14106-CONTRACT-SWAN ARCHITECTS.PDF

ARCHITECTURAL SERVICES CONTRACT (TERM)
MARICOPA COUNTY, ARIZONA
Term Architectural Services
FOR PROFESSIONAL SERVICES
Office of Procurement Services
Serial # 14106-ROQ
Contract # 14106-ROQ
C-70-
Project # 14106-ROQ
3 YEAR TERM
ARCHITECTURAL SERVICES CONTRACT
Facilities Management Department
MARICOPA COUNTY, ARIZONA
TERM ARCHITECTURAL SERVICES CONTRACT SERIAL NO. I4106-ROQ
Term Architectural Services Page 1

Table of Contents
RECITALS 4
SECTION I - ARCHITECT'S BASIC SERVICES 4
SECTION II- PERIOD OF SERVICE 5
SECTION III- REIMBURSABLE EXPENSES 5
SECTION IV - COUNTY RESPONSIBILITIES 7
SECTION V - COMPENSATION AND PAYMENTS 7
SECTION VI- PROJECT CONSTRUCTION BUDGET AND COST ESTIMATES 8
SECTION VII - ARCHITECT'S ACCOUNTING RECORDS 8
SECTION VIII - TERMINATION OF AGREEMENT 9
SECTION IX - OWNERSHIP OF DOCUMENTS 9
SECTION X - GENERAL CONSIDERATIONS 9
SECTION XI — INDEMNIFICATION AND INSURANCE 10
SECTION XII - SUCCESSORS AND ASSIGNS 12
SECTION XIII - NO KICK-BACK 13
SECTION XIV - NONDISCRIMINATION, EQUAL EMPLOYMENT OPPORTUNITY, & AMERICANS
WITH DISABILITIES; SMALL BUSINESS ENTERPRISE POLICY 13
SECTION XV - INDEPENDENT CONTRACTOR 13
SECTION XVI - CONFLICTS 13
SECTION XVII - CONTINGENCY FEE 14
SECTION XVIII - MATERIALITY AND WAIVER OF BREACH 14
SECTION XIX - COMPLIANCE WITH LAWS 14
SECTION XX - SEVERANCE 14
SECTION XXI - JOINT PREPARATION 14
SECTION XXII - PRIORITY OF PROVISIONS 15
SECTION XXIII - APPLICABLE LAW AND VENUE 15
SECTION XXIV - AMENDMENTS 15
SECTION XXV - PRIOR AGREEMENTS 15
SECITON XXVI - DRUG-FREE WORKPLACE 15
SECTION XXVII - INCORPORATION BY REFERENCE 15
SECTION XXVIII - LEGAL WORKER REQUIREMENTS 15
SECTION xxix - ATTACHMENTS 16
SECTION )0(X - NOTICES 16
SECTION XXXI - CLAIMS AND DISPUTE RESOLUTION 17
SECTION XXXII - CONTRACT EXECUTION 17
EXHIBIT A - PROJECT SERVICES 19
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I - GENERAL 19
II- PRE-DESIGN SERVICES PHASE 19
III - SCHEMATIC DESIGN PHASE 19
IV - DESIGN DEVELOPMENT PHASE 20
V - CONSTRUCTION DOCUMENTS PHASE 20
VI- QUALITY ASSURANCE/QUALITY CONTROL 21
VII- BIDDING PHASE 22
VIII- CONSTRUCTION PHASE 23
IX - ARCHITECTS REQUIRED ADDITIONAL SERVICES 24
X - OPERATION AND MAINTENANCE MANUAL(s) 25
EXHIBIT B — HOURLY RATES 27
EXHIBIT C - MARICOPA COUNTY SMALL BUSINESS ENTERPRISE PROGRAM PARTICIPATION
REPORTING FORM 29
EXHIBIT D - LEGAL WORKER CERTIFICATION 30
EXHIBIT E - ALTERNATIVE DISPUTE RESOLUTION 31
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PROFESSIONAL SERVICES AGREEMENT
AGREEMENT BETWEEN MARICOPA COUNTY, ARIZONA, AND Swan Architects, Inc.
FOR PROFESSIONAL ARCHITECTURAL SERVICES
THIS AGREEMENT is made and entered into by and between MARICOPA COUNTY, ARIZONA
hereinafter called the "COUNTY" and Swan Architects, Inc.; hereinafter called the "ARCHITECT."
RECITALS
A. Pursuant to Arizona Revised Statutes § 11-251(8) and § 34-102, the Board of Supervisors has the authority
to enter into contracts for the construction of such buildings and structures are necessary, and for
alterations thereto, and for the employment of architects as warranted by the type of construction.
B. The COUNTY proposes to engage the service of an architectural firm to perform certain architectural and
engineering services for the COUNTY on an "on-call" or "as needed" basis. This Agreement is intended
to cover performance by the ARCHITECT under individual Task Orders. The terms of this Agreement
and a Task Order govern the ARCHITECT's work unless the ARCHITECT and the COUNTY agree
otherwise in writing.
C. The COUNTY may require drawings, plans, specifications, cost estimates, construction administration,
and other architectural services, and the ARCHITECT is willing to prepare such drawings, plans,
specifications, cost estimates, provide construction administration, and perform other architectural services
under this Agreement as may be required by the COUNTY.
D. The COUNTY desires to contract with the ARCHITECT for the preparation of such drawings, plans,
specifications, cost estimates, construction administration, and other architectural services on such terms
and conditions as hereinafter follows:
E. NOW THEREFORE, on consideration of the premises and the mutual promises herein contained, the
COUNTY and the ARCHITECT agree as follows:
SECTION I - ARCHITECT'S BASIC SERVICES
A. GENERAL
1. The ARCHITECT shall prepare drawings, plans, and specifications and cost estimates according to the
direction and designated standards of the COUNTY. Also, in consideration of the fee hereinafter
stated, the ARCHITECT agrees to perform contract administration, inspection services and other
architectural services on the PROJECT as described in this Section. It is understood and agreed that
the County's authorized Administration for the PROJECT shall be the Director of Facilities
Management, or designee.
2. The ARCHITECT shall review the requirements of the PROJECT as outlined by the COUNTY. Prior
to performance of any services under this Agreement, the ARCHITECT and his consultants shall meet
with the authorized COUNTY personnel to review the scope and nature of the work to be performed.
3. The ARCHITECT shall be responsible for providing written minutes of all PROJECT meetings that
occur during the course of this work under this Agreement, which are attended by the ARCHITECT or
his representative and by the representatives of the COUNTY. A copy of these minutes shall be sent
to, and received by, the COUNTY no later than three (3) working days after the meeting date. The
ARCHITECT will be responsible for final publishing and distributing of meeting minutes as directed
by the COUNTY.
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4. The ARCHITECT will meet with the COUNTY and representatives of appropriate jurisdictional
agencies to review the requirements of the project and the solutions proposed by the ARCHITECT at
times appropriate to the PROJECT. At no time shall the ARCHITECT meet with jurisdictional
agencies without prior consent or attendance of COUNTY representatives.
5. The ARCHITECT may be required to coordinate with the COUNTY and its designated workstation
supplier for the design and provisions for installation of open office workstations. This work may
include but is not limited to: layout of workstations per COUNTY standards, providing backgrounds
on AutoCAD to the supplier for shop drawing purposes, coordination with the electrical systems of the
building, and provision in the specifications for installation of COUNTY supplied workstations by the
Contractor.
6. As a part of basic services, the ARCHITECT will produce record drawings from the marked-up plans
prepared by the Contractor. Record drawings shall be submitted on CD discs as required by the
COUNTY containing the complete drawings in a pdf electronic format that is 100% compatible with
AutoCAD, references bound.
7. Typical project services are listed in attached Exhibit A. The compensation method shall be
determined on a project by project basis, utilizing Exhibit B ("Hourly Rates") for reference only.
SECTION II- PERIOD OF SERVICE
A. The initial contract shall be in effect for no longer than Three (3) calendar years from the date of approval
by the Maricopa County Board of Supervisors. If work is underway under the terms of this contract at the
time of the expiration date, the contract expiration date shall be extended to the date for completion of
services underway. Furthermore, by mutual written agreement between the County and ARCHITECT, this
contract may be extended for a period of two (2), one (1) year period(s). The total term of this contract,
including all extension periods, shall not exceed five (5) years.
B. Based upon the mutually agreed scope of work for a project, the ARCHITECT shall submit to the
COUNTY an anticipated schedule for completion of each phase of the project. The ARCHITECT will be
required to complete total design phase basic and additional services as required within the total allotment
of time.
C. The time required by the COUNTY, or its designee or regulatory agencies, for reviews or approvals shall
be included in the allotted calendar days for Design phase and shall be considered to be included in each
project schedule. ARCHITECT revisions, additions and corrections required by the COUNTY through its
review of each phase's first document submittal, shall be required as part of the work of each subsequent
phase if applicable. A time extension will not be granted during such phase for these document
modifications. Construction document revisions as required by regulatory agencies and the COUNTY
shall be accomplished by the ARCHITECT within the stated period for that phase.
D. The ARCHITECT shall provide construction administration services from the date of construction contract
award through the PROJECT construction period and final written acceptance of the PROJECT by the
COUNTY regardless of the project delivery method selected. For purposes of this contract, the PROJECT
shall be completed when the building(s) and related warranty work is accepted in writing by the
COUNTY.
E. The ARCHITECT may be required to provide reviews and reports during the one-year post construction
warranty period. The one-year period shall be in addition to the total design and construction periods of
service.
SECTION III - REIMBURSABLE EXPENSES
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A. Reimbursable expenses are additional compensation for Basic and Additional Services that include actual
expenditures made by the ARCHITECT, his employees, or his professional consultants in the interest of
the Project and have the specific prior written approval of the COUNTY. The ARCHITECT hereby agrees
that no reimbursable expense shall be incurred, nor requested for payment, without the ARCHITECT
having obtained prior written approval of the COUNTY. The COUNTY is under no obligation to pay the
ARCHITECT for such expenses without evidence of the COUNTY'S written consent prior to the
ARCHITECT incurring such expenses. Reimbursable expenses may be approved for:
I. Printing costs by a non-COUNTY contracted printing service vendor according to Subsection C
below, if requested by the COUNTY for additional plan review sets or for bidding purposes.
2. Permit fees if levied by an authorized regulatory agency and paid directly by the ARCHITECT with
the COUNTY'S permission.
3. Approved travel expenses where travel is required as part of the project scope shall be billed by
ARCHITECT only for those travel expenses that are in compliance with the Federal Travel
Regulation, CFR Chapter 300-304, as applicable. All out of state travel expenses must be pre-
approved by the County in writing.
B. Costs associated with normal office supplies and equipment expenses shall not be considered as Additional
Reimbursable Expenses paid by the COUNTY as these costs shall be considered as normal overhead and
operating costs which are factored into the ARCHITECT's fee. Normal overhead and operating costs shall
include but are not limited to:
I. Paper, pens, pencils, copier supplies, and computer media.
2. Drafting supplies tools & equipment.
3. Telephone and facsimile equipment, rental & toll charges.
4. Office rental, utility, and other overhead expenses.
5. Plan and specification reproduction costs for CONSULTING review purposes.
6. Postage and delivery costs.
7. Use or rental of computer equipment or related supplies.
8. Overtime work necessary to meet deadlines stipulated within the COUNTY's Notice to Proceed.
C. Unless sp [111 V aULIIVI IL, CIA.IN I MA, (lbuaii tit lilt.. CWIJI bl.AJUG 01 WUll. l_J
will not pay for any of the following expenses of the ARCHITECT:
I. Vehicle mileage to any COUNTY-owned facility located within the State of Arizona.
2. Vehicle mileage for the ARCHITECT or its sub-consultants to attend project related meetings located
within the State of Arizona.
