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Project Name: Traffic Management Center Building
Page 1
Project No.: DS2401.201
Rev. 1/12/2024
PROFESSIONAL SERVICES AGREEMENT
Design Services
Traffic Management Center Building
Project No. DS2401.201
Council Date: January 23, 2025
This Agreement (“Agreement”) is made and entered into on the ______ day of_________________, 202__
(“Effective Date”), by and between City of Chandler, an Arizona municipal corporation, ("City''),
and Dick & Fritsche Design Group, Inc., an Arizona corporation, ("Consultant") (City and
Consultant may individually be referred to as “Party” and collectively referred to as “Parties”).
RECITALS
A. City proposes to engage Consultant to provide Design Services for Traffic Management
Center Building project as more fully described in Exhibit "A", which is attached to and made
a part of this Agreement by this reference.
B. Consultant is ready, willing, and able to provide the services described in Exhibit “A” for
the compensation and fees set forth and as described in Exhibit ”B”, which is attached to
and made a part of this Agreement by this reference.
C. City desires to enter into an Agreement with Consultant to provide these services under
the terms and conditions set forth in this Agreement.
AGREEMENT
NOW, THEREFORE, in consideration of the premises and the mutual promises contained in this
Agreement, City and Consultant agree as follows:
SECTION I--CONSULTANT’S SERVICES
Consultant must perform the services described in Exhibit “A” to City’s satisfaction within the
terms and conditions of this Agreement and within the care and skill that a person who
provides similar services in Chandler, Arizona exercises under similar conditions. All work or
services furnished by Consultant under this Agreement must be performed in a skilled and
workmanlike manner. All fixtures, furnishings, and equipment furnished by Consultant as
part of the work or services under this Agreement must be new, or the latest model, and of
the most suitable grade and quality for the intended purpose of the work or service.
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SECTION II--PERIOD OF SERVICE
Consultant must perform the services described in Exhibit “A” for the term of this
Agreement. Unless amended in writing by the Parties, the Agreement term expires 730
calendar days after the Notice to Proceed (NTP) Date.
SECTION III--PAYMENT OF COMPENSATION AND FEES
Unless amended in writing by the Parties, Consultant’s compensation and fees as more fully
described in Exhibit “B” for performance of the services approved and accepted by City
under this Agreement must not exceed $229,321 for the full term of the Agreement.
Consultant may not increase any compensation or fees under this Agreement without the
City’s prior written consent. Consultant must submit monthly requests for payment of
services approved and accepted during the previous billing period and must include, as
applicable, detailed invoices and receipts, a narrative description of the tasks accomplished
during the billing period, a list of any deliverables submitted, and any subconsultant’s or
supplier’s actual requests for payment plus similar narrative and listing of their work.
Consultant must submit an Application and Certification for Payment Sheet with the monthly
request for payment to: CapitalProjects.Payables@chandleraz.gov. Payment for those
services negotiated as a lump sum will be made in accordance with the percentage of the
work completed during the preceding billing period. Services negotiated as a not-to-exceed
fee will be paid in accordance with the work effort expended on the service during the
preceding month. All requests for payment must be submitted to City for review and
approval. City will make payment for approved and accepted services within 30 calendar days
of City’s receipt of the request for payment. Consultant bears all responsibility and liability for
any and all tax obligations that result from Consultant’s performance under this Agreement.
SECTION IV--CITY'S OBLIGATIONS
As part of Consultant’s services under this Agreement, City will provide furnished items,
services, or obligations as detailed in Exhibit “D”.
SECTION V--GENERAL CONDITIONS
5.1 Notices. Unless otherwise provided herein, demands under this Agreement must be in
writing and will be deemed to have been duly given and received either (a) on the date of
service if personally served on the party to whom notice is to be given, or (b) on the third day
after the date of the postmark of deposit by first class United States mail, registered or
certified, postage prepaid and properly addressed as follows:
Project Name: Traffic Management Center Building
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Project No.: DS2401.201
Rev. 1/12/2024
To City:
City of Chandler - Public Works & Utilities Department
Attn: CIP City Engineer: Daniel Haskins, P.E.
P.O. Box 4008, Mail Stop 407
Chandler, AZ 85244-4008
Phone: 480-782-3335 Email: Daniel.Haskins@chandleraz.gov
With a copy to:
City of Chandler - Public Works & Utilities Department
Attn: Ivan Magana, Project Manager
P.O. Box 4008, Mail Stop 407, Chandler, AZ 85244-4008
Phone: 480-782-3362 Email: Ivan.Magana@chandleraz.gov
To Consultant:
LEGAL COMPANY NAME: Dick & Fritsche Design Group, Inc.
Mailing Address: 4545 E McKinley St, Phoenix, AZ 85008
Physical Address: 4545 E McKinley St, Phoenix, AZ 85008
Statutory Agent Name: Buchalter (Steven Fox)
Statutory Agent Mailing Address:
15279 N Scottsdale Road, Suite 400
Scottsdale, AZ 85254-2659
Statutory Agent Physical Address:
15279 N Scottsdale Road, Suite 400
Scottsdale, AZ 85254-2659
CONSULTANT’S AUTHORIZED PROJECT REPRESENTATIVE
Name:
Chad Billings
Title:
Vice President
Phone: 602-954-9060
Email:
cbillings@dfdg.com
5.2 Records/Audit. Records of Consultant’s direct personnel payroll, reimbursable expenses
pertaining to this Agreement and records of accounts between City and Consultant must be
kept on the basis of generally accepted accounting principles and must be made available to
City and its auditors for up to three years following City’s final acceptance of the services
under this Agreement (this requirement is increased to five years if construction of this
project is federally funded). City, its authorized representative, or any federal agency,
reserves the right to audit Consultant’s records to verify the accuracy and appropriateness of
all cost and pricing data, including data used to negotiate this Agreement and any
amendments. City reserves the right to decrease the total amount of Agreement price or
payments made under this Agreement or request reimbursement from Consultant following
final Agreement payment on this Agreement if, upon audit of Consultant’s records, the audit
discloses Consultant has provided false, misleading, or inaccurate cost and pricing data.
Consultant will include a similar provision in all of its Agreements with subconsultants who
provide services under the Agreement to ensure that City, its authorized representative, or
the appropriate federal agency, has access to the subconsultants’ records to verify the
accuracy of all cost and pricing data. City reserves the right to decrease Agreement price or
payments made on this Agreement or request reimbursement from Consultant following
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final payment on this Agreement if the above provision is not included in subconsultant
agreements, and one or more subconsultants refuse to allow City to audit their records to
verify the accuracy and appropriateness of all cost and pricing data. If, following an audit of
this Agreement, the audit discloses Consultant has provided false, misleading, or inaccurate
cost and pricing data, and the cost discrepancies exceed 1% of the total Agreement billings,
Consultant will be liable for reimbursement of the reasonable, actual cost of the audit.
5.3 Alteration in Character of Work. Whenever an alteration in the character of work results
in a substantial change in this Agreement, thereby materially increasing or decreasing the
scope of services, cost of performance, or Project schedule, the work will be performed as
directed by City. However, before any modified work is started, a written amendment must
be approved and executed by City and Consultant. Such amendment must not be effective
until approved by City. Additions to, modifications, or deletions from this Agreement as
provided herein may be made, and the compensation to be paid to Consultant may
accordingly be adjusted by mutual agreement of the Parties. It is distinctly understood and
agreed that no claim for extra services or materials furnished by Consultant will be allowed
by City except as provided herein, nor must Consultant do any work or furnish any materials
not covered by this Agreement unless such work is first authorized in writing. Any such work
or materials furnished by Consultant without prior written authorization will be at
Consultant’s own risk, cost, and expense, and Consultant hereby agrees that without written
authorization Consultant will make no claim for compensation for such work or materials
furnished.
5.4 Termination. City and Consultant hereby agree to the full performance of the covenants
contained herein, except that City reserves the right, at its discretion and without cause, to
terminate or abandon any service provided for in this Agreement, or abandon any portion of
the Project for which services have been performed by Consultant. In the event City abandons
or suspends the services, or any part of the services as provided in this Agreement, City will
notify Consultant in writing and immediately after receiving such notice, Consultant must
discontinue advancing the work specified under this Agreement. Upon such termination,
abandonment, or suspension, Consultant must deliver to City all drawings, plans,
specifications, special provisions, estimates and other work entirely or partially completed,
together with all unused materials supplied by City. Consultant must appraise the work
Consultant has completed and submit Consultant’s appraisal to City for evaluation. City may
inspect Consultant’s work to appraise the work completed. Consultant will receive
compensation in full for services performed to the date of such termination. The fee will be
paid in accordance with Section Ill of this Agreement, and as mutually agreed upon by
Consultant and City. If there is no mutual agreement on payment, the final determination will
be made in accordance with the "Disputes" provision in this Agreement. However, in no event
may the fee exceed the fee set forth in Section Ill of this Agreement nor as amended in
accordance with Section "Alteration in Character of Work." City will make the final payment
within 60 days after Consultant has delivered the last of the partially completed items and
the Parties agree on the final fee. If City is found to have improperly terminated the
Agreement for cause or default, the termination will be converted to a termination for
convenience in accordance with the provisions of this Agreement.
5.5 Indemnification. To the extent permitted by law, the Consultant ("lndemnitor") must
indemnify, save and hold harmless City and its officers, officials, agents and employees
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("lndemnitee") from any and all claims, actions, liabilities, damages, losses or expenses
(including court costs, attorneys' fees and costs of claim processing, investigation and
litigation) ("Claims") caused or alleged to be caused, in whole or in part, by the wrongful,
negligent or willful acts, or errors or omissions of Consultant or any of its owners, officers,
directors, agents, employees, or subconsultants in connection with this Agreement. This
indemnity includes any claim or amount arising out of or recovered under workers'
compensation law or on account of the failure of Consultant to conform to any federal, state
or local law, statute, ordinance, rule, regulation or court decree. Consultant must indemnify
lndemnitee from and against any and all Claims, except those arising solely from
lndemnitee's own negligent or willful acts or omissions. Consultant is responsible for primary
loss investigation, defense and judgment costs where this indemnification applies. In
consideration of the award of this Agreement, Consultant agrees to waive all rights of
subrogation against lndemnitee for losses arising from or related to this Agreement. The
obligations of Consultant under this provision survive the termination or expiration of this
Agreement.
5.6 Insurance Requirements. Consultant must procure insurance under the terms and
conditions and for the amounts of coverage set forth in Exhibit “C” against claims that may
arise from or relate to performance of the work under this Agreement by Consultant and its
agents, representatives, employees, and subconsultants. Consultant and any subconsultant
must maintain this insurance until all of their obligations have been discharged, including any
warranty periods under this Agreement. These insurance requirements are minimum
requirements for this Agreement and in no way limit the indemnity covenants contained in
this Agreement. City in no way warrants that the minimum limits stated in Exhibit “C” are
sufficient to protect Consultant from liabilities that might arise out of the performance of the
work under this Agreement by Consultant, Consultant’s agents, representatives, employees,
or subconsultants. Consultant is free to purchase such additional insurance as may be
determined necessary.
5.7 Cooperation and Further Documentation. Consultant agrees to provide City such other
duly executed documents as may be reasonably requested by City to implement the intent
of this Agreement.
5.8 Successors and Assigns. City and Consultant each bind itself, its partners, successors,
assigns, and legal representatives to the other party to this Agreement and to the partners,
successors, assigns, and legal representatives of such other party in respect to all covenants
of this Agreement. Neither City nor Consultant may assign, sublet, or transfer its interest in
this Agreement without the written consent of the other party. In no event may any
contractual relation be created between any third party and City.
5.9 Disputes. In any dispute arising out of an interpretation of this Agreement or the duties
required not disposed of by agreement between Consultant and City, the final determination
at the administrative level will be made by City Engineer.
5.10 Completeness and Accuracy of Consultant’s Work. Consultant must be responsible for
the completeness and accuracy of Consultant’s services, data, and other work prepared or
compiled under Consultant’s obligation under this Agreement and must correct, at
Consultant’s expense, all willful or negligent errors, omissions, or acts that may be discovered.
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Correction of errors disclosed and determined to exist during any construction of the project on
architectural or engineering drawings and specifications must be accomplished by Consultant.
The cost of the design necessary to correct those errors attributable to Consultant and any
damage incurred by City as a result of additional construction costs caused by such engineering
or architectural errors will be chargeable to Consultant and will not be considered a cost of the
Work. The fact that City has accepted or approved Consultant’s work will in no way relieve
Consultant of any of Consultant’s responsibilities.
5.11 Reporting. Written monthly reports, along with updated work schedules, will be made by
Consultant in the format prescribed by City. These reports will be delivered to City per schedule.
When requested by City, Consultant will attend Council meetings and provide finished documents
including correspondence for Council action, supporting charts, graphs, drawings and colored
slides of same.
5.12 Withholding Payment. City reserves the right to withhold funds from Consultant’s
payments up to the amount equal to the claims City may have against Consultant until such
time that a settlement on those claims has been reached.
5.13 City's Right of Cancellation. The Parties acknowledge that this Agreement is subject to
cancellation by City under the provisions of Section 38-511, Arizona Revised Statutes (A.R.S.).
5.14 Independent Consultant. For this Agreement Consultant constitutes an independent
contractor. Any provisions in this Agreement that may appear to give City the right to direct
Consultant as to the details of accomplishing the work or to exercise a measure of control
over the work means that Consultant must follow the wishes of City as to the results of the
work only. These results must comply with all applicable laws and ordinances.
5.15 Project Staffing. Prior to the start of any work under this Agreement, Consultant must
submit to City detailed resumes of key personnel that will be involved in performing services
prescribed in the Agreement. City hereby acknowledges its acceptance of such personnel to
perform services under this Agreement. At any time hereafter that Consultant desires to
change key personnel while performing under the Agreement, Consultant must submit the
qualifications of the new personnel to City for prior approval. Key personnel include, but are
not limited to, principals-in-charge, project manager, and project Consultant. Consultant will
maintain an adequate and competent staff of qualified persons, as may be determined by
City, throughout the performance of this Agreement to ensure acceptable and timely
completion of the Scope of Services. If City objects, with reasonable cause, to any of
Consultant’s staff, Consultant must take prompt corrective action acceptable to City and, if
required, remove such personnel from the Project and replace with new personnel agreed to
by City.
5.16 Consultants or Subconsultants. Prior to beginning the work, Consultant must furnish City
for approval the names of consultants or subconsultants to be used under this Agreement.
Any subsequent changes are subject to City’s written prior approval.
5.17 Force Majeure. If either party is delayed or prevented from the performance of any act
required under this Agreement by reason of acts of God or other cause beyond the control
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and without fault of the Party (financial inability excepted), performance of that act may be
excused, but only for the period of the delay, if the Party provides written notice to the other
Party within ten days of such act. The time for performance of the act may be extended for a
period equivalent to the period of delay from the date written notice is received by the other
Party.
5.18 Compliance with Federal Laws. Consultant understands and acknowledges the
applicability of the Americans with Disabilities Act, the Immigration Reform and Control Act
of 1986 and the Drug Free Workplace Act of 1989 to it. Consultant agrees to comply with these
laws in performing this Agreement and to permit City to verify such compliance.
5.19 No Israel Boycott. By entering into this Agreement, Consultant certifies that Consultant
is not currently engaged in, and agrees for the duration of the Agreement, not to engage in a
boycott of Israel as defined by state statute.
5.20 Legal Worker Requirements. A.R.S. § 41-4401 prohibits City from awarding an Agreement
to any consultant who fails, or whose subconsultants fail, to comply with A.R.S. § 23-214(A).
Therefore, Consultant agrees Consultant and each subconsultant it uses warrants their
compliance with all federal immigration laws and regulations that relate to their employees
and their compliance with § 23-214, subsection A. A breach of this warranty will be deemed a
material breach of the Agreement and may be subject to penalties up to and including
termination of the Agreement. City retains the legal right to inspect the papers of any
Consultant’s or subconsultant’s employee who provides services under this Agreement to
ensure that Consultant and subconsultants comply with the warranty under this provision.
5.21 Lawful Presence Requirement. A.R.S. §§ 1-501 and 1-502 prohibit City from awarding an
Agreement to any natural person who cannot establish that such person is lawfully present
in the United States. To establish lawful presence, a person must produce qualifying
identification and sign a City-provided affidavit affirming that the identification provided is
genuine. This requirement will be imposed at the time of Agreement award. This requirement
does not apply to business organizations such as corporations, partnerships, or limited
liability companies.
5.22 Covenant Against Contingent Fees. Consultant 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 Chandler City Council, or any City employee has any interest, financially, or
otherwise, in Consultant’s firm. For breach or violation of this warrant, City may annul this
Agreement without liability or, at its discretion, to deduct from the Agreement price or
consideration, the full amount of such commission, percentage, brokerage, or contingent fee.
5.23 Non-Waiver Provision. The failure of either Party to enforce any of the provisions of this
Agreement or to require performance of the other Party of any of the provisions hereof must
not be construed to be a waiver of such provisions, nor must it affect the validity of this
Agreement or any part thereof, or the right of either Party to thereafter enforce each and
every provision.
