Agreement

City of Glendale — Regular Meeting (2022-03-08)

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C      
PROFESSIONAL SERVICES AGREEMENT 
ADULT CENTER - SECOND FLOOR TENANT IMPROVEMENTS  
PROJECT NUMBERS: #212245 AND #212246 
This Professional Services Agreement ("Agreement") is entered into and effective between CITY OF GLENDALE, 
an Arizona municipal corporation ("City") and DWL Architects-Planners, Inc., an Arizona Corporation,  
("Consultant") as of the _____ day of _________________, 2022 (“Effective Date”). 
RECITALS 
A. 
City intends to undertake a project for the benefit of the public and with public funds that is more fully set 
forth in Exhibit A, Project (the "Project"); 
B. 
City desires to retain the professional services of Consultant to perform certain specific duties and produce 
the specific work as set forth in the attached Exhibit B, Project Scope of Work (“Scope”); 
C. 
Consultant desires to provide City with professional services (“Services”) consistent with best consulting or 
architectural practices and the standards set forth in this Agreement, in order to complete the Project; and 
D. 
City and Consultant desire to memorialize their agreement with this document. 
AGREEMENT 
The parties hereby agree as follows: 
1. 
Key Personnel; Other Consultants and Subcontractors. 
1.1 
Professional Services.  Consultant will provide all Services necessary to assure the Project is 
completed timely and efficiently consistent within Project requirements, including, but not limited 
to, working in close interaction and interfacing with City and its designated employees, and working 
closely with others, including other consultants or contractors, retained by City. 
1.2 
Project Team. 
a. 
Project Manager. 
(1) 
Consultant will designate an employee as Project Manager with sufficient training, 
knowledge, and experience to, in the City's opinion, complete the project and 
handle all aspects of the Project such that the work produced by Consultant is 
consistent with applicable standards as detailed in this Agreement; and 
(2) 
The City must approve the designated Project Manager. 
b. 
Project Team. 
(1) 
The Project Manager and all other employees assigned to the Project by 
Consultant will comprise the "Project Team." 
(2) 
Project Manager will have responsibility for and will supervise all other employees 
assigned to the Project by Consultant. 
c. 
Discharge, Reassign, Replacement. 
(1) 
Consultant acknowledges the Project Team is comprised of the same persons and 
roles for each as may have been identified in Exhibit A. 
(2) 
Consultant will not discharge, reassign, replace or diminish the responsibilities of 
any of the employees assigned to the Project who have been approved by City 
without City's prior written consent unless that person leaves the employment of 
Consultant, in which event the substitute must first be approved in writing by City.

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(3) 
Consultant will change any of the members of the Project Team at the City's 
request if an employee's performance does not equal or exceed the level of 
competence that the City may reasonably expect of a person performing those 
duties, or if the acts or omissions of that person are detrimental to the 
development of the Project. 
d. 
Subcontractors. 
(1) 
Consultant may engage specific technical contractors (each a "Subcontractor") to 
furnish certain service functions. 
(2) 
Consultant will remain fully responsible for Subcontractor's services. 
(3) 
Subcontractors must be approved by the City. 
(4) 
Consultant will certify by letter that all contracts with Subcontractors have been 
executed incorporating requirements and standards as set forth in this Agreement. 
2. 
Schedule.  The Services will be undertaken in a manner that ensures the Project is completed timely and 
efficiently in accordance with the Project. 
3. 
Consultant’s Work. 
3.1 
Standard.  Consultant must perform Services in accordance with the standards of due diligence, 
care, and quality prevailing among consultants having substantial experience with the successful 
furnishing of Services for projects that are equivalent in size, scope, quality, and other criteria under 
the Project and identified in this Agreement. 
3.2 
Licensing.  Consultant warrants that: 
a. 
Consultant and its Subconsultants or Subcontractors will hold all appropriate and required 
licenses, registrations and other approvals necessary for the lawful furnishing of Services 
("Approvals"); and 
b. 
Neither Consultant nor any Subconsultant or Subcontractor has been debarred or 
otherwise legally excluded from contracting with any federal, state, or local governmental 
entity ("Debarment"). 
(1) 
City is under no obligation to ascertain or confirm the existence or issuance of any 
Approvals or Debarments, or to examine Consultant's contracting ability. 
(2) 
Consultant must notify City immediately if any Approvals or Debarment changes 
during the Agreement's duration. The failure of the Consultant to notify City as 
required will constitute a material default under the Agreement. 
3.3 
Compliance.   
a. 
Services will be furnished in compliance with applicable federal, state, county and local 
statutes, rules, regulations, ordinances, building codes, life safety codes, and other 
standards and criteria designated by City. 
b. 
Consultant must not discriminate against any employee or applicant for employment on 
the basis of race, color, religion, sex, national origin, age, marital status, sexual orientation, 
gender identity or expression, genetic characteristics, familial status, U.S. military veteran 
status or any disability.  Consultant will require any Sub-contractor to be bound to the 
same requirements as stated within this section.  Consultant, and on behalf of any 
subcontractors, warrants compliance with this section. 
3.4 
Coordination; Interaction. 
a. 
For projects that the City believes requires the coordination of various professional 
services, Consultant will work in close consultation with City to proactively interact with