3. Meal costs for employees of ARCHITECT or its sub-consultants whether or not employees of the
COUNTY are in attendance for meetings or other gatherings related to project work for the COUNTY,
except where authorized in writing in advance for out-of-state consultants/sub-consultants traveling to
Arizona or out of state travel related to the assignment.
D. Unless specifically authorized in writing, the ARCHITECT shall use the COUNTY contracted printing
vendor for all reproduction work if copies are required by the COUNTY in addition to the review
document sets required elsewhere in this Agreement.
E. The ARCHITECT shall accompany each payment request for Reimbursable Expenses with a copy of the
original vendor invoice for any and all Reimbursable Expense costs. The COUNTY reserves the right to
reject any and all requests for payment of Reimbursable Expenses costs where no invoice or receipt is
attached.
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F. The ARCHITECT shall only be paid the actual amount charged to the ARCHITECT by the original
vendor for Reimbursable Expenses.
G. Refer to Exhibit "B" for hourly billing rates for ARCHITECT staff and sub-consultants.
SECTION IV - COUNTY RESPONSIBILITIES
A. The COUNTY shall provide the following:
1. Review of documents submitted by the ARCHITECT.
2. Sufficient copies, electronic access or electronic files of all COUNTY forms required to be completed
by the ARCHITECT as described in this Agreement.
3. Response to the ARCHITECT's written request for decisions within a reasonable amount of time, such
time being appropriate to the request.
4. The necessary staff for consultation with the ARCHITECT during program review, schematic, design
development and construction document phases in order to identify problems, needs and other
functional aspects of the PROJECT.
5. Staff for consultation with the ARCHITECT and Contractor during the course of construction.
6. Periodic updates on the progress of reviews and requests for information, progress of submittals and
deliveries of equipment and furniture to be supplied by the COUNTY.
7. All required fees for securing approvals from governmental and other agencies having lawful
jurisdiction over the design of the PROJECT. The COUNTY will pay such fees directly to said
jurisdictional authorities.
B. THE CONSTRUCTION BUDGET. The COUNTY shall monitor both ARCHITECT and Contractor
performance during the period of performance of the ARCHITECT's services under this Agreement. The
COUNTY's monitoring of the ARCHITECT'S and Contractor's performance shall be solely for the
information of the COUNTY and shall not be construed to abridge, limit, supplement, or modify the
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including, but not limited to, the services and duties specifically described in this Agreement.
SECTION V - COMPENSATION AND PAYMENTS
A. The ARCHITECT shall be compensated for contracted services that have been authorized in writing by the
COUNTY. The ARCHITECT shall be compensated on an hourly fees basis in accordance with those
items listed in Exhibit B — Hourly Rates.
B. All ENGINEERING service requests for payment shall be submitted to the COUNTY for review in
electronic format and approval and must be accompanied by a detailed invoice as required by the
COUNTY. A detailed invoice shall include copies of all related invoices and substantiating receipts; a
completed SBE reporting form; and/or other documentation for any charges incurred. Where pre-
authorization is required by the COUNTY, a copy of the written pre-authorization of the COUNTY will be
included with the invoice where those charges are submitted.
1. Invoices shall be submitted to: FMD-AccountsPayable@mail.maricopa.gov with all required
supporting documentation. Invoices should not be hand-delivered, mailed or otherwise transmitted.
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C. The ARCHITECT's fee for contract administration services shall be due and payable monthly during the
progress of the construction work, and shall be contingent upon receipt of ARCHITECT's field reports.
D. Payment for additional services as authorized by the COUNTY shall be made upon completion of the
additional services and upon receipt of a detailed invoice and request for payment.
E. If the PROJECT is abandoned or suspended in whole or in part, for a period of more than 180 days
through no fault of the ARCHITECT, the ARCHITECT is to be paid for the services actually perfoimed in
accordance with ARS Section 34-104.F, but not for any services not actually performed.
F. No deductions shall be made from the ARCH1TECT's compensation on account of retainage withheld
from payments to Contractors.
SECTION VI- PROJECT CONSTRUCTION BUDGET AND COST ESTIMATES
A. Until such time as construction bids have been received for the PROJECT, the ARCHITECT shall treat the
PROJECT Construction Budget and all estimates of construction cost as confidential information. Under
no circumstances shall the ARCHITECT cause the publication of the PROJECT Construction Budget or
construction cost estimates or reveal same to anyone other than authorized COUNTY personnel.
B. To help ensure that the PROJECT is under budget, the ARCHITECT shall include, as part of the bid
package, additive alternates which represent up to 10 percent of the PROJECT construction budget and do
not materially affect the basic function, operation, or design intent of the facility. The ARCHITECT will
identify and make recommendations on the various alternates, but acceptance of any or all of the alternates
will be the sole responsibility of the COUNTY.
C. The successful construction bid as herein referenced, means the bid amount submitted by the Contractor
actually awarded the PROJECT by the Board of Supervisors and shall include the cost for all work
designed or specified by the ARCHITECT.
D. Over-Budget Bids. In the event a PROJECT is bid and the lowest responsible bid is higher than the
COUNTY construction budget amount for the specific project, the COUNTY may reject all bids or
appropriate such additional moneys as arc ncce a v w avvalu um, uiu 8 rs-tc
reject all bids, the COUNTY may direct the ARCHITECT to revise the drawings, plans, and specifications
at no additional expense to the COUNTY in order to obtain a bid for construction not exceeding the
construction budget amount.
SECTION VII- ARCHITECT'S ACCOUNTING RECORDS
A. Records of the ARCHITECT's direct personnel payroll, and reimbursable expense pertaining to the
PROJECT and accounts between the COUNTY and ARCHITECT shall be kept on a generally recognized
accounting basis for a period of no less than nine years after final completion of the PROJECT and shall be
available to the COUNTY (on reasonable notice) for examination during normal business hours.
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SECTION VIII- TERMINATION OF AGREEMENT
A. The COUNTY and the ARCHITECT hereby agree to the full performance of the covenants herein, except
that the COUNTY reserves the right, at its discretion, to terminate or abandon the service provided for in
this Agreement, or abandon any portion of the ARCHITECT's services or portion of the PROJECT for
Which services have been performed by the ARCHITECT.
B. In the event the COUNTY shall abandon the services, or any part of the services, as herein provided, the
COUNTY shall notify the ARCHITECT in writing, and immediately after receiving such notice, the
ARCHITECT shall discontinue advancing the work under this Agreement. Notification shall be made in
writing to the ARCHITECT's principal place of business.
C. Upon such termination or abandonment, the ARCHITECT shall appraise the work completed and submit
his appraisal to the COUNTY for evaluation. The COUNTY shall have the right to inspect the
ARCHITECT' s work to appraise the work completed.
D. Except when terminated for delinquency, insolvency, or non-compliance with the terms of this Agreement,
the ARCHITECT shall receive as compensation for services performed to the date of such termination, a
fee for the percentage of the ARCHITECT's services as provided in this Agreement under Section V. and
that fee shall be in the amount to be agreed mutually by the ARCHITECT and the COUNTY. If there is
no mutual agreement, the COUNTY will use the same method used for "Additional Services" as a guide in
the final determination. In no event, however, shall the fee exceed that set forth in Section VI of this
document. The ARCHITECT will not be paid for any services not actually performed.
SECTION IX - OWNERSHIP OF DOCUMENTS
A. The ARCHITECT may retain ownership of original drawings, plans, specifications, and related documents;
however, the COUNTY shall have ownership of the reproducible, specifications and other contract documents
as referred to in Section I, paragraph 3, and Section I, paragraph 6, which are to be delivered to the COUNTY
before the final payment is made to the ARCHITECT. The COUNTY will not reuse, alter or modify these
reproducibles for other construction projects without first soliciting consultation from the ARCHITECT. In the
event such documents are used without further consultation from the ARCHITECT, the COUNTY agrees to
hold the ARCHITECT harmless from any claim arising from the reuse of these documents for subsequent
construction work.
SECTION X - GENERAL CONSIDERATIONS
A. The use of words "he", "himself', "his" or other terms of masculine gender is intended to apply to both
genders, whether male or female.
B. All services provided by the ARCHITECT under this Agreement shall be performed by employees, agents
or Consultants of the ARCHITECT who are experienced and skilled in their profession and shall be
performed in accordance with the standards of care and workmanship in their profession. The
ARCHITECT's findings, recommendations and professional advice shall be based on practices and
procedures customarily applied in his profession. The ARCHITECT shall be solely responsible for the
completeness and accuracy of his drawings, plans, specifications, supporting data and documents prepared
or complied by either his staff or his Consultants in fulfillment of this Agreement.
C. The ARCHITECT shall make no agreements with his Consultants which abridge, modify or conflict with
the requirements of this Agreement.
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D. The ARCHITECT shall be limited to a maximum total fee of Two Hundred and Fifty Thousand
Dollars ($250,000.00) Per project, for work assigned under this Agreement. This shall include fees for
both basic, additional services, and reimbursable expenses for all projects assigned to the ARCHITECT
during the term of the contract.
E. The ARCHITECT shall require each Consultant, by an appropriate written agreement, of the extent of the
services to be performed by the Consultant on the PROJECT, to be bound to the ARCHITECT by the
terms of this Agreement, and to assume toward the ARCHITECT all the obligations and responsibilities
which the ARCHITECT, by this Agreement, assumes with the COUNTY. Said agreement shall preserve
and protect the rights of the COUNTY under this Agreement with respect to the services to be performed
by the Consultant so that the Consulting Services thereof will not prejudice such rights and shall allow to
the Consultant, unless specifically proved otherwise in the ARCHITECT-CONSULTANT agreement, the
benefits of all rights, remedies and redress against the ARCHITECT, that this ARCHITECT, by this
Agreement, has against the COUNTY. Where appropriate, the ARCHITECT shall require each Consultant
to enter into similar agreements with his sub-consultants. The ARCHITECT shall make available to each
proposed Consultant prior to the execution of the ARCHITECT-CONSULTANT written agreements,
copies of this Agreement to which the Consultant will be bound by this paragraph, and identify to the
Consultant any terms and conditions of the proposed ARCHITECT-CONSULTANT written agreement
which may be at variance with this Agreement. Each Consultant shall similarly make copies of this
Agreement available to his sub-consultants.
F. During the course of PROJECT construction, should any defects be revealed which would adversely affect
the appearance or function of the PROJECT and which are the result of errors, omissions, or
inconsistencies in the drawings and specifications prepared by the ARCHITECT, the ARCHITECT shall,
at his expense, modify these drawings and specifications to resolve the defective conditions to the
satisfaction of the COUNTY without additional compensation.
