the Owner's approval of the Schematic Design Documents, and on the Owner's authorization of any adjustments in the Project requirements and the budget for the Cost of the Work, the Architect shall prepare Design Development Documents for the Construction Manager's review and the Owner's approval. The Design Development Documents shall be based upon information provided, and estimates prepared by, the Construction Manager and shall illustrate and describe the development of the approved Schematic Design Documents and shall consist of drawings and other documents including plans, sections, elevations, typical construction details, and diagrammatic layouts of building systems to fix and describe the size and character of the Project as to architectural, structural, mechanical and electrical systems, and other appropriate elements. The Design Development Documents shall also include outline specifications that identify major materials and systems and establish in general their quality levels. 3.4.2 Prior to the conclusion of the Design Development Phase, the Architect shall submit the Design Development Documents to the Owner and the Construction Manager. The Architect shall meet with the Construction Manager to review the Design Development Documents. 3.4.3 Upon receipt of the Construction Manager's information and estimate at the conclusion of the Design Development Phase, the Architect shall take action as required under Sections 6.5 and 6.6 and request the Owner's approval of the Design Development Documents. 3.5 Construction Documents Phase Services 3.5.1 Based on the Owner's approval of the Design Development Documents, and on the Owner's authorization of any adjustments in the Project requirements and the budget for the Cost of the Work, the Architect shall prepare Construction Documents for the Construction Manager's review and the Owner's approval. The Construction Documents shall illustrate and describe the further development of the approved Design Development Documents and shall consist of Drawings and Specifications setting forth in detail the quality levels and performance criteria ofmaterials and systems and other requirements for the construction of the Work. The Owner and Architect acknowledge that, in order to perform the Work, the Construction Manager will provide additional information, including Shop Drawings, Product Data, Samples and other similar submittals, which the Architect shall review in accordance with Section 3.6.4. 3.5.2 The Architect shall incorporate the design requirements of governmental authorities having jurisdiction over the Project into the Construction Documents. 3.5.3 During the development of the Construction Documents, if requested by the Owner, the Architect shall assist the Owner and Construction Manager in the development and preparation of (1) the Conditions of the Contract for Construction (General, Supplementary and other Conditions) and (2) a project manual that includes the Conditions of the Contract for Construction and Specifications, and may include sample forms. 3.5.4 Prior to the conclusion of the Construction Documents Phase, the Architect shall submit the Construction Documents to the Owner and .the Construction Manager. The Architect shall meet with the Construction Manager to review the Construction Documents. 3.5.5 Upon receipt of the Construction Manager's information and estimate at the conclusion of the Construction Documents Phase, the Architect shall take action as required under Section 6.7, and request the Owner's approval of the Construction Documents. 3.6 Construction Phase Services 3.6.1 General 3.6.1.1 The Architect shall provide administration of the Contract between the Owner and the Construction Manager as set forth below and in AIA Document A201TM-2017, General Conditions of the Contract for Construction. If the Owner and Construction Manager modify AIA Document A201-2017, those modifications shall not affect the Architect's services under this Agreement unless the Owner and the Architect amend this Agreement. The term "Contractor" as used in A201-2017 shall mean the Construction Manager. 3.6.1.2 Subject to Section 4.2, the Architect's responsibility to provide Construction Phase Services commences upon the Owner's acceptance of the Construction Manager's Guaranteed Maximum Price proposal, the Owner's approval of the Construction Manager's Control Estimate, or by a written agreement between the Owner and Construction Manager which sets forth a description of the Work to be performed by the Construction Manager prior to such acceptance or Inst. AIA Document B133' - 201 e. Copyright ® 2014, and 2019 by The American Institute of Architects. All rights reserved The `American Institte ofAit AIA," the AIA Logo, and "AIA Contract Documents" are registered trademarks and maynot be used without ermis^ion This document was produced by AIA 9 software at 09:48:51 CT on 09103/2021 under Order No.7929379265 which expires on 08104!2022, is not for resale, is licensed for one-time use only, and may only f be used in accordance with the AIA Contract Documents® Terms of Service. To report copyright violations, e-mail copyhght@aia.org. User Notes: (894058673) AMMMMirim WFIRWIT71 10 FATTEM 0 0 il I IFIVI, 1141101INT 1 TIMMa RIM a Ral R .2 go RN I I I to I aqw.) III I 1W Alllgtf The Architect shall not have control over, charge of, or responsibility for the construction means, methods, techniques, sequences or procedures, or for safetv vrecautions and mograms i -t. co-.f,-.iectio-f wi* Ae Wor_,r-di 0,171111 11 '111119141111m, 11 1 wfwv•""V WUMITIANUICi IVY12 persons or entities performing portions of the Work. Evaluations of the Work 3.6.2.1 The Architect shall visit the site at intervals a ro riate to the stage of constructi th and promptly report to the Owner(]) known deviations from c ontract Documents, (2) known deviations from the most recent construction schedule submitted by the Construction Manager, and (3) defects and deficiencies observed in the Work. 3.6.2.2 The Architect has the authority to reject Work that does not conform to the Contract Documents. Whenever the Architect ca IIIIIIJI - IWIIJ11-1 -101-1 nalffill W111111 III Jill "VOILUIR; WIN exercise such authority shall give rise to a duty or responsibility of the Architect to the Construction Manager, Subcontractors, suppliers, their agents or employees, or other persons or entities performing portions of the Work, 3.6.2.3 The Architect shall interpret and decide matters concerning performance under, and requirements of, the Contract Documents on written request of either the Owner or Construction Manager. The Architect's response to such requests shall be made in writing within any time limits agreed upon or otherwise with reasonable promptness. 3.6.2.4 Interpretations and decisions of the Architect shall be consistent with the intent of, and reasonably inferable from. the Contract Documentl inj ii A e R& A-"- Ailil show partiality to either, and shall not be liable for results of interpretations or decisions rendered in good faith. The Architect's decisions on matters relating to aesthetic effect shall be final if consistent with the intent expressed in the Contract Documents. e fC+xsW,_ti*.x Vzz2..pr fqsig%?te m.+tker Xers#A ft see;e M-. zi Iaitial Aecisitn Make", that term is defined in AIA Document A201-2017, the Architect shall render initial decisions on Claims between the wner and Construction Manager as provided in the Contract Documents. 3.6.3 Certificates for Payment to Construction Manager Q $I fill 4 a I ROMINIIINO)oONiiii,blullaii I AN 1 .1, WEN P VI;IV9PM I_"AaWII`URWW"_;qkI" to the point indicated, the quality of the Work is in accordance with the Contract Documents, and that the Construction inspections, (3) correction of minor deviations from the Contract Documents prior to completion, and (4) specific qualifications expressed by the Architect. AIA Document 8133' - 20ig. Copyright02014, and 2019 by The American Institute of Architects. All fights reserved. The 'American lnsfifute of Ard*ects, nit " AIA,the AIA Logo, and 'AIA Contract Documents' are registered trademarks and may not be used without permission. This document was produced by AIAsoftwareat09:48:51 CT on 09/0312021 under Order No.7929379265 which expires on 08/04/2022, is not for resale, is licensed for one-time use only, and may only 10 be used in accordance with the AIA Contract DorumentsO Terms of Service. To report copyright violations, e-mail copyright@aia.org, User Notes: (894058873) 3.6.3.2 The issuance of a Certificate for Payment shall not be a representation that the Architect has (1) made exhaustive or continuous on-site inspections to check the quality or quantity of the Work, (2) reviewed construction means, methods, techniques, sequences or procedures, (3) reviewed copies of requisitions received from Subcontractors and suppliers and other data requested by the Owner to substantiate the Construction Manager's right to payment, or (4) ascertained how or for what purpose the Construction Manager has used money previously paid on account of the Contract Sum. 3.6.3.3 The Architect shall maintain a record of the Applications and Certificates for Payment. 3.6.4 Submittals 3.6.4.1 The Architect shall review the Construction Manager's submittal schedule and shall not unreasonably delay or withhold approval of the schedule. The Architect's action in reviewing submittals shall be taken in accordance with the approved submittal schedule or, in the absence of an approved submittal schedule, with reasonable promptness while allowing sufficient time, in the Architect's professional judgment, to permit adequate review. 3.6.4.2 The Architect shall review and approve, or take other appropriate action upon, the Construction Manager's submittals such as Shop Drawings, Product Data and Samples, but only for the limited purpose of checking for conformance with information given and the design concept expressed in the Contract Documents. Review of such submittals is not for the purpose of determining the accuracy and completeness of other information such as dimensions, quantities, and installation or performance of equipment or systems, which are the Construction Manager's responsibility. The Architect's review shall not constitute approval of safety precautions or construction means, methods, techniques, sequences or procedures. The Architect's approval of a specific item shall not indicate approval of an assembly of which the item is a component. 3.6.4.3 If the Contract Documents specifically require the Construction Manager to provide professional design services or certifications by a design professional related to systems, materials, or equipment, the Architect shall specify the appropriate performance and design criteria that such services must satisfy. The Architect shall review and take appropriate action on Shop Drawings and other submittals related to the Work designed or certified by the Construction Manager's design professional, provided the submittals bear such professional's seal and signature when submitted to the Architect. The Architect's review shall be for the limited purpose of checking for conformance with information given and the design concept expressed in the Contract Documents. The Architect shall be entitled to rely upon, and shall not be responsible for, the adequacy and accuracy of the services, certifications, and approvals performed or provided by such design professionals. 3.6.4.4 Subject to Section 4.2, the Architect shall review and respond to requests for information about the Contract Documents. The Architect shall set forth, in the Contract Documents, the requirements for requests for information. Requests for information shall include, at a minimum, a detailed written statement that indicates the specific Drawings or Specifications in need of clarification and the nature of the clarification requested. The Architect's response to such requests shall be made in writing within any time limits agreed upon, or otherwise with reasonable promptness. If appropriate, the Architect shall prepare and issue supplemental Drawings and Specifications in response to the requests for information. 3.6.4.5 The Architect shall maintain a record of submittals and copies of submittals supplied by the Construction Manager in accordance with the requirements of the Contract Documents. 3.6.5 Changes in the Work 3.6.5.1 The Architect may order minor changes in the Work that are consistent with the intent of the Contract Documents and do not involve an adjustment in the Contract Sum or an extension of the Contract Time. Subject to Section 4.2, the Architect shall prepare Change Orders and Construction Change Directives for the Owner's approval and execution in accordance with the Contract Documents. 3.6.5.2 The Architect shall maintain records relative to changes in the Work. 3.6.6 Project Completion 3.6.6.1 The Architect shall: 1 conduct inspections to determine the date or dates of Substantial Completion and the date of final completion; 2 issue Certificates of Substantial Completion; Init. AIA Document 8133" - 2 o l s. Copyright 02014, and 2019 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 document was produced by AIA . 1softwareat09:48:51 CT on 09/03/2021 under Order No.7929379265 which expires on 08/04/2022, 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 copyright@aia.org. User Notes: (894058873) forward to the Owner, for the Owner's review and records, written warranties and related documents Fzequired by the Contract Documents and received from the Construction Manager; and IMissue a final Certificate for Payment based upon afinal inspection indicating that, to the best of the 44A a -rd belief. 6e Work COMORCS with the reguirements of the Contract S, 3.6.6.2 The Architect's inspections shall be conducted with the Owner to (1) check conformance of the Work with the requirements of the Contract Documents and (2) verit, the accuracy and completeness of the list submitted by the Construction Manager of Work to be completed or corrected. T, 3.6.6.3 When Substantial Completion has been achieved, the Architect shall inform the Owner about the balance of the C Y2 7,a&i if any, for final completion or correction of the Work. 3.6.6.4 The Architect shall forward to the Owner the following information received from the Construction Manager: (1) consent of surety or sureties, if any, to reduction in or partial release of retainage or the making of final payment; (2) affidavits, receipts, releases and waivers of liens, or bonds indemnifying the Owner against liens; and (3) any other documentation required of the Construction Manager under the Contract Documents. S. 3.6.6.5 Upon request of the Owner, and prior to the expiration of one year from the date of Substantial Completion, thi Architect shall, wiVi(iyt zHiti*aal c*mXeaszti*;&, cw4fwct z meokqg wiA tke *wzer tv 72view tke f9cility igey ti*is ?--04 performance. ARTICLE 4 SUPPLEMENTAL AND ADDITIONAL SERVICES 4.1 Supplemental Services 4.1.1 The services listed below are not included in Basic Services but may be required for the Project, The Architect shall provide the listed Supplemental Services only if specifically designated in the table below as the Architect's responsibility. Unless otherwise specifically addressed in this Agreement, if neither the Owner nor the Architect is designated, the parties agree that the listed Supplemental Service is not being provided for the Project. Designate the Architect's Supplemental Services and the Owner's Supplemental Services requiredfor the Project by Agreement.) AIA Document 8133' - 2ol 9. CopyrightO 2014, and 2019 by The American Institute of Architects. All rights reserved. The "Arne mean Institute of Architects, Init. 'AIA.' the AIA Logo, and "AIA Contract Documents' are registered trademarks and may not be used without permission This document was produced by AIA 12 software at 09:48:51 CTonOg/03/2021 under Order No.7929379265 which expires on 08/0412022, 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 copyright@aia.arg. User Notes: (894058873) Supplemental Services Responsibility Architect, O w._..._. wner, or not ar AX4111 a Assistance with Selection of Construction Mana er w y w .e _. rchitect/Owner 41 7 2 PITeammin Architect/Owner wDesigns4113MultLlePrelumns:v Desi s Architect 4.1.1.4 Measured drawings Not Required Exlstin. facilities surv .,... Not Required 4.1.1,6 Site evaluation and alannin . (bei and i qct 4,1.1.7 Buildin4 Information Model manic« d site) Architectidentified Architect 4.1.1.8 Development of Buildin Information Models for post es ... ro _ p g post a. Not Provided construction use 4.1.1.9 Civil enk meerinr Owner m........ 4.1.1.10 Landscape desi Architect 6 f1 ........ 4.1.1.11 Architectural interior design Architect w... ._.... ...... .. 41 1 12 Value analry sts Not Required 41 1 13 wCost estimating Construction Manager 4,1.1.14 On-site ro'ect re . resentatio ... Not Provided 41 1 15 Conformed edocuments for construction Not Provided w.ww..W 41 1 16 As-desiuned record drawings Not Provided 41 1 17 As -constructed record drawln,ns Not Provided 4.1.1.118 Post occu rant ._._ ti ' rA, evaluation Not Provided 41 1.19 Fac111 suli!rt services _ Not Provided 4.1.1.20 Tenant related services vin...... Not Provided 4.1.1.22 Architect's coordination of the Owner's consultants Architect lecommuntcattons/ data desi2,Architect l IMEG 4.1.1.24 Secltrti evaluation andlannin Not ProvidedX41123 .Se .. aluat......d )1a 4.1.1.25 Commissionin lZ Not Provided (Owner Rei Sustainable Pro ect Services pursuant to Section 4.L3 Not Provided i 4.1.1.26 Historic ureservatlon w„ _ _ Not Provided 4.1.1.27 Furniture furnishinis, and e ui _ design Architect 41 1 2& Other serncesrovided b seciali«- Consultants Not Provided 4.1.1.29 Other Sui:iilemental Services B3 by IMEG 4.1.2 Description of Supplemental Services 4.1.2.1 A description of each Supplemental Service identified in Section 4.1.1 as the Architect's responsibility is provided below. Describe in detail the Architect's Supplemental Services identified in Section 4. 1.1 or, if set forth in an exhibit, identify the exhibit. The AL4 publishes a number of Standard Form ofArchitect's Services documents that can be included as an exhibit to describe the Architect's Supplemental Services.) 4.1.1.1: The Architect will assist the Owner with the process of securing a CM for the project. The selection of the CM will be by the Owner. 4.1.1.2: The Architect will assist the Owner with the space programming along with the YMCA if they partner on the project. 4.1.1.3: The Architect will create various schematic options for City review. 4.1.1.6: The Architect will provide various site layout options for the specific site identified by not for multiple sites. 4.1.1.7: The Architect will utilize REVIT for the creation of the project documentation. Init AIA Document B133' - 20 is. Copyright ® 2014, and 2019 by The American Institute of Architects. All rights reserved. The "American Institute of Arc'Rects," AIA " the AIA Logo, and "AIA Contract Documents" are registered trademarks and may not be used without permission. This document was produced by AIA 13 software at 09:48:51 CT on 08/03/2021 under Order No.7929379265 which expires on 08/04/2022, is not for resale, is licensed for one-time use only, and may only be used in accordance with the AIA Contract Documentse Terris of Service. To report copyright violations, e-mail copyright@aia.org. User Notes: (894058873) 4. 1. 1.10: The Architect will provide Landscape Architecture through the consulting services of Confluence. 4.1.1.11: The Architect will provide interior design services as part of basic services. 4.1.1.21: The Architect will provide coordination of the Owner retained Civil Engineer SEH. This means that we will coordinate their work with ours but take no responsibility for their design services. Telecommunications and low voltage design is provided for by IMEG under the Architect's basic services. 4.1.1.27: The Architect will assist the owner in the selection of (FFE). The owner / YMCA will be responsible for selecting / securing all fitness equipment and pool elements. 4.1.1.29: The Architect and IMEG will provided B3 consulting services as required by the State of NIN in our basic services. Z 4J .2.2 A descriLiction of eacb SUA,lemental Service-iolin6fied in Section 4. 1.1 as the Owner', below. D--escribe in detail the Owner 's &..qvlementa- . . . . . . . cticm exhibit) 4.1.1.1: The Owner shall be responsible for selecting and retaining the Construction Manager. The Architect will assist in that process. 4.1.1.2: The Owner shall be responsible for working with the Architect in the determination of the project space programming requirements. 4.1.1.9: The Owner shall retain a Civil Engineer (SEH). The Owner's consultant shall be required to work with the paving/parking areas, stormwater design. 4.1.1.24: The Owner will be responsible for retaining any commissioning services that may be required for the project according to the State of MN code and/or B3 requirements. 4.1.3 Ifthe Owner identified a Sustainable Objective in Article 1 1 the Architect shal I Drovide, as a SuDQlemental Servic as Constructor Edition, attached to this Agreement. The Owner shall compensate the Architect as provided in Section 11.2. 4.2 Architect's Additional Services The Architect may provide Additional Services after execution ofthis Agreement without invalidating the Agreement. Except for services required due to the fault of the Architect, any Additional Services provided in accordance with this Section 4.2 shall entitle the Architect to compensation pursuant to Section 11.3 and an appropriate adjustment in the Architect's schedule. arovide the following Additional Services until the Architect receives the Owner's written authorization: 1 Services necessitated by a change in the Initial Information, previous instructions or recommendations given by the Construction Manager or the Owner, approvals given by the Owner, or a material change in the Project including size, quality, complexity, the Owner's schedule or budget for Cost ofthe Work, or bid packages in addition to those listed in Section 1. 