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any other professionals retained by City on the Project ("Coordinating Project 
Professionals"). 
b. 
Consultant will meet to review the Project, Schedule and in-progress work with 
Coordinating Project Professionals and City as often and for durations as City reasonably 
considers necessary in order to ensure the timely work delivery and Project completion. 
c. 
For projects not involving Coordinating Project Professionals, Consultant will proactively 
interact with any other contractors when directed by City to obtain or disseminate timely 
information for the proper execution of the Project. 
3.5 
Work Product. 
a. 
Ownership.  Upon receipt of payment for Services furnished, Consultant grants to City, 
and will cause its Subconsultants or Subcontractors to grant to the City, the exclusive 
ownership of and all copyrights, if any, to evaluations, reports, drawings, specifications, 
project manuals, surveys, estimates, reviews, minutes, all "architectural work" as defined in 
the United States Copyright Act, 17 U.S.C § 101, et seq., and other intellectual work product 
as may be applicable ("Work Product"). 
(1) 
This grant is effective whether the Work Product is on paper (e.g., a "hard copy"), 
in electronic format, or in some other form. 
(2) 
Consultant warrants, and agrees to indemnify, hold harmless and defend City for, 
from and against any claim that any Work Product infringes on third-party 
proprietary interests. 
b. 
Delivery.  Consultant will deliver to City copies of the preliminary and completed Work 
Product promptly as they are prepared. 
c. 
City Use. 
(1) 
City may reuse the Work Product at its sole discretion. 
(2) 
In the event the Work Product is used for another project without further 
consultations with Consultant, the City agrees to indemnify and hold Consultant 
harmless from any claim arising out of the Work Product. 
(3) 
In such case, City will also remove any seal and title block from the Work Product. 
4. 
Compensation for the Project. 
4.1 
Compensation.  Consultant's compensation for the Project, including those furnished by its 
Subconsultants or Subcontractors will not exceed $225,656.00 as specifically detailed in Exhibit D 
("Compensation"). 
4.2 
Change in Scope of Project.  The Compensation may be equitably adjusted if the originally 
contemplated Scope as outlined in the Project is significantly modified. 
a. 
Adjustments to Compensation require a written amendment to this Agreement and may 
require City Council approval. 
b. 
Additional services which are outside the Scope of the Project contained in this Agreement 
may not be performed by the Consultant without prior written authorization from the City. 
c. 
Notwithstanding the incorporation of the Exhibits to this Agreement by reference, should 
any conflict arise between the provisions of this Agreement and the provisions found in 
the Exhibits and accompanying attachments, the provisions of this Agreement shall take 
priority and govern the conduct of the parties. 
4.3 
Allowances.  An “Allowance” may be identified in Exhibit D only for work that is required by the 
Scope and the value of which cannot reasonably be quantified at the time of this Agreement.