SECTION XI — INDEMNIFICATION AND INSURANCE
A. INDEMNIFICATION - To the fullest extent permitted by law, ARCHITECT shall defend, indemnify, and
hold harmless COUNTY, its agents, representatives, officers, directors, officials, and employees from and
against all claims, damages, losses and expenses, including, but not limited to, attorney fees, court costs,
expert witness fees, and the cost of appellate proceedings, relating to, arising out of, or alleged to have
resulted from the negligent, reckless, or intentionally wrongful acts, errors, omissions or mistakes of the
ARCHITECT, his agents, representatives, employees, or consultants related to the performance of the
Contract. ARCHITECT's duty to defend, indemnify and hold harmless COUNTY, its agents,
representatives, officers, directors, officials, and employees shall arise in connection with any claim,
damage, loss or expense that is attributable to bodily injury, sickness, disease, death, or injury to,
impairment, or destruction of property, including loss of use resulting therefrom, caused by the referenced
acts, errors, omissions or mistakes in the performance of this Contract including those made by any person
for whose acts, errors, omissions or mistakes ARCHITECT may be legally liable.
The amount and type of insurance coverage requirements set forth herein will in no way be construed as
limiting the scope of the indemnity in this paragraph.
B. INSURANCE REQUIREMENTS - ARCHITECT, at ARCHITECT's own expense, shall purchase and
maintain the herein stipulated minimum insurance from a company or companies duly licensed by the
State of Arizona and possessing a current A.M. Best, Inc. rating of B++. In lieu of State of Arizona
licensing, the stipulated insurance may be purchased from a company or companies, which are authorized
to do business in the State of Arizona, provided that said insurance companies meet the approval of
COUNTY. The form of any insurance policies and forms must be acceptable to COUNTY.
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1. All insurance required herein shall be maintained in full force and effect until all work or service
required to be performed under the terms of the Contract is satisfactorily completed and formally
accepted. Failure to do so may, at the sole discretion of COUNTY, constitute a material breach of this
Contract.
2. ARCHITECT's insurance shall be primary insurance as respects COUNTY, and any insurance or self-
insurance maintained by COUNTY shall not contribute to it.
3. Any failure to comply with the claim reporting provisions of the insurance policies or any breach of an
insurance policy warranty shall not affect the COUNTY'S right to coverage afforded under the
insurance policies.
4. The insurance policies may provide coverage that contains deductibles or self-insured retentions. Such
deductible and/or self-insured retentions shall not be applicable with respect to the coverage provided
to COUNTY under such policies. ARCHITECT shall be solely responsible for the deductible and/or
self-insured retention and COUNTY, at its option, may require ARCHITECT to secure payment of
such deductibles or self-insured retentions by a surety bond or an irrevocable and unconditional letter
of credit.
5. COUNTY reserves the right to request and to receive, within 10 working days, certified copies of any
or all of the herein required insurance policies and/or endorsements. COUNTY shall not be obligated,
however, to review such policies and/or endorsements or to advise ARCHITECT of any deficiencies in
such policies and endorsements, and such receipt shall not relieve ARCHITECT from, or be deemed a
waiver of COUNTY'S right to insist on strict fulfillment of ARCHITECT's obligations under this
Contract.
6. The insurance policies required by this Contract, except Workers' Compensation, and Errors and
Omissions, shall name COUNTY, its agents, representatives, officers, directors, officials and
employees as Additional Insureds.
7. The policies required hereunder, except Workers' Compensation, and Errors and Omissions, shall
contain a waiver of transfer of rights of recovery (subrogation) against COUNTY, its agents,
representatives, officers, directors, officials and employees for any claims arising out of
ARCHITECT'S work or service.
C. ARCHITECT is required to procure and maintain the following coverage's:
1. Commercial General Liability. Commercial General Liability insurance and, when necessary,
Commercial Umbrella insurance with a limit of not less than $1,000,000 for each occurrence,
$1,000,000 Personal/Advertising Injury, and $2,000,000 General Aggregate Limit. The policy shall
include coverage for bodily injury, broad form property damage, and blanket contractual coverage, and
shall not contain any provision that would serve to limit third party action over claims. There shall be
no endorsement or modification of the CGL limiting the scope of coverage for liability arising from
explosion, collapse, or underground property damage.
2. Automobile Liability. Commercial/Business Automobile Liability insurance and, if necessary,
Commercial Umbrella insurance with a combined single limit for bodily injury and property damage
of not less than $1,000,000 each occurrence with respect to any of the Architect's owned, hired, and
non-owned vehicles assigned to or used in performance of the Architect's work or services under this
Contract.
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3. Workers' Compensation. Workers' Compensation insurance to cover obligations imposed by federal
and state statutes having jurisdiction of the Architect's employees engaged in the performance of the
work or services under this Contract; and Employer's Liability insurance of not less than $1,000,000
for each accident, $1,000,000 disease for each employee, and $1,000,000 disease policy limit.
ARCHITECT waives all rights against COUNTY and its agents, officers, directors and employees for
recovery of damages to the extent these damages are covered by the Workers' Compensation and
Employer's Liability or commercial umbrella liability insurance obtained by ARCHITECT pursuant to
this Agreement.
4. Errors and Omissions (Professional Liability) Insurance. Errors and Omissions (Professional
Liability) insurance and, if necessary, Commercial Umbrella insurance, which will insure and provide
coverage for errors or omissions or professional liability of the Architect, with limits of no less than
$2,000,000 for each claim, $3,000,000 aggregate.
D. COVERAGES
Commercial General Liability $1,000,000 Each Occurrence
$1,000,000 Personal & Advertising Injury
$2,000,000 General Aggregate
Automotive Liability $1,000,000 Each Occurrence
Workers' Compensation $1,000,000 Each Accident
$1,000,000 Disease for Each Employee
$1,000,000 Disease Policy Limit
Errors and Omissions $2,000,000 Each Claim
$3,000,000 Aggregate
E. CERTIFICATES OF INSURANCE - Prior to commencing work or services under this Contract,
ARCHITECT shall furnish COUNTY with Certificates of Insurance in a form acceptable to COUNTY, or
formal endorsements as required by the Contract in the form provided by the County, issued by
ARCHITECT'S insurer(s), as evidence that policies providing the required coverage's, conditions and
limits required by this Contract are in full force and effect. Such certificates shall identify this contract
number and title.
I. In the event any insurance policy(ies) required by this contract is(are) written on a "claims made"
basis, coverage shall extend for two years past completion and acceptance of ARCHITECT'S work or
services and as evidenced by annual Certificates of Insurance.
2. If a policy does expire during the life of the Contract, a renewal certificate must be sent to COUNTY
fifteen (15) days prior to the expiration date.
F. CANCELLATION AND EXPIRATION NOTICE - Insurance required herein shall not expire, be
canceled, or materially changed without thirty (30) days prior written notice to COUNTY.
SECTION XII - SUCCESSORS AND ASSIGNS
A. The COUNTY and the ARCHITECT each binds himself, his partners, successors, assigns, and legal
representatives to the other party to this Agreement and to the partners, successors, assigns, and covenants
of this Agreement. Neither the COUNTY nor the ARCHITECT shall assign, sublet, or transfer his interest
in this Agreement without the written consent of the other. In no event shall any contractual relation be
created by this Agreement between any third party and the COUNTY. In the event ARCHITECT changes
the name of the firm to which this contract has been awarded, it is incumbent upon ARCHITECT to
request COUNTY through the Procurement Officer to prepare the appropriate agreement to reflect the
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ARCHITECT's name change. In the event ARCHITECT chooses not to change its name for work
accomplished through this awarded contract, ARCHITECT will issue all payments on the letterhead of the
firm contracted with the COUNTY under this contract. Failure to comply may result in the invoices of
ARCHITECT being refused, which will result in a delay of payment to ARCHITECT at no additional cost
to COUNTY.
SECTION XIII - NO KICK-BACK
A. The ARCHITECT warrants that no person has been employed or retained to solicit or secure this
Agreement upon an agreement or understanding for a commission, percentage, brokerage, or contingent
fee, and that no member of the Board of Supervisors, or any employee of Maricopa County has any
interest, fmancial or otherwise with the ARCHITECT and his firm.
B. For breach or violation of this warrant, Maricopa County shall have the right to annul this Agreement
without liability, or at its discretion to deduct from the agreement prior to consideration, the full amount of
such commission, percentage, brokerage, and contingent fee.
1. This Agreement and its Notice to Proceed and any addendums thereto shall be subject to ARS Section
38-511.
SECTION XIV - NONDISCRIMINATION, EQUAL EMPLOYMENT OPPORTUNITY, &
AMERICANS WITH DISABILITIES; SMALL BUSINESS ENTERPRISE POLICY
A. This Contract is made in accordance with and subject to the provision of all applicable laws, statutes,
ordinances, rules, regulations, executive orders and codes. To the extent required by applicable law, each
party hereto shall comply and require its Subcontractors and suppliers to comply with all then applicable
federal, state of Arizona and local nondiscrimination laws, rules, regulations, ordinances and executive
orders, including, without limitation, the Civil Rights Act of 1964, the Age Discrimination in Employment
Act and the Americans with Disabilities Act, as they may be amended, modified, codified, supplemented
or repealed from time to time.
B. It is Maricopa County's policy to provide Small Business Enterprises (SBE) with the opportunity to
participate in the County's solicitation process and to be considered to fulfill the requirements for various
commodities and services. This contract has no requirement for utilization of SBEs, however it does
require that utilization of SBE firms by ARCHITECT be reported for tracking by the County. A full
description of the County's SBE program and the contractual requirements are attached hereto and
incorporated herein by reference in Exhibit C.
C. CONTRACTOR agrees to comply with all provisions and requirements of Arizona Executive Order 2009-
09 including flow down of all provisions and requirements to any subcontractors. Executive Order 2009-
09 supersedes Executive order 99-4 and amends Executive order 75-5 and may be viewed and downloaded
at the Governor of the State of Arizona's website
http://www.azgovernor.govkims/upload/E0 2009 09.pdf which is hereby incorporated into this contract
as if set forth in full herein. During the performance of this contract, CONTRACTOR shall not
discriminate against any employee, client or any or any other individual in any way because of that
person's age, race, creed, color, religion, sex, disability or national origin.
SECTION XV - INDEPENDENT CONTRACTOR
A. ARCHITECT is an independent ARCHITECT under this Agreement. Services provided by ARCHITECT
pursuant to this Agreement shall be subject to the supervision of ARCHITECT. In providing such
services, neither ARCHITECT nor its agents shall act as officers, employees, or agents of the COUNTY.
This Agreement shall not constitute or make the parties a partnership or joint venture. The COUNTY is
not responsible for any debt, default, act or omission of the ARCHITECT.
SECTION XVI - CONFLICTS
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A. Neither ARCHITECT nor its employees shall have or hold any continuing or frequently recurring
employment or contractual relationship that is substantially antagonistic or incompatible with
ARCHITECT's loyal and conscientious exercise of judgment related to its peiforrnance under this
Agreement.
B. ARCHITECT agrees that none of its officers or employees shall, during the term of this Agreement, serve
as an expert witness against COUNTY in any legal or administrative proceeding in which he or she is not a
party, unless compelled by court process. Further, ARCHITECT agrees that such persons shall not give
sworn testimony or issue a report or writing, as an expression of his or her expert opinion, which is adverse
or prejudicial to the interests of COUNTY in connection with any such pending or threatened legal or
administrative proceeding. The limitations of this section shall not preclude ARCHITECT or any other
persons from representing themselves in any action or in any administrative or legal proceeding.