1.6; 2 Making revisions in Drawings, Specifications, or other documents (as required pursuant to Section 6.7), when such revisions are required because the Construction Manager's estimate ofthe Cost ofthe Work, Guaranteed Maximum Price proposal, or Control Estimate exceeds the Owner's budget, except where such excess is due to changes initiated by the Architect in scope, capacities of basic systems, or the kinds and quality ofmaterials, finishes, or equipment; 3 Services necessitated by the enactment or revision of codes, laws, or regulations, including changing or editing previously prepared Instruments of Service; 4 Changing or editing previously prepared Instruments of Service necessitated by official interpretations of applicable codes, laws or regulations that are either (a) contrary to specific interpretations by the applicable authorities having jurisdiction made prior to the issuance ofthe building permit, or (b) contrary to requirements ofthe Instruments of Service when those Instruments of Service were prepared in accordance with the applicable standard of care; 5 Services necessitated by decisions ofthe Owner or Construction Manager not rendered in a timely manner or any other failure of performance on the part of the Owner or the Owner's consultants or contractors; AiA Document 13133- - 20 9. Copyright 0 2014, and 2019 by The American Institute of Architects. All rights reserved. The "American Institute of Architects. Init. ' AIA,' the AIA Logo, and "AIA Contract Documents* are registered trademarks and may not be used without permission This document was produced by AfAsoftwareat09:48:51 CT on 09/03/2021 under Order No.7929379265 wh ich expires on 08/04/2022, is not for resale, is licensed for one-time use only, and may only 14 be used in accordance with the AIA Contract Documents® Terms of Service. To report copyright violations, e-mail copyright@ala.org. User Notes: (894058873) 6 Preparing digital models or other design documentation for transmission to the Owner's consultants and contractors, or to other Owner- authorized recipients; 7 Preparation of design and documentation for alternate bid or proposal requests proposed by the Owner or Construction Manager, 8 Preparation for, and attendance at, a public presentation, meeting or hearing; 9 Preparation for, and attendance at, a dispute resolution proceeding or legal proceeding, except where the Architect is party thereto; 10 Consultation concerning replacement of Work resulting from fine or other cause during construction; or 11 Assistance to the Initial Decision Maker, if other than the Architect; 12 Services necessitated by replacement of the Construction Manager or conversion of the Construction Manager as constructor project delivery method to an alternative project delivery method; 13 Services necessitated by the Owner's delay in engaging the Construction Manager; 14 Making revisions to the Drawings, Specifications, and other documents resulting from agreed-upon assumptions and clarifications included in the Guaranteed Maximum Price Amendment or Control Estimate; and 15 Making revisions to the Drawings, Specifications, and other documents resulting from substitutions included in the Guaranteed Maximum Price Amendment or Control Estimate. 4.2.2 To avoid delay in the Construction Phase, the Architect shall provide the following Additional Services, notify the Owner with reasonable promptness, and explain the facts and circumstances giving rise to the need. If, upon receipt of the Architect's notice, the Owner determines that all or parts of the services are not required, the Owner shall give prompt written notice to the Architect of the Owner's determination. The Owner shall compensate the Architect for the services provided prior to the Architect's receipt of the Owner's notice: 1 Reviewing a Construction Manager's submittal out of sequence from the submittal schedule approved by the Architect; 2 Responding to the Construction Manager's requests for information that are not prepared in accordance with the Contract Documents or where such information is available to the Construction Manager from a careful study and comparison of the Contract Documents, field conditions, other Owner -provided information, Construction Manager -prepared coordination drawings, or prior Project correspondence or documentation; 3 Preparing Change Orders, and Construction Change Directives that require evaluation of the Construction Manager's proposals and supporting data, or the preparation or revision of Instruments of Service; 4 Evaluating an extensive number of Claims as the Initial Decision Maker; or 5 Evaluating substitutions proposed by the Owner or Construction Manager and making subsequent revisions to Instruments of Service resulting therefrom. 4.2.3 The Architect shall provide Construction Phase Services exceeding the limits set forth below as Additional Services. When the limits below are reached, the Architect shall notify the Owner: 1 Two (2 ) reviews of each Shop Drawing, Product Data item, sample and similar submittals of the Construction Manager 2 Twenty Four ( 24 ) visits to the site by the Architect during construction 3 Four ( 4 ) inspections for any portion of the Work to determine whether such portion of the Work is substantially complete in accordance with the requirements of the Contract Documents 4 Two (2 ) inspections for any portion of the Work to determine final completion 4.2.4 Except for services required under Section 3.6.6.5 and those services that do not exceed the limits set forth in Section 4.2.3, Construction Phase Services provided more than 60 days after (1) the date of Substantial Completion of the Work or (2) the initial date of Substantial Completion identified in the agreement between the Owner and Contractor, whichever is earlier, shall be compensated as Additional Services to the extent the Architect incurs additional cost in providing those Construction Phase Services. 4.2.5 If the services covered by this Agreement have not been completed within Thirty Six ( 36 ) months of the date of this Agreement, through no fault of the Architect, extension of the Architect's services beyond that time shall be compensated as Additional Services. Init. AIA Document B133- - 2019. Copydght ® 2014, and 2019 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 document was produced by AIA 15 software at 09:48:51 CT on 09/03/2021 under Order No.7929379265 which expires on 08/0412022, 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 copyright@aia.org. User Notes: (894058873) ARTICLE 5 OWNER'S RESPONSIBILITIES 5.1 Unless otherwise provided for under this Agreement, the Owner shall provide information in a timely manner 61i q special equipment;1,site requirements. selected§ 5.2 The Owner shall retain a Construction Manager to provide services, duties, and responsibilities as described in the agreement in Section notify§ 5.3 The Owner shall establish the Owner's budget for the Project, including (1) the budget for the Cost of the Work as defined in Section 6. 1; (2) the Owner's other costs; and, (3) reasonable contingencies related to all of these costs. The Owner shall update the Owner's budget for the Project as necessary throughout the duration of the Project until final completion. If the Owner significantly increases or decreases the Owner's budget for the Cost of the Work, the Owner shall fConstruction-Man-ager1 ' ' ! ! ! -, acknowledgesManager, shall thereafter agree to a corresponding change in the Project's scope and quality. t phased or 1 provides a benefit,but f carries with Documents, and costs forthe Construction Manager to remove andreplacepreviously installed Work. contingenciesselects accelerated, phased or fast-track scheduling, the Owner agrees to include in the budget for the Project sufficient cover such costs. servicesA 5.4 The Owner shall identij., a representative authorized to act on the Owner's behalf with resyect to the Pro;ect, The Owner shall render decisions and approve the Architect's submittals in a timely manner in order to avoid unreasonable delay in the orderly and sequential progress of the Architect's services. 5.5 The Owner shall furnish surveys to describe physical characteristics, legal limitations and utility locations for the site of the Project, and a written legal description of the site. The surveys and legal information shall include, as applicable, grades and lines of streets, alleys, pavements and adjoining property and structures; designated wetlands; adjacent drainage; rights-of-way, restrictions, easements, encroachments, zoning, deed restrictions, boundaries and contours of the site; locations, dimensions, and other necessary data with respect to existing improvements and trees; and information concerning available utility - #! public buildings,. 1 private,! and below grade, including inverts and depths. All the information on the survey shall be referenced to a Project v 41 ?. i.. 5.6 The Owner shall furnish services of geotechnical engineers, which may include test borings, test pits, determinations of soil bearing values, percolation tests, evaluations of hazardous materials, seismic evaluation, ground corrosion tests and resistivity tests, including necessary operations for anticipating subsoil conditions, with written reports and appropriate recommendations. 5.7 The Owner shall provide the Supplemental Services designated as the Owner's responsibility in Section 4. IJ. 5.8 If the Owner identified a Sustainable Objective in Article 1, the Owner shall fulfill its responsibilities as required in Document E234rm-2019, SustainableProjects f- Construction this Agreement. Owner shall coordinateof own consultants with thoseprovided w 1f the Architect's request, the Owner shall furnish copies of the scope of services in the contracts between the Owner and the Owner's ! Owner shall fumish the services 1 consultants other than those designated as the responsibility requireof the Architect in this Agreement, or authorize the Architect to furnish them as an Additional Service, when the Architect requests such services and demonstrates that they are reasonably required by the scope of the Project. The Owner shall 1, and contractors1 professional the services or # provided. Owner shall furnish tests, inspectionsand reports required by or - Contract Documents, structural, mechanical, and chemical tests, tests for l water pollution,and tests for hazardous All Documeryt!3133- - 2olg. CopyrightQ2014, and 2019 by The American Institute of Architects. All rights reserved. The 'American Institute of Architects, InIt. 'AIA, the AIA go D are registered trademarks and may not be used withoutpermission.document software at !. 09103/2021 underOrder2expires on 08/04/2022,. . . may only 16 be used in accordanceDocumentsO Terms of Service, To report copyright 5.11 The Owner shall furnish all legal, insurance and accounting services, including auditing services, that may be reasonably necessary at any time for the Project to meet the Owner's needs and interests. 5.12 The Owner shall provide prompt written notice to the Architect and Construction Manager if the Owner becomes aware of any fault or defect in the Project, including errors, omissions or inconsistencies in the Architect's Instruments of Service. 5.13 The Owner shall include the Architect in all communications with the Construction Manager that relate to or affect the Architect's services or professional responsibilities. The Owner shall promptly notify the Architect of the substance of any direct communications between the Owner and the Construction Manager otherwise relating to the Project. Communications by and with the Architect's consultants shall be through the Architect. 5.14 The Owner shall coordinate the Architect's duties and responsibilities set forth in the Agreement between the Owner and the Construction Manager with the Architect's services set forth in this Agreement. The Owner shall provide the Architect a copy of the executed agreement between the Owner and Construction Manager, including the General Conditions of the Contract for Construction. 5.15 The Owner shall provide the Architect access to the Project site prior to commencement ofthe Work and shall obligate the Construction Manager to provide the Architect access to the Work wherever it is in preparation or progress. 5.16 Within 15 days after receipt of a written request from the Architect, the Owner shall furnish the requested information as necessary and relevant for the Architect to evaluate, give notice of, or enforce lien rights. ARTICLE 6 COST OF THE WORK 6.1 For purposes of this Agreement, the Cost of the Work shall be the total cost to the Owner to construct all elements of the Project designed or specified by the Architect and shall include the Construction Manager's general conditions costs, overhead, and profit. The Cost of the Work also includes the reasonable value of labor, materials, and equipment, donated to, or otherwise furnished by, the Owner. The Cost of the Work does not include the compensation of the Architect; the compensation of the Construction Manager for Preconstruction Phase services; the costs of the land, rights-of-way, financing, or contingencies for changes in the Work; or other costs that are the responsibility of the Owner. 6.2 The Owner's budget for the Cost of the Work is provided in the Initial Information, and shall be adjusted throughout the Project as required under Sections 5.3 and 6.4. Evaluations of the Owner's budget for the Cost of the Work represent the Architect's judgment as a design professional. 6.3 The Owner shall require the Construction Manager to include appropriate contingencies for design, bidding or negotiating, price escalation, and market conditions in estimates of the Cost of the Work. The Architect shall be entitled to rely on the accuracy and completeness of estimates of the Cost of the Work the Construction Manager prepares as the Architect progresses with its Basic Services. The Architect shall prepare, as an Additional Service, revisions to the Drawings, Specifications or other documents required due to the Construction Manager's inaccuracies or incompleteness in preparing cost estimates, or due to market conditions the Architect could not reasonably anticipate. The Architect may review the Construction Manager's estimates solely for the Architect's guidance in completion of its services, however, the Architect shall report to the Owner any material inaccuracies and inconsistencies noted during any such review. 6.3.1 If the Architect is providing cost estimating services as a Supplemental Service, and a discrepancy exists between the Construction Manager's cost estimates and the Architect's cost estimates, the Architect and the Construction Manager shall work together to reconcile the cost estimates. 6.4 If, prior to the conclusion of the Design Development Phase, the Construction Manager's estimate of the Cost of the Work exceeds the Owner's budget for the Cost of the Work, the Architect, in consultation with the Construction Manager, shall make appropriate recommendations to the Owner to adjust the Project's size, quality or budget for the Cost of the Work, and the Owner shall cooperate with the Architect in making such adjustments. 6.5 If the Construction Manager's estimate of the Cost of the Work at the conclusion of the Design Development Phase exceeds the Owner's budget for the Cost of the Work, the Owner shall 1 give written approval of an increase in the budget for the Cost of the Work; AIA Document l3,_1_'3'_3-,"_,- --2--0- 1'9."'C" 9 Copyright ® 2014 and 2019,by"The American Institute of Architects. Al rights reserve .......:..... ... hitects,' Init. ed. The `AmJIIGan Institute of Architects," AIA the AIA Logo, and AIA Contract Documents are registered trademark€ and may not be used without permission. This documentwas produced by AIA i software at 09:48:51 CT on 09/03/2021 under Order No.7929379265 which expires on 08/0412022, 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 copyright@aia.org. User Notes: (894058873) ARTICLE 8 CLAIMS AND DISPUTES 8.1 General 8.1.1 The Owner and Architect shall commence all claims and causes of action against the other and arising out of or related to this Agreement, whether in contract, tort, or otherwise, in accordance with the requirements of the binding dispute resolution method selected in this Agreement and within the period specified by applicable law, but in any case not more than 10 years after the date of Substantial Completion of the Work. The Owner and Architect waive all claims and causes of action not commenced in accordance with this Section 8.1.1. 8.1.2 To the extent damages are covered by property insurance, the Owner and Architect waive all rights against each other and against the contractors, consultants, agents and employees of the other for damages, except such rights as they may have to the proceeds of such insurance as set forth in AIA Document A201-2017, General Conditions ofthe Contract for Construction. The Owner or the Architect, as appropriate, shall require of the Construction Manager, contractors, consultants, agents and employees of any of them, similar waivers in favor of the other parties enumerated herein. 8.1.3 The Architect shall indemnify and hold the Owner and the Owner's officers and employees harmless from and against damages, losses and judgments arising from claims by third parties, including reasonable attorneys' fees and expenses recoverable under applicable law, but only to the extent they are caused by the negligent acts or omissions of the Architect, its employees and its consultants in the performance of professional services under this Agreement. The Architect's obligation to indemnify and hold the Owner and the Owner's officers and employees harmless does not include a duty to defend. The Architect's duty to indemnify the Owner under this Section 8.1.3 shall be limited to the available proceeds of the insurance coverage required by this Agreement. 8.1.4 The Architect and Owner waive consequential damages for claims, disputes, or other matters in question arising out of or relating to this Agreement. This mutual waiver is applicable, without limitation, to all consequential damages due to either party's termination of this Agreement, except as specifically provided in Section 9.7. 8.2 Mediation 8.2.1 Any claim, dispute, or other matter in question arising out of or related to this Agreement shall be subject to mediation as a condition precedent to binding dispute resolution. If such matter relates to or is the subject of a lien arising out of the Architect's services, the Architect may proceed in accordance with applicable law to comply with the lien notice or filing deadlines prior to resolution of the matter by mediation or by binding dispute resolution. 8.2.2 The Owner and Architect shall endeavor to resolve claims, disputes and other matters in question between them by mediation, which, unless the parties mutually agree otherwise, shall be administered by the American Arbitration Association in accordance with its Construction Industry Mediation Procedures in effect on the date of this Agreement. A request for mediation shall be made in writing, delivered to the other party to this Agreement, and filed with the person or entity administering the mediation. The request may be made concurrently with the filing of a complaint or other appropriate demand for binding dispute resolution but, in such event, mediation shall proceed in advance of binding dispute resolution proceedings, which shall be stayed pending mediation for a period.of 60 days from the date of filing, unless stayed for a longer period by agreement of the parties or court order. If an arbitration proceeding is stayed pursuant to this section, the parties may nonetheless proceed to the selection of the arbitrator(s) and agree upon a schedule for later proceedings. 8.2.3 The parties shall share the mediator's fee and any filing fees equally. The mediation shall be held in the place where the Project is located, unless another location is mutually agreed upon. Agreements reached in mediation shall be enforceable as settlement agreements in any court having jurisdiction thereof. 8.2.4 If the parties do not resolve a dispute through mediation pursuant to this Section 8.2, the method of binding dispute resolution shall be the following: Check the appropriate box.) Arbitration pursuant to Section 8.3 of this Agreement X ] Litigation in a court of competent jurisdiction Other: (Specify) AIA Document B133' - 2 of s. Copyright C2014, and 2019 by The American Institute of Architects. All rights reserved. The'Ameriran InstAute of ArchRects, Init. "AIA," the AIA Logo, and "AIA Contract Documents" are registered trademarks and may not be used without permisaian, This document was produced by AIA 19 software at 09:48:51 CT on 09103/2021 under Order No.7929379265 which expires on 08104/2022, is not for resale, is licensed for one-time use only, and may only t be used in accordance with the AIA Contract Documents® Terms of Service. To report copyright violations, e-mail copyright@ala.org. User Nates: (694058873) 8.3 Arbitration A-Lf dispute or other matter in question arising out of or related to this Agreement subject to, but not resolved by, mediation Arbitration Association in accordance with its Construction Industry Arbitration Rules in effect on the date of this Agreement. A demand for arbitration shall be made in writing, delivered to the other party to this Agreement, and filed with the person or entity administering the arbitration. 6 8.3.1.1 A demand for arbitration shall be W ni e.NWr ihin cigixogit.1i jij t or other matter in question would be barred by the applicable statute of limitations. For statute of limitations purposes, receipt of a written demand for arbitration by the person or entity administering the arbitration shall constitute the institution of legal or equitable proceedings based on the claim, dispute or other matter in question. 