5.24 Disclosure of Information Adverse to City’s Interests. To evaluate and avoid potential
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conflicts of interest, Consultant must provide written notice to City, as set forth in this Section,
of any work or services performed by Consultant for third parties that may involve or be
associated with any real property or personal property owned or leased by City. Such notice
must be given 7 business days prior to commencement of the services by Consultant for a
third party, or 7 business days prior to an adverse action as defined below. Written notice
and disclosure must be sent in accordance with Section 6.7 above. An adverse action under
this Agreement includes, but is not limited to: (a) using data as defined in the Agreement
acquired in connection with this Agreement to assist a third party in pursuing administrative
or judicial action against City; or (b) testifying or providing evidence on behalf of any person
in connection with an administrative or judicial action against City; or (c) using data to produce
income for Consultant or its employees independently of performing the services under this
Agreement, without the prior written consent of City. Consultant represents that except for
those persons, entities, and projects identified to City, the services performed by Consultant
under this Agreement are not expected to create an interest with any person, entity, or third
party project that is or may be adverse to City’s interests. Consultant’s failure to provide a
written notice and disclosure of the information as set forth in this Section constitute a
material breach of this Agreement.
5.25 Data Confidentiality and Data Security. As used in the Agreement, "data" means all
information, whether written or verbal, including plans, photographs, studies, investigations,
audits, analyses, samples, reports, calculations, internal memos, meeting minutes, data field
notes, work product, proposals, correspondence and any other similar documents or
information prepared by, obtained by, or transmitted to Consultant or its subconsultants in
the performance of this Agreement. The Parties agree that all data, regardless of form,
including originals, images, and reproductions, prepared by, obtained by, or transmitted to
Consultant or its subconsultants in connection with Consultant’s or its subconsultant’s
performance of this Agreement is confidential and proprietary information belonging to City.
Except as specifically provided in this Agreement, Consultant or its subconsultants must not
divulge data to any third party without City’s prior written consent. Consultant or its
subconsultants must not use the data for any purposes except to perform the services
required under this Agreement. These prohibitions do not apply to the following data
provided to Consultant or its subconsultants have first given the required notice to City: (a)
data which was known to Consultant or its subconsultants prior to its performance under this
Consultant or its subconsultants by a third party, who to the best of Consultant’s or its
subconsultants’ knowledge and belief, had the legal right to make such disclosure and
Consultant or its subconsultants are not otherwise required to hold such data in confidence;
or (c) data which is required to be disclosed by virtue of law, regulation, or court order, to
which Consultant or its subconsultants are subject. In the event Consultant or its
subconsultants are required or requested to disclose data to a third party, or any other
information to which Consultant or its subconsultants became privy as a result of any other
Agreement with City, Consultant must first notify City as set forth in this Section of the request
or demand for the data. Consultant or its subconsultants must give City sufficient facts so
that City can be given an opportunity to first give its consent or take such action that City may
deem appropriate to protect such data or other information from disclosure. All data must
continue to be subject to the confidentiality agreements of this Agreement. Consultant or its
subconsultants assume all liability to maintain the confidentiality of the data in its possession
and agrees to compensate City if any of the provisions of this Section are violated by
Consultant, its employees, agents or subconsultants. Solely for the purposes of seeking
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injunctive relief, it is agreed that a breach of this Section must be deemed to cause irreparable
harm that justifies injunctive relief in court. Consultant agrees that the requirements of this
Section must be incorporated into all subagreements entered into by Consultant. A violation
of this Section may result in immediate termination of this Agreement without notice.
5.26 Personal Identifying Information-Data Security. Personal identifying information,
financial account information, or restricted City information, whether electronic format or
hard copy, must be secured and protected at all times by Consultant or its subconsultants. At
a minimum, Consultant or its subconsultants must encrypt or password-protect electronic
files. This includes data saved to laptop computers, computerized devices, or removable
storage devices. When personal identifying information, financial account information, or
restricted City information, regardless of its format, is no longer necessary, the information
must be redacted or destroyed through appropriate and secure methods that ensure the
information cannot be viewed, accessed, or reconstructed. In the event that data collected or
obtained by Consultant or its subconsultants in connection with this Agreement is believed
to have been compromised, Consultant or its subconsultants must immediately notify City
contact. Consultant agrees to reimburse City for any costs incurred by City to investigate
potential breaches of this data and, where applicable, the cost of notifying individuals who
may be impacted by the breach. Consultant agrees that the requirements of this Section must
be incorporated into all subcontracts entered into by Consultant. It is further agreed that a
violation of this Section must be deemed to cause irreparable harm that justifies injunctive
relief in court. A violation of this Section may result in immediate termination of this
Agreement without notice. The obligations of Consultant or its subconsultants under this
Section must survive the termination of this Agreement.
5.27 Jurisdiction and Venue. This Agreement is made under and must be construed in
accordance with and governed by the laws of the State of Arizona without regard to the
conflicts or choice of law provisions thereof. Any action to enforce any provision of this
Agreement or to obtain any remedy with respect hereto must be brought in the courts
located in Maricopa County, Arizona, and for this purpose, each Party hereby expressly and
irrevocably consents to the jurisdiction and venue of such court.
5.28 Survival. All warranties, representations, and indemnifications by Consultant must
survive the completion or termination of this Agreement.
5.29 Modification. Except as expressly provided herein to the contrary, no supplement,
modification, or amendment of any term of this Agreement will be deemed binding or
effective unless in writing and signed by the Parties.
5.30 Severability. If any provision of this Agreement or the application to any person or
circumstance may be invalid, illegal or unenforceable to any extent, the remainder of this
Agreement and the application will not be affected and will be enforceable to the fullest
extent permitted by law.
5.31 Integration. This Agreement contains the full agreement of the Parties. Any prior or
contemporaneous written or oral agreement between the Parties regarding the subject
matter is merged and superseded.
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5.32 Time is of the Essence. Time of each of the terms, covenants, and conditions of this
Agreement is hereby expressly made of the essence.
5.33 Date of Performance. If the date of performance of any obligation or the last day of any
time period provided for should fall on a Saturday, Sunday, or holiday for City, the obligation
will be due and owing, and the time period will expire, on the first day after which is not a
Saturday, Sunday or legal City holiday. Except as may otherwise be set forth in this
Agreement, any performance provided for herein will be timely made if completed no later
than 5:00 p.m. (Chandler time) on the day of performance.
5.34 Third Party Beneficiary. Nothing under this Agreement will be construed to give any
rights or benefits in the Agreement to anyone other than City and Consultant, and all duties
and responsibilities undertaken pursuant to this Agreement will be for the sole and exclusive
benefit of City and Consultant and not for the benefit of any other party.
5.35 Conflict in Language. All work performed must conform to all applicable City of Chandler
codes, ordinances, and requirements as outlined in this Agreement. If there is a conflict in
interpretation between provisions in this Agreement and those in Exhibit "A", the provisions
in this Agreement prevail.
5.36 Document/Information Release. Documents and materials released to Consultant,
which are identified by City as sensitive and confidential, are City’s property. The
document/material must be issued by and returned to City upon completion of the services
under this Agreement. Consultant secondary distribution, disclosure, copying, or duplication
in any manner is prohibited without City’s prior written approval. The document/material
must be kept secure at all times. This directive applies to all City documents, whether in
photographic, printed, or electronic data format.
5.37 Exhibits. The following exhibits are made a part of this Agreement and are incorporated
by reference:
Exhibit A - Scope of Services / Schedule
Exhibit B - Compensation and Fees
Exhibit C - Insurance Requirements
Exhibit D - Special Conditions
Exhibit E – Subconsultant Documents with Consultant (if applicable)
Exhibit F - Federal Requirements (if applicable)
5.38 Special Conditions. As part of the services Consultant provides under this Agreement,
Consultant agrees to comply with and fully perform the special terms and conditions set forth
in Exhibit “D”, which is attached to and made a part of this Agreement.
5.39 Non-Discrimination and Anti-Harassment Laws. Consultant must comply with all
applicable City, state, and federal non-discrimination and anti-harassment laws, rules, and
regulations.
5.40 Licenses and Permits. Beginning with the Effective Date and for the full term of this
Agreement, Consultant must maintain all applicable City, state, and federal licenses and
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permits required to fully perform Consultant’s services under this Agreement.
5.41 Warranties. Consultant must furnish a one-year warranty on all work and services
performed under this Agreement. Consultant must furnish, or cause to be furnished, a two-
year warranty on all fixtures, furnishings, and equipment furnished by Consultant,
subconsultants or suppliers under this Agreement. Any defects in design, workmanship, or
materials that do not comply with this Agreement must be corrected by Consultant (including,
but not limited to, all parts and labor) at Consultant’s sole cost and expense. All written
warranties and redlines for as-built conditions must be delivered to City on or before City’s
final acceptance of Consultant’s services under this Agreement.
5.42 Cooperative Purchasing Agreement (S.A.V.E. – Strategic Alliance for Volume
Expenditures). In addition to City of Chandler and with the approval of Consultant, this
Agreement may be extended for use by other municipalities, school districts, and government
agencies of the State. Any such usage by other entities must be in accordance with the
ordinance, charter, or procurement rules and regulations of the respective political entity.
5.43 Budget Approval into Next Fiscal Year. This Agreement will commence on the Effective
Date and continue in full force and effect until it is terminated or expires in accordance with
the provisions of this Agreement. The Parties recognize that the continuation of this
Agreement after the close of the City's fiscal year, which ends on June 30 of each year, is
subject to the City Council's approval of a budget that includes an appropriation for this item
as an expenditure. The City does not represent that this budget item will be actually adopted.
This determination is solely made by the City Council.
5.44 Forced Labor of Ethnic Uyghurs Prohibited. By entering into this Agreement, Contractor
certifies and agrees Contractor does not currently use and will not use for the term of this
Agreement: (i) the forced labor of ethnic Uyghurs in the People's Republic of China; or (ii) any
goods or services produced by the forced labor of ethnic Uyghurs in the People's Republic of
China; or (iii) any contractors, subcontractors or suppliers that use the forced labor or any
goods or services produced by the forced labor of ethnic Uyghurs in the People's Republic of
China.
5.45 License to City for Reasonable Use. With this Agreement, Consultant and its
subconsultants hereby grant a license to City, its agents, employees, and representatives for
an indefinite period of time to reasonably use, make copies, and distribute as appropriate
the Documents, works or deliverables developed or created as a result of the Project and this
Agreement. This license also includes the making of derivative works.
Project Name: Traffic Management Center Building
Page 12
Project No.: DS2401.201
Rev. 1/12/2024
This Agreement will be in full force and effect only when it has been approved and executed
by the duly authorized City officials.
IN WITNESS WHEREOF, the Parties have executed this Agreement as of the Effective Date.
“CITY” CITY OF CHANDLER
MAYOR
RECOMMENDED BY:
Daniel Haskins, P.E.
CIP City Engineer
APPROVED AS TO FORM:
City Attorney
ATTEST:
City Clerk
Seal
“CONSULTANT”
DICK & FRITSCHE DESIGN GROUP, INC.
Signature
Date
Print Name
Title
Signer Email Address
12/10/2024
Chad Billings
Vice President
cbillings@dfdg.com
Project Name: Traffic Management Center Building
Page A-1
Project No.: DS2401.201
Rev. 1/12/2024
EXHIBIT “A”
SCOPE OF SERVICES/SCHEDULE
11.19.2024
1
EXHIBIT “A” SCOPE OF SERVICES/SCHEDULE
1. PROJECT DESCRIPTION & SCOPE OF CONSTRUCTION:
1.1
Consultant will provide services for the design for the development of a Traffic Management
Center, located at the yard at 975 E Armstrong Way, Chandler, Arizona, all as more
specifically described herein below.
1.2
The new building is approximately 2,800 SF. The facility design includes: three offices, a
dedicated server room, testing room, work room, unisex restroom, and a traffic control room
with 2 workstations and a conference table for 8 people. There will be a canopy connecting
this building to the existing adjacent building.
1.3
The project design, construction, furnishing and equipping budget is $3,000,000.
1.4
Consultant will provide all design services for the Project including, but not limited to
architectural, civil, landscape, structural, mechanical, plumbing, electrical and technology
engineering and cost estimating services.
1.5
Project will be designed in accordance with applicable building codes, Chandler’s UDM, City
of Chandler Buildings and Facilities Specifications, and City of Chandler IT Specifications.
2. ASSIGNMENT:
2.1
The design Agreement has been awarded to an architect based on their proposed personnel
and specified consultants. Any deviations or substitutions of these team members must be
pre-approved in writing by City. Those persons listed in Exhibit B will perform those portions
of the work listed therein.
3. PROJECT SCHEDULE:
3.1
Consultant must perform the services within the times set forth in the Production Schedule
included herein and made a part hereof by reference.
3.2
Consultant must adhere to the Production Schedule described herein and such schedule may
not be modified or deviated from without written consent of City. Consultant must revise and
submit for review an updated schedule whenever it is demonstrated that the time for
completion of the Project Design or of any of the partial completion points listed in the
schedule is delayed by two weeks or more. Such adjusted schedule will include a written
explanation stating the reasons for the change and a plan for getting back on schedule.
Consultant must take all reasonable actions necessary to get the project back on schedule
and City will cooperate to assist Consultant.
3.3
Final deliverables (documents submitted for permit review) to be delivered in approximately
20 weeks. This includes a DD phase of six (6) weeks followed by a two (2) week owner
11.19.2024
2
review. 90% CD will take eight (8) weeks followed by a two (2) week owner review. 100% CD
will take two (2) weeks followed by a submittal to the City’s AHJ for plan review. Plan review
is expected to take six (6) weeks. Any comments received will be responded two within two
(2) weeks. Construction negotiations and award are anticipated to be 16 weeks. The
construction schedule will be established by the Contractor, but are assumed to be
approximately 10-12 months. Once complete, closeout and record drawings will be completed
in four (4) weeks.
4. QUALITY CONTROL:
4.1
Consultant must institute and comply with the Design Quality Control Plan attached hereto
and made a part hereof by reference.
4.2
As a part of the project design Consultant will develop a quality control plan for the entire
construction phase. This Quality Control Plan will establish what elements should and must be
seen by each consultant during construction.
5. PRELIMINARY RESEARCH:
5.1
Conduct initial site observation. Site investigation includes topographic survey.
6. UTILITY/AGENCY COORDINATION:
6.1
Project is assumed to connect to existing building utilities and coordination with utility
agencies will not be required.
7. GEOTECHNICAL INVESTIGATION:
7.1
Consultant must perform all soil and pavement borings necessary to complete their work.
7.2
Sub-surface soil conditions, established by the geotechnical investigations, must be
incorporated into the bid documents in a manner usable to the excavation and foundation
bidding and construction.
8. PROGRAMMING:
8.1
Programming was completed by DFDG as part of a separate contract. No additional work is
included in the Programming Phase.
9. SCHEMATIC DESIGN (30% Document Review):
9.1
Schematic Design was completed by DFDG as part of a separate contract. No additional work
is included in this Phase.
10. DESIGN DEVELOPMENT (60% Document Review):
10.1
Based on the approved Schematic Design Documents and any adjustments authorized by City
in the program, schedule or construction budget, Consultant must prepare, for approval by
City, Design Development Documents consisting of drawings and other documents to fix and
describe the size and character of the Project as to architectural, structural, mechanical and
electrical systems, materials and such other elements as may be appropriate. When the
design is approximately sixty percent (60%) complete, Consultant must do the following:
11.19.2024
3
a. Allow and invite the Owner’s Representative to attend the regular weekly design coordination
meetings.
b. Develop a site plan. Design must utilize established City of Chandler benchmarks and reference
locations of benchmarks on the plans.
c. Collaborate with City to define their requirements for building systems.
d. Create an outline specification.
e. Prepare plans, elevations, sections, schedules and notes as required to fix and describe the
project as to civil, architectural, structural, mechanical, electrical, and special systems.
f.
Perform code reviews and implement requirements into the design documents.
g. Consultant is required to review and complete the City's Constructability Review Checklist. All
applicable checklist items are required to be incorporated in the design documents.
h. Value Engineer the design cooperatively with the entire design team and City’s representatives.
This effort will occur as early as effectively possible and consist of a focused meeting
addressing: relationships of components, construction materials, and building systems.
i.
Prepare a construction cost estimate for verification with the budget. Re-design as necessary
to re-align the design with the construction budget.
j.
Conduct a full document set (plans & specs) review in the presence of all consultants and City’s
representatives and any other stakeholders.
k. Submit to City’s Project Manager for comment complete drawing set, specifications, drainage &
structural calculations in digital PDF format.
l.
Schedule review meeting with plan check staff to discuss review comments. Clarify with the
plan check staff what the design challenges are and decide the method in which they will be
resolved.
11. CONSTRUCTION DOCUMENTS (90% Document Review):
11.1
Based on the approved Design Development Documents and any further adjustments in the
scope or quality of the Project or in the construction budget authorized by City, Consultant
must prepare, for approval by City, Construction Documents consisting of Drawings and
Specifications setting forth in detail the requirements for the construction of the Project. When
the design is approximately ninety percent (90%) complete Consultant must do the following:
a. Prepare plans, elevations, sections, schedules, notes and specifications as required to be able
to bid and construct the project in its entirety.
c. Provide City of Chandler with a copy of the AutoCAD files. Consultant works in Revit software,
so AutoCAD standards are limited to the version created during the export process.
d. Conduct a full document set (plans & Specs) review in the presence of all consultants and
City’s representatives.
e. Provide document coordination of work performed by separate contractors or by City’s own
forces (i.e.: systems furniture or exercise equipment provisions & installation, etc.).
g. Prepare bid alternates as necessary to assure budget can be met.
h. Submit to City’s Project Manager for comment complete drawing set, specifications, drainage &
structural calculations in digital PDF format. Include original redline drawings and comments
received from previous review along with a review summary indicating action taken.
11.19.2024
4
12. BID & AWARD (100% Documents):
12.1
Submit bid documents to Development Services for building permit. All plans, calculations and
specifications will be stamped. The specifications will be 8-1/2” x 11” and in electronic format.