C. In the event ARCHITECT is permitted to utilize sub-consultants to perform any services required by this
Agreement, ARCHITECT agrees to prohibit such sub-consultants, by written contract, from having any
conflicts within the meaning of this section.
SECTION XVH - CONTINGENCY FEE
A. ARCHITECT warrants that it has not employed or retained any company or person, other than a bona fide
employee working solely for ARCHITECT, to solicit or secure this Agreement and that it has not paid or
agreed to pay any person, company, corporation, individual or firm, other than a bona fide employee
working solely for ARCHITECT, any fee, commission, percentage, gift, or other consideration contingent
upon or resulting from the award or making of this Agreement. For a breach or violation of this provision,
COUNTY shall have the right to terminate this Agreement without liability at its discretion, or to deduct
from the agreement price or otherwise recover the full amount of such fee, commission, percentage, gift or
consideration.
SECTION XVIII - MATERIALITY AND WAIVER OF BREACH
A. COUNTY AND ARCHITECT agree that each requirement, duty, and obligation set forth herein is
substantial and important to the formation of this Agreement and, therefore, is a material term hereof.
B. COUNTY'S failure to enforce any provision of this Agreement shall not be deemed a waiver of such
provision or modification of this Agreement. A waiver of any breach of a provision of this Agreement
shall not be deem a waiver of any subsequent breach and shall not be construed to be a modification of the
terms of this Agreement.
SECTION XIX - COMPLIANCE WITH LAWS
A. ARCHITECT shall comply with all federal state, and local laws, codes, ordinances, rules, and regulations
in performing its duties, responsibilities, and obligations pursuant to this Agreement.
SECTION XX - SEVERANCE
A. In the event a portion of this Agreement is found by a court of competent jurisdiction to be invalid, the
remaining provisions shall continue to be effective unless COUNTY or ARCHITECT elects to terminate
this Agreement. An election to terminate this Agreement based upon this provision shall be made within
seven (7) days after the finding by the court becomes final.
SECTION XXI - JOINT PREPARATION
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A. The parties acknowledge that they have sought and received whatever competent advice and counsel as
was necessary for them to form a full and complete understanding of all rights and obligations herein and
that the preparation of this Agreement has been their joint effort. The language agreed to expresses their
mutual intent and the resulting document shall not, solely as a matter of judicial construction, be construed
more severely against one of the parties than the other.
SECTION XXII - PRIORITY OF PROVISIONS
A. If there is a conflict or inconsistency between any term, statement, requirement, or provision of any exhibit
attached hereto, any document or events referred to herein, or any document incorporated into this
Agreement by reference and a term, statement, requirement, or provision of this Agreement, the term,
statement, requirement, or provision contained in this Agreement shall prevail and be given effect.
SECTION XXIII - APPLICABLE LAW AND VENUE
A. This Agreement shall be interpreted and construed in accordance with and governed by the laws of the
State of Arizona. Venue for litigation or any proceedings concerning this Agreement shall be in Maricopa
County, Arizona.
SECTION XXIV - AMENDMENTS
A. No modification, amendment, or alteration in the terms or conditions contained herein shall be effective
unless contained in a written document prepared with the same or similar formality as this Agreement and
executed by the COUNTY and ARCHITECT.
B. All amendments to this Contract shall be in writing and approved/signed by both parties. Maricopa County
Office of Procurement Services shall be responsible for approving all amendments for Maricopa County
SECTION XXV - PRIOR AGREEMENTS
A. This document incorporates and includes all prior negotiations, correspondence, conversations,
agreements, and understandings applicable to the matters contained herein and the parties agree that there
are no commitments, agreements or understandings concerning the subject matter of this Agreement that
are not contained in this document. Accordingly, the parties agree that no deviation from the terms hereof
shall be predicated upon any prior representations or agreements, whether oral or written. It is further
agreed that no modification, amendment or alteration in the terms or conditions contained herein shall be
ye -Mlle BI TO LifticIIICe wiin ec,Lion /1./11V dOOVe
SECITON XXVI - DRUG-FREE WORKPLACE
A. It is a requirement of COUNTY that it enter into contracts only with firms that certify the establishment of
a drug free work place. Execution of this Agreement by ARCHITECT shall serve, as ARCHITECT's
required certification that it either has or that it will establish a drug free work place.
SECTION XXVII - INCORPORATION BY REFERENCE
A. The truth and accuracy of each "Whereas" clause set forth herein is acknowledged by the parties. The
attached Exhibits are incorporated into and made a part of this Agreement.
SECTION XXVIII - LEGAL WORKER REQUIREMENTS
A. As required by Arizona Revised Statutes §41-4401, the COUNTY is prohibited after September 30, 2008
from awarding a contract to any service or construction ARCHITECT who fails, or whose sub-contractors
fail, to comply with Arizona Revised Statutes § 23-214-A. The ARCHITECT warrants that it complies
fully with all federal immigration laws and regulations that relate to its employees, that it shall verify,
through the employment verification pilot prop -am as jointly administered by the U.S. Department of
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Term Architectural Services Page 15

Homeland Security and the Social Security Administration or any of its successor programs, the
employment eligibility of each employee hired after December 31, 2007, and that it shall require its sub-
contractors and sub-sub-contractors to provide the same warranties to the ARCHITECT. The
ARCHITECT acknowledges that a breach of this warranty by ARCHITECT or by any sub-contractor or
sub-sub-contractor under this Contract shall be deemed a material breach of this Contract, and is grounds
for penalties, including termination of this Contract, by Maricopa County. Maricopa County retains the
right to inspect the records of any ARCHITECT, sub-contractor and sub-sub-contractor employee who
performs work under this Contract, and to conduct random verification of the employment records of the
ARCHITECT and any sub-contractor and sub-sub-contractor who works on this Contract, to ensure that
the ARCHITECT and each sub-contractor and sub-sub-contractor is complying with the warranties set
forth above. ARCHITECT shall be responsible for all costs associated with compliance with this
requirement.
SECTION XXIX — ATTACHMENTS
Exhibit A — Project Services
Exhibit B — Hourly Rates
Exhibit C — SBE Reporting Form
Exhibit D — Legal Worker Statement (from Statement of Qualifications)
Exhibit E — Alternative Dispute Resolution
SECTION XXX - NOTICES
Notices: All notice to be given hereunder shall be in writing, and may be given by depositing the same
in the United States mail addressed to the party to be notified, postpaid, return receipt requested or by
delivering the same n person to such party with written receipt of acknowledgement of delivery by a
person at the address(s) set forth below. All notices to be given to the parties hereto shall be sent to or
made to the addresses shown below. The place for giving notice shall remain the same as set forth
herein unless changed in the manner provided in this Section.
Whenever either party desires to give notice to the other, such notice must be in writing, sent by
certified United States mail, postage prepaid, return receipt requested, or by hand-delivery with a
request for a written receipt of acknowledgment of delivery, addressed to the party for whom it is
intended at the place last specified. The place for giving notice shall remain the same as set forth
herein until changed in writing in the manner provided in this Section. For the present, the parties
designate the following:
Reid Spaulding, Director
Facilities Management Department
Maricopa County
401 W. Jefferson St
Phoenix, Arizona 85003
AND
Wes Baysinger, Chief Procurement Officer
Office of Procurement Services
Maricopa County
320 W. Lincoln Street
Phoenix, Arizona 85003
AND TO DESIGN PROFESSIONAL:
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Term Architectural Services Page 16

Jeffry A. Swan, AIA, President
Swan Architects, Inc.
833 N. 5th Ave
Phoenix, AZ 85003
SECTION XXXI - CLAIMS AND DISPUTE RESOLUTION
A. Notice Prior to Execution of Work. If the ARCHITECT wishes to make Claim for any increase in the
Project Cost, written notice must be given before proceeding to execute the Work. Prior notice is not
required for Claims relating to an emergency endangered life or property. If the ARCHITECT
believes additional cost is involved for reasons including but not limited to (1) a written interpretation
from the design, an order by the OWNER to stop the Work where the ARCHITECT was not at fault,
(2) other reasonable grounds, a Claim shall be filed in accordance with this Section.
B. Fourteen Days After Occurrence. If the ARCHITECT wishes to make a Claim for an increase in the
Project Cost, the ARCHITECT shall give the OWNER written notice thereof within fourteen (14) days
after the occurrence of the event giving rise to such Claim or within fourteen (14) days after the
ARCHITECT should have recognized, in the exercise of due diligence, the condition giving rise to
such Claim. The ARCHITECT shall provide such notice before proceeding to perform the Work.
Any Claim with respect to an emergency shall be made not later than five (5) days after occurrence of
the emergency as to which the Work was performed.
C. Waiver of Claim for Additional Cost. Failure to give notice of a Claim for an increase Project Cost in
strict compliance with the requirements of this Section shall constitute a waiver of such Claim.
D. Notwithstanding anything to the contrary provided elsewhere in the Contract, the alternative dispute
resolution ("ADR") process provided for in as Exhibit E (attached hereto and incorporated herein by
this reference) shall be the exclusive means for resolution of claims or disputes arising under this
Contract.
SECTION X,OCII - CONTRACT EXECUTION
This Agreement shall be in full force and effect only when the Board of Supervisors of Maricopa County,
Arizona has approved it, and when executed by the Chairman of the Board of Supervisors.
IN WITNESS WHEREOF, the parties hereto have executed this Agreement on the day and date first above
written, in counterparts, each of which shall without proof or accounting for the other counterparts, be deemed
an original Contract.
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Term Architectural Services Page 17

Term Architectural Services
14106-ROQ
F•z;•
Date
Jeffry A. Swan, AIA 86-1021806
Printed Name Federal Tax Identification Number
President 26579
Title State Board Registration Number
Net 30 90607
Vendor Terms NIGP Commodity Code (Advantage)
COUNTY OF MARICOPA, ARIZONA
RECOMMENDED BY: ACCEPTED AND APPROVED:
Department Head Date Chairman, Board of Supervisors Date
ATTEST:
Clerk of the Board Date
LEGAL REVIEW:
Approved as to form and within the powers
and authority granted under the laws of the
State of Arizona to Maricopa County.
By:
Attorney, Board of Supervisors
Date:
TERM ARCHITECTURAL SERVICES CONTRACT SERIAL NO. I4106-ROQ
Term Architectural Services Page 18

EXHIBIT A - PROJECT SERVICES
Facilities Management Department
MARICOPA COUNTY, ARIZONA
3 Year Term
ARCHITECTURAL SERVICES CONTRACT
SERIAL # 14106-ROQ
CONTRACT NO.: 14106-ROQ
I - GENERAL
A. This exhibit lists the range of requirements, which may become part of any PROJECT for which the
ARCHITECT provides professional services. The actual service requirements will vary with each
PROJECT. The ARCHITECT and COUNTY will meet and review the scope of work for each PROJECT
completed under terms of this contract and the COUNTY will identify which services it requires of the
ARCHITECT. Based upon the scope of work and the required services the ARCHITECT shall prepare his
proposal, which shall include a design phase schedule. That schedule shall include: design by phases;
owner and stakeholder responses thereto (included in the times set); and permitting. That schedule will
then be updated and delivered electronically every two (2) weeks.