8.3.2 The foregoing agreement to arbitrate, and other agreements to arbitrate with an additional person or entity duly having jurisdiction thereof. 8.3.3 The award rendered by the arbitrator(s) shall be final, and judgment may be entered upon it in accordance with applicable law in any court having jurisdiction thereof. 9.3 If the Owner suspends the Project for more than 90 cumulative days for reasons other than the fault of the Architect, the Architect may terminate this Agreement by giving not less than seven days' written notice. 9.4 Either party may terminate this Agreement upon not less than seven days' written notice should the other party fail substantially to perform in accordance with the terms of this Agreement through no fault of the party initiating the termination. 9.5 The Owner may terminate this Agreement upon not less than seven days' written notice to the Architect for the Owner's convenience and without cause. 9.6 If the Owner terminates this Agreement for its convenience pursuant to Section 9.5, or the Architect terminates this Agreement pursuant to Section 9.3, the Owner shall compensate the Architect for services performed prior to termination, Reimbursable Expenses incurred, and costs attributable to termination, including the costs attributable to the Architect's termination of consultant agreements. 9.7 In addition to any amounts paid under Section 9.6, if the Owner terminates this Agreement for its convenience pursuant to Section 9.5, or the Architect terminates this Agreement pursuant to Section 9.3, the Owner shall pay to the Architect the following fees: Set forth below the amount of any termination or licensing fee, or the methodfor determining any termination or licensing fee) 1 Termination Fee: NA 2 Licensing Fee if the Owner intends to continue using the Architect's Instruments of Service: NA 9.8 Except as otherwise expressly provided herein, this Agreement shall terminate one year from the date of Substantial Completion. 9.9 The Owner's rights to use the Architect's Instruments of Service in the event of a termination of this Agreement are set forth in Article 7 and Section 9.7. ARTICLE 10 MISCELLANEOUS PROVISIONS 10.1 This Agreement shall be governed by the law of the place where the Project is located, excluding that jurisdiction's choice of law rules. If the parties have selected arbitration as the method of binding dispute resolution, the Federal Arbitration Act shall govern Section 8.3. 10.2 Terms in this Agreement shall have the same meaning as those in AIA Document A201-2017, General Conditions of the Contract for Construction, except as modified in this Agreement. The term "Contractor" as used in A201-2017 shall mean the Construction Manager. 10.3 The Owner and Architect, respectively, bind themselves, their agents, successors, assigns, and legal representatives to this Agreement. Neither the Owner nor the Architect shall assign this Agreement without the written consent of the other, except that the Owner may assign this Agreement to a lender providing financing for the Project if the lender agrees to assume the Owner's rights and obligations under this Agreement, including any payments due to the Architect by the Owner prior to the assignment. 10.4 If the Owner requests the Architect to execute certificates, the proposed language of such certificates shall be submitted to the Architect for review at least 14 days prior to the requested dates of execution. If the Owner requests the Architect to execute consents reasonably required to facilitate assignment to a lender, the Architect shall execute all such consents that are consistent with this Agreement, provided the proposed consent is submitted to the Architect for review at Init AIA Document B133' - 2019. Copyright 0 2014, and 2019 by The American Institute of Architects. All rights reserved. The "American Institute of Architects," AIA," the Alf, Logo, and "AIA Contract Documents" are registered tmdcmarks and may not be used without permission. This document was produced by AIA 21 software at 09:48:51 CT on 09/03/2021 under Order No.7929379265 which expires on 0810412022, is not for resale, is licensed for one-time use only, and may only 1 be used in accordance with the AIA Contract Documents® Terms of Service. To report copyright violations, e-mail copydght@aia.org. User Notes: (894058873) knowledge, services, or responsibilities beyond the scope of this Agreement. 10.5 Nothin- contained in this Agreement shall create a contractual relationshi(s: with, or a cause of actioul in f-v-74rW, third party against either the Owner or Architect. A 10.6 Unless otherwise Moluired in this Agreement- the Architect shall have no resyonsibilit., for the disc handling, removal or disposal of, or exposure of persons to, hazardous materials or toxic substances in any form at the Project site. 10.7 The Architect shall have the right to include photographic or artistic representations of the design of the Project among the Architect's promotional and professional materials, The Architect shall be given reasonable access to the completed Project to make such representations. However, the Architect's materials shall not include the Owner's confidential or proprietary information if the Owner has previously advised the Architect in writing of the specific information consi e r tnJ1r-r11L15-4 rxj2 Architect in the Owner's promotional materials for the Project. This Section 10.7 shall survive the termination of this Agreement unless the Owner terminates this Agreement for cause pursuant to Section 9.4. 10-r. setforth in Section 10.8.1. This Section 10.8shall survive the tennination ofthis Agreement. 10.8.1 The receiving party may disclose "confidential" or "business proprietary" information after 7 days' notice to the other party, when required by law, arbitrator's order, or court order, including a subpoena Or other form of compulsory legal process issued by a court or governmental entity, or to the extent such information is reasonably necessary for the receivinN aW,,. to defend itself in an dispute. The receivin-%kwvpii consultants, or contractors in order to perform services or work solely and exclusively for the Project, provided those forth in this Section 10.8. r. 10.9 The invalidity of any provision of the Agreement shall not invalidate the Agreement or its remaining provisions. Ifo it is determined that aw irovision of the kreement violates anj Jj64 4ip f6jeA ihall be construed to the fullest Went i, emitted bp law -la -give effect to the ihe Agreement. ARTICLE 11 COMPENSATION 11.1 For the Architect's is Services described under Article 3, the Owner shall compensate the Architect as follows: See Appendix A. AIE Scope and Revised Fee Information) 1 Stipulated Surn Insert amount) 2 Percentage Basis Insert percentage value) of the Owner's budget for the Cost of the Work, as calculated in accordance with Section 11.6. 3 Other Describe the method of compensation) 11.2 For the Architect's Supplemental Services designated in Section 4.1.1 and for any Sustainability Services required pursuant to Section 4.1.3, the Owner shall compensate the Architect as follows: AIA Document B133' - 2 019. Copyright C 2014, and 2019 by The American Institute of Architects. All rights reserved. The 'American Institute of Arch itects, Init. ' AIA," the AIA Logo, and 'AIA Contract Documents" are registered trademarks and may not be used without permission. This document was produced by AIAsoftwareat09:48:51 CT on 09103/2021 under Order No,7929379265 which expires on 08/04/2022, is not for resale, is licensed foirone-time use only, and may only 22 be used in accordance with the AIA Contract DocumentsO Terms of Service. To report copyright violations, e-mail copyright@aia.org. User Notes: (894058873) Insert amount of, or basis for, compensation. If necessary, list speck services to which particular methods of compensation apply.) On an hourly basis or fixed fee and with Owner's approval before the commencement of additional services. 11.3 For Additional Services that may arise during the course of the Project, including those under Section 4.2, the Owner shall compensate the Architect as follows: Insert amount of, or basis for, compensation) On an hourly basis or fixed fee and with Owner's approval before the commencement of additional services 11.4 Compensation for Supplemental and Additional Services of the Architect's consultants when not included in Sections 11.2 or 11.3, shall be the amount invoiced to the Architect plus percent( %), oras follows: Insert amount of, or basis for computing, Architect's consultants' compensation for Supplemental or Additional Services.) On an hourly basis or fixed fee and with Owner's approval before the commencement of additional 11.5 When compensation for Basic Services is based on a stipulated sum or a percentage basis, the proportion of compensation for each phase of services shall be as follows: (See Appendix A) Schematic Design Phase percent ( Design Development Phase percent ( ON Construction Documents Phase percent ( Construction Phase percent ( a/o) C.. ww p __ m i—on- .._.-, Total..._ s—asBasic Com ensation n,-- - m- percent ( .-... one hundred 100 %,-J The Owner acknowledges that with an accelerated Project delivery, multiple bid package process, or Construction Manager as constructor project delivery method, the Architect may be providing its services in multiple Phases simultaneously. Therefore, the Architect shall be permitted to invoice monthly in proportion to services performed in each Phase of Services, as appropriate. 11.6 When compensation identified in Section 11.1 is on a percentage basis, progress payments for each phase of Basic Services shall be calculated by multiplying the percentages identified in this Article by the Owner's most recent budget for the Cost of the Work. Compensation paid in previous progress payments shall not be adjusted based on subsequent updates to the Owner's budget for the Cost of the Work. 11.6.1 When compensation is on a percentage basis and any portions of the Project are deleted or otherwise not constructed, compensation for those portions of the Project shall be payable to the extent services are performed on those portions. The Architect shall be entitled to compensation in accordance with this Agreement for all services performed whether or not the Construction Phase is commenced. 11.7 The hourly billing rates for services of the Architect and the Architect's consultants are set forth below. The rates shall be adjusted in accordance with the Architect's and Architect's consultants' normal review practices. If applicable, attach an exhibit of hourly billing rates or insert them below.) Employee or Category Rate ($0.00) 11.8 Compensation for Reimbursable Expenses: (not to exceed $2,500 not including i in r state fees per No. 3 below) 11.8.1 Reimbursable Expenses are in addition to compensation for Basic, Supplemental, and Additional Services and include expenses incurred by the Architect and the Architect's consultants directly related to the Project, as follows: 1 Transportation and authorized out-of-town travel and subsistence; (Local transportation included in fee) AIAPY g..,., y,,,, _-.. ......._ P ........... AIA,* the at l A Logo, and 09 Coots 1 Documents" Order are regi b The American Institute y Document 8133' - zo t s. Co n ht ®2014, and 7929379265 which expires on 09! Architects. All not for resale, s licensed fo one-time use aril w.... Init. ArchKects, No. g registered trademarks and may not be used without permission. This document was produced by AIA 2.3 and may onlytbeusedinaccordancewiththeAIAContractDocumentseTermsofService. To report copyright violations, e-mail copyright@aia.org. User Notes: (a94058673) Long distance services, dedicated data and communication services, teleconferences, Project web sites, and extranets; 3 Permitting and other fees required by authorities having jurisdiction over the Project; 4 Printing, reproductions, plots, and standard form documents; 5 Postage, handling, and delivery; 6 Expense of overtime work requiring higher than regular rates, if authorized in advance by the Owner; 7 Renderings, physical models, mock-ups, professional photography, and presentation materials requested by the Owner or required for the Project; 8 If required by the Owner, and with the Owner's prior written approval, the Architect's consultants' expenses of professional liability insurance dedicated exclusively to this Project, or the expense of additional insurance coverage or limits in excess of that normally maintained by the Architect's consultants; 9 All taxes levied on professional services and on reimbursable expenses; 10 Site office expenses; 11 Registration fees and any other fees charged by the Certifying Authority or by other entities as necessary to achieve the Sustainable Objective; and 12 Other similar Project -related expenditures. 11.8.2 For Reimbursable Expenses the compensation shall be the expenses incurred by the Architect and the Architect's consultants at cost not to exceed $2,500. I 11.9 Architect's Insurance. if the types and limits of coverage required in Section 2.6 are in addition to the types and limits the Architect normally maintains, the Owner shall pay the Architect for the additional costs incurred by the Architect for the additional coverages as set forth below: JftoTdle 2 6, andfor which the Owner shall reimburse the Architect) 11.10 Payments to the Architect 11.10.1 Initial Payments 11.10.1.1 An initial payment of Ten Thousand ($ 10,000 ) shall be made upon execution of this Agreement and is the minimum payment under this Agreement. It shall be credited to the Owner's account in the final invoice. 11.10.1.2 if a Sustainability Certification is part of the Sustainable Objective, an initial payment to the Architect of ($ skA g A-W5YTdV 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 11.10.2.1 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. Amounts unpaid Thirty ( 30 ) days after th.; iny,ikc,iato shall !iew, hiterest at th%—nte emere4i Wtw, t,r iz kt lininic tisire t* time at the principal place of business of the Architect. Insert rate of monthly or annual interest agreed upon) jr id t dDntvorIgUL damages on me ArcmIRT, Or 10 OUSM SUHIN MJutsmu VJ' Or the Architect agrees or has been found liable for the amounts in a binding dispute resolution proceeding. services performed on the basis of hourly rates shall be available to the Owner at mutually convenient times. ARTICLE 12 SPECIAL TERMS AND CONDITIONS AIA Document 13133' - 2o 19. Copyright *2014, and 2019 by The American institute of Architects. All rights reserved. The "American Institute of Architects, Init. 'AIA," the AIA Logo, and "AIA Contract Documents" are registered trademarks and may not be used without permission- This document was produced by AIA 24 software at 09:48:511 CT on 09/03/2021 under Order No.7929379265 which expires on 08/04/2022, is not for resale, is licensed for one-time use only, and may only be used in accordance with the AIA Contract DocumentsO Terms of Service. To report copyright violations, e-mail copyright@aia.org. User Notes; (894058873) Include other terms and conditions applicable to this Agreement.) ARTICLE 13 SCOPE OF THE AGREEMENT 13.1 This Agreement represents the entire and integrated agreement between the Owner and the Architect and supersedes all prior negotiations, representations or agreements, either written or oral. This Agreement may be amended only by written instrument signed by both the Owner and Architect. 13.2 This Agreement is comprised of the following documents identified below: 1 AIA Document B133TM-2019, Standard Form Agreement Between Owner and Architect, Construction Manager as Constructor Edition 2 AIA Document E203TM-2013, Building Information Modeling and Digital Data Exhibit, dated as indicated below, if completed, or the following: Insert the date of the E203-2013 incorporated into this agreement) 3 Exhibits: Check the appropriate box for any exhibits incorporated into this Agreement.) AIA Document E234TM--2019, Sustainable Projects Exhibit, Construction Manager as Constructor Edition dated as indicated below. Insert the date of the E234-1019 incorporated into this agreement) Other Exhibits incorporated into this Agreement: Clearly idents any other exhibits incorporated into this Agreement, including any exhibits and scopes of services identified as exhibits in Section 4.1.2) 4 Other documents: List other documents, if any, forming part of the Agreement) This Agreement entered into as of the day and year first written abov . OW%N1. E R g( Signature mmARCHf, E..C... y i t ure n`sDGillet President, H) MA Architects, Ltd. Printed name and title) (Printed namet, and license number, if required) ufired) Init. AIA Document 6133- - 20 i 9. Copyright 02014, and 2019 by The American Institute of Architects. All rights reserved. The "American Institute of Architects, AEA," the AIA Logo, and "AIA Contract Documents" are registered trademarks and may no: be used w;th . it permission. This document was produced by AIA ZrJ software at 09:48:51 CT on 09/03/2021 under Order No.7929379265 which expires on 08/04/2022, is not for resale, is licensed for one-time use only, and may only t be used in accordance with the AIA Contract DocumentsP Terms of Service. To report copyright violations, e-mail copyright@aia.org. User Notes: (894068873) Addons and Deletions Report for AIA 0 Document B 133 ' - 2019 This Additions and Deletions Report, as defined on page I of the associated document, reproduces below all text the author has added to the standard form AIA document in order to complete it, as well as any text the author may have added to or deleted from the original AIA text. Added text is shown underlined. Deleted text is indicated with a horizontal line through the original AIA text. Note: This Additions and Deletions Report is provided for information purposes only and Is not incorporated into or constitute any part of the associated AIA document. This Additions and Deletions Report and its associated document were generated simultaneously by AIA software at 09:48:51 CT an 09/0312021. 1,V% -4A Architects. Ltd. 700 West1t. Germain Street Suite 200 St. "Clo'u'd M,N, 56301 6 I I --- - , such as Rvmnasi rn. fitness. walkinp nine track. cardiJrun o, weighj& otp, It will 4so i cl o the nectiaga-5upM gpaces for the facility That is Droiect budget figures with actual cgiastruction budget figures to be ap2roximately IL5aZ%o ]less. P4GE 3 1tqMq-0T-4G=- 4 Additions and Deletions Report for AIA Document 8133` - 2019. Copyright 02014, and 2019 by The American Institute of Architects. All rights reserved. The American Institute of Architects," "AIA," the RIA Logo, and "AIA Contract Documents' are registered trademarks and may not be used without permission. This document was produced by AIA software at 09:48:51 CT on 0910=021 under Order No.7929379265 which expires on 08/0412022, 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 copyright@aia.arg. User Notes: (894058873) Not Determmei,, AIA Document A 133 2019, Standard Form of Agreement Between Owner and Construction Manager as Constructor where the basis of payment is the Cost of the Work Plus a Fee with a Guaranteed Maximum Price. Fast trackiku,not anttcy ated, and, not mcl?aded tn..the scoe of work,or fees at th<s I oint, The Droiect will meet the State of Minnesota B3 standards Ms Therese Haffner Cit;vAdministrator PAGE 4 Not Determined SEH Civil En ink eerine Not Determined SEH Emi, ineers MurraT: A., aMack, Principal Design Architect Tim Gillet President. Project Architect Both of HMA Architects. Ltd. m. i..._..... ............. ................ PAGE 5 IMEG 300.1Broadway,,,, Street_NE Suite 601 Minneapolis. MN 55413 IMEG 3 Electrical Engineer: Additions and Deletions Report for AIA Document 8133' - 20 19. Copyright 0 2014, and 2019 by The American Institute of Architects. All rights reserved. The American Institute ofArchitects,' "AIA," the AIA logo, and 'AIA Contract Documents" are registered trademarks and rtay not be usd without permissi-3n. This 2 document was produced by RIA software at 09:48:51 CT on 09/0312021 under Order No.7929379286 which expires on 0810412022, is not for resale, is licensed for one-time use only, and may only be used in accordance with the AIA Contract Documentse Terms of Service. To report copyright violations, e-mail copyright@aia.org. User Notes: (694068873) IMEG Plumbing Fire Prot ' oe ' cti ' on Low Vltgg. Fesi KM -Mknqmm F.griflAeu Suite 120 I WN -1 Y9W*WAK+I a I " $1111 r*Tqqn TOMMT.TiTill R4#1 rllj 1f#Jt4k 2.6.2 Automobile Liability covering vehicles owned, and non -owned vehicles used, by the Architect with policy limits of not less than One Mi ' I ' I " io ' n ($i1 f1f per accident for bodily injury, death of any person, and prope damage arising out of the ownership, maintenance and use of those motor vehicles, along with any other statutoril required automobile coverage. I S 2.6.6 Professional Liability covering negligent acts, errors and omissions in the performance of professional services, with policy limits of not less than TWoIIMiJlip,n-_($ Z,QW,QQQ) per claim and Two Milli on J$ ZIW000 in the aggregate. PAGE 12 eCI below are n may be requireiYYo-r-iffe-itr—oj-e-cT.-Yhe-A-r-cffjTe-cf shall provide the listed Supplemental Services only if specifically designated in the table below as the Architect's r-espeasibility, and the Ownef sha4l eempeasate 4he Afehiiea as pmvided in Seetien 1 resvonsibiWy. Unless otherwise specifically addressed in this Agreement, if neither the Owner nor the Architect is designated, the parties agree that the listed Supplemental Service is not being provided for the Project. PAGE 13 one-time use only, and may only be used in ac;cordance with the AIA Contract DocumentsO Terms of Service. To report copyright violations, e-mail copyright@aia.org. User Notes: (WO58873) 4.1.1.1 with f action _ nc >erAssistancewithSelectionofConstructionManager ruurnec:uvwuel a_r ....... X41 12 , Pro -ramming Arch..... Owner A-1.1,; DesiensMulti ale 1'reiimin r_ m .m......._— _ _e.. Architect u...w....._..www_...._ .. 