Plans will be black line digital PDF format. Include original redline drawings and comments
received from previous review along with a review summary indicating action taken.
12.2
Pick-up plan review final comments and prepare final documents for distribution.
12.3
Attend and participate at the pre-bid conference for the purpose of answering technical
questions from potential bidders.
12.4
Assist City in the evaluation of “substitutions and or-equals” and make a recommendation to
accept or decline.
12.5
Prepare addenda for review and approval by City. City will distribute.
13. CONSTRUCTION ADMINISTRATION:
13.1
Pre-Construction Assistance - Consultant must attend the pre-construction meeting (IF
REQUIRED).
13.2
Attend Construction Meetings, as needed.
13.3
Consultant must attend construction meetings, as needed. Consultant assumes attendance of
twelve (12) construction meetings.
13.4
At substantial completion, the architect and subconsultants will conduct pre-final inspection and
prepare punchlist of work not completed or needing corrections. We assume that the entire project
will be ready for a single punchlist inspection, and we will not be required to make multiple or
phased punchlists. Prepare a Certificate of Substantial Completion using the standard AIA
Documents.
13.5
At final completion, conduct final inspection walk-through with Client and the CMAR. There is no
certificate issued at final completion, sign-off on the final application for payment is the architect’s
confirmation that the project is complete.
13.6
Consultant must review, evaluate, and respond to any contractor Requests for Information (RFI’s)
forwarded by the CM Firm for design review. Consultant assumes a maximum of thirty (30) RFI
responses.
13.7
Consultant must review, evaluate, and respond to any Contractor Shop Drawing submittals
forwarded by the CM Firm for design review.
13.8
Prepare Record Drawings. Transfer red-line comments to City’s construction plans to create
record drawings.
Project Name: Traffic Management Center Building
Page B-1
Project No.: DS2401.201
Rev. 1/12/2024
EXHIBIT “B”
COMPENSATION AND FEES
602.954.9060
4545 E. McKinley St. Phoenix, AZ 85008
dfdg.com
EXHIBIT “B” LUMP SUM COST
TASK DESCRIPTION
SUBTOTAL
Task 1.0 Project Description
$ 0.00
Task 2.0 Assignment
$ 0.00
Task 3.0 Project Schedule
$ 825.00
3.1
Production Schedule
$ 825.00
Task 4.0 Quality Control
$ 2,610.00
4.1
Quality Control Plan
$ 2,610.00
Task 5.0 Preliminary Research
$ 6,910.00
5.1
Perform Document Search and Research
$ 810.00
5.2
Investigate Existing Conditions
$ 1,250.00
5.3
Topographic Survey
$ 4,850.00
Task 6.0 Utility/Agency Coordination
$ 0.00
Task 7.0 Geotechnical Investigation
$ 7,400.00
7.1
Geotech Report
$ 4,800.00
7.2
Optional Percolation Test
$ 2,600.00
Task 8.0 Programming
$ 0.00
Task 9.0 Schematic Design (30%)
$ 0.00
Task 10.0 Design Development (60%)
$ 45,655.00
10.1
Prepare 60% DD Documents
$ 20,460.00
10.2
CofC Review/Meeting/Site Visit
$ 1,800.00
10.3
Structural Engineering
$ 3,500.00
10.4
MPE Engineering
$ 12,200.00
10.5
Landscape Design
$ 2,495.00
10.6
Civil Engineering
$ 5,200.00
- Allowance
11.19.2024
2
Task 11.0 Construction Documents (90% & 100%)
$ 97,195.00
11.1
Prepare 90% Plans & Draft Tech Specs
$ 25,910.00
11.2
Prepare 100% Plans & Final Tech Specs
$ 5,700.00
11.3
CofC Review/Meeting/Site Visit
$ 1,140.00
11.4
Permit submittal and Corrections
$ 2,470.00
11.5
Prepare ROM Cost Estimate
$ 15,000.00
11.6
Civil Engineering
$ 6,100.00
11.7
Landscape Design
$ 3,525.00
11.8
Structural Engineering
$ 7,000.00
11.9
MPE Engineering
$ 30,350.00
Task 12.0 Contractor Coordination / Bidding
$ 6,166.00
12.1
Coordinate & Issue Bid Documents
$ 330.00
12.2
RFIs / Substitution Requests
$ 1,880.00
12.3
Issue Addenda as required
$ 495.00
12.4
Engineering Hourly NTE
$ 3,461.00
Task 13.0 Construction Administration
$ 42,060.00
13.1
Attend Construction Meetings
$ 4,440.00
13.2
Review Submittals and RFIs
$ 16,085.00
13.3
Record Drawings
$ 3,615.00
13.4
Structural Engineering CA Services
$ 2,000.00
13.5
MPET Engineering CA Services
$ 13,810.00
13.6
Civil Engineering CA Services
$ 1,300.00
13.7
Landscape Architect CA Services
$ 810.00
ALLOWANCES
$ 20,500.00
13.1
Allowance for Printing Expenses at Direct Cost
$ 1,000.00
13.2
Electrical Load Test
$ 4,500.00
13.3
FF&E Allowance
$ 5,000.00
13.4
Owner Allowance
$ 10,000.00
TOTAL COST:
$ 229,321.00
Project Name: Traffic Management Center Building
Page C-1
Project No.: DS2401.201
Rev. 1/12/2024
EXHIBIT “C”
INSURANCE REQUIREMENTS
1.
General.
1.1 At the same time as execution of this Agreement, Consultant must furnish City a certificate
of insurance on a standard insurance industry ACORD form. The ACORD form must be
issued by an insurance company authorized to transact business in the State of Arizona
possessing a current A.M. Best, Inc. rating of A-7, or better and legally authorized to do
business in the State of Arizona with policies and forms satisfactory to City. Provided,
however, the A.M. Best rating requirement will not be deemed to apply to required Workers’
Compensation coverage.
1.2 Consultant and any of its subconsultants must procure and maintain, until all of their
obligations have been discharged, including any warranty periods under this Agreement are
satisfied, the insurances set forth below.
1.3 The insurance requirements set forth below are minimum requirements for this Agreement
and in no way limit the indemnity covenants contained in this Agreement.
1.4 City in no way warrants that the minimum insurance limits contained in this Agreement are
sufficient to protect Consultant from liabilities that might arise out of the performance of
the Agreement services under this Agreement by Consultant, its agents, representatives,
employees, subconsultants, and Consultant is free to purchase any additional insurance as
may be determined necessary.
1.5 Failure to demand evidence of full compliance with the insurance requirements in this
Agreement or failure to identify any insurance deficiency will not relieve Consultant from,
nor will it be considered a waiver of its obligation to maintain the required insurance at all
times during the performance of this Agreement.
1.6 Use of subconsultants: If any work is subcontracted in any way, Consultant must execute a
written Agreement with subconsultant containing the same Indemnification Clause and
Insurance Requirements as City requires of Consultant in this Agreement. Consultant is
responsible for executing the Agreement with the subconsultant and obtaining Certificates
of Insurance and verifying the insurance requirements.
2.
Minimum Scope and Limits of Insurance. Consultant must provide coverage with limits of
liability not less than those stated below.
2.1 Professional Liability. If the Agreement is the subject of any professional services or work
performed by Consultant, or if Consultant engages in any professional services or work
adjunct or residual to performing the work under this Agreement, Consultant must maintain
Professional Liability insurance covering errors and omissions arising out of the work or
services performed by Consultant, or anyone employed by Consultant, or anyone whose
acts, mistakes, errors and omissions Consultant is legally liable, with a liability limit of
$1,000,000 each claim and $2,000,000 all claims. In the event the Professional Liability
insurance policy is written on a “claims made” basis, coverage must extend for 3 years past
Project Name: Traffic Management Center Building
Page C-2
Project No.: DS2401.201
Rev. 1/12/2024
completion and acceptance of the work or services, and Consultant, or its selected Design
Professional will submit Certificates of Insurance as evidence the required coverage is in
effect. The Design Professional must annually submit Certificates of Insurance citing that the
applicable coverage is in force and contains the required provisions for a 3 year period.
2.2 Commercial General Liability-Occurrence Form. Consultant must maintain “occurrence” form
Commercial General Liability insurance with a limit of not less than $2,000,000 for each
occurrence, $4,000,000 aggregate. Said insurance must also include coverage for products
and completed operations, independent contractors, personal injury and advertising injury.
If any Excess insurance is utilized to fulfill the requirements of this paragraph, the Excess
insurance must be “follow form” equal or broader in coverage scope than underlying
insurance.
2.3 Automobile Liability-Any Auto or Owned, Hired and Non-Owned Vehicles
Vehicle Liability: Consultant must maintain Business/Automobile Liability insurance with a
limit of $1,000,000 each accident on Consultant owned, hired, and non-owned vehicles
assigned to or used in the performance of Consultant’s work or services under this
Agreement. If any Excess or Umbrella insurance is utilized to fulfill the requirements of this
paragraph, the Excess or Umbrella insurance must be “follow form” equal or broader in
coverage scope than underlying insurance.
2.4 Workers Compensation and Employers Liability Insurance: Consultant must maintain Workers
Compensation insurance to cover obligations imposed by federal and state statutes having
jurisdiction of Consultant employees engaged in the performance of work or services under
this Agreement and must also maintain Employers’ Liability insurance of not less than
$1,000,000 for each accident and $1,000,000 disease for each employee.
3.
Additional Policy Provisions Required.
3.1 Self-Insured Retentions or Deductibles. Any self-insured retentions and deductibles must be
declared and approved by City. If not approved, City may require that the insurer reduce or
eliminate any deductible or self-insured retentions with respect to City, its officers, officials,
agents, employees, and volunteers.
3.1.1. Consultant’s insurance must contain broad form contractual liability coverage.
3.1.2. Consultant’s insurance coverage must be primary insurance with respect to City, its
officers, officials, agents, and employees. Any insurance or self-insurance maintained
by City, its officers, officials, agents, and employees will be in excess of the coverage
provided by Consultant and must not contribute to it.
3.1.3. Consultant’s insurance must apply separately to each insured against whom claim is
made or suit is brought, except with respect to the limits of the insurer's liability.
3.1.4. Coverage provided by Consultant must not be limited to the liability assumed under
the indemnification provisions of this Agreement.
Project Name: Traffic Management Center Building
Page C-3
Project No.: DS2401.201
Rev. 1/12/2024
3.1.5. The policies must contain a severability of interest clause and waiver of subrogation
against City, its officers, officials, agents, and employees, for losses arising from Work
performed by Consultant for City. (Does not apply to Professional Liability coverage.)
3.1.6. Consultant, its successors and or assigns, are required to maintain Commercial
General Liability insurance as specified in this Agreement for a minimum period of 3
years following completion and acceptance of the Work. Consultant must submit a
Certificate of Insurance evidencing Commercial General Liability insurance during this
3-year period containing all the Agreement insurance requirements, including
naming City of Chandler, its agents, representatives, officers, directors, officials and
employees as Additional Insured as required.
3.1.7. If a Certificate of Insurance is submitted as verification of coverage, City will
reasonably rely upon the Certificate of Insurance as evidence of coverage, but this
acceptance and reliance will not waive or alter in any way the insurance requirements
or obligations of this Agreement.
3.2. Insurance Cancellation During Term of Agreement.
3.2.1. If any of the required policies expire during the life of this Agreement, Consultant
must forward renewal or replacement Certificates to City within 10 days after the
renewal date containing all the required insurance provisions.
3.2.2. Each insurance policy required by the insurance provisions of this Agreement must
provide the required coverage and must not be suspended, voided or canceled
except after thirty (30) days prior written notice has been given to City, except when
cancellation is for non-payment of premium, then ten (10) days prior notice may be
given. Such notice must be sent directly to Chandler Law-Risk Management
Department, Post Office Box 4008, Mailstop 628, Chandler, Arizona 85225. If any
insurance company refuses to provide the required notice, Consultant or its
insurance broker must notify City of any cancellation, suspension, non-renewal of any
insurance within seven (7) days of receipt of insurers’ notification to that effect.
3.3
City as Additional Insured. The policies are to contain, or be endorsed to contain, the following
provisions:
3.3.1. The Commercial General Liability and Automobile Liability policies are to contain, or
be endorsed to contain, the following provisions: City, its officers, officials, agents,
and employees are additional insureds with respect to liability arising out of activities
performed by, or on behalf of, Consultant; Products and Completed operations of
Consultant; and automobiles owned, leased, hired, or borrowed by Consultant.
3.3.2. City, its officers, officials, agents, and employees must be additional insureds to the
full limits of liability purchased by Consultant even if those limits of liability are in
excess of those required by this Agreement.
Project Name: Traffic Management Center Building
Page D-1
Project No.: DS2401.201
Rev. 1/12/2024
EXHIBIT “D”
SPECIAL CONDITIONS
Standard Details and Specifications. Consultant must be familiar with City’s latest revision of
the MAG Specifications and MAG Standard Details as amended by City. City’s current
amendment to the MAG Specifications, part of City’s Unified Development Manual, may be found
and downloaded from City’s website at http://www.chandleraz.gov/udm.
City Ownership of Project Documents. All work products (electronically or manually
generated) including, but not limited to: plans, specifications, cost estimates, field notes,
tracings, studies, investigations, design analyses, original drawings, original mylars, Computer
Aided Drafting and Design (CADD) file diskettes which reflect all final drawings, and other
related documents which are prepared in the performance of this Agreement (collectively
referred to as "Documents") are to be and remain the property of City and are to be delivered
to the Project Manager before the final payment is made to Consultant. In the event these
Documents are altered, modified or adapted without the written consent of Consultant,
which consent Consultant must not unreasonably withhold, City agrees to hold Consultant
harmless to the extent permitted by law from the legal liability arising out of City's alteration,
modification or adaptation of the Documents.
Re-use of Documents. The parties agree the documents, drawings, specifications and designs,
although the property of City, are prepared for this specific project and are not intended nor
represented by Consultant to be suitable for re-use for any other project. Any re-use without
written verification or adaptation by Consultant for the specific purpose intended will be at
City’s sole risk and without liability or legal exposure to Consultant.
Documents to Bear Seal. Consultant and its subconsultants must endorse by professional
seal all plans, works, and deliverables prepared by each for this Agreement as required by
state law.
Project Name: Traffic Management Center Building
E-1
Project No.: DS2401.201
Rev. 1/12/2024
EXHIBIT “E”
SUBCONSULTANT DOCUMENTS WITH CONSULTANT
Any subconsultant assumptions, clarifications, exclusions, terms & conditions,
signature blocks, etc. included are strictly between the Consultant and their
subconsultants, and do not apply to the Agreement between the Consultant and
the City.
Design Development Phase (60% cd)
$3,500
Construction Document Phase (90% cd)
$3,500
Construction Documents (Substantial Completion/City submittal)
$3,500
Bidding or Negotiation Phase
$0
Construction Phase
$2,000
Principal
$234.00
Senior Project Manager/Senior Engineer Manager
$234.00
Project Manager II/Senior Project Engineer II
$203.00
Project Manager I/Senior Project Engineer I
$171.00
Project Engineer
$150.00
Design Engineer II
$133.00
Design Engineer I
$123.00
BIM Manager
$164.00
Designer
$164.00
Senior Modeler
$150.00
Modeler II
$141.00
Modeler I
$112.00
Co-Op
$75.00
November 18, 2024
DFDG Architecture
4545 East McKinley Street
Phoenix, AZ 85008
Attn:
Chad Billings, AIA, LEED-AP BD+C, WELL AP
Re:
Chandler Traffic Management Center Expansion
LSW Proposal No. PR2024-300 Revised
Mr. Billings:
We are pleased to offer our engineering services for the Chandler Traffic Management Center
Expansion.
PROJECT UNDERSTANDING
This project is understood to be a 2,700 square foot expansion to the traffic management center. The
expansion includes office space, control room, testing room, server room, electrical room, janitor closet,
restroom, and work/break room. The expansion will be separated from the existing building by a
covered breezeway. The expansion will be served by a new generator and split-system air conditioning.
The project delivery system is understood to be Construction Manager at Risk (CMAR).
Our mechanical, plumbing, electrical and technology engineering services for this project will consist of
the following. Services not indicated below are considered outside of our basic scope and will be
provided upon request as an additional service.
It is our understanding that the design of this project will include deliverables as defined below. The
design duration for this project is estimated to be six months. The construction duration for this project
is estimated to be ten months.
60% Package
1.
Prepare design development drawings showing all main engineering systems equipment
locations and sizes. Equipment weights will be shown as needed for the Structural Engineer.
The drawings will also include the following:
a.
Routing of mechanical duct mains.
b.
Mechanical zoning layout and thermostat locations for review.
c.
Routing of main plumbing utilities and invert elevations as needed for the Civil Engineer.
d.
Routing of cable tray.
DFDG Architecture
LSW Proposal No. PR2024-300 Revised
November 18, 2024
Page 2
e.
Routing of site electrical and technology duct banks.
2.
Provide engineering systems equipment cut sheets for review.
3.
Assist the architectural design team in the development of the ceiling plan.
90% Construction Documents
1.
Completion of the engineering design drawings.
2.
Completion of the engineering specifications.
100% Construction Documents
1.
Finalizing the design drawings and specifications addressing the Plan Review and Owner
comments.
SCOPE OF WORK
Mechanical
The mechanical scope for this project is anticipated to include:
1.
Complete heating, cooling, and ventilation load calculations.
2.
Design of split system DX heating and cooling unitary equipment, and all associated ductwork,
air distribution, refrigerant and condensate piping, and controls.
3.
Design of dedicated split system DX cooling in MDF/IDF rooms, including piping and controls.
4.