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a. 
As stated in Sec. 4.1 above, the Compensation must incorporate all Allowance amounts 
identified in Exhibit D and any unused allowance at the completion of the Project will 
remain with City. 
b. 
Consultant may not add any mark-up for work identified as an Allowance and which is to 
be performed by a Subconsultant. 
c. 
Consultant will not use any portion of an Allowance without prior written authorization 
from the City. 
d. 
Examples of Allowance items include, but are not limited to, subsurface pothole 
investigations, survey, geotechnical investigations, public participation, radio path studies 
and material testing. 
4.4 
Expenses.  City will reimburse Consultant for certain out-of-pocket expenses necessarily incurred 
by Consultant in connection with this Agreement, without mark-up (the “Reimbursable 
Expenses”), including, but not limited to, document reproduction, materials for book preparation, 
postage, courier and overnight delivery costs incurred with Federal Express or similar carriers, 
travel and car mileage, subject to the following: 
a. 
Mileage, airfare, lodging and other travel expenses will be reimbursable only to the extent 
these would, if incurred, be reimbursed to City of Glendale personnel under its policies 
and procedures for business travel expense reimbursement made available to Consultant 
for review prior to the Agreement’s execution, and which policies and procedures will be 
furnished to Consultant; 
b. 
The Reimbursable Expenses in this section are approved in advance by City in writing; and 
c. 
The total of all Reimbursable Expenses paid to Consultant in connection with this 
Agreement will not exceed the “not to exceed” amount identified for Reimbursable 
Services in the Compensation. 
5. 
Billings and Payment. 
5.1 
Applications. 
a. 
Consultant will submit monthly invoices (each, a "Payment Application") to City's Project 
Manager and City will remit payments based upon the Payment Application as stated 
below. 
b. 
The period covered by each Payment Application will be one calendar month ending on 
the last day of the month. 
5.2 
Payment. 
a. 
After a full and complete Payment Application is received, City will process and remit 
payment within 30 days. 
b. 
Payment may be subject to or conditioned upon City's receipt of: 
(1) 
Completed work generated by Consultant and its Subconsultants and 
Subcontractors; and 
(2) 
Unconditional waivers and releases on final payment from all Subconsultants and 
Subcontractors as City may reasonably request to assure the Project will be free of 
claims arising from required performances under this Agreement. 
5.3 
Review and Withholding.  City's Project Manager will timely review and certify Payment 
Applications. 
a. 
If the Payment Application is rejected, the Project Manager will issue a written listing of 
the items not approved for payment.

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b. 
City may withhold an amount sufficient to pay expenses that City reasonably expects to 
incur in correcting the deficiency or deficiencies rejected for payment. 
6. 
Termination. 
6.1 
For Convenience.  City may terminate this Agreement for convenience, without cause, by 
delivering a written termination notice stating the effective termination date, which may not be less 
than 15 days following the date of delivery. 
a. 
Consultant will be equitably compensated for Services furnished prior to receipt of the 
termination notice and for reasonable costs incurred. 
b. 
Consultant will also be similarly compensated for any approved effort expended, and 
approved costs incurred, that are directly associated with Project closeout and delivery of 
the required items to the City. 
6.2 
For Cause.  City may terminate this Agreement for cause if Consultant fails to cure any breach of 
this Agreement within seven days after receipt of written notice specifying the breach. 
a. 
Consultant will not be entitled to further payment until after City has determined its 
damages. If City's damages resulting from the breach, as determined by City, are less than 
the equitable amount due but not paid Consultant for Services furnished, City will pay the 
amount due to Consultant, less City's damages, in accordance with the provision of Sec. 5. 
b. 
If City's direct damages exceed amounts otherwise due to Consultant, Consultant must pay 
the difference to City immediately upon demand; however, Consultant will not be subject 
to consequential damages more than $1,000,000 or the amount of this Agreement, 
whichever is greater. 
7. 
Conflict.  Consultant acknowledges this Agreement is subject to A.R.S. § 38-511, which allows for 
cancellation of this Agreement in the event any person who is significantly involved in initiating, 
negotiating, securing, drafting, or creating the Agreement on City's behalf is also an employee, agent, or 
consultant of any other party to this Agreement. 
8. 
Insurance.  For the duration of the term of this Agreement, Consultant shall procure and maintain 
insurance against claims for injuries to persons or damages to property which may arise from or in 
connection with the performance of all tasks or work necessary to complete the Project as herein defined. 
Such insurance shall cover Consultant, its agent(s), representative(s), employee(s) and any subcontractors. 
8.1 
Minimum Scope and Limit of Insurance.  Coverage must be at least as broad as: 
a. 
Commercial General Liability (CGL):  Insurance Services Office Form CG 00 01, 
including products and completed operations, with limits of no less than $1,000,000 per 
occurrence for bodily injury, personal injury, and property damage. If a general aggregate 
limit applies, either the general aggregate limit shall apply separately to this project/location 
or the general aggregate limit shall be twice the required occurrence limit. 
b. 
Automobile Liability:  Insurance Services Office Form Number CA 0001 covering Code 1 
(any auto), with limits no less than $1,000,000 per accident for bodily injury and property 
damage. 
c. 
Professional Liability.   Consultant must maintain a Professional Liability insurance 
covering errors and omissions arising out of the work or services performed by Consultant, 
or anyone employed by Consultant, or anyone for whose acts, mistakes, errors and 
omissions Consultant is legally liability, with a liability insurance limit of $1,000,000 for 
each claim and a $2,000,000 annual aggregate limit. 
d. 
Worker’s Compensation:  Insurance as required by the State of Arizona, with Statutory 
Limits, and Employers’ Liability insurance with a limit of no less than $1,000,000 per 
accident for bodily injury or disease.