41 14 Measured drawings NotRegdrqd X4.1.1.5 Ex>!stin facilities sur... Not Rehuired 4.1.1.6 w.,., commveys Site evaluation and llamm 6eond identified site w.w.. ....._.. .....___w Architect ........ 4 11.7A.1.1.7 Il ement resonsibilitiescot"nformation Model manaBuild.... .._....._,....,. w_ Architect 4.1.1.8 Development of Building Information Models for post Not Provided construction use t 41u1v9 Civil enAneermg Owner 4.1.1.10 Landscap a des! __W... Architect 11 . 4 i 11a1am Architectural interior desL!n Architect 1.12 Value anal sis_ Not R uired 41 113 Cost estimatmr Construction Manager L 4.1.1.14 On sate froect representation Not Provided 4.1 1.15 Conformed „ ndocuments for construction .......... . w wa cop eOetlWtlnnnnn nnnn Not Provider mm4, 1.1.16 As designed record drawinvsw.. .........__ Not Provided AsAs-constructed constructed record draw* in'.._ Not Provided 41 1 18 Past occui2ancv evaluation _u Not Provided 4.1.1.19Fac>h suicrt services Not Provided 4.1.130 Tenant -related services Not Provided m .... ...,.m. . 4.1.1.21 Architet s_coordtnahon of OwnercOwner's consultants ay a vµ, Architect 9 122 m d _ Telecommunications/datanunesj n Architect wwww w_ w_ ww ,www,,,,,,,_ 1 123 Securip w evaluation and tannin: Not Provided 4.1.1.24 Commissionin_ Not Provided Owner mm 4 1.1.25 on 4.1.3SustainablePropecttiServicespursuanttoSection w - g Provided 4.1.1.26 w........ Historic preservationµ,i,. , _.W . ...... m............ ., Not Provided L4.1.1.27 Furniture fumishin s„ wand ejluil: mentmdesien Architect 41 128 Other services provided by s weciah Consultants Q .u,,....1_.._ µm...... lm ._. _... Not Provided 4.1.1.29 Other Supplemental Services 133 by IMEG 4„1,,1.1: The Architect will assist the Cvtier with the,iroces cif securing a CM for the prropect.mThe selection of the CM will be b the Owner. 4.1.1.2: The Architect will assist them Owner with,the space,, ro z Airtmin , along ,with the YMCA if theme partner on the project. 4.1.,1,.3: The Architect will create various schematic options„ for C>.:.; review. 4.1.1.6: The Architect will provide various site lAyout ortons for the specafic„site identified_bp,_not for m-u...l..tile sites. 4,1.1.7: The Architect will utilize REVIT for the creation, of the rpro,ject docurapptation 4.1.1.10: The Architect wilt ,), o ,ide Landscairoe Architecture tbromu theconsultm, ,services of Confluence. 4._1.1.11 The Architect will,imrovtde,intenor design services as ibart of basic services. 4.1.1.21.: The Architect will, irovn de coordination, of the Owner retained Civil Engineer SEH This ,means that we will coordinate. their, work, with ours but take no,resiLonsibilil for their,desi w:i; servicesm 4.1.1,22 Telecommunications and low voltage desi ^,wu, is p rov><ded for b , Ag_Q under the Architect's basic services., 4.1.1.27: The Architect will,_assist the owner in the selectiono f jMj The owner % YMCA will be. responsible for selecting /.,secu,,,rin all fitness,e pati merit and i ool elements. 4.1.1.29: The Architect and IMEG„will. pjrovided,B3 consultin# services as required b% the, yState of MN in our, basic services. Additions and Deletions Report for AIA Document 0133- - 2019. Copyright® 2014, and 2019 by The American Instftute of Architects. All rights reserved. Tr, e American Institute of Architects; 'AIA,' the RIA Logo, and "AIA Contract Documents” are registered trdemar::s and may not be used without permission. This 4 document was produced by AIA software at 09:48:51 CT on 09/03/2029 under Order No.7929379265 which expires on 08/0472022, 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 copyright@aia. org. User Notes- ( 4.1.1.1: The Owner shal b res onsiblefodorseleanretintheCnstructionManaL") -111g, . .. ....... . .. ............. .......... ain will, assist in that j 4.1.1.2: The Owner shall be., risible for working,witti,,ft-Architect in the determination of the ctsil programming requirements. 4.1.1.9: The Owner shall roain a Civil En i e j._Thp Owner's consy tant.s al be 'rgagrgo tq_w yyithjh Architect aI Sp.Apbieve,all civil qn s in I di toCh*Aqtjimited ; spry jqg arking areas s to ..... rm`wa: t'er'd-esign. ai'*RM accordinv to the State of MN code and/or B je rements. 1 1 1 -- - —1-1-1.113 -N . . ................ . .... PAGE 15 A Iwo ( L) reviews of each Shop Drawing, Product Data item, sample and similar submittals of the Construction Manager 2 jagaty FQur ( 24 ) visits to the site by the Architect during construction 3 Eour ( 4,.-) inspections for any portion of the Work to determine whether such portion of the Work is substantially complete in accordance with the requirements of the Contract Documents 4 Iwo ( Z or any portion of the Work to determine final completioninspectionsf A WX1211 WRC 01 LLUS -k6LCVUlCTA—,UHI [19 LULIL 19it III JftUVIULULA, CAL01151011 Fl UIV -&FUHILVQII, 5 bQFflVC5 U0JI-1119. Ulu be compensated as Additional Services. PAGE 19 PAGE 21 NA NA PAGE22 0174ZVI s CIL "C SwFtj follows: S!""l-c 40,,,Rg jsed Fee Inform Up PAGE23 r$7#Tlrirgrllmna,T.MT*Tgffi6 l illi!111 l 1% 11 1 111 1 I On an houI basis or fixed fee and with iroval before the commencement of additional 11.5 When compensation for Basic Services is based on a stipulated sum or a percentage basis, the proportion of compensation for each phase of services shall be as follows: fage AQUendix Aj Additions and Deletions Report for AIA Document B133- - 2oig. Copyright 02014, and 2019 by The American Institute of Architects. All rights reserved, 'The American Institute of Architects.' "AIA, the AIA Logo. and "AIA Contract Documents' are registered trademarks and may not be used without permission This d by AIA software at 09:48:51 CT on 091 under Order No.7929379265 which expires on 08/04/2022, is not for resole, is licensed fordocumentwasproduced 5 one-time use only, and may only be used in accordance with the AIA Contract Documents® Terms of Service. To report copyright violations, e-mail copyright@aia.org. User Notes: (894058873) I 1.8 Co„nsationwj r Reimbursable Expenses fnotto Lees >'aer No. 3 blow) 1 Transportation and authorized out-of-town travel and subsistence; Local Ansp—Qrt tion inc .0 ea in Leo PAGE 24 11.8.2 For Reimbursable Expenses the compensation shall be the expenses incurred by the Architect and the Architect's consultants t cost not to exceed 52.500. 11.10.1.1 An initial payment of Ten, Thousand,__ ($ I%Q ) shall be made upon execution of this Agreement and is the minimum payment under this Agreement. It shall be credited to the Owner's account in the final invoice. 11.10.2.1 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. 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. PAGE 25 Tim G'1 et President HMA Architects, Ltd. Additions and Deletions Report for AIA Document 8133` - 2019. Copyright 0 2014, and 2019 by The American Institute of Architects. All rights reserved. The Ameftan Institute of Architects," "AIA," the AIA Logo, and 'AIA Contract Documents" are registered trademarks and may not be used without permission. This s documentwas produced by AIA software at 09:48:51 CT on 09103/2021 under Order Na.7929379265 which expires on 08104/2022, is notfor resale, is licensed for ane -time use only, and may only be used in accordance with the AIA Contract Documents® Terms of Service. To report copyright violations, e-mail copyright@ais.org. User Notes: (894058873) Certification of Documents Authenticity AIAO Document D401 - — 2003 1, Murray A Mack, hereby certify, to the best of my knowledge, information and belief, that I created the attached final document simultaneously with its associated Additions and Deletions Report and this certification at 09:48:51 CT on 09/03/2021 under Order No. 7929379265 from AIA Contract Documents software and that in preparing the attached final document I made no changes to the original text of AIAO Document B 13 3Tm — 2019, Standard Form of Agreement Between Owner and Architect, Construction Manager as Constructor Edition, as published by the AIA in its software, other than those additions and deletions shown in the associated Additions and Deletions Report. Dated) aw". '4 ON be used in accordance with the AIA Contract DocumentsP Terms of Service. To report copyright violations, e-mail copyTightgais.org. User Notes; (894058873) 0,11111..A.IADocument A133'- 2019 Standard Form of Agreement Between Owner and Construction Manager as Constructor where the basis of payment is the Cost of the Work Plus a Fee with a Guaranteed Maximum Price AGREEMENT made as of the 17th day of February in the year 2022 ADDITIONS AND DELETIONS: In words, indicate day, month, and year.) The author of this document has added information needed for its BETWEEN the Owner: completion. The author may also Name, legal status, address, and other information) have revised the text of the original AIA standard form. An Additions and Deletions Report that notes added City of St. Joseph information as well as revisions to the 75 Callaway Street E standard form text is available from St. Joseph, MN 56374 the author and should be reviewed. A vertical line in the left margin of this document indicates where the author and the Construction Manager: has added necessary information Name, legal status, address, and other information) and where the author has added to or deleted from the original AIA text. W. Gohman Construction This document has important legal 815 E County Road 75. PO Box 250 consequences. Consultation with an St. Joseph, MN 56374 attorney is encouraged with respect to its completion or modification. for the following Project: AIA Document A201 TM-2017, Name, location, and detailed description) General Conditions of the Contract for Construction, is adopted in this St. Joseph Community Center document by reference. Do not use St. Joseph, MN with other general conditions unless this document is modified. The Architect: Name, legal status, address, and other information) HMA Architects, Ltd. 700 West St. Germain Street Suite 200 St. Cloud, MN 56301 The Owner and Construction Manager agree as follows. 2019. Copyright © 1991 2003 2009, and 2019 by The American Institute of Architects. All rights reserved. Init. AIA Document A133'" i rd f 0 u: i0.i,t 1.,,, ,r le r. "nI,., r.l, Mw i,i ,(- ":.r""' Ii ia,ted", ad'hil,Ido and, lr, ii rf,+r,iJicu i lrilllrni on This document was produced by AIA software at 11:46:04 CT on 03/11/2022 under Order No.2114281040 which expires on 01/18/2023, is not for resale, is licensed for one-time use only, and l may only be used in accordance with the AIA Contract Documents® Terms of Service. To report copyright violations, e-mail copyright@aia.org. User Notes: (2003594567) TABLE OF ARTICLES 1 INITIAL INFORMATION 2 GENERAL PROVISIONS 3 CONSTRUCTION MANAGER'S RESPONSIBILITIES 4 OWNER'S RESPONSIBILITIES 5 COMPENSATION AND PAYMENTS FOR PRECONSTRUCTION PHASE SERVICES 6 COMPENSATION FOR CONSTRUCTION PHASE SERVICES 7 COST OF THE WORK FOR CONSTRUCTION PHASE 8 DISCOUNTS, REBATES, AND REFUNDS 9 SUBCONTRACTS AND OTHER AGREEMENTS 10 ACCOUNTING RECORDS 11 PAYMENTS FOR CONSTRUCTION PHASE SERVICES 12 DISPUTE RESOLUTION 13 TERMINATION OR SUSPENSION 14 MISCELLANEOUS PROVISIONS 15 SCOPE OF THE AGREEMENT EXHIBIT A GUARANTEED MAXIMUM PRICE AMENDMENT EXHIBIT B INSURANCE AND BONDS ARTICLE 1 INITIAL INFORMATION 1.1 This Agreement is based on the Initial Information set forth in this Section 1.1. For each item in this section, insert the information or a statement such as "not applicable" or "unknown at time of execution.') 1.1.1 The Owner's program for the Project, as described in Section 4.1.1: Insert the Owner's program, identify documentation that establishes the Owner's program, or state the manner in which the program will be developed.) 1.1.2 The Project's physical characteristics: Identify or describe pertinent information about the Project's physical characteristics, such as size; location; dimensions; geotechnical reports; site boundaries; topographic surveys; traffic and utility studies; availability ofpublic and private utilities and services; legal description of the site, etc) 1.1.3 The Owner's budget for the Guaranteed Maximum Price, as defined in Article 6: Provide total and, if known, a line item breakdown) pY 9 t -- y „nstit-,;lied ,Al ; r f i„ rved. W/ L..... Init. AIA Document A733' — 2019 Co n ht ©1991, 2003 2009, and 2019 b The American Institute of Architects All rights reserved. , This document was produced 2 y AIA software at 11:46:04 CT on 03/1112022 under Order No.2114281040 which expires on 01/18/2023, is not for resale, is licensed for one-time use only, and t may only be used in accordance with the AIA Contract Documents® Terms of Service. To report copyright violations, e-mail copyright@aia.org. User Notes: (2003694567) 1.1.4 The Owner's anticipated design and construction milestone dates: 1 Design phase milestone dates, if any: TBD 2 Construction commencement date: D 3 Substantial Completion date or dates: TBD 4 Other milestone dates: 1.1.5 The Owner's requirements for accelerated or fast -track scheduling, or phased construction, are set forth below: Identify any requirements for fast -track scheduling or phased construction.) Fast tracking not anticipated and not included in the scope of work or fees at this point. 1.1.6 The Owner's anticipated Sustainable Objective for the Project: Identify and describe the Owner's Sustainable Objective for the Project, if any.) The project will meet the State of Minnesota B3 standards. 1.1.6.1 If the Owner identifies a Sustainable Objective, the Owner and Construction Manager shall complete and incorporate AIA Document E234T14-2019, Sustainable Projects Exhibit, Construction Manager as Constructor Edition, into this Agreement to define the terms, conditions and services related to the Owner's Sustainable Objective. If E234-2019 is incorporated into this agreement, the Owner and Construction Manager shall incorporate the completed E234-2019 into the agreements with the consultants and contractors performing services or Work in any way associated with the Sustainable Objective. 1.1.7 Other Project information: Identify special characteristics or needs of the Project not provided elsewhere) 1.1.8 The Owner identifies the following representative in accordance with Section 4.2: List name, address, and other contact information) Ms. Therese Haffner, City Administrator 1.1.9 The persons or entities, in addition to the Owner's representative, who are required to review the Construction Manager's submittals to the Owner are as follows: List name, address and other contact information.) AIA Document A133— — 2019. Copyright© 1991 2003 2009, and 2019 by The American Institute of Architects All rights reserved f , -% °/ ;%od r I m6t l = r,;f Init. A f:,lVd lfw AIA 1 .r,,, on, WA ' oi, i„ I,(%,. air Ieq, w ,mJe1,,ajj"" wnd" oof ho upp tod ,N,o wf : u ) This document was produced 3 by AIA software at 11:46:04 CT on 03/11/2022 under Order No.2114281040 which expires on 01/18/2023, is not for resale, is licensed for one-time use only, and 1 may only be used in accordance with the AIA Contract Documents® Terms of Service. To report copyright violations, e-mail copyright@aia.org. User Notes: (2003594567) 1.1.10 The Owner shall retain the following consultants and contractors: List name, legal status, address, and other contact information) 1 Geotechnical Engineer: Not Determined 2 Civil Engineer: SEH Civil Engineering 3 Other, if any: List any other consultants retained by the Owner, such as a Project or Program Manager.) SEH Civil Engineering — Land Surveying 1.1.11 The Architect's representative: List name, address, and other contact information) Murray A. Mack, Principal, Design Architect Tim Gillet, President, Project Architect Both of HMA Architects, Ltd. 1.1.12 The Construction Manager identifies the following representative in accordance with Article 3: List name, address, and other contact information) Mark Wolvert, Project Manager W. Gohman Construction 1.1.13 The Owner's requirements for the Construction Manager's staffing plan for Preconstruction Services, as required under Section 3.1.9: List any Owner -specific requirements to be included in the staffing plan) Mike Gohman, Denis Anderson and Mark Wolvert will be attending meetings during the Preconstruction period 1.1.14 The Owner's requirements for subcontractor procurement for the performance of the Work: List any Owner -specific requirements for subcontractor procurement.) 1.1.15 Other Initial Information on which this Agreement is based: AIA Document A133" — 2019 Copyright © 1991 2003 2009, and 2019 by The American Institute of Architects. All rights reserved. e Init. "I.II i ir3 ,1 r Y lr r r -t iw ,r 1;W" i, , „i'd M nr VM r I'u3 W 1,i This document was produced 4 by AIA software at 11:46:04 CT on 03/11/2022 under Order No.2114281040 which expires on 01/1812023, is not for resale, is licensed for one-time use only, and t may only be used in accordance with the AIA Contract Documents® Terms of Service. To report copyright violations, e-mail copyright@aia.org. User Notes: (2003594567) 1.2 The Owner and Construction Manager may rely on the Initial Information. Both parties, however, recognize that such information may materially change and, in that event, the Owner and the Construction Manager shall appropriately adjust the Project schedule, the Construction Manager's services, and the Construction Manager's compensation. The Owner shall adjust the Owner's budget for the Guaranteed Maximum Price and the Owner's anticipated design and construction milestones, as necessary, to accommodate material changes in the Initial Information. 1.3 Neither the Owner's nor the Construction Manager's representative shall be changed without ten days' prior notice to the other party. ARTICLE 2 GENERAL PROVISIONS 2.1 The Contract Documents The Contract Documents consist of this Agreement, Conditions of the Contract (General, Supplementary and other Conditions), Drawings, Specifications, Addenda issued prior to execution of this Agreement, other documents listed in this Agreement, and Modifications issued after execution of this Agreement, all of which form the Contract and are as fully a part of the Contract as if attached to this Agreement or repeated herein. Upon the Owner's acceptance of the Construction Manager's Guaranteed Maximum Price proposal, the Contract Documents will also include the documents described in Section 3.2.3 and identified in the Guaranteed Maximum Price Amendment and revisions prepared by the Architect and furnished by the Owner as described in Section 3.2.8. The Contract represents the entire and integrated agreement between the parties hereto and supersedes prior negotiations, representations or agreements, either written or oral. If anything in the other Contract Documents, other than a Modification, is inconsistent with this Agreement, this Agreement shall govern. An enumeration of the Contract Documents, other than a Modification, appears in Article 15. 2.2 Relationship of the Parties The Construction Manager accepts the relationship of trust and confidence established by this Agreement and covenants with the Owner to cooperate with the Architect and exercise the Construction Manager's skill and judgment in furthering the interests of the Owner to furnish efficient construction administration, management services, and supervision; to furnish at all times an adequate supply of workers and materials; and to perform the Work in an expeditious and economical manner consistent with the Owner's interests. The Owner agrees to furnish or approve, in a timely manner, information required by the Construction Manager and to make payments to the Construction Manager in accordance with the requirements of the Contract Documents. 2.3 General Conditions 2.3.1 For the Preconstruction Phase, AIA Document A201TK--2017, General Conditions of the Contract for Construction, shall apply as follows: Section 1.5, Ownership and Use of Documents; Section 1.7, Digital Data Use and Transmission; Section 1.8, Building Information Model Use and Reliance; Section 2.2.4, Confidential Information; Section 3.12.10, Professional Services; Section 10.3, Hazardous Materials; Section 13.1, Governing Law. The term Contractor" as used in A201-2017 shall mean the Construction Manager. 2.3.2 For the Construction Phase, the general conditions of the contract shall be as set forth in A201-2017, which document is incorporated herein by reference. The term "Contractor" as used in A201-2017 shall mean the Construction Manager. ARTICLE 3 CONSTRUCTION MANAGER'S RESPONSIBILITIES The Construction Manager's Preconstruction Phase responsibilities are set forth in Sections 3.1 and 3.2, and in the applicable provisions of A201-2017 referenced in Section 2.3.1. The Construction Manager's Construction Phase responsibilities are set forth in Section 3.3. The Owner and Construction Manager may agree, in consultation with the Architect, for the Construction Phase to commence prior to completion of the Preconstruction Phase, in which case, both phases will proceed concurrently. The Construction Manager shall identify a representative authorized to act on behalf of the Construction Manager with respect to the Project. 3.1 Preconstruction Phase 3.1.1 Extent of Responsibility The Construction Manager shall exercise reasonable care in performing its Preconstruction Services. The Owner and Architect shall be entitled to rely on, and shall not be responsible for, the accuracy, completeness, and timeliness of services and information furnished by the Construction Manager. The Construction Manager, however, does not warrant Init. IA Document A133" — 2019 Copyright © 1991 2003 2009, and 2019 by The American Institute of Architects All rights reserved. Thiis documentwasproduced AI fir /' I I III l"V ccj i„,JI rli tr, sir t, r p ced by AIA software at 11:46:04 CT on 03/11/2022 under Order No.2114281040 which expires on 01/18/2023, 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 copyright@aia.org. User Notes: (2003594567) or guarantee estimates and schedules except as may be included as part of the Guaranteed Maximum Price. The Construction Manager is not required to ascertain that the Drawings and Specifications are in accordance with applicable laws, statutes, ordinances, codes, rules and regulations, or lawful orders of public authorities, but the Construction Manager shall promptly report to the Architect and Owner any nonconformity discovered by or made known to the Construction Manager as a request for information in such form as the Architect may require. 