B. All services listed herein may not be required for a project completed by the ARCHITECT. The COUNTY
reserves the right to request additional services not listed here from the ARCHITECT if required to
complete the work, and to direct that any listed services not be performed.
C. ARCHITECT shall send documents that are to be delivered to the COUNTY to the COUNTY's contract
vendor for printing, unless otherwise approved in writing by the COUNTY. The COUNTY will be billed
directly for these printing costs.
II- PRE-DESIGN SERVICES PHASE
A. The ARCHITECT shall work with the Owner to develop a scope of work, phases, schedule and budget for
a specific project. These services shall include programming, space schematics and flow diagrams, survey
of existing facilities, marketing studies, economic feasibility studies, project financing studies, etc. The
um-aft BUN uat,-e—aou g aplile standards, an shall develop a plogtani for a
specific project.
B. After completion of the pre-design services, the ARCHITECT shall present these documents to the
COUNTY for review, comments, and approval. The COUNTY shall have the right to make changes on
review at no cost to the COUNTY as long as the original PROJECT scope is not materially affected
C. The ARCHITECT shall present, at the request of the COUNTY, the pre-design documents to the Maricopa
County Facility Management Review Committee and/or County Board of Supervisors.
III - SCHEMATIC DESIGN PHASE
A. The ARCHITECT shall provide a preliminary evaluation of the program requirements and the PROJECT
budget constraints, each in terms of the other, then review with the COUNTY any inconsistencies evident
between these program requirements and the budgetary limitations.
B. Based upon the mutually agreed PROJECT program and budget requirements, the ARCHITECT shall
prepare schematic design studies leading to the recommended design concept together with a general
description of the PROJECT in terms of its scale and interrelationship of parts. The ARCHITECT shall
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Term Architectural Services Page 19

submit four (4) sets of prints and an electronic copy of these documents to the COUNTY with a written
construction cost estimate based upon a current area, volume, or other unit cost criterion. Upon request the
ARCHITECT shall provide the COUNTY, one (1) set of schematic design documents as revised by the
ARCHITECT to incorporate COUNTY requested changes at the end of each respective design phase. The
schematic design documents will be in a pdf format acceptable to the COUNTY.
C. After completion of the schematic design studies and construction cost estimates, the ARCHITECT shall
present these studies and estimates to the COUNTY for review, comment, and approval. The COUNTY
shall have the right to make changes on review at no cost to the COUNTY as long as the original
PROJECT scope is not materially affected.
D. The ARCHITECT shall present, at the request of the COUNTY, the schematic design and construction
cost estimates to the Maricopa County Facility Management Review Committee and/or County Board of
Supervisors.
IV - DESIGN DEVELOPMENT PHASE
A. After the schematic design studies and construction cost estimates are approved by the COUNTY and the
ARCHITECT is so advised in writing by the COUNTY, the ARCHITECT shall prepare from the approved
schematic design studies the design development documents and other criteria as may be appropriate.
B. The ARCHITECT shall design the PROJECT so that the construction will confotin to the requirements of
Title 34, Arizona Revised Statutes (ARS) regulating Public Buildings and Improvements as well as other
applicable laws, codes, and regulations.
C. The ARCHITECT shall submit to the COUNTY a second construction cost estimate of the PROJECT and
of its major components based on the design development drawings and plans.
D. After completion of the design development phase and construction cost estimates, the ARCHITECT shall
deliver four (4) sets of Design Development documents and outline specifications to the COUNTY for
review, comment, and approval. The Design Development Documents will be in a pdf format acceptable
to the COUNTY. The COUNTY shall have the right to make changes on review at no additional cost
provided that the previously approved design development phase concept is not materially affected by
these changes. Upon request, the ARCHITECT shall provide the COUNTY, one (1) set of design
LI V IODDICIIL uotAnneins as teviseu DV A PrI-1 Druorate COUNIY reuueste
end of each respective design phase.
V - CONSTRUCTION DOCUMENTS PHASE
A. After the design development documents and construction cost estimates have been approved by the
COUNTY and the ARCHITECT has been so advised in writing by the COUNTY, the ARCHITECT shall
prepare, from the approved design development documents, construction drawings, plans, and
specifications setting forth in detail the work required, and shall assist in the drafting of the Form of
Proposal for the construction contract.
B. The ARCHITECT and his consultants shall prepare all drawings for the PROJECT utilizing AutoCAD.
The drawings shall conform to the "CAD Layer Guidelines" established by the COUNTY. Project
Manuals shall be prepared utilizing Microsoft Word. When requested by the COUNTY, the ARCHITECT
shall deliver four (4) sets of 50% complete Construction Documents and project manuals for review and
comment by the COUNTY. The Construction Documents shall be in a pdf format acceptable to the
COUNTY.
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C. The ARCHITECT shall prepare his drawings according to generally accepted practice, COUNTY
standards, and as defined by the "A/E Standard Operating Procedures Manual". The ARCHITECT shall
include the General and Supplementary Conditions and General Requirements as required by the
COUNTY and as provided by the COUNTY.
D. The ARCHITECT shall inform the COUNTY in writing of any adjustments to previous construction cost
estimates as indicated by changes in scope, requirements, or market conditions during the course of the
PROJECT.
E. The ARCHITECT shall file the required Construction documents to secure approval of all governmental
authorities having jurisdiction over the design of the PROJECT. All filing and plans approval fees shall be
paid directly by the COUNTY. The ARCHITECT shall comply with all applicable federal, state, and local
laws, codes, and regulations in effect at the time the construction contract documents (plans and
specifications) are submitted for regulatory approval. The ARCHITECT shall be responsible for
corrections as required to comply with applicable laws, codes, and regulations at no additional cost to the
COUNTY.
F. The ARCHITECT shall submit two (2) sets of final design calculations, including structural, mechanical,
electrical, and plumbing, and four (4) sets of "Construction Documents" including Project Manuals for
review and approval to the COUNTY. The time required by the ARCHITECT to make corrections to the
plans requested by the COUNTY or required by regulatory agencies is considered part of his total contract
time.
G. No later than 14 calendar days following submittal of "Construction Documents" to the COUNTY, the
ARCHITECT shall submit a final construction cost estimate to the COUNTY, itemized by major
categories of work broken down according to the Construction Specification Institution's sixteen division
standard.
H. After completion of the "Construction Documents" and after review by the COUNTY, the ARCHITECT
shall, if requested by the COUNTY, present all documents to the Maricopa County Facility Management
Review Committee and/or County Board of Supervisors.
VI- QUALITY ASSURANCE/QUALITY CONTROL
A. The COUNTY shall review ARCH 11 ECT'S preparation of plans and specifications at the conclusion of
each of the design phases. The ARCHITECT shall provide such information as the COUNTY may require
regarding the ARCHITECT's design and selection of materials and equipment. ARCHITECT shall
provide, at the COUNTY'S request, such data and information as COUNTY may require regarding
ARCHITECT'S estimate of probable construction cost for the PROJECT.
B. The COUNTY will review a Constructability and Value Engineering report prepared by the ARCHITECT
at the completion of Schematic Design, Design Development and 50% of Construction Documents
phases.
C. Within ten (10) days after the receipt of a Notice to Proceed, the ARCHITECT shall provide the COUNTY
with a plan for Quality Assurance/Quality Control of the professional services the ARCHITECT shall
provide for the PROJECT. The Quality Assurance/Quality Control plan shall be in accordance with the
"A/E Standard Operating Procedures Manual" and be executed through all phases of PROJECT work. The
ARCHITECT shall be solely responsible for carrying out the Quality Assurance/Quality Control plan for
the PROJECT, the objective of which shall be to prevent errors and omissions in the plans and
specifications and other documents prepared by the ARCHITECT. The COUNTY will monitor the
ARCHITECT's implementation of the Quality Assurance/Quality Control plan, but the COUNTY will not
be responsible for the ARCHITECT's failure to cany out the Quality Assurance/Quality Control plan nor
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for the accuracy and quality of the ARCHITECT's services. The ARCHITECT shall maintain all quality
control records for a minimum of five (5) years following the date of substantial completion of the
PROJECT. The COUNTY's rights to examine such records shall not be construed to confer upon
COUNTY a duty to check or examine such records, as the Quality Assurance/Quality Control plan and its
documentation is the sole responsibility of the ARCHITECT.
D. Failure by the ARCHITECT or his consultants to incorporate COUNTY or regulatory agency comments
into his plans shall constitute an error or omission on the part of the ARCHITECT and the cost of any
necessary corrective action is to be borne by ARCHITECT.
VII- BIDDING PHASE
A. Upon approval of the final "Construction Documents", including drawings, specifications, and other
contract documents, and upon issuance of a call for construction bids, the ARCHITECT shall send
documents to COUNTY' s contract vendor. The COUNTY' s contract vendor shall be responsible for
printing and distribution of bid sets to contractors and bidding services. At the option of the COUNTY,
the ARCHITECT may be responsible for the distribution of sets of bidding documents and shall collect a
deposit prior to release of any set, conditional upon the return of the bidding documents in reusable
condition.
B. The ARCHITECT shall review all submittals from contractors or suppliers for requested substitutions. The
ARCHITECT shall review all drawings, samples and various other submittals to determine compliance
with the PROJECT plans and specifications. If the ARCHITECT determines that a substitution meets the
specifications, the ARCHITECT shall forward the request to the COUNTY with his recommendations.
The ARCHITECT shall then publish in an addendum, a listing all prior approval substitutions approved by
both the ARCHITECT and COUNTY not less than seven (7) days prior to the opening of bids. Failure by
the ARCHITECT or his consultants to incorporate COUNTY comments, adequately evaluate substitutions
and issue the addenda according to statutory requirements shall constitute an error or omission on the part
of the ARCHITECT and the cost of any necessary corrective action is to be borne by ARCHITECT.
C. The ARCHITECT shall prepare and distribute addenda as required.
D. The ARCHITECT shall prepare the agenda and conduct a PROJECT pre-bid meeting for potential bidders
to encourage competent, competitive bids and to clarify any contractor questions about the PROJECT. At
this meeting the ARCHITECT shall discuss the PROJECT scope of work, the contract documents,
including any addenda. The ARCHITECT shall record minutes of the pre-bid meeting and forward a
record of the meeting to the COUNTY within three (3) working days after the pre-bid meeting.
E BID OPENING - The ARCHITECT shall attend the bid opening(s) for the PROJECT and upon receipt of
all bids, (if requested by the COUNTY) shall review and analyze same for the purpose of advising the
COUNTY as to the validity and completeness of bids, the resolution of any problems or inquiries
associated with the bidding process and the ARCHITECT's recommendations as to which Contractors are
eligible and qualified to perform the work. The ARCHITECT (if requested by the COUNTY) shall also
advise the COUNTY which if any, of the low bid Contractors should or should not be awarded contracts to
perfoini the work and shall appropriately justify this advice.
F. OVERBUDGET BIDS - In the event a PROJECT is bid and the lowest responsible bid is more than 10%
over the ARCHITECT's estimate, the COUNTY may reject all bids or appropriate such additional moneys
as are necessary to award the bid. In the event the COUNTY elects to reject all bids, the COUNTY shall
direct the ARCHITECT to redesign the PROJECT and re-bid the project, without additional fee.