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8.2 
Indemnification. 
a. 
To the fullest extent permitted by law, Consultant must defend, indemnify, and hold 
harmless City and its elected officials, officers, employees and agents (each, an 
"Indemnified Party," collectively, the "Indemnified Parties") for, from, and against any and 
all claims, demands, actions, damages, judgments, settlements, personal injury (including 
sickness, disease, death, and bodily harm), property damage (including loss of use), 
infringement, governmental action and all other losses and expenses, including attorneys' 
fees and litigation expenses (each, a "Demand or Expense" collectively "Demands or 
Expenses") asserted by a third-party (i.e. a person or entity other than City or Consultant) 
and that arises out of or results from the breach of this Agreement by the Consultant or 
the Consultant’s negligent actions, errors or omissions (including any Subconsultant or 
Subcontractor or other person or firm employed by Consultant), whether sustained before 
or after completion of the Project. 
b. 
This indemnity and hold harmless provision applies even if a Demand or Expense is in 
part due to the Indemnified Party's negligence or breach of a responsibility under this 
Agreement, but in that event, Consultant will be liable only to the extent the Demand or 
Expense results from the negligence or breach of a responsibility of Consultant or of any 
person or entity for whom Consultant is responsible. 
c. 
Consultant is not required to indemnify any Indemnified Parties for, from, or against any 
Demand or Expense resulting from the Indemnified Party's sole negligence or other fault 
solely attributable to the Indemnified Party. 
8.3 
Other Insurance Provisions.  The insurance policies required by the Section above must contain, 
or be endorsed to contain the following insurance provisions: 
a. 
The City, its officers, officials, employees and volunteers are to be covered as 
additional insureds of the CGL and automobile policies for any liability arising from or 
in connection with the performance of all tasks or work necessary to complete the Project 
as herein defined. Such liability may arise, but is not limited to, liability for materials, parts 
or equipment furnished in connection with any tasks, or work performed by Consultant or 
on its behalf and for liability arising from automobiles owned, leased, hired or borrowed 
on behalf of the Consultant. General liability coverage can be provided in the form of an 
endorsement to the Consultant’s existing insurance policies, provided such endorsement is 
at least as broad as ISO Form CG 20 10, 11 85 or both CG 20 10 and CG 23 37, if later 
revisions are used. 
b. 
For any claims related to this Project, the Consultant’s insurance coverage shall be 
primary insurance with respect to the City, its officers, officials, employees, and 
volunteers. Any insurance or self-insurance maintained by the City, its officers, officials, 
employees or volunteers shall be in excess of the Consultant’s insurance and shall not 
contribute with it. 
c. 
Each insurance policy required by this Section shall provide that coverage shall not be 
canceled, except after providing notice to the City. 
8.4 
Acceptability of Insurers.  Insurance is to be placed with insurers with a current A.M. Best rating of 
no less than A: VII, unless the Consultant has obtained prior approval from the City stating that a 
non-conforming insurer is acceptable to the City. 
8.5 
Waiver of Subrogation.  Consultant hereby agrees to waive its rights of subrogation which 
any insurer may acquire from Consultant by virtue of the payment of any loss. Consultant agrees 
to obtain any endorsement that may be necessary to effect this waiver of subrogation. The 
Workers’ Compensation Policy shall be endorsed with a waiver of subrogation in favor of the City 
for all work performed by the Consultant, its employees, agent(s) and subcontractor(s).