Design of restroom exhaust systems, and all associated ductwork, exhaust inlets, and controls.
Plumbing
The plumbing scope for this project is anticipated to include:
1.
Selection of plumbing fixtures as located on the Architectural plans and the sizing and routing of
the associated domestic cold/hot water and the waste and vent piping for these fixtures to 5'-0"
beyond the building perimeter. Our design includes connection to the existing pipe mains. It is
assumed that the existing plumbing utilities are adequate for this project and design to replace
these utilities is not assumed as part of the scope of this project.
2.
Sizing and selection of the domestic water heater system.
3.
Sizing and routing of the roof primary drains, overflow drains and associated drain piping to
5'-0" beyond the building perimeter. The roof plan and locations of the roof primary/overflow
drains are provided by your office.
DFDG Architecture
LSW Proposal No. PR2024-300 Revised
November 18, 2024
Page 3
Electrical
The electrical scope for this project is anticipated to include:
1.
Design of the electrical power distribution for this project, including connection to the
equipment, receptacles, lighting, and Owner equipment. Our design includes connection to the
existing power distribution system within this facility. It is assumed that the existing power
distribution system is adequate for this project and design to increase the capacity, modify or
replace this system is not assumed as part of the scope of this project.
2.
General Lighting: Our design includes selection of lighting fixtures, locating the lighting fixtures
and the associated switching/control of the lighting systems.
3.
Lighting system illumination and energy compliance calculations for lighting fixtures selected by
LSW are included if required by the local jurisdiction.
4.
Site Lighting: Our design includes the overall site lighting, including exterior building-mounted
lighting, walkway lighting, and parking area lighting. Offsite lighting, street lighting, and traffic
control lighting systems are not included in the base scope of services.
5.
Standby Power Systems: Our design includes sizing and selection of the generator(s), transfer
switches, distribution switchgear, and power circuiting.
6.
Our design service includes an allowance for electrical load readings to establish the current
baseline power levels. Load readings will be provided by a third-party contractor and billed at
our cost, including the contractor’s billing and our coordination efforts. We have included a
separate allowance line item for this service at an estimated cost of $1,500 per location for up
to three (3) locations.
Technology Systems
The technology scope for this project is anticipated to include:
1.
Site Design: Our design includes intended conduit and/or duct bank routing, manhole/vault
layout, and building entrance locations.
2.
Passive Network Cabling: Our design service includes cabling system design from outlet
locations to the Main Equipment Room (MER) or Telecommunications Room (TR), cable support
and pathway system, and outside plant fiber-optic and multiple pair copper cabling.
3.
Buildout of the MER/TR Rooms: Our design includes room/rack layout, cable support and
pathway system, telecommunication grounding, and passive component rack layouts.
4.
Access Control/Security System: Our design service includes the access control, intrusion
detection, card reader, door monitoring, door control, motion sensor, and duress systems, and
associated control panels. The door hardware will be specified by the Architect.
5.
Camera Surveillance: Our design includes camera layout and associated cabling and pathways,
camera specification, and video recording requirements.
DFDG Architecture
LSW Proposal No. PR2024-300 Revised
November 18, 2024
Page 4
Fire Sprinkler
The fire sprinkler scope for this project is anticipated to include:
1.
Performance based specification addressing the fire sprinkler system design for bidding
purposes. The installation drawings (including detailed piping drawings and calculations) will be
a deferred submittal by the Fire Sprinkler Contractor.
Fire Alarm
The fire alarm scope for this project is anticipated to include:
1.
Performance based fire alarm system design for bidding purposes, including device placement, a
typical riser diagram, and specifications. The installation drawings (including detailed wiring
diagrams, load calculations, voltage drop calculations, etc.) will be a deferred submittal by the
Fire Alarm Contractor.
GENERAL
Our scope will include the following general engineering services for the project:
1.
Site investigation to observe the systems associated with this project (site investigation is
limited to accessible areas only).
2.
Attend up to twelve (12) 1-hour meetings during the design phase of this project. Meetings are
anticipated to be held virtually.
3.
Design using Revit with models stored on a BIM360 Project HUB. It is required that while our
model is in BIM360, the model shall remain independent from all disciplines outside of our
scope of work, and any revisions to the model shall be made by our staff only. It is anticipated
that the architectural BIM360 model elements will be “frozen” 14 days before each milestone
deliverable.
4.
Provide one set of drawings in electronic portable document format (PDF) at each intermediate
deliverable.
5.
Provide one final set of signed and sealed drawings in electronic portable document format
(PDF) at the completion of design.
6.
Provide one final set of signed and sealed specifications in electronic portable document format
(PDF) at the completion of design.
7.
Our bid phase services will include review of the contractor bid RFIs. Note: This will be billed as
an hourly task and has been included as an allowance amount in the professional fee section if
required.
DFDG Architecture
LSW Proposal No. PR2024-300 Revised
November 18, 2024
Page 5
8.
Our construction phase services will include the following:
a.
Review of the Contractor shop drawings, RFIs, and CORs.
b.
Perform up to six (6) field observations during construction to confirm that the work is
proceeding in accordance with the plans and specifications and prepare a written report
on our findings. Special inspections as required by the local authority having jurisdiction
will require additional services.
c.
Attend up to six (6) 1-hour construction meetings, these meetings will be attended by
our field observer and are anticipated to be scheduled to coincide with our field
observations. Meetings that do not coincide with our observations can be attended
virtually and will count towards the total.
d.
Coordination with the Project Commissioning Agent during the construction phase.
e.
Review the Contractor-prepared Operation and Maintenance Manual.
f.
Prepare HVAC, plumbing, electrical and technology record drawings in AutoCAD format
from the Contractor-prepared as-built redlines. No verification of accuracy is included;
therefore, the record drawings will not be signed and sealed.
PROFESSIONAL FEE
Our fee for the work outlined above is a lump sum amount as follows:
Construction Documents
$42,550.
Construction Phase Services
13,810.
----------
Total
$56,360.
Bid Phase HNTE Allowance
$2,500.
Electrical Panel Load Reading Allowance
$4,500.
NOTE: This fee includes all travel expenses incurred within the metropolitan Phoenix area. Travel
outside the metropolitan Phoenix area will be billed as a reimbursable expense, including, but not
limited to, travel, rentals, meals, lodging, and reasonable incidental expenses.
This fee does not include plotting or printing of sets of our drawings or other discipline’s drawings for
interprofessional coordination or distribution.
This fee is quoted on a lump sum basis. The breakdown of the fee into phases or tasks is for your
convenience. The fee will be billed 100% at the end of the project, unless the scope of the project is
changed by written agreement.
DFDG Architecture
LSW Proposal No. PR2024-300 Revised
November 18, 2024
Page 6
CLIENT SERVICES
Services requested of the Client and/or Owner include the following:
1.
Provide the following as required to assist us in the site investigation of existing conditions:
facility access and an escort, ladders or other means to access overhead systems and
equipment, and authorization for the use of cameras.
2.
Provide copies of the existing construction documents.
3.
Provide access to the building maintenance staff to answer questions.
4.
Provide all connection requirements for Owner-provided equipment.
5.
Provide a project title block and updated background files in a timely manner to meet the
established project deliverables.
6.
Distribute meeting agendas before each meeting in order for us to assign appropriate staff to
the meeting; and promptly distribute meeting minutes after each meeting.
7.
Provide the following building and Owner information:
a.
Building Occupancy Classification.
b.
Building Construction Type.
c.
Building Hazard Classification.
d.
Building Seismic and Risk Category.
e.
Owner’s Fire Suppression Insurance Requirements.
8.
Provide a water flow and pressure test to document the water main capabilities.
9.
Provide a PDF set of the drawings at each established deliverable.
EXCLUSIONS
1.
Cost estimating.
2.
Meetings or virtual meetings beyond those listed.
3.
Analysis of, preparing designs for, or assisting in design modifications to any unlisted equipment
for the purpose of obtaining a field listing from a Nationally Recognized Testing Laboratory
(NRTL) acceptable to the Authority Having Jurisdiction (AHJ). LSW assumes that all Owner-
furnished equipment and equipment specified by others will be Listed and Labeled.
4.
Technology system design.
5.
All work associated with LEED certification of the project.
DFDG Architecture
LSW Proposal No. PR2024-300 Revised
November 18, 2024
Page 7
6.
Building Information Modeling (BIM) beyond an LOD-200 or clash-free modeling.
7.
Building energy consumption calculations or modeling.
8.
Documenting energy code compliance of the building envelope or other systems not in our
scope of services described above.
9.
Utility company energy rebate data collection and/or submission.
10.
Life cycle cost analysis.
11.
Functional testing or commissioning services.
12.
Value engineering services or changes after completion of the associated 60% design
documents.
13.
Any design services caused by scope changes.
14.
Preparation of the electrical coordination or power system study.
15.
Work in relation to the delinquency or insolvency of the Contractor(s).
ADDITIONAL SERVICES
Additional services will be performed on an hourly basis at our standard billing rates or a separate fixed
fee contract as determined by your firm. Our current rate structure is shown below for your reference.
Hourly contracted work will be invoiced based on our rates in effect at the time of such requests.
2025:
Principals
$235.00
Sr. Engineers
$210.00
Sr. Project Manager
$205.00
Project Manager
$175.00
Engineers
$165.00
Field Observers
$130.00
Sr. Designers
$140.00
Designers
$120.00
Project Coordinator
$120.00
Project Assistant
$90.00
CAD Operators
$90.00
Admin
$80.00
Outside Services
Our cost
This proposal is effective for not more than 30 days.
LSW accepts the AIA C401 contract and requests that you prepare this document reflecting the terms
and conditions of this proposal for our mutual execution prior to our beginning work.
DFDG Architecture
LSW Proposal No. PR2024-300 Revised
November 18, 2024
Page 8
We appreciate this opportunity and look forward to working with your firm on this project.
Regards,
LSW ENGINEERS ARIZONA, INC.
Cory Killpack, P.E.
Vice President
Ck:js
Please indicate your acceptance of this proposal by signing and returning one copy of this letter for our
files.
APPROVED:
DATE:
YOUR PROJECT / REFERENCE NO.:
https://lswphxcom.sharepoint.com/sites/Marketing/Shared Documents/PROPOSAL/2024/PR2024-300 - Chandler Traffic Management Center
Expansion/PR2024-300 fee Chandler Traffic Management Center Expansion.docx
KBELL ENGINEERING, LLC
1355 N. 86th Place, Mesa Az 85207
602.980.8246
October 28, 2024
Revised November 14, 2024
Chad Billings, AIA
DFDG Architecture
4545 E. McKinley Street
Phoenix, Az 85008
RE:
Chandler Traffic Management Center
City of Chandler, AZ
Dear Mr. Billings
We appreciate the opportunity to submit this proposal for professional services associated with
the building expansion at the Chandler Traffic Management Center, Chandler, Arizona. Per our
understanding, the scope will cover Surveying, Schematic Design through Civil Construction
Documents and Construction Administration Services per the information provided to our office on
October 23, 2024. The detailed scope has been included in the attached Exhibit A.
This proposal has been revised to remove the Schematic Design Package.
Attached you will find of our Professional Services Agreement (PSA). If you agree with the scope of
services and associated fees as presented, please either sign the attached PSA or provide your
standard Agreement for our review. A fully executed copy will be returned for your records.
Upon your review of this proposal, we would appreciate the opportunity to meet with you to review
and further clarify the project and scope as presented. Please call if you have any questions.
Sincerely,
Kelly J. Bell, PE
President/ Managing Member
L:\Contracts\2024 Proposals\24-671 Chandler Traffic Management\24-671 Chandler Traffic Management Center.docx
Page 1
SCOPE – EXHIBIT A
Based on our understanding of your needs at this time and the current status of this project, we
propose to provide the following specific services:
A.
Surveying
1.
Topographic Survey for Design
•
Location and elevation of existing surface utilities and improvements
within Survey Limits.
•
Obtain flow line invert elevations of any existing sanitary sewer and storm
sewer manholes adjacent to the site.
•
Full width cross sections of roadways within Survey Limits.
•
Plot locations of underground utility lines per the record agency maps
available at the time of the survey.
•
Approximate 50-foot interval grid over site, including grade breaks, and
physical features pertinent to Civil Design.
•
Contours will be provided at 1-foot intervals.
•
All elevations will be on the municipal Vertical Elevation Datum.
•
Provide topographic base map in electronic format to be used for Civil
Engineering Design.
B.
Design Development
1.
We will attend meetings with client and DFDG Architecture for coordination and
scheduling purposes as needed for Design Development.
2.
We will prepare the grading and drainage plans and the utility plan for this phase.
We have assumed one round of changes to the documents. The drawings will
reflect pre-final grades, building finish floor elevation, pre-final proposed storm
retention layout, and pre-final proposed wet utility layout, etc. for the site.
3.
We will prepare 60% plans with this phase with the intent of preparing for the 90%
construction document submittal.
4.
We will prepare 60% site civil specific cost estimating if required during this phase.
5.
We will furnish limited dimension control information to allow for the building
envelope, and other key site elements needing to be located.
6.
If required, we will coordinate with your MEP/architectural consultants for location of
electric, gas, cable, and telephone connections to the buildings so these can be
shown for reference only on the site civil drawings.
7.
We will coordinate with your landscape architect on the layout of the hardscape
around the building.
C.
Construction Drawings 90%
1.
We will attend meetings with client and DFDG Architecture for coordination and
scheduling purposes as needed for the 90% document preparation.
2.
We will update the 60% documents for this phase. We have assumed one round of
changes to the documents. The drawings will reflect final grades, building finish floor
elevation, final proposed storm retention layout, and final proposed wet utility
layout, etc. for the site.
3.
We will prepare 90% site civil specific cost estimating if required during this phase.
4.
We will prepare 90% plans with this phase with the intent of preparing for the 100%
construction document submittal.
Page 2
D.
Construction Drawings 100%
1.
We will finalize the construction drawings from 90% set to 100% set and prepare for
the submittal to the City of Chandler.
2.
We will address comments from the City and provide updated drawings to client
and DFDG Architecture or directly to the City as needed for the approval process.
We have assumed one to two rounds of changes to the documents.
E.
Construction Administration Services
1.
Assist in answering contractor questions during the bidding process, if required.
2.
Assist in analyzing the civil items and make recommendations accordingly.
3.
Attend the pre-construction conference if required.
4.
Address submittals and respond to contractor RFI’s as necessary.
5.
Based upon redlined as-builts furnished to us by the Contractor, revise the original
construction drawings to reflect. Furnish the final as-builts to the City and the
County, if needed, per their requirements.
6.
We will submit the AOC to the County if required.
F.
Reimbursables/Reproduction
Reproduction, courier and delivery services will be provided for this project and billed at
Cost+10%. In addition, minor out-of-pocket expenses for outside reproduction, travel
expenses, courier and review agency fees, etc. incurred will be billed at Cost+10%. We will
request that the client issue checks in excess of $200 for fees unless otherwise agreed upon
in advance.
Page 3
FEE SCHEDULE
We propose to provide the specific services described above on a fixed fee basis as follows:
Item
Fee Basis
Fee
A
Surveying
Topographic Survey
Fixed Fee
$
4,850
B
Design Development 60%
Fixed Fee
$
4,800
Cost Estimating
Fixed Fee
$
400
C
Construction Drawings 90%
Fixed Fee
$
3,200
Cost Estimating
Fixed Fee
$
400
D
Construction Drawings 100%
Fixed Fee
$
2,500
E
Bidding and Construction Administration Services
Fixed Fee
$
1,800
F
Reimbursables
Cost+10%
TOTAL EXCLUDING REIMBURSABLE EXPENSES
$
17,950
Please note that the above fees are based on a smooth project implementation and have assumed
no major changes to the project after we begin construction drawings. Work provided outside the
above scope of services will be billed as an additional service once approved in writing by your
office.
In preparing this proposal, we have made the following assumptions:
•
Construction observation or engineering letters of release during construction and
completion are not included.
•
DFDG Architecture will provide a final site plan meeting all land use requirements
including building setbacks, height restrictions, etc.
•
The floodplain note will be based on the current flood insurance rate maps prepared
by FEMA or City approved drainage study only. The fee does not include preparation
of a floodplain study or research to determine if one is necessary or has been
performed, or detailed drainage studies to analyze conveyance of offsite runoff
involving HEC-1, HEC-2 or other similar hydrologic or hydraulic analyses including
survey cross sections, fieldnotes and easements.
•
All onsite utility improvements will be private systems and will not require plan and
profile design.
•
Sufficient water and sewer service in volume and capacity are available at the
property boundary.
Page 4
•
Public/Private Fire line and sprinkler system, fire booster pump and/or fire water
storage design are not included in this proposal.
•
Unless specifically listed above, this proposal excludes fees for services other than
coordination of geotechnical services (including pavement design), landscape
architect, structural, electrical, traffic, geologic, environmental, etc.
•
Architect or MEP to provide potable water flow required/water usage.
The following items are excluded from this proposal but can be provided as an additional service:
•
Preparation of separate written specifications and/or project manual. Civil
specifications will be included on the drawings. Therefore, no separate specifications
will be required. All details, references to the City or MAG specifications and notes
will be provided on the drawings
•
Survey or design of offsite roadways, frontage road improvements, sanitary sewers,
storm drainage, or water mains.
The following services are excluded unless specifically included in this proposal.
•
Structural design of retaining walls, boxes, bridges, culverts and similar structures.
•
Geotechnical engineering, pavement design, materials testing, soil borings or
analysis.
•
Environmental site assessments, wetlands, endangered species and archeological
investigations.
•
Preparation of a traffic study, traffic safety, sign or signalization plans.