3.1.2 The Construction Manager shall provide a preliminary evaluation of the Owner's program, schedule and construction budget requirements, each in terms of the other. 3.1.3 Consultation 3.1.3.1 The Construction Manager shall schedule and conduct meetings with the Architect and Owner to discuss such matters as procedures, progress, coordination, and scheduling of the Work. 3.1.3.2 The Construction Manager shall advise the Owner and Architect on proposed site use and improvements, selection of materials, building systems, and equipment. The Construction Manager shall also provide recommendations to the Owner and Architect, consistent with the Project requirements, on constructability; availability of materials and labor; time requirements for procurement, installation and construction; prefabrication; and factors related to construction cost including, but not limited to, costs of alternative designs or materials, preliminary budgets, life -cycle data, and possible cost reductions. The Construction Manager shall consult with the Architect regarding professional services to be provided by the Construction Manager during the Construction Phase. 3.1.3.3 The Construction Manager shall assist the Owner and Architect in establishing building information modeling and digital data protocols for the Project, using AIA Document E203T'k-2013, Building Information Modeling and Digital Data Exhibit, to establish the protocols for the development, use, transmission, and exchange of digital data. 3.1.4 Project Schedule When Project requirements in Section 4.1.1 have been sufficiently identified, the Construction Manager shall prepare and periodically update a Project schedule for the Architect's review and the Owner's acceptance. The Construction Manager shall obtain the Architect's approval for the portion of the Project schedule relating to the performance of the Architect's services. The Project schedule shall coordinate and integrate the Construction Manager's services, the Architect's services, other Owner consultants' services, and the Owner's responsibilities; and identify items that affect the Project's timely completion. The updated Project schedule shall include the following: submission of the Guaranteed Maximum Price proposal; components of the Work; times of commencement and completion required of each Subcontractor; ordering and delivery of products, including those that must be ordered in advance of construction; and the occupancy requirements of the Owner. 3.1.5 Phased Construction The Construction Manager, in consultation with the Architect, shall provide recommendations with regard to accelerated or fast -track scheduling, procurement, and sequencing for phased construction. The Construction Manager shall take into consideration cost reductions, cost information, constructability, provisions for temporary facilities, and procurement and construction scheduling issues. 3.1.6 Cost Estimates 3.1.6.1 Based on the preliminary design and other design criteria prepared by the Architect, the Construction Manager shall prepare, for the Architect's review and the Owner's approval, preliminary estimates of the Cost of the Work or the cost of program requirements using area, volume, or similar conceptual estimating techniques. If the Architect or Construction Manager suggests alternative materials and systems, the Construction Manager shall provide cost evaluations of those alternative materials and systems. 3.1.6.2 As the Architect progresses with the preparation of the Schematic Design, Design Development and Construction Documents, the Construction Manager shall prepare and update, at appropriate intervals agreed to by the Owner, Construction Manager and Architect, an estimate of the Cost of the Work with increasing detail and refinement. The Construction Manager shall include in the estimate those costs to allow for the further development of the design, price escalation, and market conditions, until such time as the Owner and Construction Manager agree on a Guaranteed Maximum Price for the Work. The estimate shall be provided for the Architect's review and the Owner's approval. The Construction Manager shall inform the Owner and Architect in the event that the estimate of the Cost of the Work exceeds the latest approved Project budget, and make recommendations for corrective action. AIA Document A133— — . , i PY lgll c'%„i i , I n;0 , 0 0r , ` <t "- 1 ", by eri lute of Architects All /rights reserved. his document was producedInit. 2019. Co ri ht O 1991 2003 2009 and 2019 b The American Institute rc a o r V U i, M by AIA software at 11:46:04 CT on 03/11/2022 under Order No.2114281040 which expires on 01/18/2023, 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 copyright@aia.org. User Notes: (2003594567) 3.1.6.3 If the Architect is providing cost estimating services as a Supplemental Service, and a discrepancy exists between the Construction Manager's cost estimates and the Architect's cost estimates, the Construction Manager and the Architect shall work together to reconcile the cost estimates. 3.1.7 As the Architect progresses with the preparation of the Schematic Design, Design Development and Construction Documents, the Construction Manager shall consult with the Owner and Architect and make recommendations regarding constructability and schedules, for the Architect's review and the Owner's approval. 3.1.8 The Construction Manager shall provide recommendations and information to the Owner and Architect regarding equipment, materials, services, and temporary Project facilities. 3.1.9 The Construction Manager shall provide a staffing plan for Preconstruction Phase services for the Owner's review and approval. 3.1.10 If the Owner identified a Sustainable Objective in Article 1, the Construction Manager shall fulfill its Preconstruction Phase responsibilities as required in AIA Document E234TM-2019, Sustainable Projects Exhibit, Construction Manager as Constructor Edition, attached to this Agreement. 3.1.11 Subcontractors and Suppliers 3.1.11.1 If the Owner has provided requirements for subcontractor procurement in section 1.1.14, the Construction Manager shall provide a subcontracting plan, addressing the Owner's requirements, for the Owner's review and approval. 3.1.11.2 The Construction Manager shall develop bidders' interest in the Project. 3.1.11.3 The processes described in Article 9 shall apply if bid packages will be issued during the Preconstruction Phase. 3.1.12 Procurement The Construction Manager shall prepare, for the Architect's review and the Owner's acceptance, a procurement schedule for items that must be ordered in advance of construction. The Construction Manager shall expedite and coordinate the ordering and delivery of materials that must be ordered in advance of construction. If the Owner agrees to procure any items prior to the establishment of the Guaranteed Maximum Price, the Owner shall procure the items on terms and conditions acceptable to the Construction Manager. Upon the establishment of the Guaranteed Maximum Price, the Owner shall assign all contracts for these items to the Construction Manager and the Construction Manager shall thereafter accept responsibility for them. 3.1.13 Compliance with Laws The Construction Manager shall comply with applicable laws, statutes, ordinances, codes, rules and regulations, and lawful orders of public authorities applicable to its performance under this Contract, and with equal employment opportunity programs, and other programs as may be required by governmental and quasi -governmental authorities. 3.1.14 Other Preconstruction Services Insert a description of any other Preconstruction Phase services to be provided by the Construction Manager, or reference an exhibit attached to this document Describe any other Preconstruction Phase services, such as providing cash flow projections, development of a project information management system, early selection or procurement of subcontractors, etc) 3.2 Guaranteed Maximum Price Proposal 3.2.1 At a time to be mutually agreed upon by the Owner and the Construction Manager, the Construction Manager shall prepare a Guaranteed Maximum Price proposal for the Owner's and Architect's review, and the Owner's acceptance. The Guaranteed Maximum Price in the proposal shall be the sum of the Construction Manager's estimate of the Cost of the Work, the Construction Manager's contingency described in Section 3.2.4, and the Construction Manager's Fee described in Section 6.1.2. AIA Document A133' — 2019. Copyright© 1991 2003 2009, and 2019 by The American Institute of Architects All rights reserved. r1 ' / %sr. b r 1J`f of Init. l rc q, ! ,'",,r; ,,l/ 0, a ,. / Il, h (rKrr3w , n d iri,; bo w, r, , Jt;,G piA r This document was produced by AIA software at 11:46:04 CT on 03/11/2022 under Order No.2114281040 which expires on 01/18/2023, is not for resale, is licensed for one-time use only, and t may only be used in accordance with the AIA Contract Documents® Terms of Service. To report copyright violations, e-mail copyright@aia.org. User Notes: (2003594567) 3.2.2 To the extent that the Contract Documents are anticipated to require further development, the Guaranteed Maximum Price includes the costs attributable to such further development consistent with the Contract Documents and reasonably inferable therefrom. Such further development does not include changes in scope, systems, kinds and quality of materials, finishes, or equipment, all of which, if required, shall be incorporated by Change Order. 3.2.3 The Construction Manager shall include with the Guaranteed Maximum Price proposal a written statement of its basis, which shall include the following: 1 A list of the Drawings and Specifications, including all Addenda thereto, and the Conditions of the Contract; 2 A list of the clarifications and assumptions made by the Construction Manager in the preparation of the Guaranteed Maximum Price proposal, including assumptions under Section 3.2.2; 3 A statement of the proposed Guaranteed Maximum Price, including a statement of the estimated Cost of the Work organized by trade categories or systems, including allowances; the Construction Manager's contingency set forth in Section 3.2.4; and the Construction Manager's Fee; 4 The anticipated date of Substantial Completion upon which the proposed Guaranteed Maximum Price is based; and 5 A date by which the Owner must accept the Guaranteed Maximum Price. 3.2.4 In preparing the Construction Manager's Guaranteed Maximum Price proposal, the Construction Manager shall include a contingency for the Construction Manager's exclusive use to cover those costs that are included in the Guaranteed Maximum Price but not otherwise allocated to another line item or included in a Change Order. 3.2.5 The Construction Manager shall meet with the Owner and Architect to review the Guaranteed Maximum Price proposal. In the event that the Owner or Architect discover any inconsistencies or inaccuracies in the information presented, they shall promptly notify the Construction Manager, who shall make appropriate adjustments to the Guaranteed Maximum Price proposal, its basis, or both. 3.2.6 If the Owner notifies the Construction Manager that the Owner has accepted the Guaranteed Maximum Price proposal in writing before the date specified in the Guaranteed Maximum Price proposal, the Guaranteed Maximum Price proposal shall be deemed effective without further acceptance from the Construction Manager. Following acceptance of a Guaranteed Maximum Price, the Owner and Construction Manager shall execute the Guaranteed Maximum Price Amendment amending this Agreement, a copy of which the Owner shall provide to the Architect. The Guaranteed Maximum Price Amendment shall set forth the agreed upon Guaranteed Maximum Price with the information and assumptions upon which it is based. 3.2.7 The Construction Manager shall not incur any cost to be reimbursed as part of the Cost of the Work prior to the execution of the Guaranteed Maximum Price Amendment, unless the Owner provides prior written authorization for such costs. 3.2.8 The Owner shall authorize preparation of revisions to the Contract Documents that incorporate the agreed -upon assumptions and clarifications contained in the Guaranteed Maximum Price Amendment. The Owner shall promptly furnish such revised Contract Documents to the Construction Manager. The Construction Manager shall notify the Owner and Architect of any inconsistencies between the agreed -upon assumptions and clarifications contained in the Guaranteed Maximum Price Amendment and the revised Contract Documents. 3.2.9 The Construction Manager shall include in the Guaranteed Maximum Price all sales, consumer, use and similar taxes for the Work provided by the Construction Manager that are legally enacted, whether or not yet effective, at the time the Guaranteed Maximum Price Amendment is executed. 3.3 Construction Phase 3.3.1 General 3.3.1.1 For purposes of Section 8.1.2 of A201-2017, the date of commencement of the Work shall mean the date of commencement of the Construction Phase. 3.3.1.2 The Construction Phase shall commence upon the Owner's execution of the Guaranteed Maximum Price Amendment or, prior to acceptance of the Guaranteed Maximum Price proposal, by written agreement of the parties. The AIA Document A133- — 2019 Copyright O 1991 2003 2009, and 2019 by The American Institute of Architects All rights reserved. n ' r r u; are L, ,r 'r;• rd' Init. "11 r alf 'ogi: =:a', I V, 0 I jk,'u, , ,i r0 rr, , I io, e ""l , r 5,,J ,This document was produced by AIA software at 11:46:04 CT on 03/11/2022 under Order No.2114281040 which expires on 01/18/2023, 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 copyright@aia.org. User Notes: (2003594567) written agreement shall set forth a description of the Work to be performed by the Construction Manager, and any insurance and bond requirements for Work performed prior to execution of the Guaranteed Maximum Price Amendment. 3.3.2 Admilinistrafloin 3.3.2.1 The Construction Manager shall schedule and conductmeetings to discuss such matters as procedures, progress, coordination, scheduling, and status of the Work. The Construction Manager shall prepare and promptly distribute ininutes of the meetings to the Owner and Architect. 3. 12.2 Upon the execution of the Guaranteed Maximurn Price Amendment, the Construction Manager shall prepare and submit to the Owner and Architect a construction schedule for the Work. and a submittal schediale in accordance with Section 3. l 0 oFA201--2017. 3323 Monthilly IRelport The Construction Manager shall record the progress of the Project. On a monthly basis, or otherwise as agreed to by the Owner, the Construction Manager shall. submit written progress reports to the Owner arid Architect, showing percentages of completion and other information required by the Owner. 3. 12A 1Daolly Logs The Construction :Manager shall keep, and make available to the Owner and Architect, a daily log containing a record for each. day of weather, portions of the Work in progress, number of workers on site, identification of equipment on site, problems that might affect progress of the work, accidents, injuries, and other information required by the Owner, 33. 2.5 Cost Cointroll The Construction Manager shall develop a system of cost control for the Work, including regular monitoring ofactuat costs for activities in progress and estimates for uncompleted tasks and proposed changes. The Construction Manager shall. identify variances between actual and estimated costs and report the variances to the Owner and Architect, and shall provide this information in its monthly reports to the Owner and Architect, in. accordance with Section 3.3.23 above, ARTME 4 0WINER'S RESPONS111B111LIT111ES 4. 1 Ilnfforimation and SerAces Requked of the Owner 4. 1.1 `Fhe Owner shall provide information with reasonable promptness, regarding requirements for and limitations on the Project, including a written program which shall set forth the Owner's objectives, constraints, and criteria, including schedule, space requirements and relationships, flexibility and expandability, special equipment, systems, sustainability arid site requirements. 41. 2 Prior to the execution of the Guaranteed MaximumPrice Amendment, the Construction Manager may request in writing that the Owner provide reasonable evidence that the Owner has made financial arrangements to fill fill. the Owner's obligations under the Contract, After execution of the Guaranteed Maximum. Price Amendment, the Construction Manager may request such information as set forth in A201-2017 Section 2,2. 4A.3 The Owner shall establish and periodically update the Owner's budget for the Project, including (1) the budget for the Cost of the Work as defined in Article 7, (2) the Owner's other costs, and (3) reasonable contingencies related to all of these costs. If the Owner significantly increases or decreases the Owner's budget for the Cost of the Work, the Owner shall notify the Construction Manager and Architect. The Owner and the Architect, in consultation with the Construction Manager, shall thereafter agree to a corresponding change in the Project's scope and quality. 4.1. 4 Structural and Environ mentall 'Tests, Surveys and Reports.. During the Preconstruction. Phase, the Owner shall farnish the following information or services with reasonable promptness, The Owner shall also furnish any other information or services under the Owner's control and relevant to the Construction Manager's performance of the Work with reasonable prorriptness after receiving the Construction Manager's written request for such information or services. The Construction Manager shall be entitled to rely on the accuracy of information and services furnished by the Owner but shall exercise proper precautions relating to the safe perfor.r.riance ofthe Work. 41.4. 1 The Owner shall furnish. tests, inspections, and reports, required by law and as otherwise agreed to by the parties, such as structural., mechanical, and chemical tests, tests for air and water pollution., and tests for hazardous materials, ARA IDocuirnerit A1133- .- 2019. Copyright@ 1991, 2003, 2009, and 2019 by The American lnstitute of Architects. All rigrits reserved. Ink. This document was produced 9 by AIIA software at 11:46:04 CT on 03111/2.022 under Order No.2114281040 which expires on 01/18/2023, is not for resale, is licensed for one-firne use only, and may only be used in accordance with the AIA Contract DocumentO Terms of Service. To report copyright violations, e-mail copydght@aia.org. User Notes° ( 2003594567) 4.1.4.2 The Owner shall furnish surveys describing physical characteristics, legal limitations and utility locations for the site of the Project, and a written legal description of the site. The surveys and legal information shall include, as applicable, grades and lines of streets, alleys, pavements and adjoining property and structures; designated wetlands; adjacent drainage; rights -of -way, restrictions, easements, encroachments, zoning, deed restrictions, boundaries and contours of the site; locations, dimensions and other necessary data with respect to existing buildings, other improvements and trees; and information concerning available utility services and lines, both public and private, above and below grade, including inverts and depths. All the information on the survey shall be referenced to a Project benchmark. 4.1.4.3 The Owner, when such services are requested, shall furnish services of geotechnical engineers, which may include test borings, test pits, determinations of soil bearing values, percolation tests, evaluations of hazardous materials, seismic evaluation, ground corrosion tests and resistivity tests, including necessary operations for anticipating subsoil conditions, with written reports and appropriate recommendations. 4.1.5 During the Construction Phase, the Owner shall furnish information or services required of the Owner by the Contract Documents with reasonable promptness. The Owner shall also furnish any other information or services under the Owner's control and relevant to the Construction Manager's performance of the Work with reasonable promptness after receiving the Construction Manager's written request for such information or services. 4.1.6 If the Owner identified a Sustainable Objective in Article 1, the Owner shall fulfill its responsibilities as required in AIA Document E234TM-2019, Sustainable Projects Exhibit, Construction Manager as Constructor Edition, attached to this Agreement. 4.2 Owner's Designated Representative The Owner shall identify a representative authorized to act on behalf of the Owner with respect to the Project. The Owner's representative shall render decisions promptly and furnish information expeditiously, so as to avoid unreasonable delay in the services or Work of the Construction Manager. Except as otherwise provided in Section 4.2.1 of A201-2017, the Architect does not have such authority. The term "Owner" means the Owner or the Owner's authorized representative. 4.2.1 Legal Requirements. The Owner shall furnish all legal, insurance and accounting services, including auditing services, that may be reasonably necessary at any time for the Project to meet the Owner's needs and interests. 