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8.6 
Verification of Coverage.  Within 15 days of the Effective Date of this Agreement, Consultant shall 
furnish the City with original certificates and amendatory endorsements, or copies of any applicable 
insurance language making the coverage required by this Agreement effective. All certificates and 
endorsements must be received and approved by the City before work commences. Failure to 
obtain, submit or secure the City’s approval of the required insurance policies, certificates or 
endorsements prior to the City’s agreement that work may commence shall not waive the 
Consultant’s obligations to obtain and verify insurance coverage as otherwise provided in this 
Section. The City reserves the right to require complete, certified copies of all required insurance 
policies, including any endorsements or amendments, required by this Agreement at any time 
during the Term stated herein. 
Consultant’s failure to obtain, submit or secure the City’s approval of the required insurance 
policies, certificates or endorsements shall not be considered a Force Majeure or defense for any 
failure by the Consultant to comply with the terms and conditions of the Agreement, including any 
schedule for performance or completion of the Project. 
8.7 
Subcontractors.  Consultant shall require and shall verify that all subcontractors maintain insurance 
meeting all requirements of this Agreement. 
8.8  
Special Risk or Circumstances.  The City reserves the right to modify these insurance requirements, 
including any limits of coverage, based on the nature of the risk, prior experience, insurer, coverage 
or other circumstances unique to the Consultant, the Project or the insurer. 
9. 
E-verify, Records and Audits. To the extent applicable under A.R.S. § 41-4401, the Consultant warrant 
their compliance and that of its subconsultants with all federal immigration laws and regulations that relate 
to their employees and compliance with the E-verify requirements under A.R.S. § 23-214(A). The 
Consultant or subconsultant’s breach of this warranty shall be deemed a material breach of the Agreement 
and may result in the termination of the Agreement by the City under the terms of this Agreement. The City 
retains the legal right to randomly inspect the papers and records of the other party to ensure that the other 
party is complying with the above-mentioned warranty. The Consultant and subconsultant warrant to keep 
their respective papers and records open for random inspection during normal business hours by the other 
party. The parties shall cooperate with the City’s random inspections, including granting the inspecting party 
entry rights onto their respective properties to perform the random inspections and waiving their respective 
rights to keep such papers and records confidential. 
10.  
No Boycott of Israel.  To the extent A.R.S § 35-393 through § 35-393.03 are applicable, the parties hereby 
certify that they are not currently engaged in, and agree for the duration of the Agreement to not engage in, 
a boycott of goods or services from Israel, as that term is defined in A.R.S § 35-393. 
11. 
Attestation of PCI Compliance.  When applicable, the Consultant will provide the City annually with a 
Payment Card Industry Data Security Standard (PCI DSS) attestation of compliance certificate signed by an 
officer of Consultant with oversight responsibility. 
12. 
Notices. 
12.1 
A notice, request or other communication that is required or permitted under this Agreement (each 
a "Notice") will be effective only if: 
a. 
The Notice is in writing; and 
b. 
Delivered in person or by overnight courier service (delivery charges prepaid), certified or 
registered mail (return receipt requested). 
c. 
Notice will be deemed to have been delivered to the person to whom it is addressed as of 
the date of receipt, if: 
(1) 
Received on a business day before 5:00 p.m. at the address for Notices identified 
for the Party in this Agreement by U.S. Mail, hand delivery, or overnight courier 
service; or 
(2) 
As of the next business day after receipt, if received after 5:00 p.m.

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d. 
The burden of proof of the place and time of delivery is upon the Party giving the Notice. 
e. 
Digitalized signatures and copies of signatures will have the same effect as original 
signatures. 
12.2 
Representatives. 
a. 
Consultant.  Consultant's representative (the "Consultant's Representative") authorized to 
act on Consultant's behalf with respect to the Project, and his or her address for Notice 
delivery is: 
DWL Architects-Planners, Inc. 
c/o Peter Pascu, Executive Vice President 
2333 North Central Avenue 
Phoenix, Arizona 85004 
b. 
City.  City's representative ("City's Representative") authorized to act on City's behalf, and 
his or her address for Notice delivery is: 
City of Glendale 
c/o  Michael A. Johnson, Engineering Project Manager 
City of Glendale Engineering Department 
5850 West Glendale Avenue, Suite 315 
Glendale, Arizona  85301 
With required copy to: 
City Manager 
City Attorney 
City of Glendale 
City of Glendale 
5850 West Glendale Avenue 
5850 West Glendale Avenue 
Glendale, Arizona  85301 
Glendale, Arizona  85301 
c. 
Concurrent Notices. 
(1) 
All notices to City's representative must be given concurrently to City Manager 
and City Attorney. 
(2) 
A notice will not be deemed to have been received by City's representative until 
the time that it has also been received by the City Manager and the City Attorney. 
(3) 
City may appoint one or more designees for the purpose of receiving notice by 
delivery of a written notice to Consultant identifying the designee(s) and their 
respective addresses for notices. 
d. 
Changes.  Consultant or City may change its representative or information on Notice, by 
giving Notice of the change in accordance with this section at least ten days prior to the 
change. 
13. 
Financing Assignment.  City may assign this Agreement to any City-affiliated entity, including a non-
profit corporation or other entity whose primary purpose is to own or manage the Project. 
14. 
Entire Agreement; Survival; Counterparts; Signatures. 
14.1 
Integration.  This Agreement contains, except as stated below, the entire agreement between City 
and Consultant and supersedes all prior conversations and negotiations between the parties 
regarding the Project or this Agreement. 
a. 
Neither Party has made any representations, warranties or agreements as to any matters 
concerning the Agreement's subject matter. 
b. 
Representations, statements, conditions, or warranties not contained in this Agreement will 
not be binding on the parties.