•
Dry utility design or coordination for electricity, gas, cable, telephone, etc.
•
Landscape
•
Onsite, offsite, public or private lighting or photometric plans except for the road
design.
Page 5
PROFESSIONAL SERVICES AGREEMENT
TERMS AND CONDITIONS
CONSULTANT:
CLIENT:
KBELL ENGINEERING, LLC
DFDG Architecture
1355 N. 86th Place
4545 E. McKinley Street
Mesa, AZ 85207
Phoenix, AZ 85008
PROJECT NAME (“Project”):
Chandler Traffic Management Center
PROJECT LOCATION (“Property”)
Chandler, AZ
PROPOSAL DATE (“Proposal”):
October 28, 2024; Revised November 14, 2024
ARTICLE 1: PROFESSIONAL SERVICES
1.1 Services. In connection with the property described in the Proposal (“Property”), Consultant shall render the
professional services (“Services”) for the project described in the Proposal (“Project”) as outlined in the Proposal and any
Amendments.
1.2 Agreement. The Professional Services Agreement includes the Proposal, Amendments to the Proposal issued by
Consultant, and these Terms and Conditions (collectively, the “Agreement”).
ARTICLE 2: PROPOSALS
2.1 Scope. The Proposal(s) shall identify the specific scope of services (“Services”) to be performed by Consultant and
those subconsultants specifically identified as having a direct contractual relationship with Consultant (“Subconsultants”)
in the Proposal. Nothing in the Agreement restricts Consultant’s ability to hire Subconsultants or others in connection with
the Services. Notwithstanding anything to the contrary in this Agreement, Consultant shall have no obligation to hire any
Subconsultants unless the services of Subconsultants are specifically included in the Proposal. The Proposal shall also
identify the amount and type of compensation for the Services. Any services not specifically identified in the Proposal are
excluded unless added as Additional Services with additional compensation to Consultant.
2.2 Acceptance of Agreement. Client shall authorize and Consultant shall commence work upon Consultant’s receipt of
the properly executed and signed Proposal(s), as may be amended from time to time. If the Agreement is not executed
by Client within thirty (30) days of the date tendered, it shall become invalid unless: (1) Consultant extends the time in
writing; or (2) at the sole option of Consultant, Consultant accepts Client’s written or oral authorization to proceed with the
services, in which event the terms of the authorization shall include all the terms of this Agreement. Consultant’s
performance of the services, including Additional Services, under the written or oral authorization shall be in reliance on
the inclusion of all the terms of this Agreement.
ARTICLE 3: CHANGES
3.1 Changes. The Consultant and Client may at any time, by written amendment, make changes within the general scope
of individual Proposal(s) or relating to services to be performed. If such changes cause an increase or decrease in the
Consultant’s cost of, or time required for, performance of any services under individual Proposals, an equitable adjustment
shall be made and reflected in a properly executed Amendment.
3.2 Regulatory Changes. In the event that there are modifications or additions to regulatory requirements relating to the
services to be performed under this Agreement after the date of execution of this Agreement, the increased or decreased
cost of performance of the services provided for in this Agreement and subsequent Proposals shall be reflected in an
appropriate Proposal Amendment.
ARTICLE 4: THE TERM
4.1 Term. Consultant shall be retained by Client as of the date Client executes the attached Proposal until the Services
have been fully performed or until the Consultant’s Services are terminated under provisions of the Agreement. Consultant
will pursue completion of Services in accordance with the timely completion specified in the Proposal and any
amendments thereto. Consultant shall not be liable or responsible for any delays caused by circumstances beyond
Consultant’s control.
ARTICLE 5: DUTIES
5.1 Access. Client will provide Consultant with access to the Property or to any other site as required by Consultant for
performance of the Services.
5.2 Client-furnished Data. Client shall timely provide all criteria and full information as to Client’s requirements for the
Project, designate a person to act with authority on Client’s behalf in respect to all aspects of the Project, examine and
respond promptly to Consultant’s submissions, and give prompt written notice to Consultant whenever he observes or
otherwise becomes aware of any defect in the work.
Client shall also do the following and pay all costs incident thereto: Furnish to Consultant core borings, probings and
subsurface exploration, hydrographic surveys, laboratory tests and inspections of samples, materials and equipment and
similar data; appropriate professional interpretations of all of the foregoing; environmental assessment and impact
statements; architectural or other design documents, and any other information previously made available to the Client,
which may be required by Consultant, all of which Consultant may rely upon in performing its Services.
Client shall provide such legal, accounting, independent cost estimating and insurance counseling services as may be
required for the Project, any auditing service required in respect of contractor(s)’ applications for payment, and any
inspection services to determine if contractor(s) are performing the work.
Page 6
5.3 Other Information. Consultant will rely upon commonly used sources of data, including database searches and
agency contacts. Consultant does not warrant the accuracy of the information obtained from those sources and has not
been requested to independently verify such information.
5.4. Ownership of Documents. All designs, drawings, specifications, reports, documents, and other work products of the
Consultant and its Subconsultants (collectively, the “Documents”), whether in hard copy or electronic form, are instruments
of service for the services and are owned by the Consultant (or, if applicable, the Subconsultant depending on the terms
of the subconsulting agreement) regardless of whether or not services are completed. Reuse, change or alteration of the
Documents by the Client or by others acting through or on behalf of the Client is not permitted without the written consent
of Consultant. The Consultant grants to Client a nonexclusive license to reproduce the Documents solely for the purpose
of constructing and maintaining the Project. Any termination of the Agreement prior to final completion of construction
of the Project shall terminate this license. Upon such termination, and unless otherwise agreed by Consultant in writing,
the Client (and any third party who received copies of the Documents from Client) shall refrain from making further
reproductions of the Documents and shall return to the Consultant within seven days of termination all originals and
reproductions in the Client’s possession, custody and control. ANY REUSE, CHANGE OR ALTERATION BY THE CLIENT OR THIRD
PARTIES IS AT THEIR OWN RISK AND CLIENT AGREES TO HOLD HARMLESS AND INDEMNIFY THE CONSULTANT, ITS OFFICERS,
PARTNERS, EMPLOYEES, AND SUBCONTRACTORS FROM ALL CLAIMS, DAMAGES, LOSSES, EXPENSES AND COSTS (INCLUDING
ATTORNEYS’ FEES), INCLUDING, BUT NOT LIMITED TO, CLAIMS FOR CONSULTANT’S ALLEGED NEGLIGENCE, ARISING OUT OF
OR RELATED TO SUCH AUTHORIZED OR UNAUTHORIZED REUSE, CHANGE OR ALTERATION.
5.5. Reporting Obligations. Client has responsibility for complying with all legal reporting obligations. Nothing in the
Agreement precludes Consultant from providing any notices or reports that it may be required by law to give to
governmental entities.
5.6 Laboratory Services. In performing services, Consultant may request that Client provide independent testing laboratory
services. Consultant will rely on the accuracy of the testing laboratory services. Consultant will not, and Client shall not
rely upon Consultant to, check the quality or accuracy of the testing laboratory’s services.
5.7. Changed Conditions. The Client and Consultant acknowledge the possibility of occurrences or discoveries that were
not originally contemplated by or known to the Consultant. Should Client or Consultant call for contract renegotiation,
they shall identify the changed conditions necessitating renegotiation and the Consultant and the Client shall promptly
and in good faith enter into renegotiation of this Agreement. If the terms cannot be agreed to, the parties agree that
either party has the right to terminate the Agreement.
5.8 Site Visit. All conclusions, opinions and recommendations relating to site issues will be based upon site conditions at the
Property as they existed at the time of Consultant’s site visit, if any. Any report should not be relied upon to represent
conditions at a later date. This paragraph does not obligate Consultant to visit the site.
5.9 Opinions of Cost. Should Consultant provide any cost opinions, it is understood that those opinions are based on the
experience and judgment of Consultant and are merely opinions. Consultant does not warrant that actual costs will not
vary from those opinions because, among other things, Consultant has no control over market conditions.
5.10 Construction Observation. Construction observation is generally considered an essential element of a complete
design professional service. Accordingly, if the Client directs Consultant to not provide construction observation, the
Consultant shall not be responsible for the consequences of any of the Consultant’s acts, errors or omissions, except for
those consequences which, it reasonably could be concluded, Consultant’s observation services would not have
prevented or mitigated.
Unless otherwise provided in writing, construction visits and observations are performed to observe the progress and quality
of the work completed by the Contractor. Such visits are not intended to be an exhaustive check or an inspection of the
Contractor’s work, but rather are to allow Consultant to become generally familiar with the work in progress and to
determine, in general, if the work is proceeding in accordance with the Contract Documents.
Based on such observation, Consultant shall keep Client informed as to the progress of the work and shall endeavor to
guard Client against deficiencies in the work. If Client desires more extensive project observation or full-time project
representation, such services shall be provided as Additional Services under this Agreement.
Consultant shall not supervise, direct, or have control over the Contractor’s work, nor have any responsibility for the
construction means, methods, techniques, sequences, or procedures selected by the Contractor, nor for the Contractor’s
safety precautions or programs associated with the work. These rights and responsibilities are solely those of the Contractor.
The Consultant does not guarantee the performance of, and shall have no responsibility for, the acts or omissions of any
contractor, subcontractor, supplier or any other entity furnishing materials or performing any work on the Project. Client
acknowledges that Consultant is not responsible for any failure of any contractor, subcontractor, supplier or any other
entity furnishing materials or performing any work on the Project to construct the Project or manufacture materials in
accordance with the Documents or any applicable legal requirements.
Client waives any claim against Consultant, and, to the extent permitted by law, agrees to defend, indemnify and hold
Consultant harmless from any claim for injury or loss that results from failure to follow Consultant’s plans, specifications or
design intent, or for failure to obtain and/or follow Consultant’s guidance with respect to any alleged errors, omissions,
inconsistencies, ambiguities or conflicts contained within or arising as a result of implementing Consultant’s plans,
specifications or other instruments of service. Client also agrees to compensate Consultant for any time and expenses
incurred by Consultant in defense of any such claim, with such compensation to be based upon the Consultant’s
prevailing fee schedule.
5.11 Permits. Client is responsible for obtaining and complying with all required permits or other approvals of, and for giving
any required notices to, all governmental and quasigovernmental authorities having jurisdiction over the Services or the
Property. Client will provide to Consultant copies of any such permits or any such notices, together with any other relevant
information that will alert Consultant to the requirements of such permits, approvals, or notifications.
Page 7
ARTICLE 6: COMPENSATION OF SERVICES
6.1 Compensation of Services. Consultant’s compensation for services shall be set forth in individual Proposal(s).
6.2 Compensation. Client agrees to pay Consultant for Services in accordance with the Agreement. Services (also
referred to as “Basic Services”): Compensation will be a fixed fee amount of $17,950 plus estimated time & materials
amount of $0 (plus applicable taxes, if required) plus Reimbursable Expenses, all as detailed in the Proposal. For Additional
Services compensation will be charged based on the actual hours expended by Consultant's personnel and billed at
Consultant's Standard Hourly Rates in effect at the time of invoice. Standard Hourly Rates are defined as the rates
established from time to time by Consultant for its personnel, including amounts charged based on salaries paid to
Consultant's personnel plus payroll burden (Social Security contributions, Federal and State unemployment taxes, Workers'
Compensation, health and retirement benefits, incentive pay, sick leave, vacation and holiday pay applicable thereto)
and a factor for overhead and profit. Reimbursable Expenses include, but are not limited to, transportation and
subsistence, reproduction, subcontracts and similar items as outlined in the proposal or Consultant’s Standard Rate
Schedule.
6.3 Payments. Consultant will invoice Client monthly in accordance with the terms and conditions of the Proposal, and
amendment(s) for Services and reimbursables. Client agrees to pay Consultant the full amount of each such invoice within
30 days from Client’s receipt of each invoice. In no event shall Consultant’s failure to bill monthly constitute default under
the terms and conditions of this Agreement. Client agrees to pay Consultant a retainer (“Retainer”) in the amount of $0
(“Retainer Amount”) when this Agreement is signed by Client. Except as stated in this paragraph, the Retainer will be held
by Consultant to secure Client’s payment obligations. Client shall make payments timely in accordance with the terms of
this Agreement. At the sole option of Consultant, the Retainer may be applied against outstanding statements once thirty
five (35) days have elapsed from the date of Consultant’s invoice and payment thereof has not been made by Client. To
the extent that any of the Retainer is applied against outstanding statements, Client shall provide additional funds to be
placed by Consultant in the Retainer account such that at all times the Retainer is equal to the Retainer Amount. This
Retainer shall be held by Consultant until completion or termination of this Agreement. At the time of completion or
termination of this Agreement, Client authorizes Consultant to apply the Retainer to any unpaid invoices on this Agreement
and return the balance, if any, to Client at Client's address of record as set out above
6.4 Right to Stop Performance. If Client does not pay any amount due to Consultant or replenish the Retainer within forty
five (45) days after the invoice date, Consultant may, upon three (3) additional days verbal or written notice to Client, stop
performance of the Services until payment of the amount owed has been received.
6.5 Interest. Client agrees to pay a charge of eighteen percent (18%) per annum simple interest, or lesser if required by
law, on all invoiced amounts not paid within thirty (30) days of the date of the invoice, if the payment is not made within
forty five (45) days of the date of the invoice.
6.6 Attorney’s Fees. In the event Consultant’s invoices for Services are given to any attorney for collection, or if suit is
brought for collection, or if they are collected through probate, bankruptcy, or other judicial proceeding, then Client shall
pay Consultant all cost of collection, including the maximum attorney’s fees allowed by law and court costs, in addition
to other amounts due.
6.7 Contractual Lien to Secure Payment. Client grants to Consultant a contractual lien in addition to all constitutional,
statutory and equitable liens that may exist on the Property described in the Agreement and all improvements thereon to
secure payment for all debts owed, now or in the future, to Consultant by Client including those arising as a result of
Consultant’s services provided under this Agreement. Client grants Consultant the authority and right to file a copy of this
Agreement in the public records of the county or counties where the Project is located. Client's representative signing
below warrants that s/he has full authority to bind Client to this Agreement and further warrants that Client has an
ownership interest in the Property that is part of the Project or has a direct contract or agency relationship with the Property
owner. Client's representative signing below agrees to indemnify, save, and hold Consultant harmless for any and all
claims, causes of action, and damages that may arise against Consultant if the representations contained in this
paragraph are not correct.
ARTICLE 7: TERMINATION OF SERVICES
7.1 Termination. This Agreement may be terminated, either by Client or by Consultant, without cause, at any time prior to
completion of Consultant’s services, upon seven (7) days written notice to the other at the address of record. Upon receipt
of written notice from Client to discontinue work, the Consultant shall discontinue work under this Agreement.
Client understands that Consultant's ability to work is predicated upon its ability to collect payment of invoices when due.
If Client does not make timely payment of invoices related to this Agreement, then Client authorizes Consultant, at its sole
discretion, to terminate this Agreement for cause upon (7) days' notice to Client at its address of record set out above.
Such termination shall release Consultant from any further obligation to provide Services to Client on this Agreement, but
all obligations of Client shall continue.
In the event Client terminates the Agreement based on Client’s reasonable opinion the Consultant has failed or refused
to prosecute the work efficiently, promptly or with diligence, the Consultant shall have at least ten (10) days, from the
receipt of written notification by Client, to cure such failure to perform in accordance with the terms of this Agreement or
Proposal(s).
Client waives any and all claims it has against Consultant arising out of termination of this Agreement for cause by
Consultant. Client waives any and all claims, causes of action, or damages that it has or may have against Consultant for
failure to perform further services under this or any other Agreement with Client. Such termination shall release Consultant
from any further obligation to provide Basic or Additional Services to Client on this Agreement, but all obligations of Client
shall continue. To the fullest extent permitted by law, Client agrees to indemnify and hold Consultant harmless for any and
all claims made against Consultant by any person, firm, or corporation arising out of termination of this Agreement for
Page 8
cause. Upon termination for convenience or cause, either by Client or Consultant, Client shall pay Consultant all unpaid
sums due for Basic Services and all unpaid sums for any Additional Services that have been performed by Consultant.
7.2 Compensation in Event of Termination. Upon termination by either Client or Consultant, Client shall pay Consultant
with respect to all contracted Services rendered and expenses incurred before termination an amount fixed by applying
the Consultant’s standard hourly rates, in force at the time of termination, to all Services performed to date, in addition to
termination settlement costs the Consultant reasonably incurs relating to commitments which had become firm before
the termination.
ARTICLE 8: RELATIONSHIP OF PARTIES
8.1 Independent Contractor. It is understood that the relationship of Consultant to Client shall be that of an independent
contractor. Neither Consultant nor employees of Consultant shall be deemed to be employees of Client.
ARTICLE 9: LIMITATIONS OF LIABILITY
9.1 Limitation of Liability. TO THE FULLEST EXTENT PERMITTED BY LAW, THE TOTAL LIABILITY OF CONSULTANT, ITS EMPLOYEES,
OFFICERS, SUBCONSULTANTS AND SUBCONTRACTORS, TO CLIENT OR ANY PARTY CLAIMING BY, THROUGH OR UNDER CLIENT,
FOR ANY AND ALL INJURIES, CLAIMS, LOSSES, EXPENSES, OR DAMAGES WHATSOEVER FROM ANY CAUSE OR CAUSES,
INCLUDING, BUT NOT LIMITED TO, STRICT LIABILITY, BREACH OF CONTRACT, BREACH OF WARRANTY, NEGLIGENCE, OR
ERRORS OR OMISSIONS SHALL NOT EXCEED THE CONSULTANT’S TOTAL FEE. NOTWITHSTANDING ANY OTHER PROVISION OF
THE AGREEMENT, NEITHER PARTY SHALL BE LIABLE TO THE OTHER FOR ANY PUNITIVE, SPECIAL, INCIDENTAL, OR
CONSEQUENTIAL DAMAGES INCURRED DUE TO THE FAULT OF THE OTHER PARTY, REGARDLESS OF THE NATURE OF THIS FAULT
OR WHETHER IT WAS COMMITTED BY THE CLIENT OR BY CONSULTANT, THEIR EMPLOYEES, AGENTS, SUBCONSULTANTS, OR
SUBCONTRACTORS. CONSEQUENTIAL DAMAGES INCLUDE, BUT ARE NOT LIMITED TO, LOSS OF USE AND LOSS OF PROFIT.