4.3 Architect The Owner shall retain an Architect to provide services, duties and responsibilities as described in AIA Document B 133Tm-2019, Standard Form of Agreement Between Owner and Architect, Construction Manager as Constructor Edition, including any additional services requested by the Construction Manager that are necessary for the Preconstruction and Construction Phase services under this Agreement. The Owner shall provide the Construction Manager with a copy of the scope of services in the executed agreement between the Owner and the Architect, and any further modifications to the Architect's scope of services in the agreement. ARTICLE 5 COMPENSATION AND PAYMENTS FOR PRECONSTRUCTION PHASE SERVICES 5.1 Compensation 5.1.1 For the Construction Manager's Preconstruction Phase services described in Sections 3.1 and 3.2, the Owner shall compensate the Construction Manager as follows: Insert amount of, or basis for, compensation and include a list of reimbursable cost items, as applicable) 60,000 5.1.2 The hourly billing rates for Preconstruction Phase services of the Construction Manager and the Construction Manager's Consultants and Subcontractors, if any, are set forth below. If applicable, attach an exhibit of hourly billing rates or insert them below) Individual or Position Rate Project Manager $87.00/hr Assistant Project Manager $58.00/hr., Site Superintendent $87.00/hr. AIA Docume nt Al33- — 2019. Copyright © 1991, 2003 2009, and 2019 by The American Institute of Architects All rights reserved, i Pir / Init. h-rrd r„, "'/ H ; M1 1, WI:MA, AA, err This document was produced 10 by AIA software at 11:46:04 CT on 03/11/2022 under Order No.2114281040 which expires on 01/1812023, is not for resale, is licensed for one-time use only, and t may only be used in accordance with the AIA Contract Documents® Terms of Service. To report copyright violations, e-mail copyright@aia.org. User Notes: (2003594567) 5.1.2.1 Hourly billing rates for Preconstruction Phase services include all costs to be paid or incurred by the Construction Manager, as required by law or collective bargaining agreements, for taxes, insurance, contributions, assessments and benefits and, for personnel not covered by collective bargaining agreements, customary benefits such as sick leave, medical and health benefits, holidays, vacations and pensions, and shall remain unchanged unless the parties execute a Modification. 5.1.3 If the Preconstruction Phase services covered by this Agreement have not been completed within ( ) months of the date of this Agreement, through no fault of the Construction Manager, the Construction Manager's compensation for Preconstruction Phase services shall be equitably adjusted as mutually agreed by the Construction Manager and Owner. 5.2 Payments 5.2.1 Unless otherwise agreed, payments for services shall be made monthly in proportion to services performed. 5.2.2 Payments are due and payable upon presentation of the Construction Manager's invoice. Amounts unpaid 30 thirty ) 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 Construction Manager. Insert rate of monthly or annual interest agreed upon.) 8 % eight ARTICLE 6 COMPENSATION FOR CONSTRUCTION PHASE SERVICES 6.1 Contract Sum 6.1.1 The Owner shall pay the Construction Manager the Contract Sum in current funds for the Construction Manager's performance of the Contract after execution of the Guaranteed Maximum Price Amendment. The Contract Sum is the Cost of the Work as defined in Article 7 plus the Construction Manager's Fee. 6.1.2 The Construction Manager's Fee: State a lump sum, percentage of Cost of the Work or other provision for determining the Construction Manager's Fee.) CM fee is 2.6% of the cost of work, if the project proceeds past the preconstruction phase of the work, all preconstruction phase services, fees, and changes will be included as part of the 2.6% Construction Management fee. Travel costs and storage at our office will not be charged to the project. 6.1.3 The method of adjustment of the Construction Manager's Fee for changes in the Work: Based on fee schedule provide in Section 6.1.2 6.1.4 Limitations, if any, on a Subcontractor's overhead and profit for increases in the cost of its portion of the Work: As allowed per specifications 6.1.5 Rental rates for Construction Manager -owned equipment shall not exceed one hundred percent ( 100 %) of the standard rental rate paid at the place of the Project. 6.1.6 Liquidated damages, if any: Insert terms and conditions for liquidated damages, if any) 6.1.7 Other: Insert provisions for bonus, cost savings or other incentives, if any, that might result in a change to the Contract Sum.) 6.2 Guaranteed Maximum Price The Construction Manager guarantees that the Contract Sum shall not exceed the Guaranteed Maximum Price set forth in the Guaranteed Maximum Price Amendment, subject to additions and deductions by Change Order as provided in the nit. AIA Document A133- — 2019. Copyright @ 1991, 2003 2009, and 2019 by The American Institute of Architects All rights reserved. t ; rf u - i , r r , €I ', t . e,r , N €o, , , , rr r ,y ,,,, ne , „ :x"',rn sr on This document was produced 1 by AIA software at 11:46:04 CT on 03/11/2022 under Order No.2114281040 which expires on 01/1812023, is not for resale, is licensed for one-time use only, and i may only be used in accordance with the AIA Contract Documents® Terms of Service. To report copyright violations, e-mail copyright@aia.org. User Notes: (2003594567) Contract Documents. Costs which would cause the Guaranteed Maximum Price to be exceeded shall be paid by the Construction Manager without reimbursement by the Owner. 6.3 Changes in the Work 6.3.1 The Owner may, without invalidating the Contract, order changes in the Work within the general scope of the Contract consisting of additions, deletions or other revisions. The Owner shall issue such changes in writing. The Construction Manager may be entitled to an equitable adjustment in the Contract Time as a result of changes in the Work. 6.3.1.1 The Architect may order minor changes in the Work as provided in Article 7 of AIA Document A201-2017, General Conditions of the Contract for Construction. 6.3.2 Adjustments to the Guaranteed Maximum Price on account of changes in the Work subsequent to the execution of the Guaranteed Maximum Price Amendment may be determined by any of the methods listed in Article 7 of AIA Document A201-2017, General Conditions of the Contract for Construction. 6.3.3 Adjustments to subcontracts awarded on the basis of a stipulated sum shall be determined in accordance with Article 7 of A201-2017, as they refer to "cost" and "fee," and not by Articles 6 and 7 of this Agreement. Adjustments to subcontracts awarded with the Owner's prior written consent on the basis of cost plus a fee shall be calculated in accordance with the terms of those subcontracts. 6.3.4 In calculating adjustments to the Guaranteed Maximum Price, the terms "cost" and "costs" as used in Article 7 of AIA Document A201-2017 shall mean the Cost of the Work as defined in Article 7 of this Agreement and the term "fee" shall mean the Construction Manager's Fee as defined in Section 6.1.2 of this Agreement. 6.3.5 If no specific provision is made in Section 6.1.3 for adjustment of the Construction Manager's Fee in the case of changes in the Work, or if the extent of such changes is such, in the aggregate, that application of the adjustment provisions of Section 6.1.3 will cause substantial inequity to the Owner or Construction Manager, the Construction Manager's Fee shall be equitably adjusted on the same basis that was used to establish the Fee for the original Work, and the Guaranteed Maximum Price shall be adjusted accordingly. ARTICLE 7 COST OF THE WORK FOR CONSTRUCTION PHASE 7.1 Costs to Be Reimbursed 7.1.1 The term Cost of the Work shall mean costs necessarily incurred by the Construction Manager in the proper performance of the Work. The Cost of the Work shall include only the items set forth in Sections 7.1 through 7.7. 7.1.2 Where, pursuant to the Contract Documents, any cost is subject to the Owner's prior approval, the Construction Manager shall obtain such approval in writing prior to incurring the cost. 7.1.3 Costs shall be at rates not higher than the standard rates paid at the place of the Project, except with prior approval of the Owner. 7.2 Labor Costs 7.2.1 Wages or salaries of construction workers directly employed by the Construction Manager to perform the construction of the Work at the site or, with the Owner's prior approval, at off -site workshops. 7.2.2 Wages or salaries of the Construction Manager's supervisory and administrative personnel when stationed at the site and performing Work, with the Owner's prior approval. 7.2.2.1 Wages or salaries of the Construction Manager's supervisory and administrative personnel when performing Work and stationed at a location other than the site, but only for that portion of time required for the Work, and limited to the personnel and activities listed below: Identijy the personnel, type of activity and, if applicable, any agreed upon percentage of time to be devoted to the Work.) Init. I r P r b--.— and 2019 by The American Institute of Architects All rights reserved.", AIA Document A733"' — 2019 Copyright ©1991 2003 2009, r; i Il f n,,-, e,i , ir,r3i ," r us, 1 it w i Pi., i , io) o "i asp, on This document was produced 12 by AIA software at 11:46.04 CT on 03/11/2022 under Order No.2114281040 which expires on 01/18/2023, is not for resale, is licensed for one-time use only, and t may only be used in accordance with the AIA Contract Documents® Terms of Service. To report copyright violations, e-mail copyright@aia.org. User Notes: (2003594567) 7.2.3 Wages and salaries of the Construction Manager's supervisory or administrative personnel engaged at factories, workshops or while traveling, in expediting the production or transportation of materials or equipment required for the Work, but only for that portion of their time required for the Work. 7.2.4 Costs paid or incurred by the Construction Manager, as required by law or collective bargaining agreements, for taxes, insurance, contributions, assessments and benefits and, for personnel not covered by collective bargaining agreements, customary benefits such as sick leave, medical and health benefits, holidays, vacations and pensions, provided such costs are based on wages and salaries included in the Cost of the Work under Sections 7.2.1 through 7.2.3 7.2.5 If agreed rates for labor costs, in lieu of actual costs, are provided in this Agreement, the rates shall remain unchanged throughout the duration of this Agreement, unless the parties execute a Modification. 7.3 Subcontract Costs Payments made by the Construction Manager to Subcontractors in accordance with the requirements of the subcontracts and this Agreement. 7.4 Costs of Materials and Equipment Incorporated in the Completed Construction 7.4.1 Costs, including transportation and storage at the site, of materials and equipment incorporated, or to be incorporated, in the completed construction. 7.4.2 Costs of materials described in the preceding Section 7.4.1 in excess of those actually installed to allow for reasonable waste and spoilage. Unused excess materials, if any, shall become the Owner's property at the completion of the Work or, at the Owner's option, shall be sold by the Construction Manager. Any amounts realized from such sales shall be credited to the Owner as a deduction from the Cost of the Work. 7.5 Costs of Other Materials and Equipment, Temporary Facilities and Related Items 7.5.1 Costs of transportation, storage, installation, dismantling, maintenance, and removal of materials, supplies, temporary facilities, machinery, equipment and hand tools not customarily owned by construction workers that are provided by the Construction Manager at the site and fully consumed in the performance of the Work. Costs of materials, supplies, temporary facilities, machinery, equipment, and tools, that are not fully consumed, shall be based on the cost or value of the item at the time it is first used on the Project site less the value of the item when it is no longer used at the Project site. Costs for items not fully consumed by the Construction Manager shall mean fair market value. 7.5.2 Rental charges for temporary facilities, machinery, equipment, and hand tools not customarily owned by construction workers that are provided by the Construction Manager at the site, and the costs of transportation, installation, dismantling, minor repairs, and removal of such temporary facilities, machinery, equipment, and hand tools. Rates and quantities of equipment owned by the Construction Manager, or a related party as defined in Section 7.8, shall be subject to the Owner's prior approval. The total rental cost of any such equipment may not exceed the purchase price of any comparable item. 7.5.3 Costs of removal of debris from the site of the Work and its proper and legal disposal. 7.5.4 Costs of the Construction Manager's site office, including general office equipment and supplies 7.5.5 Costs of materials and equipment suitably stored off the site at a mutually acceptable location, subject to the Owner's prior approval. 7.6 Miscellaneous Costs 7.6.1 Premiums for that portion of insurance and bonds required by the Contract Documents that can be directly attributed to this Contract. 7.6.1.1 Costs for self-insurance, for either full or partial amounts of the coverages required by the Contract Documents, with the Owner's prior approval. 7.6.1.2 Costs for insurance through a captive insurer owned or controlled by the Construction Manager, with the Owner's prior approval. i t r, /'J/ ' . ,,, Py igli ,- a9, s 1, 03, ,,, ,`a , i , by rnn American ute of Architects. All rights reserved. l w a . l i , we %>l Init. AIA Document A133'" — 2019. Co ri ht ©1991 2003 2009, and 2019 b The American Institute ir) be u i ,J m ' W pej This document was produced 13 by AIA software at 11:46:04 CT on 03111/2022 under Order No.2114281040 which expires on 01/18/2023, 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 copyright@aia.org. User Notes: (2003594567) 7.6.2 Sales, use, or similar taxes, imposed by a governmental authority, that are related to the Work and for which the Construction Manager is liable. 7.6.3 Fees and assessments for the building permit, and for other permits, licenses, and inspections, for which the Construction Manager is required by the Contract Documents to pay. 7.6.4 Fees of laboratories for tests required by the Contract Documents; except those related to defective or nonconforming Work for which reimbursement is excluded under Article 13 of AIA Document A201-2017 or by other provisions of the Contract Documents, and which do not fall within the scope of Section 7.7.3. 7.6.5 Royalties and license fees paid for the use of a particular design, process, or product, required by the Contract Documents. 7.6.5.1 The cost of defending suits or claims for infringement of patent rights arising from requirements of the Contract Documents, payments made in accordance with legal judgments against the Construction Manager resulting from such suits or claims, and payments of settlements made with the Owner's consent, unless the Construction Manager had reason to believe that the required design, process, or product was an infringement of a copyright or a patent, and the Construction Manager failed to promptly fixmish such information to the Architect as required by Article 3 of AIA Document A201-2017. The costs of legal defenses, judgments, and settlements shall not be included in the Cost of the Work used to calculate the Construction Manager's Fee or subject to the Guaranteed Maximum Price. 7.6.6 Costs for communications services, electronic equipment, and software, directly related to the Work and located at the site, with the Owner's prior approval. 7.6.7 Costs of document reproductions and delivery charges. 7.6.8 Deposits lost for causes other than the Construction Manager's negligence or failure to fulfill a specific responsibility in the Contract Documents. 7.6.9 Legal, mediation and arbitration costs, including attorneys' fees, other than those arising from disputes between the Owner and Construction Manager, reasonably incurred by the Construction Manager after the execution of this Agreement in the performance of the Work and with the Owner's prior approval, which shall not be unreasonably withheld. 7.6.10 Expenses incurred in accordance with the Construction Manager's standard written personnel policy for relocation and temporary living allowances of the Construction Manager's personnel required for the Work, with the Owner's prior approval. 7.6.11 That portion of the reasonable expenses of the Construction Manager's supervisory or administrative personnel incurred while traveling in discharge of duties connected with the Work. 7.7 Other Costs and Emergencies 7.7.1 Other costs incurred in the performance of the Work, with the Owner's prior approval. 7.7.2 Costs incurred in taking action to prevent threatened damage, injury, or loss, in case of an emergency affecting the safety of persons and property, as provided in Article 10 of AIA Document A201-2017. 7.7.3 Costs of repairing or correcting damaged or nonconforming Work executed by the Construction Manager, Subcontractors, or suppliers, provided that such damaged or nonconforming Work was not caused by the negligence of, or failure to fulfill a specific responsibility by, the Construction Manager, and only to the extent that the cost of repair or correction is not recovered by the Construction Manager from insurance, sureties, Subcontractors, suppliers, or others. 7.7.4 The costs described in Sections 7.1 through 7.7 shall be included in the Cost of the Work, notwithstanding any provision of AIA Document A201-2017 or other Conditions of the Contract which may require the Construction Manager to pay such costs, unless such costs are excluded by the provisions of Section 7.9. AIA Document A133" — 2019. Copyright© 1991 2003 2009 and 2019 by The American Institute of Architects All rights reserved. 11hr! I ur r,--r, I r , )f Init. / I,Qh ocis 'y),I (hl> A 0 1 .., 3no I lA i, z,i i in ('A N, r,r iii ,, rr,i, ,,i, This document was produced 14 by AIA software at 11:46.04 CT on 03/11/2022 under Order No.2114281040 which expires on 01/18/2023, is not for resale, is licensed for one-time use only, and 1 may only be used in accordance with the AIA Contract Documents® Terms of Service. To report copyright violations, e-mail copyright@aia.org. User Notes: (2003594567) 7.8 Related Party Transactions 7.8.1 For purposes of this Section 7.8, the term "related party" shall mean (1) a parent, subsidiary, affiliate, or other entity having common ownership of, or sharing common management with, the Construction Manager; (2) any entity in which any stockholder in, or management employee of, the Construction Manager holds an equity interest in excess of ten percent in the aggregate; (3) any entity which has the right to control the business or affairs of the Construction Manager; or (4) any person, or any member of the immediate family of any person, who has the right to control the business or affairs of the Construction Manager. 7.8.2 If any of the costs to be reimbursed arise from a transaction between the Construction Manager and a related party, the Construction Manager shall notify the Owner of the specific nature of the contemplated transaction, including the identity of the related party and the anticipated cost to be incurred, before any such transaction is consummated or cost incurred. If the Owner, after such notification, authorizes the proposed transaction in writing, then the cost incurred shall be included as a cost to be reimbursed, and the Construction Manager shall procure the Work, equipment, goods, or service, from the related party, as a Subcontractor, according to the terms of Article 9. If the Owner fails to authorize the transaction in writing, the Construction Manager shall procure the Work, equipment, goods, or service from some person or entity other than a related party according to the terms of Article 9. 7.9 Costs Not To Be Reimbursed 7.9.1 The Cost of the Work shall not include the items listed below: 1 Salaries and other compensation of the Construction Manager's personnel stationed at the Construction Manager's principal office or offices other than the site office, except as specifically provided in Section 7.2, or as may be provided in Article 14; 2 Bonuses, profit sharing, incentive compensation, and any other discretionary payments, paid to anyone hired by the Construction Manager or paid to any Subcontractor or vendor, unless the Owner has provided prior approval; 3 Expenses of the Construction Manager's principal office and offices other than the site office; A Overhead and general expenses, except as may be expressly included in Sections 7.1 to 7.7; 5 The Construction Manager's capital expenses, including interest on the Construction Manager's capital employed for the Work; 6 Except as provided in Section 7.7.3 of this Agreement, costs due to the negligence of, or failure to fulfill a specific responsibility of the Contract by, the Construction Manager, Subcontractors, and suppliers, or anyone directly or indirectly employed by any of them or for whose acts any of them may be liable; 7 Any cost not specifically and expressly described in Sections 7.1 to 7.7; 8 Costs, other than costs included in Change Orders approved by the Owner, that would cause the Guaranteed Maximum Price to be exceeded; and 9 Costs for services incurred during the Preconstruction Phase. ARTICLE 8 DISCOUNTS, REBATES, AND REFUNDS 8.1 Cash discounts obtained on payments made by the Construction Manager shall accrue to the Owner if (1) before making the payment, the Construction Manager included the amount to be paid, less such discount, in an Application for Payment and received payment from the Owner, or (2) the Owner has deposited funds with the Construction Manager with which to make payments; otherwise, cash discounts shall accrue to the Construction Manager. Trade discounts, rebates, refunds, and amounts received from sales of surplus materials and equipment shall accrue to the Owner, and the Construction Manager shall make provisions so that they can be obtained. 