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c. 
Inconsistencies between the solicitation, any addenda attached to the solicitation, the 
response or any excerpts attached as Exhibit A, and this Agreement, will be resolved by 
the terms and conditions stated in this Agreement. 
14.2 
Interpretation. 
a. 
The parties fairly negotiated the Agreement's provisions to the extent they believed 
necessary and with the legal representation they deemed appropriate. 
b. 
The parties are of equal bargaining position and this Agreement must be construed equally 
between the parties without consideration of which of the parties may have drafted this 
Agreement. 
c. 
The Agreement will be interpreted in accordance with the laws of the State of Arizona. 
14.3 
Survival.  Except as specifically provided otherwise in this Agreement, each warranty, 
representation, indemnification and hold harmless provision, insurance requirement, and every 
other right, remedy and responsibility of a Party, will survive completion of the Project, or the 
earlier termination of this Agreement. 
14.4 
Amendment.  No amendment to this Agreement will be binding unless in writing and executed by 
the parties. Electronic signature blocks do not constitute execution for purposes of this Agreement. 
Any amendment may be subject to City Council approval. 
14.5 
Remedies.  All rights and remedies provided in this Agreement are cumulative and the exercise of 
any one or more right or remedy will not affect any other rights or remedies under this Agreement 
or applicable law. 
14.6 
Severability.  If any provision of this Agreement is voided or found unenforceable, that 
determination will not affect the validity of the other provisions, and the voided or unenforceable 
provision will be reformed to conform with applicable law. 
14.7 
Counterparts.  This Agreement may be executed in counterparts, and all counterparts will together 
comprise one instrument. 
15. 
Term.   
15.1 
Renewals.  The term of this Agreement commences upon the effective date and continues for a 
two (2) year initial period.  The City may, at its option and with the approval of the Consultant, 
extend the term of this Agreement an additional one (1), renewable on an annual basis.  Consultant 
will be notified in writing by the City of its intent to extend the Agreement period at least thirty (30) 
calendar days prior to the expiration of the original or any renewal Agreement period.  Price 
adjustments will only be reviewed during the Agreement renewal period and will be a determining 
factor for any renewal.  There are no automatic renewals of this Agreement.  
15.2 
Extension for Procurement Process.  Upon the expiration of the Term of this Agreement, 
including the initial term and any renewals, at the City’s sole discretion, this Agreement may be 
extended on a month-to-month basis for a maximum of six (6) months to allow for the City to 
complete its procurement process to select a vendor to provide the services/materials similar to 
those provided under this Agreement.  The City will notify the Contractor in writing of its intent to 
extend the Agreement at least thirty (30) calendar days prior to the expiration of the Term.  Any 
extension provided under this subsection will continue under the same terms and conditions as in 
effect immediately prior to the expiration of the then-current term. 
16. 
Dispute Resolution.  Any controversy or claim arising out of or relating to this contract, or the breach 
thereof, shall be settled by arbitration administered according to the American Arbitration Association’s 
Commercial Arbitration Rules, and judgment on the award rendered by the arbitrator may be entered in any 
court having jurisdiction thereof. 
17. 
Exhibits.  The following exhibits, with reference to the term in which they are first referenced, are 
incorporated by this reference.