9.2 No Certification. Consultant shall not be required to sign any documents, no matter by whom requested, that would
result in Consultant having to certify, guarantee, or warrant the existence of conditions whose existence Consultant cannot
ascertain. The Client also agrees not to make resolution of any dispute with Consultant or payments of any amount due
to Consultant in any way contingent upon Consultant’s signing any such certification.
9.3 Asbestos or Hazardous Materials. It is acknowledged by both parties that Consultant’s scope of services does not
include any services related to asbestos or hazardous or toxic materials. In the event Consultant or any other party
encounters asbestos or hazardous or toxic materials at the Property, or should it become known in any way that such
materials may be present at the Property or any adjacent areas that may affect the performance of Consultant’s Services,
Consultant may, at its option and without liability for consequential or other damages, suspend performance of Services
on the Project until the Client retains appropriate specialist consultant(s) or contractor(s) to identify, abate, and/or remove
the asbestos or hazardous or toxic materials and warrant that the Property is in full compliance with applicable laws and
regulations.
9.4 Delays. Consultant is not responsible for delays caused by factors beyond Consultant’s reasonable control, including
but not limited to delays because of strikes, lockouts, work slowdowns or stoppages, accidents, acts of God, failure of any
governmental or other regulatory authority to act in a timely manner, failure of the Client to furnish timely information or
approve or disapprove of Consultant’s Services or work product promptly, or delays caused by faulty performance by the
Client or by contractors of any level. When such delays beyond Consultant’s reasonable control occur, the Client agrees
Consultant is not responsible for damages, nor shall Consultant be deemed to be in default of this Agreement. In the
event such delay exceeds ninety (90) days, Consultant shall be entitled to an extension of time equal to the delay and an
equitable adjustment in compensation. In the event Consultant is delayed by the Client and such delay exceeds thirty
(30) days, Consultant shall be entitled to an extension of time equal to the delay and an equitable adjustment in
compensation.
9.5 Project Enhancement. If, due to Consultant’s error or omission, any required item or component of the Project is omitted
from Consultant’s documents, Consultant shall not be responsible for paying the cost to add such item or component to
the extent that such item or component would have been otherwise necessary to the Project or otherwise adds value or
betterment to the Project. In no event will Consultant be responsible for any cost or expense that provides betterment,
upgrade, or enhancement of the Project.
ARTICLE 10: DISPUTE RESOLUTION
10.1 Mediation. Any claim, dispute or other matter in question arising out of or related to this Agreement shall be subject
to non-binding mediation as a condition precedent to the institution of legal proceedings by either party. If such matter
relates to or is the subject of a lien arising out of the Consultant’s services, the Consultant may proceed in accordance
with applicable law to comply with the lien notice or filing deadlines prior to resolution of the matter by mediation or other
legal proceedings.
Each party agrees to include a similar mediation provision in all agreements with independent contractors and consultants
retained for the Project and to require all independent contractors and consultants also to include similar mediation
provisions in all agreements with their respective subcontractors, suppliers, and Subconsultants, thereby providing for
mediation as the initial method for dispute resolution between the parties to all those agreements.
The parties shall share the mediator’s fee and any filing fees equally. The mediation shall be held in the county where the
Project is located, unless another location is mutually agreed upon. Agreements reached in mediation shall be
enforceable as settlement agreements in any court having jurisdiction thereof.
ARTICLE 11: MISCELLANEOUS
11.1 Entire Agreement. The Agreement contains the entire agreement between Consultant and Client, and no oral
statements or prior written matter shall be of any force or effect. The Agreement may be modified only by written
document executed by both parties.
11.2 Modifications. No one has authority to make variations in, or additions to, the terms of this Agreement on behalf of
Consultant other than one of its officers, and then only in writing signed by him.
Page 9
11.3 Governing Law. The Agreement shall be governed by and construed in accordance with the laws of the State of
Arizona
11.4 Venue. THIS AGREEMENT IS PERFORMABLE BY ALL PARTIES IN CHANDLER COUNTY, AZ. VENUE OF ANY ACTION UNDER
THE AGREEMENT SHALL BE IN CHANDLER COUNTY, AZ.
11.5 Severability. If any provision of the Agreement is held to be illegal, invalid or unenforceable under present or future
laws, such provision shall be fully severable and the Agreement shall be construed and enforced as if such illegal, invalid
or unenforceable provision is not a party hereof, and the remaining provisions shall remain in full force and effect. In lieu
of any illegal, invalid or unenforceable provision, there shall be added automatically as a part of the Agreement, a
provision as similar in terms to such illegal, invalid or unenforceable provision as may be possible and be legal, valid and
enforceable.
11.6 Construction of Agreements. Paragraph titles in this Agreement are for convenience only and are not intended to
detract from or limit the effect of any language in this Agreement. The parties acknowledge that each party and, if it so
chooses, its counsel have reviewed and revised the Agreement and that the normal rule of construction to the effect that
any ambiguities are to be resolved against the drafting party shall not be employed in the interpretation of the Agreement
or any amendments or exhibits.
11.7 Successor and Assigns; No Third Part Beneficiaries. Client, for himself and partners, if any, and Consultant, for itself,
each binds himself or itself and its successors, executors, administrators and assigns to the other party to this Agreement
and to partners, successors, executors, administrators and assigns of such other party in respect to all covenants of this
Agreement. Neither Client nor Consultant shall assign, sublet, or transfer his interest in this Agreement without the written
consent of the other. Nothing herein shall be construed as giving any rights or benefits hereunder to anyone other than
Client and Consultant. Client and Consultant agree that there are no third party beneficiaries to this Agreement. Client’s
representative signing below warrants that he or she has full authority to bind Client to this Agreement
11.8 Subconsultants. Nothing in the Agreement restricts Consultant’s ability to hire subconsultants or others in connection
with the Services. Notwithstanding anything to the contrary in this Agreement, Consultant shall have no obligation to hire
any subconsultants unless the services of subconsultants are specifically included in the Proposal. The Services and any
reports or other documents prepared under this Agreement are for the sole benefit and sole use of Client and are not for
the use of any other person. Only Client may rely upon the Agreement and the Services, unless the Consultant gives Client
prior and specific written approval.
11.9 No Warranty or Fiduciary Responsibility. Consultant makes no warranty, either expressed or implied, as to Consultant’s
findings, recommendations, Documents, or professional advice. Any warranties or guarantees contained in any purchase
orders, contracts, certifications, requisitions, or notices to proceed issued by the Client are specifically objected to and
excluded. Client recognizes that neither Consultant nor any of Consultant’s Subconsultants or subcontractors owes any
fiduciary responsibility or duty to Client.
11.10 Corporate Liability. Client understands and agrees that Consultant is a business entity that has contracted to perform
services, and any services provided by Consultant’s employees, agents or officers are not provided in their individual
capacity. Client will not make any claim or demand against any of Consultant’s employees, agents or offices in their
individual capacity.
11.11 Survival of Provisions. Termination of the Services for any reason whatsoever shall not affect (a) any right or obligation
of any party that is accrued or vested prior to such termination, and any provision of the Agreement relating to any such
right or obligation shall be deemed to survive the termination of the Services or (b) any continuing obligation, liability or
responsibility of Consultant and of Client which would otherwise survive termination of the Services.
11.12 Suspension of Work and Additional Compensation: Consultant understands that Client may require Consultant to
temporarily suspend work for a period not to exceed ninety (90) days. Client understands that the suspension of work by
Consultant may cause Consultant to incur additional costs to resume work, whether on Basic or Additional Services, and
Client agrees to reimburse Consultant for such additional costs, if any.
CLIENT:
CONSULTANT:
DFDG ARCHITECTURE
KBELL ENGINEERING, LLC
By:
By:
Title:
Title:
Date:
Date:
1
Novemebr 15, 2024
Chad Billings
DFDG Architecture
4545 East McKinley Street
Phoenix, Arizona 85008
RE:
Chandler Traffic Management Building Expansion – 975 East Armstong Way, Chandler, Arizona 85286
Dear Chad,
Thank you for the opportunity of submitting this proposal for the future Chandler Traffic Management Building
Expansion, located within at 975 East Armstrong Way in Chandler, Arizona. I look forward to working with you on
this project. If you have any questions regarding this proposal, please contact me.
I.
SCOPE OF SERVICES
A. DESIGN DEVELOPMENT, PRELIMINARY SITE PLAN APPROVAL & CONSTRUCTION DOCUMENTS
1.
Provide a cover sheet Identifying all pertinent landscape site statistics
2.
Coordinate the following site info:
Total Site Area
Total Building Area
Total Landscape Area
Total Plant Material
3.
Coordinate the following Landscape Information:
1 tree & 6 Shrubs per 1000 S.F. plus 50% live ground coverage(not including tree
canopies)
Number of trees required
Number of trees provided
Number of Shrubs required
Number of shrubs provided
% total coverage of additional shrubs & groundcover to meet 50% coverage minimum.
4.
Prepare landscape plans indicating:
•
Open space areas.
•
Shrub material placement.
•
Boxed tree placement.
•
Street trees and shrubs.
•
Inert materials.
•
Planting details
•
Planting Specifications
5.
Prepare Irrigation Drawings:
•
Coordinate with the Civil Engineer to receive the existing static water pressure on site.
•
Coordinate with the engineer on the location of the proposed and or existing water
2
meters and their sizes
•
Irrigation Layout
• Drip
• Sleeves
•
Product identification.
•
Irrigation details.
•
Irrigation Specifications
4.
Submit plans to the Master consultant to submit to the City for review.
5.
Make the necessary changes to the plans as required by the City.
Resubmit the plans to the Master consultant to re submit to the City for approval
C. CONSTRUCTION ADMINISTRATION (if requested)
1. Punch-list’s, RFI’s & Construction Administration will be billed on an hourly basis upon request
by the owner and will not exceed an amount of $810.00
D. MISCELLANEOUS
•
There are no rendering(s) included as part of this proposal.
•
There is no lighting design included as part of this proposal.
•
Permits and permitting fees are not included as part of this proposal.
•
There are no site wall drawings, or any fencing drawings included for within this proposal.
•
There are no site visits to tag trees considered within the Construction Administration fee’s of
this proposal. If requested this, time will be additional to the lumps sum fee and be billed at
a rate of $135.00 per hour.
II.
COMPENSATION
A.
Design Ethic, LLC. shall provide the professional services outlined above for the lump sum fee of:
60% Design Development $ 2,495.00
90% Construction Documents $ 2,305.00
100% Submittal Drawings $ 1,220.00
Construction Administration $ 810.00
Meeting Allowance (if required) $ 405.00
Site Visit Reimbursement (if required) $ 56.00
B.
Reimbursable expenses shall be billed in addition to the lump sum fee and include direct
project expenditures of mileage, reproductions, plots, scans, photocopies, and digitizing.
Materials, printing, delivery service, permit fees will be billed at 1.10 times the cost and are
considered over and above any flat rates or not-to-exceed amounts quoted.
C.
Design Ethic LLC. shall invoice the Owner for work completed on a monthly basis beginning
thirty days after the execution of any services rendered. Payment for services rendered will be
due within thirty (30) calendar days of receipt of Design Ethic LLC. invoice. Design Ethic LLC.
invoices with the Owner/Client that are outstanding in excess of ninety (90) days will require
that Design Ethic LLC decease any further services for client until Design Ethic LLC. is
compensated for services rendered.
II.
ADDITIONAL SERVICES
A.
Additional services will be billed for conceptual drawings above and beyond those specified.
Any design services outside the scope of services specifically outlined will be additional services.
III.
TERMS & CONDITIONS
A.
Client agrees to provide Consultant with all information, surveys, reports, and professional
3
recommendations and any other related items requested by Consultant in order to provide its
professional services. The Client affirms that he has provided all documents, maps, and other
information in possession, relating to past, present, and proposed future use of the site and to
the physical conditions of the site and surrounding area. The Consultant relies on the accuracy
and completeness of these
items. Client is responsible for acquiring all necessary permits and approvals and associated
fees. The landscape architect will not be responsible or liable for any of the following: Any use of
plans, specifications, details not signed and sealed by the landscape architect and approved
by the governing agency. Any inaccuracies of
site data plans, architectural drawings, services or any other information supplied by the client
or others. Site soils and geologic conditions. Changes to the plans and specifications made by
the client or others. Job site conditions. The performance of work on this project by any
construction contractors or third parties.
B.
The client agrees, to the maximum extent permitted by law, to waive any claims against the
Consultant arising out of the performance of these services, except for the sole negligence or
willful misconduct of the Consultant. Information for the Sole Use and Benefit of the Client: All
opinions and conclusions of the Consultant, whether written or oral, and any plans,
specifications, or other documents and services provided by the Consultant are for the sole use
and benefit of the Client and are not to be provided to any other person or entity without the
prior written consent of the Consultant. Nothing contained in this Agreement shall create a
contractual relationship with or cause of action in favor of any third party against either the
Consultant or the Client.
C.
In recognition of the relative risks, rewards and benefits of the project to both the Client and the
Consultant, the risks have been allocated such that the Client agrees that, to the fullest extent
permitted by law, the Consultant’s total liability to the Client for any and all injuries, damages,
claims, losses, expenses or claim expenses arising out of this Agreement from any cause or
causes, shall not exceed the Consultant’s fee. Such causes include but are not limited to, the
Consultant’s negligence, errors, omissions, strict liability, breach of contract or breach of
warranty.
D.
All documents produced by the Consultant under this agreement are instruments of the
Consultant’s professional service and shall remain the property of the Consultant and may not
be used by the Client for any other purpose without prior written consent of the Consultant
E.
Client acknowledges and agrees that proper Project maintenance is required after the Project
is complete. A lack of or improper maintenance in areas such as, but not limited to, watering
schedule, pruning methods, weeding and other general landscape maintenance practices
may result in damage to property or persons. Client further acknowledges and agrees that, as
between the parties to this Agreement, Client is solely responsible for the results of any lack of or
improper maintenance.
F.
In the event that a question or claim may arise as to an error or omission in the
landscape architect’s work or plans, the landscape architect will assume no liability
for the errors or omissions unless notified within 48 hours of the client’s discovery of such. If
notified within 48 hours, the landscape architect will have the right to remedy any such errors or
omissions. Any claims or disputes between the Client and the Consultant arising out of the
services to be provided by the Consultant or out of this Agreement shall be submitted to non-
binding mediation. The Client and Consultant
agrees to include a similar mediation agreement with all contractors, subconsultants,
subcontractors, suppliers, and fabricators, providing for mediation as the primary method of
dispute resolution among all parties.
G.
This Agreement may be terminated at any time by either party should the other party fail to
perform its obligations hereunder. In the event of termination for any reason
whatsoever, the Client shall pay the Consultant for all services rendered to the date of
termination, and all reimbursable expenses incurred prior to termination and reasonable
termination expenses incurred as the result of termination. The landscape architect has the right
to and may assert a lien for professional fees and costs for all past due accounts.
4
BILLING RATES
Principal
$ 135.00 per hour
Designer
$ 100.00 per hour
Costs of printing, delivery service, & digitizing will be billed at 1.10 times the cost and are considered over and
above any flat rates or not-to-exceed amounts quoted.
Again, thank you for the opportunity of working with you.
Sincerely,
ACCEPTED FOR:
Design Ethic, LLC.
BY:
TITLE:
Brandon T. Paul
Principal
DATE:
Project Management | Construction Cost Management
15169 N. Scottsdale, Suite 205.
Scottsdale
AZ 85254
Mobile 480 868 6326
www.tbdconsultants.com
November 15, 2024
Chad Billings, AIA, LEED-AP BD+C. WELL AP.
Principal.
DFDG
4545 E McKinley ST
Phoenix
Arizona 85008
Re: Chandler TMC Expansion Cost Estimates – Construction Documents. Rev 1.
Fee Proposal for Cost Consulting Service.
Dear Chad,
We are pleased to offer Cost Consulting services for the above project.
We understand the existing Chandler Traffic Management Center (TMC) facility requires an
expansion to the existing facility which will have control room, additional office space, restroom
and training storage.
TBD to provide CD Design estimate.
TBD to provide an alt fee for GMP review.
Scope of Services
TBD fee proposal is based on a CD design estimate to DFDG. The service will include cost
estimates including one revision and two one-hour meetings. The cost will be pertained to the
local market rates with cross referring to the cost database to produce set estimate.
The cost estimate will be based upon information provided by DFDG.
Fees
We propose to provide the above services based on a Not-To-Exceed Fee Basis:
CD Estimate
$ 15,000.00
-
Senior Cost Manager 80 Hours.
-
One revision per comments
Total ………………..…………..
$ 15,000.00
Project Management | Construction Cost Management
TMC Expansion – CD Estimate. R1.
TBD Fee Proposal
11/15/24
Alt Fee: CMAR GMP Review
$ 10,000.00
-
Senior Cost Manager 50 Hours.