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Term Architectural Services Page 22

VIII- CONSTRUCTION PHASE
A. The ARCHITECT shall prepare the agenda, attend and assist the COUNTY in conducting the
pre-construction conference with the successful bidder. The ARCHITECT shall record the pre-
construction meeting and forward a written record of the meeting minutes to the COUNTY within three (3)
working days.
B. At the pre-construction conference the ARCHITECT shall deliver to the COUNTY three (3) sets of posted
plans and specifications for the project. Two (2) sets shall be for other COUNTY use and one (1) set shall
remain in the construction office for use by the COUNTY and ARCHITECT during the course of
construction.
C. The ARCHITECT shall have access to the work on the PROJECT in normal business hours after proper
notice to the Contractor whenever the work is in preparation or progress. At all times, proper safety
precautions shall be taken by the ARCHITECT.
D. The ARCHITECT shall review and make recommendations to the COUNTY on all claims made by the
Contractor and on all other matters relating to the execution and progress of the work and regarding the
interpretation of the construction contract documents.
E. The ARCHITECT shall timely review all shop drawings, samples and various other submittals to
determine compliance with the PROJECT plans and specifications. If the ARCHITECT determines that a
substitution is required, the ARCHITECT shall forward the request to the COUNTY with his
recommendations. The ARCHITECT shall advise the COUNTY upon the rejection of any submittal item
and provide to the COUNTY an analysis that reflects the effect of such rejection upon the project's critical
path and project execution. As to submittals, ARCHITECT will review submittals for items specifically
mentioned in the Specifications. Responses shall be made within not less than fourteen (14) days after
submittals are received.
F. The ARCHITECT shall prepare Proposal Requests and shall forward the proposal, together with the
reason and justification for the change, the evaluation of options to the proposed change, his
recommendations and evaluation of associated costs and effects upon the construction schedule to the
COUNTY.
Lva-A__U ange Order requests 13,
proposed Change Order, together with his final recommendations to the COUNTY.
H. The ARCHITECT shall respond to requests for information and shall issue such Architect's Supplemental
Instructions, AIA Document G710, as are required for the clarification of the construction contract
documents and to expedite construction of the PROJECT. ALL SUPPLEMENTAL INSTRUCTIONS
AND FIELD ORDERS MUST HAVE THE APPROVAL OF THE COUNTY. RFI's shall be submitted
to the ARCHITECT, with a copy to the COUNTY, on a form that is acceptable to the COUNTY. RFI'S
shall be in numerical order, with no breaks in consecutive numbering. Each page of any attachments to an
RFI shall bear the RFI number. All RFI's should be submitted by e-mail. RFI's requesting information
already in the Contract Documents may be returned as frivolous. RFI's shall not be utilized to approve
submittals or substitutions nor to request Task Order Modifications or Change Orders. RFI's shall be
responded to within seven (7) days of being received, referencing the RFI number.
I. The ARCHITECT of record and the Consultants of record and their designated representatives shall make
periodic site visits for the purpose of determining general compliance with the approved PROJECT plans
and specifications.
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1. The frequency of these periodic visits shall be determined by the particular work being performed and
their relationship to critical events including but not limited to: major system start-up's, and items of
normal building inspection procedures, particularly work that will be covered or concealed. Additional
attention shall be given and reported on construction items concealed later as PROJECT work
progresses.
2. All site visits shall be conducted by the appropriate professional discipline for the work in progress.
3. All visits shall be documented by dated reports on the Architect's Field Report, A1A Document G711.
Problems requiring action by the ARCHITECT or his consultants shall also be recorded, dated, and
appended to the Field Report. Copies shall be forwarded to the COUNTY weekly.
4. It is considered important that the quality of work to be later concealed be observed and documented
on a regular basis. Any deviations from the approved PROJECT plans and specifications shall be
brought to the attention of the Contractor and the COUNTY.
5. The ARCHITECT shall review the plans maintained at the site by the Contractor for notation of
"as-built" construction and report to the COUNTY on the progress of the Contractor's change notation
work monthly with each request for payment.
6. The ARCHITECT shall review the contractors shop drawing log, the progress of submittals and the
completeness and accuracy of his as-built noted plans.
J. The ARCHITECT shall review all Contractor payment requests and receipts for stored materials and
certify that to the best of his knowledge, information, and belief, based on what his observations have
revealed, the quality and quantity of the work is in accordance with the Contract Documents. As part of
each payment application review, the ARCHITECT shall review the as-built drawings to confirm they are
current and notify the Owner of their status.
K. The ARCHITECT and OWNER shall review materials testing reports required by the construction
documents prior to filing. The ARCHITECT shall review with the COUNTY and direct corrective work in
all instances where these reports indicate materials failure to meet specifications.
L. The ARCHITECT shall prepare Certificates of Substantial Completion and Final Completion when
appropriate. the ARCHI I EC, l shall conduct inspections and, subject to the LUUN Y approval,
determine the Date of Substantial Completion and Final Completion and enter such date on the Certificate.
M. The ARCHITECT will create the punch list upon Substantial Completion and review the performances of
the items to assure their having been completed.
IX - ARCHITECTS REQUIRED ADDITIONAL SERVICES
A. The following items represent additional services of the ARCHITECT that may be required on a
PROJECT. Upon the request by the COUNTY, the ARCHITECT shall submit costs for requested
additional services. The ARCHITECT is not to proceed with any additional services without written
approval from the COUNTY.
B. Upon request of the COUNTY, the ARCHITECT shall maintain a competent full-time person at the
Project Site to monitor job progress and for conformance of materials and construction with the Contract
Documents for this new facility. The ARCHITECT's full-time representative shall be an experienced
Arizona Registered ARCHITECT suitable to the COUNTY who shall be present at the Project Site a
minimum of forty (40) hours per week and when any work by the contractor or his subcontractors is being
TERM ARCHITECTURAL SERVICES CONTRACT SERIAL NO. I4106-ROQ
Term Architectural Services Page 24

performed except for Arizona State authorized holiday periods. The ARCHI1 ECT's office staff as
required shall support this resident observer.
I. A resume of this full-time representative shall be furnished to the COUNTY for review and approval.
This observer shall attend all progress meetings at which the COUNTY, ARCHITECT, General
Contractor, and Subcontractors can discuss jointly job procedures, progress, problems, and scheduling.
2. The observer shall maintain at the Project Site, on a current basis, contract records, supplemental
instructions, records of all necessary contract, approved drawings and specifications, samples,
materials maintenance and operating manuals and instructions, and other construction related
documents, including all revisions thereto. He shall obtain from the Contractor a current set of record
drawings, specifications and operating manuals at the completion of the PROJECT. The ARCHITECT
shall see that all record items are delivered to the COUNTY.
3. The observer will issue weekly field reports, electronically submitted to the COUNTY.
4. The period of service for the observer shall be based on an established construction period of time.
Should it appear that construction work would carry beyond the contracted period of service, an
additional service must be authorized by the COUNTY in writing to extend observer's services.
5. The ARCHITECT shall be responsible for the timely completion of these items so as not to delay his
work under this Agreement.
X - OPERATION AND MAINTENANCE MANUAL(s)
A. Upon request of the COUNTY, as a condition for Substantial Completion, the ARCHITECT shall review
comprehensive Operation and Maintenance Manual for the PROJECT and warranties.
B. The ARCHITECT shall be responsible for the timely completion of these items so as not to delay his work
under this Agreement.
C. The Contractor shall coordinate and conduct all required, training sessions as required by the COUNTY to
fully explain and understand the safe operation and maintenance of the system. The ARCHITECT shall
ensure the proper inclusion and coordination by the Contractor of all required factory training aids and
sessions, written guarantees, bonds, warranties, parts lists, spare parts, extra materials, replacement
materials, operating manuals, and maintenance manuals, and all operating and maintenance audio and
visual instructional and training materials shall be delivered to the COUNTY. All training sessions shall
be recorded by the ARCHITECT on a media approved by the COUNTY.
D. POST-CONSTRUCTION WARRANTY - Upon request of the COUNTY, the ARCHITECT shall assist
the COUNTY in conducting a post-construction inspection at least sixty (60) days prior to the expiration of
the two-year post-construction warranty period as required in the ARCHITECT prepared Contract
Documents, making diligent efforts to identify all deficiencies and warranty-related problems and provide
a report on all faults noted and discovered during the inspection to the COUNTY and Contractor at least
forty-five (45) days prior to the expiration of the two-year warranty period. The ARCHITECT shall
provide monthly updates of this report, and such reports shall be continued on a monthly basis past the
expiration of the two-year warranty period until the Contractor has corrected all items noted on the post
anniversary inspection report.
E. RECORD DRAWINGS — Upon request of the COUNTY, the ARCHITECT shall prepare record drawings
separately for the PROJECT, except that buried underground utilities must be shown as "As-Built" and
certified as such with the signature of the Contractor's Superintendent. The ARCHITECT's Construction
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Documents shall include this certification requirement. The record drawings shall be in CAD and pdf
formats.
F. If requested by the COUNTY, the ARCHITECT shall retain the services of an Arizona registered
professional engineer to prepare the necessary plans and specifications for a fire sprinkler system for the
PROJECT. The design shall include pipe types and sizes, valve types and sizes and all notations necessary
to construct a complete system. The plans will be prepared for the purposes of competitive bidding.
G. When the following services cause the ARCHITECT extra expense and when authorized in writing prior
to performance of such work, these services will be paid for as an "Additional Service."
I. Revising previously approved drawings or specifications to accomplish changes requested by the
COUNTY.
2. Preparing documents for supplemental construction work initiated after commencement of the
construction phase not caused by the errors or omissions of the ARCHITECT.
3. Consultation concerning replacement of any work damaged by fire, flood and other natural causes
during construction and furnishing professional services as may be required in connection with the
replacement of such work.
4. Arranging for the work to proceed should the Contractor default due to delinquency or insolvency
H. The ARCHITECT shall be compensated for additional services, when authorized in writing prior to
performance of such services. Hourly fee compensation shall be in accordance with Exhibit B— Hourly
Rate.
I. It is distinctly understood and agreed that no claims for additional compensation will be allowed by the
COUNTY except as provided herein, nor shall the ARCHITECT perform any work or furnish any
materials not covered by this Agreement. Such work or materials furnished by the ARCHITECT without
the written authorization from the Director, Facilities Management, or his designee, shall be at his own
risk, cost and expense. The ARCHITECT hereby agrees that without such prior written authorization, he
will make no claim for compensation for such work or materials furnished.
violation of this contract. In the event of such failure, the COUNTY reserves the right to contract with
others to have these services completed and the full amount for such a contract as well as such reasonable
costs incurred by the COUNTY to obtain that contract shall be borne by the ARCHITECT. This cost shall
be deducted from fees due the ARCHITECT.
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EXHIBIT B — HOURLY RATES
Facilities Management
MARICOPA COUNTY, ARIZONA
3 Year Term
ARCHITECTURAL SERVICES CONTRACT
SERIAL # 14106-ROQ
CONTRACT NO. 14106-ROQ
COMPANY NAME: Swan Architects, Inc.
(FOLLOWING PAGE)
TERM ARCHITECTURAL SERVICES CONTRACT SERIAL NO. 14106-ROQ
Term Architectural Services Page 27

February 23, 2015 L_
swan
Paul Shamrock architects, inc.