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Exhibit A 
Project 
Exhibit B 
Scope of Work 
Exhibit C 
Schedule 
Exhibit D 
Compensation 
The parties enter into this Agreement effective as of the date shown above. 
City of Glendale, 
an Arizona municipal corporation 
_____________________________________ 
By:  Kevin R. Phelps 
Its:  City Manager 
ATTEST: 
 
 
 
 
 
 
Julie K. Bower 
(SEAL) 
City Clerk 
APPROVED AS TO FORM: 
 
 
 
 
 
 
Michael D. Bailey 
City Attorney 
DWL Architects-Planners, Inc., 
an Arizona Corporation 
_____________________________________ 
By:  Peter Pascu 
Its:  Executive Vice President

EXHIBIT A 
Professional Services Agreement 
PROJECT 
Provide Architectural/Engineering Design and Construction Administration Services associated with approximately 
15,000 SF Tenant Improvements part of existing undeveloped 2nd Floor of existing Adult Center located at 5970 
West Brown Street, Glendale, Arizona 85302.

EXHIBIT B 
Professional Services Agreement 
SCOPE OF WORK 
 
Second Floor Tenant Improvements to Existing Adult Center 
 
 
Basic Services: 
 
DWL Architects + Planners, Inc. will provide Architectural/Engineering Design and Construction Administration 
Services associated with approximately 15,000 SF Tenant Improvements part of existing undeveloped 2nd Floor of 
existing Adult Center located at 5970 West Brown Street, Glendale, Arizona 85302. Basic Services will include the 
following: 
 
 
Program Verification and Schematic Design Services 
 
A. 
Attend a Kick-Off Meeting with representatives from the City of Glendale to further define the parameters 
and expectations associated with the project (i.e., channels of communication, project overview, schedule, available 
budget, etc.). 
 
B. 
Perform a field verification of existing building conditions and record findings. 
 
C. 
Attend Programming Meetings with representatives from the City of Glendale to further ascertain and 
develop the program requirements associated with the project. Services include two (2) Programming Meetings. 
 
D. 
Prepare and submit Preliminary Schematic Design Options for review and comments by the City of 
Glendale. And subsequently, prepare and submit a concluded Schematic Design Package/30% Complete Submittal 
Pacakge for review and approval by the City of Glendale. Services include two (2) Design Presentation Meetings 
during the development of the Schematic Design Package. 
 
 
Construction Documents Services (60% Submittal Package) 
 
A. 
Develop and submit 60% Complete Construction Documents Package for review and approval by the City 
of Glendale. The 60% Complete Construction Documents Package will consist of Plans, Schedules, Details, and 
Outline Specifications depicting the development of the project corresponding to a 60% complete Construction 
Documents Package. Services include two (2) Coordination Meeting with the City of Glendale during the 
development of the 60% Complete Construction Documents Package. 
 
 
Construction Documents Services (90% & 100% Submittal Packages) 
 
A. 
Develop and submit 90% Complete Construction Documents Package for review and approval by the City 
of Glendale. The 90% Complete Construction Documents Package will consist of Plans, Schedules, Details, and 
Outline Specifications depicting the development of the project corresponding to a 90% complete Construction. 
 
Develop and submit 100% Complete Construction Documents Package for review and approval by the City of 
Glendale. The 100% Complete Construction Documents Package will consist of detailed Plans, Elevations, 
Schedules, Details, and Specifications such that the prospective Bidders may accurately Bid the Construction 
Documents associated with the project.

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Services include two (2) Coordination Meeting with the City of Glendale during the development of the 90% & 
100% Complete Construction Documents Package. 
 
 
B. 
Assist the City of Glendale with the preparation of the Plans Review Application and with the submittal of 
the Sealed Construction Documents Package to Authorities Having Jurisdiction (AHJ) for review and approval. 
 
Bidding and Negotiation Services 
 
A. 
Assist the City of Glendale with the distribution of the Construction Documents to the selected list of 
Contractor during the Bidding period of the project 
 
B. 
Attend Pre-Bid Conference and prepare Meeting Minutes. 
 
C. 
Review possible “Prior Approvals” and/or Requests for Information (RFIs) submitted by the Contractors 
during the bidding period, and render necessary clarifications and/or Addenda to the Bid Documents. 
 
 
Construction Administration Services 
 
A. 
Attend Pre-Construction Meeting with the City of Glendale and the successful Contractor. 
 
B. 
Participate in weekly virtual Construction Progress/OAC Meetings. Services include twenty-four (24) OAC 
Construction Progress Meetings during an estimated six (6) months construction period. 
 