-
One revision per comments
Alt Fee Total ………………..……….. $ 10,000.00
The not-to-exceed fee is based upon a blended hour billable rate of $185/Hr.
The fees include expenses incurred in the preparation of any required documentation or reports.
Reimbursement expense fee has been excluded.
Our fees exclude travel costs. No anticipation of any travel is expected.
TBD cost estimating positional fee breakdown (Arizona only):
Cost Estimator:
$160/Hr.
Senior Cost Estimator:
$185/Hr.
Associate Principal:
$195/Hr.
Principal:
$225/Hr.
Notable Exclusions:
The following items are excluded from the scope in this fee proposal:
-
Reconciliation with estimates by others.
-
Site visits.
-
Reviewing subcontractor bids.
Project Management | Construction Cost Management
TMC Expansion – CD Estimate. R1.
TBD Fee Proposal
11/15/24
Payment and Terms
We will issue a monthly invoice. Payment due thirty (30) calendar days after date of invoice.
Our proposal remains open for a period of thirty (30) days. After this time, we will be pleased to
review the proposal, make any required amendments, and re-submit for your review and approval.
Work will be completed under the direction of Patrick Templeton.
We trust that we have interpreted your requirements correctly, if you have any questions or
suggested amendments, please do not hesitate to contact the undersigned. If you would like to
proceed with the above services, please complete and return the authorization below.
We look forward to working with you on this project.
On behalf of TBD Consultants
On behalf of DFDG
_______________________________
Accepted by: _______________________
Patrick Templeton
Senior Cost Consultant
Printed Name: _______________________
Title:
_______________________
Date:
_______________________
pp
3331 East Wood Street ■ Phoenix, AZ 85040 ■ Phone 602-997-6391 ■ Fax 602-943-5508 ■ www.speedie.net
PHOENIX
TUCSON
FLAGSTAFF
October 25, 2024
Chad Billings
DFDG Architecture
4545 East McKinley Street
Phoenix, AZ 85008
RE: Proposal for Geotechnical Investigation
Chandler TMC Building
975 East Armstrong Way
Chandler, AZ
Proposal No. 89552 S
Mr. Billings:
Speedie & Associates are pleased to provide our cost proposal to conduct a soil investigation at the above
referenced site that will satisfy site development, pavement and foundation design requirements. All work
on this project will be carried out under the overall supervision of a registered Professional Engineer in
the state of Arizona.
We understand that construction will consist of a 2,800sf traffic management building at the existing City
of Chandler facility. The proposed building will be single story, slab on grade with masonry construction.
There will be a covered breezeway connecting the existing and proposed buildings. Structural loads are
expected to be light to moderate and no special considerations regarding settlement tolerances are known
at this time. Adjacent areas will be landscaped or paved to support light to moderate passenger and truck
traffic. Landscaped areas will be utilized for storm water retention and disposal.
Geotechnical Investigation-We will drill and sample sufficient test borings to adequately determine
subsoil conditions and provide samples for laboratory testing. Sufficient laboratory tests will be conducted
to properly classify the soils encountered and provide data for engineering design. Due to the existing
concrete pavement, we will have to core the concrete in order to drill at some of the locations. We presently
anticipate drilling two (2) structural borings to the depths of 15 to 20 feet below ground surface or auger
refusal, whichever comes first. Access to the site by conventional truck-mounted drilling equipment is
assumed to be free and unencumbered.
Infiltration Tests-An add-alternate is provided to excavate and conduct shallow infiltration tests meeting
Chandler requirements. They now requires dual ring infiltration tests per ASTM D3385 be conducted,
same as Maricopa County. This method requires a backhoe to excavate test pits, installation of large ring
devices and a minimum of 6 hours of continuous readings. Due to these requirements, only two tests at a
time can be conducted by one person. Tests would be conducted at the proposed depths of the retention
basins per the Grading & Drainage plan (by others).
pp
DFDG Architecture
Proposal No. 89552 S
Chandler TMC Building
October 25, 2024 - Page 2
We will mark the proposed boring/test pit locations in the field with the locations to be approved by the
client and owner. Speedie & Associates will take reasonable precautions to avoid damage to subterranean
structures, pipelines and utilities including notifying AZ811 (Blue Stake), subcontracting a private utility
locator and reviewing all as-built utility plans provided by the client. The client (and owner) agree
Speedie & Associates is not responsible for any damages to underground structures, pipelines and
utilities that are not traceable, not called to our attention and/or correctly shown on the plans
furnished to Speedie & Associates.
We will analyze the data obtained from field and laboratory testing and prepare a report presenting all data
obtained, together with our conclusions and recommendations regarding:
1. Design data, allowable bearing pressure and depth, for shallow spread footings.
2. Alternate foundation systems and design data, if indicated by soil conditions.
3. Settlement estimate for the foundation system.
4. Lateral pressures on temporary and permanent retaining and foundation walls.
5. Seismic Site Classification based on borings and published ground motion data.
6. Groundwater conditions, if any, to the depths which will influence design and/or construction
of the proposed development.
7. Swell potential of in-situ and compacted soils and recommendations for control if highly
expansive.
8. Pavement design to provide economy and adequate service.
9. Suitability of site soils for use as compacted fill and preferred earthwork methods, including
clearing, stripping, excavation and construction of engineered fill.
10. Local excavation and trenching conditions and stability considerations.
11. Add-Alternate: Infiltration tests for storm water retention basin design.
Charges for our services have been determined on the basis of our standard Fee and Rate Schedule, a copy
of which is attached and made a part hereof for any additional design work requested. We propose to
provide the design services set forth herein for the following lump sum amounts, which includes all
testing, engineering, reimbursable expenses and an electronic pdf format file of the report emailed upon
completion. Should we be informed that hard copies of the report are needed, there will be an additional
charge of $50.00 per report.
Description
Fee
Geotechnical Investigation & Report
$ 4,800.00
Accept Decline
Add-Alternate: Percolation Tests
$ 2,600.00 First Test1
$ 800.00 Additional Tests2 Accept # ___ Decline
Notes: 1 The first test incorporates the cost of the backhoe service.
2 Conducted on the same mobilization as the initial percolation test.
We have the staff available to begin work immediately upon notice to proceed. Currently about 10 working
days are required to mark, obtain utility clearances and begin auger borings. Fieldwork for auger borings
should take one day (access and weather permitting). Lab testing will require about 3 weeks. We can
provide preliminary information a few days after drilling the site. The complete report will be issued
within ten days of lab testing completion. This schedule is subject to change depending on the
pp
DFDG Architecture
Proposal No. 89552 S
Chandler TMC Building
October 25, 2024 - Page 3
workload when Notice to Proceed is received. As always, we stand ready to make reasonable
adjustments to this schedule to meet our clients' needs.
We appreciate the opportunity to submit this proposal for your consideration. If the terms set forth are
satisfactory, please sign the attached copy and return it for our records or attach to your standard contract
for engineering services.
Respectfully submitted,
APPROVED AND ACCEPTED
SPEEDIE & ASSOCIATES
For: DFDG Architecture
By:
(Printed Name & Position)
Kenneth M. Euge II
Geotech Field Manager
(Signature)
(Date)
Page 1 of 1
Initials ______
Revised 6/13/24
Initials ______
ENGINEERING SERVICES
2024 Fee and Rate Schedule
Fees for services will be based upon the time worked on the project at the following rates:
Title
Rate Per Hour
Principal
$ 180.00
Project Manager
140.00
Sr. Geologist/Engineer
140.00
Special Inspector (Architectural)
120.00
Project Engineer/Geologist
120.00
Environmental Specialist
100.00
Special Inspector (Structural/Geotechnical)
100.00
Staff Engineer/Geologist
100.00
Sr. Engineering Technician
80.00
Draftsman
75.00
Materials Testing Technician
70.00
Clerical/Administrative
60.00
REIMBURSABLE EXPENSES
Light Truck Mileage Rate: $0.67 per mile
The following items are reimbursable to the extent of actual expenses plus 25%:
1. Transportation, lodging and subsistence for out of town travel
2. Special mailings and shipping charges
3. Special materials and equipment unique to the project
4. Duplication or reprinting/copying reports
TEST BORINGS AND FIELD INVESTIGATIONS
On projects requiring test borings, test pits, or other explorations, the services of reputable contractors to perform
such work shall be obtained.
SUBCONTRACTORS/SUBCONSULTANTS CHARGES
Any charges for subcontractors/subconsultants are subject to a 25% handling fee if invoiced by Speedie & Associates
or such charges can be directly paid by the CLIENT.
SPECIAL RATES
The following rates may be subject to a 35% increase:
Overtime – time over 8 hours per weekday and on Saturday
Sunday and Holidays
Rush orders
MINIMUM CHARGES
A three-hour minimum is charged for field testing and inspection services.
EXPERT WITNESS
Deposition and testimony; 4-hour minimum, $250.00 per hour.
The following Terms and Conditions are included and hereto made a part of this agreement.
General Conditions – (v3 06132024)
Page 1
GENERAL CONDITIONS
SECTION 1: RESPONSIBILITIES
1.1 SPEEDIE & ASSOCIATES, LLC a UES Company (S&A/UES) is responsible for providing the services described under the
Scope of Services.
1.2 The Client is responsible for providing S&A/UES with a clear understanding of the project’s nature and scope. The
Client shall supply S&A/UES with sufficient and adequate information, including, but not limited to, maps, site plans,
reports, surveys, plans and specifications, and designs, to allow S&A/UES to properly complete the specified services. The
Client shall also communicate changes in the nature and scope of the project as soon as possible during performance of
the work so that the changes can be incorporated into the work product.
1.3 The Client acknowledges that S&A/UES’s responsibilities in providing the services described under the Scope of
Services section is limited to those services described therein, and the Client hereby assumes any collateral or affiliated
duties necessitated by or for those services. Such duties may include, but are not limited to, reporting requirements
imposed by any third party such as federal, state, or local entities, the provision of any required notices to any third party,
or the securing of necessary permits or permissions from any third parties required for S&A/UES’s provision of the services
so described, unless otherwise agreed upon by both parties in writing.
SECTION 2: STANDARD OF CARE
2.1 Services performed by S&A/UES under this Agreement will be conducted in a manner consistent with the level of
care and skill ordinarily exercised by members of S&A/UES's profession practicing contemporaneously under similar
conditions in the locality of the project. No other warranty, express or implied, is made by S&A/UES hereunder.
2.2 Execution and delivery of this Agreement by S&A/UES is not a representation that S&A/UES has visited the site,
become generally familiar with local conditions under which the work is to be performed, or correlated personal
observations with the requirements of the Scope of Services. It is the Client’s responsibility to provide S&A/UES with all
information necessary for S&A/UES to provide the services described under the Scope of Services, and the Client assumes
all liability for information not provided to S&A/UES that may affect the quality or sufficiency of the services so described.
SECTION 3: SITE ACCESS AND SITE CONDITIONS
3.1 Client will grant or obtain free access to the site for all equipment and personnel necessary for S&A/UES to perform
the work set forth in this Agreement. The Client will notify any possessors of the project site that Client has granted
S&A/UES free access to the site. S&A/UES will take reasonable precautions to minimize damage to the site, but it is
understood by Client that, in the normal course of work, some damage may occur, and the correction of such damage is
not part of this Agreement unless so specified in the Scope of Services.
3.2 The Client is responsible for the accuracy of locations for all subterranean structures and utilities. S&A/UES will take
reasonable precautions to avoid known subterranean structures, and the Client waives any claim against S&A/UES, and
agrees to defend, indemnify, and hold S&A/UES harmless from any claim or liability for injury or loss, including costs of
defense, arising from damage done to subterranean structures and utilities not identified or accurately located. In addition,
Client agrees to compensate S&A/UES for any time spent or expenses incurred by S&A/UES in defense of any such claim
with compensation to be based upon S&A/UES's prevailing fee schedule and expense reimbursement policy.
SECTION 4: BILLING AND PAYMENT
4.1 S&A/UES will submit invoices to Client monthly or upon completion of services. Invoices will show charges for
different personnel and expense classifications.
General Conditions – (v3 06132024)
Page 2
4.2 Payment is due 30 days after presentation of invoice and is past due 31 days from invoice date. Client agrees to pay
a finance charge of one and one-half percent (1 ½ %) per month, or the maximum rate allowed by law, on past due
accounts.
4.3 If S&A/UES incurs any expenses to collect overdue billings on invoices, the sums paid by S&A/UES for reasonable
attorneys' fees, court costs, S&A/UES's time, S&A/UES's expenses, and interest will be due and owing by the Client.
SECTION 5: OWNERSHIP AND USE OF DOCUMENTS
5.1 All reports, boring logs, field data, field notes, laboratory test data, calculations, estimates, and other documents
prepared by S&A/UES, as instruments of service, shall remain the property of S&A/UES. Neither Client nor any other entity
shall change or modify S&A/UES’s instruments of service.
5.2 Client agrees that all reports and other work furnished to the Client or his agents, which are not paid for, will be
returned upon demand and will not be used by the Client for any purpose.
5.3 S&A/UES will retain all pertinent records relating to the services performed for a period of “five years or such longer
period” of time required by applicable accrediting agency, unless specified in the scope of services following submission
of the report or completion of the Scope of Services, during which period the records will be made available to the Client
in a reasonable time and manner.
5.4 All reports, boring logs, field data, field notes, laboratory test data, calculations, estimates, and other documents
prepared by S&A/UES, are prepared for the sole and exclusive use of Client, and may not be given to any other entity, or
used or relied upon by any other entity, without the express written consent of S&A/UES. Client is the only entity to which
S&A/UES owes any duty or duties, in contract or tort, pursuant to or under this Agreement.
SECTION 6: DISCOVERY OF UNANTICIPATED HAZARDOUS MATERIALS
6.1 Client represents that a reasonable effort has been made to inform S&A/UES of known or suspected hazardous
materials on or near the project site.
6.2 Under this agreement, the term hazardous materials includes hazardous materials, hazardous wastes, hazardous
substances (40 CFR 261.31, 261.32, 261.33), petroleum products, polychlorinated biphenyls, asbestos, and any other
material defined by the U.S. EPA as a hazardous material.
6.3 Hazardous materials may exist at a site where there is no reason to believe they are present. The discovery of
unanticipated hazardous materials constitutes a changed condition mandating a renegotiation of the scope of work. The
discovery of unanticipated hazardous materials may make it necessary for S&A/UES to take immediate measures to protect
health and safety. Client agrees to compensate S&A/UES for any equipment decontamination or other costs incident to
the discovery of unanticipated hazardous materials.
6.4 S&A/UES will notify Client when unanticipated hazardous materials or suspected hazardous materials are
encountered. Client will make any disclosures required by law to the appropriate governing agencies. Client will hold
S&A/UES harmless for all consequences of disclosures made by S&A/UES which are required by governing law. In the event
the project site is not owned by Client, it is the Client's responsibility to inform the property owner of the discovery of
unanticipated hazardous materials or suspected hazardous materials.
6.5 Notwithstanding any other provision of this Agreement to the contrary, Client waives any claim against S&A/UES,
and to the maximum extent permitted by law, agrees to defend, indemnify, and save S&A/UES harmless from any claim,
liability, and/or defense costs for injury or loss arising from S&A/UES's discovery of unanticipated hazardous materials or
suspected hazardous materials including any costs created by delay of the project and any cost associated with possible
reduction of the property's value. Client will be responsible for ultimate disposal of any samples secured by S&A/UES which
are found to be contaminated.
General Conditions – (v3 06132024)
Page 3
SECTION 7: RISK ALLOCATION
7.1 Subject to the balance of this Section 7.1, Client agrees that S&A/UES's liabilities, losses, damages, fees, costs and
expenses (including attorneys’ fees)(collectively, “Liability”) arising from any claim on account of any breach of contract,
error, omission, or professional negligence will be limited to a sum not to exceed $50,000 or S&A/UES’s fee, whichever is
greater (the “Liability Cap”). If Client prefers to have a higher Liability Cap, S&A/UES agrees to increase the Liability Cap to
$1,000,000.00 upon Client’s written request at the time of accepting S&A/UES’s proposal, provided that Client agrees to
pay an additional consideration of one percent of the total fee, or $1,000.00, whichever is greater. If Client prefers a
$2,000,000.00 Liability Cap, S&A/UES agrees to increase the Liability Cap to $2,000,000.00 upon Client’s written request
at the time of accepting S&A/UES’s proposal, provided that Client agrees to pay an additional consideration of one percent
of the total fee, or $2,000.00, whichever is greater. The additional charge for the higher Liability Cap is because of the
greater risk assumed and is not strictly a charge for additional professional liability insurance.
7.2 Client shall not be liable to S&A/UES, and S&A/UES shall not be liable to Client for any punitive, incidental, special,
or consequential damages (including lost profits, loss of use, and lost savings) incurred by either party due to the fault of
the other, regardless of the nature of the fault, or whether it was committed by Client or S&A/UES, their employees, agents,
or subcontractors; or whether such liability arises in breach of contract or warranty, tort (including intentional torts and
negligence), statutory, or any other cause of action.
7.3 As used in this Agreement, the terms “claim” or “claims” mean any claim in contract, tort, or statute alleging
negligence, errors, omissions, strict liability, statutory liability, breach of contract, breach of warranty, negligent
misrepresentation, or any other act giving rise to Liability.