8.2 Amounts that accrue to the Owner in accordance with the provisions of Section 8.1 shall be credited to the Owner as a deduction from the Cost of the Work. ARTICLE 9 SUBCONTRACTS AND OTHER AGREEMENTS 9.1 Those portions of the Work that the Construction Manager does not customarily perform with the Construction Manager's own personnel shall be performed under subcontracts or other appropriate agreements with the Construction Manager. The Owner may designate specific persons from whom, or entities from which, the Construction Manager shall obtain bids. The Construction Manager shall obtain bids from Subcontractors, and from suppliers of materials or equipment fabricated especially for the Work, who are qualified to perform that portion of the Work in accordance with the requirements of the Contract Documents. The Construction Manager shall deliver such bids to the Architect and Owner with an indication as to which bids the Construction Manager intends to accept. The Owner then has the right to review the Construction Manager's list of proposed subcontractors and suppliers in consultation with the Architect and, AI e — I c,,;, 00 1 by,m r. , Institutet l rights reserved. I i r Init. A Document AlA133'" — 2019. Copyright O 1991 2003 2009, and 2019 by The American Institute of Architects All 7I sr 'a r 1I I,r m ^ ,in This document was produced 15 by AIA software at 11:46:04 CT on 03/11/2022 under Order No.2114281040 which expires on 01/18/2023, 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 copyright@aia.org. User Notes: (2003594567) subject to Section 9.1.1, to object to any subcontractor or supplier. Any advice of the Architect, or approval or objection by the Owner, shall not relieve the Construction Manager of its responsibility to perform the Work in accordance with the Contract Documents. The Construction Manager shall not be required to contract with anyone to whom the Construction Manager has reasonable objection. 9.1.1 When a specific subcontractor or supplier (1) is recommended to the Owner by the Construction Manager; (2) is qualified to perform that portion of the Work; and (3) has submitted a bid that conforms to the requirements of the Contract Documents without reservations or exceptions, but the Owner requires that another bid be accepted, then the Construction Manager may require that a Change Order be issued to adjust the Guaranteed Maximum Price by the difference between the bid of the person or entity recommended to the Owner by the Construction Manager and the amount of the subcontract or other agreement actually signed with the person or entity designated by the Owner. 9.2 Subcontracts or other agreements shall conform to the applicable payment provisions of this Agreement, and shall not be awarded on the basis of cost plus a fee without the Owner's prior written approval. If a subcontract is awarded on the basis of cost plus a fee, the Construction Manager shall provide in the subcontract for the Owner to receive the same audit rights with regard to the Subcontractor as the Owner receives with regard to the Construction Manager in Article 10. ARTICLE 10 ACCOUNTING RECORDS The Construction Manager shall keep full and detailed records and accounts related to the Cost of the Work, and exercise such controls, as may be necessary for proper financial management under this Contract and to substantiate all costs incurred. The accounting and control systems shall be satisfactory to the Owner. The Owner and the Owner's auditors shall, during regular business hours and upon reasonable notice, be afforded access to, and shall be permitted to audit and copy, the Construction Manager's records and accounts, including complete documentation supporting accounting entries, books, job cost reports, correspondence, instructions, drawings, receipts, subcontracts, Subcontractor's proposals, Subcontractor's invoices, purchase orders, vouchers, memoranda, and other data relating to this Contract. The Construction Manager shall preserve these records for a period of three years after final payment, or for such longer period as may be required by law. ARTICLE 11 PAYMENTS FOR CONSTRUCTION PHASE SERVICES 11.1 Progress Payments 11.1.1 Based upon Applications for Payment submitted to the Architect by the Construction Manager, and Certificates for Payment issued by the Architect, the Owner shall make progress payments on account of the Contract Sum, to the Construction Manager, as provided below and elsewhere in the Contract Documents. 11.1.2 The period covered by each Application for Payment shall be one calendar month ending on the last day of the month, or as follows: 11.1.3 Provided that an Application for Payment is received by the Architect not later than the last day of a month, the Owner shall make payment of the amount certified to the Construction Manager not later than the 25th day of the next month. If an Application for Payment is received by the Architect after the application date fixed above, payment of the amount certified shall be made by the Owner not later than twenty five ( 25 ) days after the Architect receives the Application for Payment. Federal, state or local laws may require payment within a certain period of time.) 11.1.4 With each Application for Payment, the Construction Manager shall submit payrolls, petty cash accounts, receipted invoices or invoices with check vouchers attached, and any other evidence required by the Owner or Architect to demonstrate that payments already made by the Construction Manager on account of the Cost of the Work equal or exceed progress payments already received by the Construction Manager, plus payrolls for the period covered by the present Application for Payment, less that portion of the progress payments attributable to the Construction Manager's Fee. 11.1.5 Each Application for Payment shall be based on the most recent schedule of values submitted by the Construction Manager in accordance with the Contract Documents. The schedule of values shall allocate the entire Guaranteed Maximum Price among: (1) the various portions of the Work; (2) any contingency for costs that are included in the Guaranteed Maximum Price but not otherwise allocated to another line item or included in a Change Order; and (3) the Construction Manager's Fee. AIA Document All33- — 2019. Copyright @ 1991 2003 2009, and 2019 by The American Institute of Architects All rights reserved. h Init. b AIA software at 11:46:04 CT on 03/11/2022 under Order No.2114281040 which a This document was produced 16 y expires on 01118/2023, is not for resale, is licensed for one-time use only, and t may only be used in accordance with the AIA Contract Documents® Terms of Service. To report copyright violations, e-mail copyright@aia.org. User Notes: (2003594567) 11.1.5.1 The schedule of values shall be prepared in such form and supported by such data to substantiate its accuracy as the Architect may require. The schedule of values shall be used as a basis for reviewing the Construction Manager's Applications for Payment. 11.1.5.2 The allocation of the Guaranteed Maximum Price under this Section 11.1.5 shall not constitute a separate guaranteed maximum price for the Cost of the Work of each individual line item in the schedule of values. 11.1.5.3 When the Construction Manager allocates costs from a contingency to another line item in the schedule of values, the Construction Manager shall submit supporting documentation to the Architect. 11.1.6 Applications for Payment shall show the percentage of completion of each portion of the Work as of the end of the period covered by the Application for Payment. The percentage of completion shall be the lesser of (1) the percentage of that portion of the Work which has actually been completed, or (2) the percentage obtained by dividing (a) the expense that has actually been incurred by the Construction Manager on account of that portion of the Work and for which the Construction Manager has made payment or intends to make payment prior to the next Application for Payment, by (b) the share of the Guaranteed Maximum Price allocated to that portion of the Work in the schedule of values. 11.1.7 In accordance with AIA Document A201-2017 and subject to other provisions of the Contract Documents, the amount of each progress payment shall be computed as follows: 11.1.7.1 The amount of each progress payment shall first include: 1 That portion of the Guaranteed Maximum Price properly allocable to completed Work as determined by multiplying the percentage of completion of each portion of the Work by the share of the Guaranteed Maximum Price allocated to that portion of the Work in the most recent schedule of values; 2 That portion of the Guaranteed Maximum Price properly allocable to materials and equipment delivered and suitably stored at the site for subsequent incorporation in the completed construction or, if approved in writing in advance by the Owner, suitably stored off the site at a location agreed upon in writing; 3 That portion of Construction Change Directives that the Architect determines, in the Architect's professional judgment, to be reasonably justified; and A The Construction Manager's Fee, computed upon the Cost of the Work described in the preceding Sections 11.1.7.1.1 and 11.1.7.1.2 at the rate stated in Section 6.1.2 or, if the Construction Manager's Fee is stated as a fixed sum in that Section, an amount that bears the same ratio to that fixed -sum fee as the Cost of the Work included in Sections 11.1.7.1.1 and 11.1.7.1.2 bears to a reasonable estimate of the probable Cost of the Work upon its completion. 11.1.7.2 The amount of each progress payment shall then be reduced by: 1 The aggregate of any amounts previously paid by the Owner; 2 The amount, if any, for Work that remains uncorrected and for which the Architect has previously withheld a Certificate for Payment as provided in Article 9 of AIA Document A201-2017; 3 Any amount for which the Construction Manager does not intend to pay a Subcontractor or material supplier, unless the Work has been performed by others the Construction Manager intends to pay; 4 For Work performed or defects discovered since the last payment application, any amount for which the Architect may withhold payment, or nullify a Certificate of Payment in whole or in part, as provided in Article 9 of AIA Document A201-2017; The shortfall, if any, indicated by the Construction Manager in the documentation required by Section 11.1.4 to substantiate prior Applications for Payment, or resulting from errors subsequently discovered by the Owner's auditors in such documentation; and Retainage withheld pursuant to Section 11.1.8. 11.1.8 Retainage 11.1.8.1 For each progress payment made prior to Substantial Completion of the Work, the Owner may withhold the following amount, as retainage, from the payment otherwise due: Insert a percentage or amount to be withheld as retainage from each Application for Payment. The amount of retainage may be limited by governing law) 5% five percent AIA Docume nt A133' — 2019. Copyright © 1991 2003 2009, and 2019 by The American Institute of Architects. All rnghts reserved. documentInit. "h , f ; GJ a, n 'l V <<. I, a u u. was produced 17 by AIA software at 11:46:04 CT on 03/11/2022 under Order No.2114281040 which expires on 01/18/2023, is not for resale, is licensed for one-time use only, and t may only be used in accordance with the AIA Contract Documents® Terms of Service. To report copyright violations, e-mail copyright@aia.org. User Notes: (2003594567) 11.1.8.1.1 The following items are not subject to retainage: Insert any items not subject to the withholding of retainage, such as general conditions, insurance, etc) Owner purchased items performed under the tax exempt purchasing agent agreement 11.1.8.2 Reduction or limitation of retainage, if any, shall be as follows: If the retainage established in Section 11.1.8.1 is to be modified prior to Substantial Completion of the entire Work, insert provisions for such modification) 11.1.8.3 Except as set forth in this Section 11.1.8.3, upon Substantial Completion of the Work, the Construction Manager may submit an Application for Payment that includes the retainage withheld from prior Applications for Payment pursuant to this Section 11.1.8. The Application for Payment submitted at Substantial Completion shall not include retainage as follows: Insert any other conditions for release of retainage, such as upon completion of the Owner's audit and reconciliation, upon Substantial Completion) 11.1.9 If final completion of the Work is materially delayed through no fault of the Construction Manager, the Owner shall pay the Construction Manager any additional amounts in accordance with Article 9 of AIA Document A201-2017. 11.1.10 Except with the Owner's prior written approval, the Construction Manager shall not make advance payments to suppliers for materials or equipment which have not been delivered and suitably stored at the site. 11.1.11 The Owner and the Construction Manager shall agree upon a mutually acceptable procedure for review and approval of payments to Subcontractors, and the percentage of retainage held on Subcontracts, and the Construction Manager shall execute subcontracts in accordance with those agreements. 11.1.12 In taking action on the Construction Manager's Applications for Payment the Architect shall be entitled to rely on the accuracy and completeness of the information furnished by the Construction Manager, and such action shall not be deemed to be a representation that (1) the Architect has made a detailed examination, audit, or arithmetic verification, of the documentation submitted in accordance with Section 11.1.4 or other supporting data; (2) that the Architect has made exhaustive or continuous on -site inspections; or (3) that the Architect has made examinations to ascertain how or for what purposes the Construction Manager has used amounts previously paid on account of the Contract. Such examinations, audits, and verifications, if required by the Owner, will be performed by the Owner's auditors acting in the sole interest of the Owner. 11.2 Final Payment 11.2.1 Final payment, constituting the entire unpaid balance of the Contract Sum, shall be made by the Owner to the Construction Manager when 1 the Construction Manager has fully performed the Contract, except for the Construction Manager's responsibility to correct Work as provided in Article 12 of AIA Document A201-2017, and to satisfy other requirements, if any, which extend beyond final payment; 2 the Construction Manager has submitted a final accounting for the Cost of the Work and a final Application for Payment; and 3 a final Certificate for Payment has been issued by the Architect in accordance with Section 11.2.2.2. 11.2.2 Within 30 days of the Owner's receipt of the Construction Manager's final accounting for the Cost of the Work, the Owner shall conduct an audit of the Cost of the Work or notify the Architect that it will not conduct an audit. 11.2.2.1 If the Owner conducts an audit of the Cost of the Work, the Owner shall, within 10 days after completion of the audit, submit a written report based upon the auditors' findings to the Architect. Init. AIA Document A133- — 2019. Copyright 0 1991 2003, 2009, and 2019 by The American Institute of Architects All rights reserved. 1 n, ;n I o of r r,;,a r ;. [:air . / I/- r,:r,rir r,r n r;,+, , r. irrru „ si i7ja, r,f !, , , ,. v°'r r,. Iu ii aa,r, This document was produced 18 by AIA software at 11!46:04 CT on 03/11/2022 under Order No.2114281040 which expires on 01118/2023, is not for resale, is licensed for one-time use only, and t may only be used in accordance with the AIA Contract Documents® Terms of Service. To report copyright violations, e-mail copyright@aia.org. User Notes: (2003594567) 11.2.2.2 Within seven days after receipt of the written report described in Section 11.2.2.1, or receipt of notice that the Owner will not conduct an audit, and provided that the other conditions of Section 11.2.1 have been met, the Architect will either issue to the Owner a final Certificate for Payment with a copy to the Construction Manager, or notify the Construction Manager and Owner in writing of the Architect's reasons for withholding a certificate as provided in Article 9 of AIA Document A201-2017. The time periods stated in this Section 11.2.2 supersede those stated in Article 9 of AIA Document A201-2017. The Architect is not responsible for verifying the accuracy of the Construction Manager's final accounting. 11.2.2.3 If the Owner's auditors' report concludes that the Cost of the Work, as substantiated by the Construction Manager's final accounting, is less than claimed by the Construction Manager, the Construction Manager shall be entitled to request mediation of the disputed amount without seeking an initial decision pursuant to Article 15 of AIA Document A201-2017. A request for mediation shall be made by the Construction Manager within 30 days after the Construction Manager's receipt of a copy of the Architect's final Certificate for Payment. Failure to request mediation within this 30-day period shall result in the substantiated amount reported by the Owner's auditors becoming binding on the Construction Manager. Pending a final resolution of the disputed amount, the Owner shall pay the Construction Manager the amount certified in the Architect's final Certificate for Payment. 11.2.3 The Owner's final payment to the Construction Manager shall be made no later than 30 days after the issuance of the Architect's final Certificate for Payment, or as follows: 11.2.4 If, subsequent to final payment, and at the Owner's request, the Construction Manager incurs costs, described in Sections 7.1 through 7.7, and not excluded by Section 7.9, to correct defective or nonconforming Work, the Owner shall reimburse the Construction Manager for such costs, and the Construction Manager's Fee applicable thereto, on the same basis as if such costs had been incurred prior to final payment, but not in excess of the Guaranteed Maximum Price. If adjustments to the Contract Sum are provided for in Section 6.1.7, the amount of those adjustments shall be recalculated, taking into account any reimbursements made pursuant to this Section 11.2.4 in determining the net amount to be paid by the Owner to the Construction Manager. 11.3Interest Payments due and unpaid under the Contract shall bear interest from the date payment is due at the rate stated below, or in the absence thereof, at the legal rate prevailing from time to time at the place where the Project is located. Insert rate of interest agreed upon, if any) 8 % eight ARTICLE 12 DISPUTE RESOLUTION 12.1 Initial Decision Maker 12.1.1 Any Claim between the Owner and Construction Manager shall be resolved in accordance with the provisions set forth in this Article 12 and Article 15 of A201-2017. However, for Claims arising from or relating to the Construction Manager's Preconstruction Phase services, no decision by the Initial Decision Maker shall be required as a condition precedent to mediation or binding dispute resolution, and Section 12.1.2 of this Agreement shall not apply. 12.1.2 The Architect will serve as the Initial Decision Maker pursuant to Article 15 of AIA Document A201-2017 for Claims arising from or relating to the Construction Manager's Construction Phase services, unless the parties appoint below another individual, not a party to the Agreement, to serve as the Initial Decision Maker. If the parties mutually agree, insert the name, address and other contact information of the Initial Decision Maker, if other than the Architect.) Init. AIA Document A733 — 2019 Copyright @ 1991, 2003 2009, and 2019 by The American Institute of Architects All rights reserved. ° : r , ; ",:, ^,f This document was produced 19 by AIA software at 11:46:04 CT on 03/11/2022 under Order No.2114281040 which expires on 01118/2023, is not for resale, is licensed for one-time use only, and t may only be used in accordance with the AIA Contract Documents® Terms of Service. To report copyright violations, e-mail copyright@aia.org. User Notes: (2003594567) 12.2 Binding Dispute Resolution For any Claim subject to, but not resolved by mediation pursuant to Article 15 of AIA Document A201-2017, the method of binding dispute resolution shall be as follows: Check the appropriate box.) X ] Arbitration pursuant to Article 15 of AIA Document A201-2017 Litigation in a court of competent jurisdiction Other: (Spec) Mediation shall be conducted by a mediator mutually agreeable to the parties and not under the American Arbitration Association. The parties shall be equally responsible for the mediator's fees. If the Owner and Construction Manager do not select a method of binding dispute resolution, or do not subsequently agree in writing to a binding dispute resolution method other than litigation, Claims will be resolved by litigation in a court of competent jurisdiction. ARTICLE 13 TERMINATION OR SUSPENSION 13.1 Termination Prior to Execution of the Guaranteed Maximum Price Amendment 13.1.1 If the Owner and the Construction Manager do not reach an agreement on the Guaranteed Maximum Price, the Owner may terminate this Agreement upon not less than seven days' written notice to the Construction Manager, and the Construction Manager may terminate this Agreement, upon not less than seven days' written notice to the Owner. 13.1.2 In the event of termination of this Agreement pursuant to Section 13.1.1, the Construction Manager shall be compensated for Preconstruction Phase services and Work performed prior to receipt of a notice of termination, in accordance with the terms of this Agreement. In no event shall the Construction Manager's compensation under this Section exceed the compensation set forth in Section 5.1. 13.1.3 Prior to the execution of the Guaranteed Maximum Price Amendment, the Owner may terminate this Agreement upon not less than seven days' written notice to the Construction Manager for the Owner's convenience and without cause, and the Construction Manager may terminate this Agreement, upon not less than seven days' written notice to the Owner, for the reasons set forth in Article 14 of A201-2017. 13.1.4 In the event of termination of this Agreement pursuant to Section 13.1.3, the Construction Manager shall be equitably compensated for Preconstruction Phase services and Work performed prior to receipt of a notice of termination. In no event shall the Construction Manager's compensation under this Section exceed the compensation set forth in Section 5.1. 