C. 
Attend bi-weekly Site Observations Meetings, and prepare Observation Reports following each Site 
Observation Meeting. Services include twelve (12) Site Observation Meetings during an estimated six (6) months 
construction period. 
 
D. 
Review possible RFIs submitted by the Contractor, and render necessary written clarifications and/or 
directions. 
 
E. 
Review required Submittal and Shop Drawing Packages submitted by the Contractor, and render necessary 
review comments and/or directions. 
 
F. 
Attend one (1) Substantial Completion Observation Meeting, and issue a Certificate of Substantial 
Completion with a written list of any found deficiencies. 
 
G. 
Attend one (1) Final Observation Meeting, and issue a Report of Findings. 
 
H. 
Review and certify monthly Payment Applications submitted by the Contractor. 
 
I. 
Review required Close-Out Documents (i.e., Record Drawings, Operation & Maintenance [O&M] Manuals, 
Warranties, etc.) submitted by the Contractor.

EXHIBIT C 
Professional Services Agreement 
SCHEDULE 
 
DWL Architects + Planners Inc. will begin work immediately upon receipt of Notice to Proceed (NTP). The Design 
and 100% complete Construction Documents Package will be delivered to the City of Glendale within nighty (90) 
calendar days from NTP.  
 
Day 1 Through Day 7 
Task: Attend Kick-Off Meeing 
Task: Perform Field Verifications of Existing Conditions and Attend Programming Meetings 
 
Day 7 Through Day 21 
Task: Develop Schematic Design Package/30% Complete Submittal Package 
Task: Submit Schenatic Design/30% Submittal Package to City for Review and Comments on Day 21 
 
Day 21 Throgh Day 28 
Task: City Reviews Schematic Design/30% Complete Submittal Package 
Task: Discuss Schematic Design/30% Submittal Package Review Coments with the City on Day 28 
 
Day 21 Through Day 42 
Task: Develop 60% Complete Construction Documents Package 
Task: Submit 60% Complete Construction Documents Package to City for Review and Comments on Day 42 
 
Day 42 Through Day 49 
Task: City Reviews 60% Complete Construction Documents Package 
Task: Discuss 60% Complete Construction Documents Package Review Coments with the City on Day 49 
 
Day 42 Through Day 70 
Task: Develop 90% Complete Construction Documents Package 
Task: Submit 90% Complete Construction Documents Package to City for Review and Comments on Day 70 
 
Day 70 Through Day 77 
Task: City Reviews 90% Complete Construction Documents Package 
Task: Discuss 90% Complete Construction Documents Package Review Coments with the City on Day 77 
 
Day 70 Through Day 84 
Task: Develop 100% Complete Construction Documents Package 
Task: Submit 100% Complete/Unsealed Construction Documents Package to City for Review and Comments on 
Day 84 
 
Day 84 Through Day 87 
Task: City Reviews 100% Complete/Unsealed Construction Documents Package 
Task: Discuss 100% Complete/Unsealed Construction Documents Review Coments with the City on Day 87 
 
Day 87 Through Day 90 
Task: Address Final City Review Comments 
Task: Submitt 100% Complete/Sealed Construction Documents Package to City of Glendale AHJs for 
Construction Permit Review on Day 90

EXHIBIT D 
Professional Services Agreement 
COMPENSATION 
METHOD AND AMOUNT OF COMPENSATION 
Compensation shall be based on a lump sum plus estimated reimbursable expenses and allowances 
NOT-TO-EXCEED AMOUNT 
The total amount of compensation paid to Consultant for full completion of all work required by the Project during 
the entire term of the Project must not exceed $225,656.00.  
DETAILED PROJECT COMPENSATION 
Basic Compensation for Design and Construction Administratin Services                          
      DWL Architects: Architectural Design Services                                      $149,906 
      LSW Engineers: MPE Engineering Design Services                                $  37,500 
Optional Service - AV/IT Design 
       LSW Engineers                                                                                       $  16,500 
       DWL Architects                                                                                      $    2,500 
Allowance - Structural Engineering Service:                                                    $    7,500 
Allowance - Professional Construction Cost Estimating Services                    $   10,000 
Reimbursable Expenses                                                                                   $     1,750 
          Total                                                                                                      $   225,656.