Article V Procurement Officer 833 north 5th avenue
phoenix, arizona 85003
Office of Procurement Services tel: 602-264-3083
Maricopa County www.rwanarchiteds,com
Re: 14108-ROO Term Architectural Services Hourly Rates
Principal - direct hourly rate $ 42.00
overhead 150% 63.00
$ 105.00
profit 10% 10.50
$ 115.50/hr
Project Manager - direct hourly rate $ 38.00
overhead 150% 57.00
$ 95.00
profit 10% 9.50
$ 104.50/hr
Project Architect- direct hourly rate $ 38.00
Overhead 150% 57.00
$ 95.00
profit 10% 9.50
$ 104.50/hr
CAD Drafter/Designer - direct hourly rate $ 20.00
overhead 150% 30.00
$ 50.00
profit 10% 5.00
S 55.00/hr
Clerical - direct hourly rate 5 18.00
overhead 150% 24.00
$ 40.00
profit 10% 4.00
$ 44.00/hr
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EXHIBIT C - MARICOPA COUNTY SMALL BUSINESS ENTERPRISE
PROGRAM PARTICIPATION REPORTING FORM
This form is to be submitted with each pay application or invoice. Any pay application or invoice without this form attached is subject
to rejection as not being a completed pay application or invoice pursuant to the terms of the contract.
Name of Prime Consultant/Contractor Contract No.
Contact Person Project No.
Street Address Amount of this Pay Application/Invoice
City, State ZIP
Complete below with information on the SBE firms utilized as subconsultants/subcontractors for this pay application/invoice. If work
was self-performed and your firm, as the prime, is an SBE firm pursuant to A.R.S. § 41-1001, et seq., then you may list your firm as the
SBE firm.
SBE Firm Name SBE Firm Address Type of Work Performed $ Pd to SBE this App/Inv
$
$
$
$
$
$
$
$
$
$
0 A mark in this box certifies that no SBE firms were utilized as the prime, subconsultant or subcontractor with respect to
this pay application/invoice.
Date:
Phone No.:
Printed Name
TERM ARCHITECTURAL SERVICES CONTRACT SERIAL NO. I4106-ROQ
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EXHIBIT D - LEGAL WORKER CERTIFICATION
(NOTE: Please complete this form again if requested by the contracting officer)
(Date)
Maricopa County
Office of Procurement Services — Article 5
320 W. Lincoln Street
Phoenix, Arizona 85003
As required by Arizona Revised Statutes §41-4401, Maticopa County (the "County") is prohibited, after
September 30, 2008 from awarding a contract to any contractor who fails, or whose subcontractors fail, to
comply with Arizona Revised Statutes § 23-214-A. The undersigned entity warrants that it complies fully with
all federal immigration laws and regulations that relate to its employees, that it shall verify, through the
employment verification pilot program as jointly administered by the U.S. Department of Homeland Security
and the Social Security Administration or any of its successor programs, the employment eligibility of each
employee hired after December 31, 2007, and that it shall require its subcontractors and sub-subcontractors to
provide the same warranties to the below entity.
The undersigned acknowledges that a breach of this warranty by the below entity or by any subcontractor or
sub-subcontractor under any Contract resulting from this solicitation shall be deemed a material breach of the
Contract, and is grounds for penalties, including termination of the Contract, by the County. The County
retains the right to inspect the records of the below entity, subcontractor and sub-subcontractor employee who
performs work under the Contract, and to conduct random verification of the employment records of the below
entity and any subcontractor and sub-subcontractor who works on the Contract, to ensure that the below entity
and each subcontractor and sub-subcontractor is complying with the warranties set forth above.
Swan Architects. Inc. 833 N. 5th Ave
(Firm) (Address Line 1
Jeffry A. Swan, AIA
(Print Name) (Address Line 2)
Enter Contractor's License 602-264-3083
(Print Title) (Phone)
602-274-7658
quired) (Fax)
swanarchitects@aol.com 86-1021806
(Email Address) (Federal Taxpayer ID Number)
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EXHIBIT E - ALTERNATIVE DISPUTE RESOLUTION
1.1 Scope. Notwithstanding anything to the contrary provided elsewhere in the Contract, the alternative
dispute resolution ("ADR") process provided for herein shall be the exclusive means for resolution of
claims or disputes arising under, relating to or touching upon the Contract, the interpretation thereof or
the performance or breach by any party thereto, including but not limited to original claims or disputes
asserted as cross claims, counterclaims, third party claims or claims for indemnity or subrogation, in
any threatened or ongoing litigation or arbitration with third parties, if such disputes involve parties to
contracts containing this ADR provision.
1.2 Neutral Evaluator, Arbitrators. The County will select a Neutral Evaluator to serve as set forth in
this ADR process. As needed under § 1.6.2 below, the County and Design Professional shall each
select an arbitrator to serve as set forth in this ADR process. Each arbitrator selected shall be a member
of the State Bar of the State of Arizona and shall have experience in the field of construction law. All
arbitrators, once selected, shall serve as neutral arbitrators, even if they are party-appointed. The
County and the Design Professional shall name their respective arbitrators within five (5) calendar
days after the declaration of a failure of mediation or the mutual waiver of mediation.
1.3 Discussion and Partnering. When a claim is made or a dispute arises relating to the Contract, senior
representatives of the County and the claimant will meet personally within ten (10) days to discuss the
claim/dispute and attempt to resolve it. If, after good faith efforts, resolution is not achieved, the
claim/dispute (hereafter "dispute") will proceed to the neutral evaluation process.
1.4 Neutral Evaluation Process. If the parties have been unable to resolve the dispute after discussions
and partnering, the following neutral evaluation process shall be used to resolve any such dispute.
1.4.1 Notification of Dispute. The County through its Agent shall promptly notify the Neutral
Evaluator in writing of the existence of a dispute within ten days of the County or the Design
Professional declaring need to commence the neutral evaluation process.
1.4.2 Non-Binding Informal Hearing. The Neutral Evaluator shall schedule a non-binding
infoinial hearing of the matter to be held within ten (10) calendar days from receipt of
notification of the existence of a dispute. The Neutral Evaluator may conduct the hearing in
such manner as he deems appropriate and shall notify each party of the hearing of its
opportunity to present such evidence as they believe will resolve the dispute. The Neutral
LEBO
issues and evidence intended to be introduced at the hearing and their proposed resolution of
the dispute to the Neutral Evaluator before the hearing commences. Potential Arbitrators shall
not participate in such informal hearing or proceedings process. The Neutral Evaluator is not
bound by the rules of evidence when admitting evidence in the hearing and may limit the
length of the hearing, the number of witnesses or any evidence introduced to the extent
deemed relevant and efficient.
1.4.3 Non-Binding Decision. The Neutral Evaluator shall render a non-binding written decision as
soon as possible, but not later than five (5) calendar days after the hearing concludes.
1.4.4 Further proceedings. In the event that either party declines to accept the Neutral Evaluator's
decision as the resolution of the dispute, the dispute will proceed to mediation.
1.5 Mediation. In the event that a meeting of principals and neutral evaluation have failed, the parties
shall engage in mediation (as a condition precedent to arbitration) within fifteen (15) days of a party's
notifying the Neutral Evaluator that the party declines to accept the Neutral Evaluator's decision as the
resolution of the dispute. The mediator shall be chosen by the parties' agreement. If such agreement
is not reached by five (5) days after the neutral evaluator's receipt of a party's notification, then the
mediator shall be named by the Neutral Evaluator. In the event that mediation fails (or is waived by
both parties) then the matter shall proceed to binding arbitration.
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1.6 Binding Arbitration Procedure. The following binding arbitration procedure shall serve as the
exclusive method to resolve a dispute if any party chooses not to accept the decision of the Neutral
Evaluator and mediation has failed or has been waived. A party requesting binding arbitration shall
notify the Neutral Evaluator in writing within seven (7) calendar days of the failure or waiver of
mediation of the party's demand for arbitration. If the Design Professional requests arbitration it shall
post a cash bond with the Neutral Evaluator in an amount agreed upon by the parties or, in the event of
no agreement, the Neutral Evaluator shall establish the amount of the cash bond to defray the cost of
the arbitration as set forth in paragraph 1.6.11 and the proceeds from the bond shall be allocated in
accordance with paragraph 1.6.13 by the Arbitration Panel. The bond must be in the full amount
agreed upon or as established by the Neutral Evaluator to pay the potential cost of the full arbitration
proceeding. The bond must be posted with and received by the Neutral Evaluator within five (5)
calendar days after the demand for arbitration.
1.6.1 Arbitration Panel and Applicable Law and Rules. Disputes involving less than $200,000
shall be heard by one single arbitrator chosen by agreement of the parties. For disputes in
excess of $200,000, the Arbitration Panel shall consist of three arbitrators: the County's
appointed arbitrator, the Design Professional's appointed arbitrator and a third arbitrator (or
"neutral arbitrator") who shall be selected by the parties' arbitrators as set forth in Section
1.5.2. The arbitration is to be convened and administered under the Revised Uniform
Arbitration Act ("RUAA") (A.R.S. § 12-3001 et seq.) and the American Arbitration
Association Construction Rules shall serve as a guideline for proceedings, thus as a
supplement to the RUAA.
1.6.2 Selection of Neutral Arbitrator. For disputes in excess of $200,000, the parties' arbitrators
shall choose the Neutral Arbitrator, within ten (10) calendar days of notification of a demand
for arbitration having been received by the Neutral Evaluator. The Neutral Arbitrator shall
have the same qualifications as those of the arbitrators set forth in paragraph 1.2 above. In the
event that the two party selected arbitrators cannot agree on a Neutral Arbitrator as set forth
above, the Neutral Arbitrator shall be selected as the Default Neutral Arbitrator. If the County
and Design Professional cannot agree on the single arbitrator or upon a Default Neutral
Arbitrator, then County and the Design Professional shall each submit two names to Judge
Eino Jacobson, or his successor as designated by Maricopa County, who shall select one
person. The Neutral Arbitrator may submit his invoices for services to the Owner, and the
Owner shall pay the amounts invoiced . . (subject to the provisions . of paragraph 1.4.13) unless
and until . Design . io esmona is eleinnue y t Ai tion . Panel to be the non-
prevailing party and the Arbitration Panel determines per 1.6.11 what party pays such costs.
1.6.3 Expedited Hearing. The parties have structured this procedure with the goal of providing for
the prompt, efficient and final resolution of all disputes falling within the purview of this ADR
process. To that end, any party can petition the Neutral Evaluator to set an expedited hearing.
If the Neutral Evaluator determines that the circumstances justify it, the Neutral Evaluator
shall contact the selected single arbitrator or Arbitration Panel and arrange for scheduling of
the arbitration at the earliest possible date. In any event, the hearing of any dispute not
expedited will commence as soon as practical but in no event later than twenty (20) calendar
days after notification of request for arbitration having been received. This deadline can be
extended only with the consent of all the parties to the dispute, or by decision of the single
arbitrator or the Arbitration Panel upon a showing of emergency circumstances.