13.1.5 If the Owner terminates the Contract pursuant to Section 13.1.3 after the commencement of the Construction Phase but prior to the execution of the Guaranteed Maximum Price Amendment, the Owner shall pay to the Construction Manager an amount calculated as follows, which amount shall be in addition to any compensation paid to the Construction Manager under Section 13.1.4: 1 Take the Cost of the Work incurred by the Construction Manager to the date of termination; 2 Add the Construction Manager's Fee computed upon the Cost of the Work to the date of termination at the rate stated in Section 6.1 or, if the Construction Manager's Fee is stated as a fixed sum in that Section, an amount that bears the same ratio to that fixed -sum Fee as the Cost of the Work at the time of termination bears to a reasonable estimate of the probable Cost of the Work upon its completion; and 3 Subtract the aggregate of previous payments made by the Owner for Construction Phase services. 13.1.6 The Owner shall also pay the Construction Manager fair compensation, either by purchase or rental at the election of the Owner, for any equipment owned by the Construction Manager that the Owner elects to retain and that is not otherwise included in the Cost of the Work under Section 13.1.5.1. To the extent that the Owner elects to take legal assignment of subcontracts and purchase orders (including rental agreements), the Construction Manager shall, as a condition of receiving the payments referred to in this Article 13, execute and deliver all such papers and take all such steps, including the legal assignment of such subcontracts and other contractual rights of the Construction Manager, as the Owner may require for the purpose of fully vesting in the Owner the rights and benefits of the Construction Manager Init. AIA Document,,,, 1 p I co , ,t Ir : y r, -°,,, „ ; ,r i; P;r; rights reserved• This document was produced A133- — 2019. Co ri ht O 1991 2003 2009, and 2019 b The American Institute of Architects All I c it 20 by AIA software at 11:46:04 CT on 03/11/2022 under Order No.2114281040 which expires on 01/18/2023, is not for resale, is licensed for one-time use only, and t may only be used in accordance with the AIA Contract Documents® Terms of Service. To report copyright violations, e-mail copyright@aia.org. User Notes: (2003594567) under such subcontracts or purchase orders. All Subcontracts, purchase orders and rental agreements entered into by the Construction Manager will contain provisions allowing for assignment to the Owner as described above. 13.1.6.1 If the Owner accepts assignment of subcontracts, purchase orders or rental agreements as described above, the Owner will reimburse or indemnify the Construction Manager for all costs arising under the subcontract, purchase order or rental agreement, if those costs would have been reimbursable as Cost of the Work if the contract had not been terminated. If the Owner chooses not to accept assignment of any subcontract, purchase order or rental agreement that would have constituted a Cost of the Work had this agreement not been terminated, the Construction Manager will terminate the subcontract, purchase order or rental agreement and the Owner will pay the Construction Manager the costs necessarily incurred by the Construction Manager because of such termination. 13.2 Termination or Suspension Following Execution of the Guaranteed Maximum Price Amendment 13.2.1 Termination The Contract may be terminated by the Owner or the Construction Manager as provided in Article 14 of AIA Document A201-2017. 13.2.2 Termination by the Owner for Cause 13.2.2.1 If the Owner terminates the Contract for cause as provided in Article 14 of AIA Document A201-2017, the amount, if any, to be paid to the Construction Manager under Article 14 of AIA Document A201-2017 shall not cause the Guaranteed Maximum Price to be exceeded, nor shall it exceed an amount calculated as follows: 1 Take the Cost of the Work incurred by the Construction Manager to the date of termination; 2 Add the Construction Manager's Fee, computed upon the Cost of the Work to the date of termination at the rate stated in Section 6.1 or, if the Construction Manager' Fee is stated as a fixed sum in that Section, an amount that bears the same ratio to that fixed -sum Fee as the Cost of the Work at the time of termination bears to a reasonable estimate of the probable Cost of the Work upon its completion; 3 Subtract the aggregate of previous payments made by the Owner; and 4 Subtract the costs and damages incurred, or to be incurred, by the Owner under Article 14 of AIA Document A201-2017. 13.2.2.2 The Owner shall also pay the Construction Manager fair compensation, either by purchase or rental at the election of the Owner, for any equipment owned by the Construction Manager that the Owner elects to retain and that is not otherwise included in the Cost of the Work under Section 13.2.2.1.1. To the extent that the Owner elects to take legal assignment of subcontracts and purchase orders (including rental agreements), the Construction Manager shall, as a condition of receiving the payments referred to in this Article 13, execute and deliver all such papers and take all such steps, including the legal assignment of such subcontracts and other contractual rights of the Construction Manager, as the Owner may require for the purpose of fully vesting in the Owner the rights and benefits of the Construction Manager under such subcontracts or purchase orders. 13.2.3 Termination by the Owner for Convenience If the Owner terminates the Contract for convenience in accordance with Article 14 of AIA Document A201-2017, then the Owner shall pay the Construction Manager a termination fee as follows: Insert the amount of or method for determining the fee, if any, payable to the Construction Manager following a termination for the Owner's convenience) 13.3 Suspension The Work may be suspended by the Owner as provided in Article 14 of AIA Document A201-2017; in such case, the Guaranteed Maximum Price and Contract Time shall be increased as provided in Article 14 of AIA Document A201-2017, except that the tern "profit" shall be understood to mean the Construction Manager's Fee as described in Sections 6.1 and 6.3.5 of this Agreement. ARTICLE 14 MISCELLANEOUS PROVISIONS 14.1 Terms in this Agreement shall have the same meaning as those in A201-2017. Where reference is made in this Agreement to a provision of AIA Document A201-2017 or another Contract Document, the reference refers to that provision as amended or supplemented by other provisions of the Contract Documents. Init. and 2019 by The American Institute of Architects. All rights reserved. 1 `rr i „sri JI' t Copyright AIA software at 11:46.04 CT on 03/11/ 022 under Order No r p r - %, n This document was produced 21 b y .2114281040 which expires on 01/18/2023, is not for resale, is licensed for one-time use only, and t may only be used in accordance with the AIA Contract Documents® Terms of Service. To report copyright violations, e-mail copyright@aia.org. User Notes: (2003594567) 14.2 Successors and Assigns 14.2.1 The Owner and Construction Manager, respectively, bind themselves, their partners, successors, assigns and legal representatives to covenants, agreements, and obligations contained in the Contract Documents. Except as provided in Section 14.2.2 of this Agreement, and in Section 13.2.2 of A201-2017, neither party to the Contract shall assign the Contract as a whole without written consent of the other. If either party attempts to make an assignment without such consent, that party shall nevertheless remain legally responsible for all obligations under the Contract. 14.2.2 The Owner may, without consent of the Construction Manager, assign the Contract to a lender providing construction financing for the Project, if the lender assumes the Owner's rights and obligations under the Contract Documents. The Construction Manager shall execute all consents reasonably required to facilitate the assignment. 14.3Insurance and Bonds 14.3.1 Preconstruction Phase See attached Insurance Certificate The Construction Manager shall maintain the following insurance for the duration of the Preconstruction Services performed under this Agreement. If any of the requirements set forth below exceed the types and limits the Construction Manager normally maintains, the Owner shall reimburse the Construction Manager for any additional cost. 14.3.1.1 Commercial General Liability with policy limits of not less than ($ ) for each occurrence and ($ ) in the aggregate for bodily injury and property damage. 14.3.1.2 Automobile Liability covering vehicles owned, and non -owned vehicles used, by the Construction Manager with policy limits of not less than ($ ) per accident for bodily injury, death of any person, and property damage arising out of the ownership, maintenance and use of those motor vehicles, along with any other statutorily required automobile coverage. 14.3.1.3 The Construction Manager may achieve the required limits and coverage for Commercial General Liability and Automobile Liability through a combination of primary and excess or umbrella liability insurance, provided that such primary and excess or umbrella liability insurance policies result in the same or greater coverage as the coverages required under Sections 14.3.1.1 and 14.3.1.2, and in no event shall any excess or umbrella liability insurance provide narrower coverage than the primary policy. The excess policy shall not require the exhaustion of the underlying limits only through the actual payment by the underlying insurers. 14.3.1.4 Workers' Compensation at statutory limits and Employers Liability with policy limits not less than ($ ) each accident, ($ ) each employee, and ($ ) policy limit. 14.3.1.5 Professional Liability covering negligent acts, errors and omissions in the performance of professional services, with policy limits of not less than ($ ) per claim and ($ ) in the aggregate. 14.3.1.6 Other Insurance List below any other insurance coverage to be provided by the Construction Manager and any applicable limits) Coverage Limits 14.3.1.7 Additional Insured Obligations. To the fullest extent permitted by law, the Construction Manager shall cause the primary and excess or umbrella polices for Commercial General Liability and Automobile Liability to include the Owner as an additional insured for claims caused in whole or in part by the Construction Manager's negligent acts or omissions. The additional insured coverage shall be primary and non-contributory to any of the Owner's insurance policies and shall apply to both ongoing and completed operations. 14.3.1.8 The Construction Manager shall provide certificates of insurance to the Owner that evidence compliance with the requirements in this Section 14.3.1. 14.3.2 Construction Phase After execution of the Guaranteed Maximum Price Amendment, the Owner and the Construction Manager shall purchase and maintain insurance as set forth in AIA Document A133TM-2019, Standard Form of Agreement Between Owner and Init. AIA Document A133- — 2019. Co ri ht @ 1991 2003 2009, a e of Architects All rights reserved. b AIA software at 11 46:04 CT on 03/111/2022 under Order No.211428 040 which expires onr01/1 , 10 is n" , U,r: r I,,, s This document was produced 22 y p 8/2023, is not for resale, is licensed for one-time use only, and t may only be used in accordance with the AIA Contract Documents® Terms of Service. To report copyright violations, e-mail copyright@aia.org. User Notes: (2003594567) Construction Manager as Constructor where the basis of payment is the Cost of the Work Plus a Fee with a Guaranteed Maximum Price, Exhibit B, Insurance and Bonds, and elsewhere in the Contract Documents. 14.3.2.1 The Construction Manager shall provide bonds as set forth in AIA Document A133Tm-2019 Exhibit B, and elsewhere in the Contract Documents. 14.4 Notice in electronic format, pursuant to Article 1 of AIA Document A201-2017, may be given in accordance with AIA Document E203T?*--2013, Building Information Modeling and Digital Data Exhibit, if completed, or as otherwise set forth below: If other than in accordance with AIA Document E203-2013, insert requirements for delivering notice in electronic format such as name, title, and email address of the recipient and whether and how the system will be required to generate a read receipt for the transmission) 14.5 Other provisions: ARTICLE 15 SCOPE OF THE AGREEMENT 15.1 This Agreement represents the entire and integrated agreement between the Owner and the Construction Manager and supersedes all prior negotiations, representations or agreements, either written or oral. This Agreement may be amended only by written instrument signed by both Owner and Construction Manager. 15.2 The following documents comprise the Agreement: 1 AIA Document A133T"4-2019, Standard Form of Agreement Between Owner and Construction Manager as Constructor where the basis of payment is the Cost of the Work Plus a Fee with a Guaranteed Maximum Price 2 AIA Document A133TM-2019, Exhibit A, Guaranteed Maximum Price Amendment, if executed 3 AIA Document A133T"--2019, Exhibit B, Insurance and Bonds A AIA Document A201 T" —2017, General Conditions of the Contract for Construction 5 AIA Document E203T"-2013, Building Information Modeling and Digital Data Exhibit, dated as indicated below: Insert the date of the E203-2013 incorporated into this Agreement.) 6 Other Exhibits: Check all boxes that apply) AIA Document E234TK-2019, Sustainable Projects Exhibit, Construction Manager as Constructor Edition, dated as indicated below: Insert the date of the E234-2019 incorporated into this Agreement.) Supplementary and other Conditions of the Contract: Document Title Date Pages 7 Other documents, if any, listed below: List here any additional documents that are intended to form part of the Contract Documents. AIA Document A201-2017 provides that the advertisement or invitation to bid, Instructions to Bidders, sample forms, the Construction Manager's bid or proposal, portions ofAddenda relating to bidding or proposal requirements, and other information furnished by the Owner in anticipation of receiving bids or proposals, py g Architects.All rights reserved r;: Init. AIA Document A133 2019 Co ri ht ©1991 2003 2009, and 2019 b The American Institute o r; r „ 'W This document was produced 23 by AIA software at 11:46:04 CT on 03/11/2022 under Order No.2114281040 which expires on 01/18/2023, is not for resale, is licensed for one-time use only, and t may only be used in accordance with the AIA Contract Documents® Terms of Service. To report copyright violations, e-mail copyright@aia.org. User Notes: (2003594567) are not part of the Contract Documents unless enumerated in this Agreement. Any such documents should be listed here only if intended to be part of the Contract Documents) This Agreement is entered into as of the day and year first written above. OWNER (Signature) Therese Haffner Ci1v Administrator Printed name and title) CONSTRUCTION MANAGER (Signature) Michael Gohman President Printedname and title) Init. AIA Document A133--2019. Copyright@ 1991, 2003, 2009, and 2019 by The American Institute of Architects. AllI rights reserved. Aha,, an I WA,' o I nr,/ no'l D4 `d )/Mw w - This document was produced 24 by AIA software at 11:46:04 CT on 03111/2022 under Order No.2114281040 which expires on 01/18/2023, 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 copydght@aia.org. User Notes: (2003594567) Additions and Deletions Report for AIA® Document A 133TM — 2019 This Additions and Deletions Report, as defined on page 1 of the associated document, reproduces below all text the author has added to the standard form AIA document in order to complete it, as well as any text the author may have added to or deleted from the original AIA text. Added text is shown underlined. Deleted text is indicated with a horizontal line through the original AIA text. Note: This Additions and Deletions Report is provided for information purposes only and is not incorporated into or constitute any part of the associated AIA document. This Additions and Deletions Report and its associated document were generated simultaneously by AIA software at 11:46:04 CT on 03/11/2022. AGREEMENT made as of the 17th day of Fe_. bruary in the year 2022 City of St. Joseph 75 Callaway Street E St. Joseph, MN 56374 W. Gohman Construction 815 E County Road 75 . POwBox 25,0 St. Joseph, MN 56374 St. Jospj h Communii Center St. Joseph MN HMA Architects Ltd,. 700 West St. Germain Street Suite 200 St. Cloud, MN 56301 PAGE TBD TBD TBD Fast trackini. not anticipated and not inctuded in the scolre of work or fees at this point. Additions and Deletions Report for AIA Document A133'— 2019. Copyright© 1991, 2003, 2009, and 2019 by The American Institute of Architects. All rights reserved. j lrwd lI/sLr''y"""mdl'J' )r,r,<'v ,o :', J00 rf ,O n Jnn, Thisdocument was produced by AIA software at 11:46:04 CT on 03111/2022 under Order No.2114281040 which expires on 01/1812023, 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 copyright@aia.org. User Notes: ( 2003594567) The,project_will meet the State of Minnesota B3standards. Ms. Therese Haffner„ Cit,Administrator PAGE Not Determined SEH Civil EnJneerin k SEH Civil En wind eenng -,Land Surveying Murray A Mack Principal liDesi Architect Tim Gillet President, Project Architect Both of HMA Architects Ltd. arkmWolvcrt, Proiect Manager W. Gohman Construction Mike Gohman„ Dents Anderson and Ma rk Wolvert will be attendint,meetin s during* the Pre construction„period PAGE 10 60 000 Project Mana, er 87.00/hr Assistant Project Manager Site Superintendent 87.00/hr. PAGE 11 5.1.3 If the Preconstruction Phase services covered by this Agreement have not been completed within ( ) months of the date of this Agreement, through no fault of the Construction Manager, the Construction Manager's compensation for Preconstruction Phase services shall be equitably adjasteii adhusted as mutually agreed by the Construction MaAqugr and Owner. 5.2.2 Payments are due and payable upon presentation of the Construction Manager's invoice. Amounts unpaid 30 ( thirty) 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 Construction Manager. Additions and Deletions Report for AIA Document A133- — 2019. Copyright© 1991, 2003, 2009, and 2019 by The American Institute of Architects. All rights reserved IcA A 2ThisdocumentwasproducedbyAIAsoftwareat11:46:04 CT on 03/11/2022 under Order No.2114281040 which expires on 01/18/2023, 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 copyright@ais.org. User Notes: (2003594567) CM_fee_is 2.6%o,_of,the cost of work, if the jrojec proceeds gust the lrreconstruction phase of the work, all 11 eonstruction.1,rhase services fees, and changes will be included,as hart of the 2.6% Construction ManaVement fee., Travel _costs and storage at our office will not be chard ed, to„the Based „o,nfee , schedule provide in Section 6.1.2 As allowed, per specifications g equipment hundred percent ( 100 %) of 6.1.5 Rental rates for Construction Manager -owned a u1 ment shall not exceed one un,,,,,,,,,,,,,,,,,,_,,,,,,,, the standard rental rate paid at the place of the Project. PAGE 16 11. 1.3 Provided that an Application for Payment is received by the Architect not later than the last day of a month, the Owner shall make payment of the amount certified to the Construction Manager not later than the 25th day of the next month. If an Application for Payment is received by the Architect after the application date fixed above, payment of the amount certified shall be made by the Owner not later than twena y—five (25 )days after the Architect receives the Application for Payment. PAGE 17 5% five 'Percent PAGE 18 Owner rturchased items 1?„erformed„under the tax exemi°A purchasing a ent agreement PAGE 19 8 % eight PAGE 20 XI Arbitration pursuant to Article 15 of AIA Document A201 2017 Mediation shall be conducted bi a mediator mutually -A rq eeable to the parties and not under the American „Arbitration Association. The _parties shall, be a uall, reslroonsible for the mediator's fees. PAGE 22 14. 3.1 Preconstruction Phase See attached Insurance Certificate PAGE 24 Therese Haffner Cit Administrator 1111,- Michael Gohman President Additions and Deletions Report for AIA Document A133' — 2019. Copyright © 1991, 2003, 2009, and 2019 by The American Institute of Architects. All rights reserved. lho / „i- n J«Ok, I h r Il I.,c,J, ,I Ir m,mI rQr; lXU,A)d,MoW e r : i,r'.. This document was produced by AIA software at 11:46:04 CT on 03/11/2022 under Order No.2114281040 which expires on 01/18/2023, 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 copyright@aia.org. User Notes: (2003594567) Certification of Document's Authenticity AIA® Document D401 TM —2003 I, Tim Gillet, hereby certify, to the best of my knowledge, information and belief, that I created the attached final document simultaneously with its associated Additions and Deletions Report and this certification at 11:46:04 CT on 03/11/2022 under Order No. 2114281040 from AIA Contract Documents software and that in preparing the attached final document I made no changes to the original text of AIA® Document A133TM — 2019, Standard Form of Agreement Between Owner and Construction Manager as Constructor where the basis of payment is the Cost of the Work Plus a Fee with a Guaranteed Maximum Price, as published by the AIA in its software, other than those additions and deletions shown in the associated Additions and Deletions Report. 4 4 1qk Dated) AIA Document D401 TM — 2003. Copyright @ 1992 and 2003 by The American Institute of Architects. All rights reserved. 1 f 1:,1A' INi wl/ I n , "m"' i mid if uj ( I bo uod N,,i This documentwas produced by AIA software at 11:46:04 CT on 03/11/2022 under Order No.2114281040 which expires on 01/18/2023, 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, a -mail copyright@aia.org. User Notes: (2003594567)