1.6.4 Procedure. The single arbitrator or the Arbitration Panel will conduct the hearing in such a
manner that will resolve disputes in a prompt, cost efficient manner giving regard to the rights
of all parties. Each party shall supply to the single arbitrator or Arbitration Panel a written pre-
hearing statement which shall contain a brief statement of the nature of the claim or defense, a
list of witnesses and exhibits, a brief description of the subject matter of the testimony of each
witness who will be called to testify, and an estimate as to the length of time that will be
TERM ARCHITECTURAL SERVICES CONTRACT SERIAL NO. 14106-ROQ
Term Architectural Services Page 32

required for the arbitration hearing. The single arbitrator or the Arbitration Panel shall review
and consider the Neutral Evaluator decision. The single arbitrator or the Chairman shall
determine the nature and scope of discovery, if any, and the manner of presentation of relevant
evidence consistent with deadlines provided herein, and the parties' objective that disputes be
resolved in a prompt and efficient manner. No discovery may be had of any materials or
information for which a privilege is recognized by Arizona law. The single arbitrator or the
Chairman upon proper application shall issue such orders as may be necessary and permissible
under law to protect confidential, proprietary or sensitive materials or information from public
disclosure or other misuse. Any party may make application to the Maricopa County Superior
Court to have a protective order entered as may be appropriate to confirm or enforce such
orders of the Chairman.
1.6.5 Hearing Days. In order to effectuate parties' goals, the hearing once commenced, will
proceed from working day to working day until concluded, absent a showing of emergency
circumstances.
1.6.6 Award. The single arbitrator shall within ten (10) calendar days of the conclusion of a
hearing issue a reasoned award. The Arbitration Panel shall, within ten (10) calendar days
from the conclusion of any hearing, by majority vote issue its reasoned award. The award shall
include an allocation of fees and costs pursuant to 1.6.11 herein. The award is to be in
accordance with the Contract and the law of the State of Arizona.
1.6.7 Scope of Award. Regardless of the provisions of the RUAA, the Arbitration Panel shall be
without authority to award punitive damages, and any such punitive damage award shall be
void. If an award is made against any party in excess of one hundred thousand dollars
($100,000), exclusive of interest, arbitration fees, costs and attorneys' fees, it shall be
supported by written findings of fact, conclusions of law and a statement as to how damages
were calculated.
1.6.8 Jurisdiction. The Arbitration Panel shall not be bound for jurisdictional purposes by the
amount asserted in any party's claim, but shall conduct a preliminary hearing into the question
of j urisdiction over the claim as regards its amount upon application of any party at the earliest
convenient time, but not later than the commencement of the arbitration hearing. If the dispute
is in reality one involving less than $200,000, the arbitration shall continue before the Neutral
Arbitrator as a single arbitrator, with the party appointed arbitrators being excused.
1.6.9 Entry of Judgment. As provided in the RUAA, any party can make application to the
Maricopa County Superior Court for confirmation of an award, and for entry of judgment on
it.
1.6.10 Severance and Joinder. To reduce the possibility of inconsistent adjudications, the Neutral
Evaluator or the single arbitrator or Arbitration Panel, may: (i) at the request of any party, join
and/or sever parties, and/or claims arising under other contracts containing this ADR
provision, and (ii) the Neutral Evaluator, on his own authority, or the single arbitrator or
Arbitration Panel may, on its own authority, join or sever parties and/or claims subject to this
ADR process as deemed necessary for a just resolution of the dispute, consistent with the
parties' goal of the prompt and efficient resolution of disputes, provided, however, that the
A/E, Owner and Project Professionals shall not be joined as a party to any claim made by a
Design Professional. Nothing herein shall create the right by any party to assert claims against
another party not germane to the Contract or not recognized under the substantive law as
applicable to the dispute. Neither the Neutral Evaluator nor the single arbitrator or Arbitration
Panel is authorized to join to the proceeding parties not in privity with the County. Design
Professional cannot be joined to any pending arbitration proceeding, without Design
Professional's express written consent and unless Design Professional is given the opportunity
to participate in the selection of the single arbitrator or non-County appointed arbitrator.
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1.6.11 Fees and Costs. Each party shall bear its own fees and costs in connection with any informal
hearing before the Neutral Evaluator and the mediation. All fees and costs associated with any
arbitration before the single panel or Arbitration Panel, including without limitation the
Arbitrator fees, and the prevailing party's reasonable attorneys' fees, expert witness fees and
costs, will be paid by the non-prevailing party, except as provided for herein. In the event that
Design Professional is the non-prevailing party, all fees and costs as noted above shall first be
paid out of the bond posted with the Neutral Evaluator. In no event shall the Design
Professional's obligation to pay fees and costs be limited to the amount of the bond posted
herein. In no event shall any Arbitrator's hourly fees be awarded in an amount in excess of
$250 per hour and (i) costs shall not include any travel expenses in excess of mileage at the
rate paid by Maricopa County, not to exceed a one way trip of 150 miles, and (ii) all travel
expenses, including meals, shall be reimbursed pursuant to the travel policy of Maricopa
County in effect at the time of the hearing. The determination of prevailing and non-prevailing
parties, and the appropriate allocation of fees and costs, will be included in the award by the
single arbitrator or Arbitration Panel. Fees for the Neutral Evaluator shall be paid by County.
1.6.12 Confidentiality. Any proceeding initiated under this ADR provision shall be deemed
confidential to the maximum extent allowed by Arizona law and, except for disclosures to a
party's attorneys or accountants, no party shall make any disclosure related to the disputed
matter or to the outcome of any proceeding except to the extent required by law, or to seek
interim equitable relief, or to enforce an agreement reached by the parties or an award made
hereunder. This provision does not affect the County's right to inform the County Supervisors
of the resolution of the dispute.
1.6.13 Equitable Litigation. Notwithstanding any other provision of ADR to the contrary, any party
can petition the Maricopa County Superior Court for interim equitable relief as may become
necessary to preserve the status quo and prevent immediate and irreparable harm to a party or
to the Project pending resolution of a dispute pursuant to ADR provided herein. No court may
order any permanent injunctive relief except as may be necessary to enforce an order entered
by the Arbitration Panel. The fees and costs incurred in connection with any such equitable
proceeding shall be determined and assessed in ADR.
1.6.14 Change Order. Any award in favor of the Design Professional against the County or in favor
of the County against the Design Professional shall be reduced to a Change Order and
executed by the parties in accordance with the award and the provisions of the Contract.
1.6.15 Merger and Bar. Any claim asserted pursuant to this ADR process shall be deemed to
include all claims, demands, and requests for compensation for costs and losses or other relief,
including the extension of the Contract performance period which reasonably should or could
have been brought against any party that was or could have been brought into this ADR
process, with respect to the subject claim. The Arbitration Panel shall apply legal principles
commonly known as merger and bar to deny any claim or claims against any party regarding
which claim or claims recovery has been sought or should have been sought in a previously
adjudicated claim for an alleged cost, loss, breach, error, or omission.
1.7 Inclusion in Other Contracts. The Design Professional shall cooperate with the County in efforts to
include this ADR provision in all other project contracts. Subject to Contractor's reasonable
agreement, the Contractor agrees that any modification to this ADR provision that is included in the
construction or other contracts shall also apply to the Design Professional. It is the intent of the parties
that any changes to this ADR provision in later contracts will be evolutionary and designed to
incorporate the terms of this ADR provision without material changes to the substance or procedure of
this ADR provision.
END OF EXHIBIT
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SWANA-1 OP ID: JM
AkC.CAR it, - DATE (MMIDD/YYYY)
1/4.----- CERTIFICATE OF LIABILITY INSURANCE
03123/2015
THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS
CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES
BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED
REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER.
IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must be endorsed. If SUBROGATION IS WAIVED, subject to
the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the
certificate holder in lieu of such endorsement(s).
PRODUCER CONTACT NAME: Prof. Underwriters of Arizona
Professional Underwriters of PHONE ow. E„ti: 480-483-0440 FAX 480-948-7752
Arizona, Inc. No (A/C, No):
P.O. Box 5419 ADDRESS: E-MAIL
Scottsdale, AZ 85261-5419
Prof. Underwriters of Arizona INSURER(S) AFFORDING COVERAGE NAIC #
INSURER A: RU Insurance Company 13056
INSURED Swan Architects, Inc. INSURER B : Hartford Ins Co of Midwest 37478
833 N 5th Ave
Phoenix, AZ 85003 INSURER C:
INSURER D:
INSURER E:
INSURER F:
COVERAGES CERTIFICATE NUMBER: REVISION NUMBER:
THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD
INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS
CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS,
EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS.
INSR ADDL SUBR POLICY EFF POLICY EXP LIMITS
LTR TYPE OF INSURANCE INSD WVD POLICY NUMBER (MM1DD/YYYY) (MMIDD/YYYY)
A X COMMERCIAL GENERAL LIABILITY EACH OCCURRENCE $ 1,000,000
X PSB0001051 04/0512014 04/05/2015 M EMIAZE -sf OEFroNc cTuEr: n ce ) $ 1,000,000
CLAIMS-MADE X OCCUR X
X Blkt Al & WOS MED EXP (Any one person) $ 10,000
X Contractual Liab. PERSONAL & ADV INJURY $ 1,000,000
GEN'L AGGREGATE LIMIT APPLIES PER: GENERAL AGGREGATE $ 2,000,000
POLICY X MT' LOC PRODUCTS - COMP/OP AGG $ 2,000,000
OTHER: $
AUTOMOBILE LIABILITY COMBINdent) ED SINGLE LIMIT $ 1,000,000
(Ea acci
A X ANY AUTO X X PSA0001106 04/05/2014 04/05/2015 BODILY INJURY (Per person) $
ALL OWNED SCHEDULED BODILY INJURY (Per accident) $
AUTOS AUTOS
x NON-OWNED PROPERTY DAMAGE $
X HIRED AUTOS AUTOS (Per accident)
X Blkt AI x Blkt WOS $
UMBRELLA L1AB OCCUR EACH OCCURRENCE $
EXCESS MEI CLAIMS-MADE AGGREGATE $
DED KEIENI DNS $
WORKERS COMPENSATION X UrPZ,TUTE ER 0TH-
AND EMPLOYERS' LIABILITY Y / N
B ANY PROPRIETOR/PARTNER/EXECUTIVE „ X 35WECLW3207 09/01 12014 09/01/2015 EL. EACH ACCIDENT $ 1,000,000
OFFICER/MEMBER EXCLUDED? T N IA
(Mandatory in NH) E.L. DISEASE - EA EMPLOYEE 1,000,000
If yes, describe under 1,000,000
DESCRIPTION OF OPERATIONS below EL. DISEASE - POLICY LIMIT
A Professional Liab. X RDP0019128 03/01/2015 03/01/2017 Per Claim 2,000,000
Architect/Engineer Ann Agg 3,000,000
DESCRIPTION OF OPERATIONS! LOCATIONS / VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached if more space is required)
RE: Serial No. 14106-ROQ
Maricopa County, its agents, representatives, officers, directors, officials
and empoloyees are additional insured as indicated. Coverages afforded are
primary and non-contributory basis. Waiver of subrogation included.
CANCELLATION
MARIC03
SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE
THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN
ACCORDANCE WITH THE POLICY PROVISIONS.
Maricopa County Facilities
Management Dept AUTHORIZED REPRESENTATIVE
Business Services Division Sielfeti 49,4Larob
401 W Jefferson St
oernx, © 1988-2014 ACORD CORPORATION. All rights reserved.
ACORD 25 (2014/01) The ACORD name and logo are registered marks of ACORD