SECTION 8: INSURANCE
8.1 S&A/UES represents that it and its agents, staff, and consultants employed or retained by S&A/UES, is and are
protected by workers’ compensation insurance, and that S&A/UES has such coverage under public liability and property
damage insurance policies which S&A/UES deems to be adequate. Certificates for all such policies of insurance shall be
provided to Client upon request in writing. Within the limits and conditions of such insurance, S&A/UES agrees to
indemnify and save Client harmless from and all Liabilities arising from negligent acts by S&A/UES, its agents, staff, and
consultants employed by it. S&A/UES shall not be responsible for Liabilities beyond the amounts, limits, and conditions of
such insurance or the limits described in Section 7, whichever is less. The Client agrees to defend, indemnify, and save
S&A/UES harmless from all Liabilities arising from acts by Client, Client’s agents, staff, and others employed by Client.
8.2 Under no circumstances will S&A/UES indemnify Client from or for Client’s own actions, negligence, or breaches of
contract.
8.3 To the extent that damages are covered by property insurance, Client and S&A/UES waive all rights against each
other and against the contractors, consultants, agents, and employees of the other for damages, except such rights as they
may have to the proceeds of such insurance.
SECTION 9: DISPUTE RESOLUTION
9.1 All claims, disputes, and other matters in controversy between S&A/UES and Client arising out of or in any way related
to this Agreement shall be submitted to mediation before and as a condition precedent to seeking other remedies provided
by law.
9.2 If a dispute arises and that dispute is not resolved by mediation, then: (a) the claim will be brought in the state or
federal courts having jurisdiction where the S&A/UES office which provided the service is located; and (b) the prevailing
party will be entitled to recovery of all reasonable out of pocket fees, costs and expenses incurred by such party, including
court costs, attorneys’ fees, expert witness fees, and other claim related expenses.
General Conditions – (v3 06132024)
Page 4
SECTION 10: TERMINATION
10.1 This Agreement may be terminated by either party upon seven (7) days written notice in the event of substantial
failure by the other party to perform in accordance with the terms hereof, or in the case of a force majeure event such as
terrorism, act of war, public health or other emergency. Such termination shall not be effective if such substantial failure
or force majeure has been remedied before expiration of the period specified in the written notice. In the event of
termination, S&A/UES shall be paid for services performed to the termination notice date plus reasonable out of pocket
termination expenses incurred or paid by S&A/UES in connection with such termination and the winding down of its
operations.
10.2 In the event of termination, or suspension for more than three (3) months, prior to completion of all reports
contemplated by this Agreement, S&A/UES may complete such analyses and records as are necessary to complete its files
and may also complete a report on the services performed to the date of notice of termination or suspension. The expense
of termination or suspension shall include all direct out of pocket costs incurred or paid by S&A/UES in completing such
analyses, records, and reports.
SECTION 11: REVIEWS, SPECIAL INSPECTIONS, TESTING AND OBSERVATIONS
11.1 Plan review and building inspections are performed for the purpose of observing compliance with applicable building
codes. Construction materials testing (“CMT”) and Special Inspections are performed to document compliance of certain
materials or components with applicable testing standards. S&A/UES’s performance of plan reviews, Special inspections,
building inspections, or CMT, or S&A/UES’s presence on the site of Client’s project while performing any of the foregoing
activities, is not a representation or warranty by S&A/UES that Client’s project is free of errors in either design or
construction.
11.2 If S&A/UES is retained to provide construction monitoring or observation, S&A/UES will report to Client any observed
work which, in S&A/UES’s opinion, does not conform to the plans and specifications provided to S&A/UES. S&A/UES shall
have no authority to reject or terminate the work of any agent or contractor of Client. No action, statements, or
communications of S&A/UES, or S&A/UES’s site representative, can be construed as modifying any agreement between
Client and others. Client acknowledges that S&A/UES’s performance of construction monitoring or observation is not a
representation or warranty by S&A/UES that Client’s project is free of errors in either design or construction.
11.3 Neither the activities of S&A/UES pursuant to this Agreement, nor the presence of S&A/UES or its employees,
representatives, or subcontractors on the project site, shall be construed to impose upon S&A/UES any responsibility for
means or methods of work performance, superintendence, sequencing of construction, or safety conditions at the project
site. Client acknowledges that Client or its contractor is solely responsible for project jobsite safety.
11.4 Client is responsible for scheduling all inspections and CMT activities of S&A/UES. All testing and inspection services
will be performed on a will-call basis. S&A/UES will not be responsible for tests and inspections that are not performed
due to Client’s failure to schedule S&A/UES’s services on the project, or for any claims or damages arising from tests and
inspections that are not scheduled or performed.
11.5 If the Client desires more extensive or full-time project observation to help reduce the risk of problems arising during
construction, the Client shall request such services as “Additional Services” in accordance with the terms of this agreement.
Should the Client, for any reason, choose not to have S&A/UES provide construction or field observation during the
implementation of S&A/UES’s specifications or recommendations, or should the Client unduly restrict S&A/UES’s
assignment of observation personnel, Client shall, to the fullest extent permitted by law, waive any claim against S&A/UES,
and indemnify, defend, and hold S&A/UES harmless from any claim or liability for injury or loss arising from field problems
allegedly caused by findings, conclusions, recommendations, plans or specifications developed by S&A/UES. The Client
also shall compensate S&A/UES for any time spent or expenses incurred by S&A/UES in defense of any such claim. Such
compensation shall be based upon S&A/UES’s standard fee and rate schedule.
General Conditions – (v3 06132024)
Page 5
SECTION 12: ENVIRONMENTAL ASSESSMENTS
12.1 Client acknowledges that an Environmental Site Assessment (“ESA”) is conducted solely to permit S&A/UES to render
a professional opinion about the likelihood or extent of regulated contaminants being present on, in, or beneath the site
in question at the time services were conducted. No matter how thorough an ESA study may be, findings derived from the
study are limited and S&A/UES cannot know or state for a fact that a site is unaffected by reportable quantities of regulated
contaminants as a result of conducting the ESA study. Even if S&A/UES states that reportable quantities of regulated
contaminants are not present, Client acknowledges that it still bears the risk that such contaminants may be present or
may migrate to the site after the ESA study is complete.
SECTION 13: SAMPLE DISPOSAL
13.1 Non-Hazardous Samples — Test samples are substantially altered during testing and disposed of immediately upon
completion. Drilling samples are disposed of thirty (30) days after submission of our report. If requested in writing, samples
can be held after thirty (30) days for an additional storage fee or returned to the Client.
13.2 Hazardous Samples — If toxic or hazardous substances are involved, S&A/UES will return such samples to the Client.
Or using a manifest signed by the Client, S&A/UES will have such samples transported to a location selected by the Client
for final disposal. The Client agrees to pay all costs for storage, transport, and disposal of samples. The Client recognizes
and agrees that S&A/UES is acting as a bailee and at no time assumes title to samples involving hazardous or toxic materials.
SECTION 14: SUBSURFACE EXPLORATIONS
14.1 Client acknowledges that subsurface conditions may vary from those observed at locations where borings, surveys,
samples, or other explorations are made, and that site conditions may change with time. Data, interpretations, and
recommendations by S&A/UES will be based solely on information available to S&A/UES at the time of service. S&A/UES
is responsible for those data, interpretations, and recommendations but will not be responsible for other parties’
interpretations or use of the information developed or provided by S&A/UES.
14.2 Subsurface explorations may result in unavoidable cross-contamination of certain subsurface areas, as when a probe
or boring device moves through a contaminated zone and links it to an aquifer, underground stream, or other hydrous
body not previously contaminated. S&A/UES is unable to eliminate totally cross-contamination risk despite use of due care.
Since subsurface explorations may be an essential element of S&A/UES’s services indicated herein, Client shall, to the
fullest extent permitted by law, waive any claim against S&A/UES, and indemnify, defend, and hold S&A/UES harmless from
any claim or Liability arising from cross-contamination allegedly caused by S&A/UES’s subsurface explorations. In addition,
Client agrees to compensate S&A/UES for any time spent or expenses incurred by S&A/UES in defense of any such claim
with compensation to be based upon S&A/UES's prevailing fee schedule and expense reimbursement policy.
SECTION 15: SOLICITATION OF EMPLOYEES
15.1 Client agrees not to solicit for hire any of S&A/UES's employees with which Client had contact during the term of this
Agreement for a one-year period following the expiration date or termination date of this Agreement (the “Post-Term
Period”) except through S&A/UES. If Client hires any such S&A/UES employee during the Post-Term Period, Client shall
within five business days following written demand therefore from S&A/UES, pay S&A/UES an amount equal to one-half
of the employee's then effective annualized salary, as liquidated damages. Further, Client acknowledges that the liquidated
damages, stated above, are reasonable under the circumstances.
SECTION 16: ASSIGNS
16.1 Neither Client nor S&A/UES may assign this Agreement or assign or delegate any of its rights or obligations hereunder
without the prior written consent of the other party.
General Conditions – (v3 06132024)
Page 6
SECTION 17: GOVERNING LAW AND SURVIVAL
17.1 This Agreement shall be governed by and construed in accordance with the laws of the jurisdiction in which the
S&A/UES office performing the services hereunder is located.
17.2 If any of the provisions of this Agreement is held by a court of competent jurisdiction to be illegal, invalid, or
unenforceable, the enforceability of the remaining provisions will not be impaired and will survive. Limitations of liability
and indemnities will survive termination of this Agreement for any cause.
SECTION 18: INTEGRATION CLAUSE
18.1 This Agreement represents and contains the entire and only agreement and understanding among the parties with
respect to the subject matter of this Agreement and supersedes any and all prior and contemporaneous oral and written
agreements, understandings, representations, inducements, promises, warranties, and conditions among the parties. No
agreement, understanding, representation, inducement, promise, warranty, or condition of any kind with respect to the
subject matter of this Agreement shall be relied upon by the parties unless expressly set forth herein.
18.2 This Agreement may not be amended or modified except by an agreement in writing signed by the party against
whom the enforcement of any modification or amendment is sought.
SECTION 19: WAIVER OF JURY TRIAL
19.1 To the extent permitted by applicable law, Client and S&A/UES hereby waive trial by jury in any action arising out of
or related to this Agreement.
CLIENT APPROVAL
S&A/UES offers the Client the Proposal as listed above. Client may accept S&A/UES’s offer by signing in the space provided
below and returning a signed copy to S&A/UES. Such notification may be faxed or by emailing the signed general
conditions. In the event the Client authorizes work without returning a signed copy, the Client agrees to be bound by the
general conditions as stated herein. The proposal presented has been read, understood, and accepted by the Client
effective as of the date that the executed proposal is returned to S&A/UES.
EXECUTED BY CLIENT’S AUTHORIZED REPRESENTATIVE:
(signature)
Printed Name:
Title:
Date Accepted:
Client Business Name:
Billing Address:
Telephone:
E-mail:
ACCOUNTS PAYABLE INFORMATION
A/P Contact Name:
A/P Contact Telephone:
*A/P Contact E-Mail:
* A/P Contact E-Mail must be provided before the S&A/UES can proceed with its proposed services
Project Name: Traffic Management Center Building
Page F-1
Project No.: DS2401.201
Rev. 1/24/2024
EXHIBIT “F”
FEDERAL REQUIREMENTS
N/A
SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE
THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN
ACCORDANCE WITH THE POLICY PROVISIONS.
INSURER(S) AFFORDING COVERAGE
INSURER F :
INSURER E :
INSURER D :
INSURER C :
INSURER B :
INSURER A :
NAIC #
NAME:
CONTACT
(A/C, No):
FAX
E-MAIL
ADDRESS:
PRODUCER
(A/C, No, Ext):
PHONE
INSURED
REVISION NUMBER:
CERTIFICATE NUMBER:
COVERAGES
IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must have ADDITIONAL INSURED provisions or 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).
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.
OTHER:
(Per accident)
(Ea accident)
$
$
N / A
SUBR
WVD
ADDL
INSD
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.
$
$
$
$
PROPERTY DAMAGE
BODILY INJURY (Per accident)
BODILY INJURY (Per person)
COMBINED SINGLE LIMIT
AUTOS ONLY
AUTOS
AUTOS ONLY
NON-OWNED
SCHEDULED
OWNED
ANY AUTO
AUTOMOBILE LIABILITY
Y / N
WORKERS COMPENSATION
AND EMPLOYERS' LIABILITY
OFFICER/MEMBER EXCLUDED?
(Mandatory in NH)
DESCRIPTION OF OPERATIONS below
If yes, describe under
ANY PROPRIETOR/PARTNER/EXECUTIVE
$
$
$
E.L. DISEASE - POLICY LIMIT
E.L. DISEASE - EA EMPLOYEE
E.L. EACH ACCIDENT
ER
OTH-
STATUTE
PER
LIMITS
(MM/DD/YYYY)
POLICY EXP
(MM/DD/YYYY)
POLICY EFF
POLICY NUMBER
TYPE OF INSURANCE
LTR
INSR
DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached if more space is required)
EXCESS LIAB
UMBRELLA LIAB
$
EACH OCCURRENCE
$
AGGREGATE
$
OCCUR
CLAIMS-MADE
DED
RETENTION $
$
PRODUCTS - COMP/OP AGG
$
GENERAL AGGREGATE
$
PERSONAL & ADV INJURY
$
MED EXP (Any one person)
$
EACH OCCURRENCE
DAMAGE TO RENTED
$
PREMISES (Ea occurrence)
COMMERCIAL GENERAL LIABILITY
CLAIMS-MADE
OCCUR
GEN'L AGGREGATE LIMIT APPLIES PER:
POLICY
PRO-
JECT
LOC
CERTIFICATE OF LIABILITY INSURANCE
DATE (MM/DD/YYYY)
CANCELLATION
AUTHORIZED REPRESENTATIVE
ACORD 25 (2016/03)
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CERTIFICATE HOLDER
The ACORD name and logo are registered marks of ACORD
HIRED
AUTOS ONLY
12/11/2024
Professional Underwriters of AZ, Inc.
P.O. Box 5419
Scottsdale AZ 85261-5419
Jeff Gerrick
480-483-0440
480-948-7752
jeff@prounderwriters.com
License#: 1800004061
Great American Insurance Co.
16691
DICK&FR-01
Hartford Underwriters Ins. Co.
30104
Dick & Fritsche Design Group, Inc., d.b.a. DFDG Architecture
4545 E. McKinley Street
Phoenix AZ 85008
564237271
B
X
2,000,000
X
1,000,000
X
Deductible: NONE
10,000
2,000,000
4,000,000
X
Y
Y
59SBWBA4R99
12/6/2024
12/6/2025
4,000,000
B
2,000,000
X
X
Y
Y
59SBWBA4R99
12/6/2024
12/6/2025
B
X
Y
59WEGAE5YCZ
12/6/2024
12/6/2025
1,000,000
1,000,000
1,000,000
A
Professional Liability
Architect/Engineer
Y
DPP4204074
1/1/2024
1/1/2025
Per Claim
Annual Aggregate
Retro Date
3,000,000
4,000,000
01/01/1970
RE: Project No. DS2401.201. TRAFFIC MANAGEMENT CENTER BUILDING
City of Chandler, its agents, representatives, officers, directors, officials and employees are additional insured as indicated. Coverages afforded are primary and
non-contributory basis. Waiver of subrogation and severability of interests included.
Attached: PPB304 02 12, WC990301B
City of Chandler- Public Works & Utilities Department
Attn: CIP City Engineer: Daniel Haskins, P.E.
P.O. Box 4008, Mail Stop 407
Chandler AZ 85244
Form WC 99 03 01 B
Printed in U.S.A. (Ed. 8/00)
Page 4 of 6
EXTENDED OPTIONS
1.
Employers’ Liability Insurance
Item 3.B. of the Information Page is replaced by the
following:
B.
Employers’ Liability Insurance:
1.
Part Two of the policy applies to work in
each state listed in Item 3.A.
The Limits of Liability under Part Two are the
higher of:
Bodily Injury
by Accident
$500,000 Each Accident
Bodily Injury
by Disease
$500,000 Policy Limit
Bodily Injury
by Disease
$500,000 Each Employee
OR
2.
The amount shown in the Information Page.
This provision 1 of EXTENDED OPTIONS does not
apply in New York because the Limits Of Our Liability
are unlimited.
In this provision the limits are changed from $500,000
to $1,000,000 in California.
2.
Unintentional Failure to Disclose Hazards
If you unintentionally should fail to disclose all
existing hazards at the inception date of your policy,
we shall not deny coverage under this policy because
of such failure.
3.
Waiver of Our Right To Recover From Others
A.
We have the right to recover our payments from
anyone liable for an injury covered by this policy.
We will not enforce our right against any person
or organization for whom you perform work under
a written contract that requires you to obtain this
agreement from us.
This agreement shall not operate directly or
indirectly to benefit anyone not named in the
agreement.
B.
This provision 3. does not apply in the states of
Pennsylvania and Utah.
4.
Foreign
Voluntary
Compensation
and
Employers’ Liability Reimbursement
A.
How This Reimbursement Applies
This reimbursement provision applies to bodily
injury by accident or bodily injury by disease.
Bodily injury includes resulting death.
1.
The bodily injury must be sustained by an
officer or employee.
2.
The bodily injury must occur in the course of
employment necessary or incidental to work
in a country not listed in Exclusion C.1. of
this provision.
3.
Bodily injury by accident must occur during
the policy period.
4.
Bodily injury by disease must be caused or
aggravated
by
the
conditions
of
your
employment. The officer or employee’s last
exposure
to
those
conditions
of
your
employment must occur during the policy
period.
B.
We Will Reimburse
We will reimburse you for all amounts paid by
you whether such amounts are:
1.
voluntary payments for the benefits that
would be required of you if you and your
officers or employees were subject to any
workers’ compensation law of the state of
hire of the individual employee.
2.
sums
to
which
Part
Two
(Employers’
Liability
Insurance)
would
apply
if
the
Country of Employment were shown in Item
3.A. of the Information Page.
C.
Exclusions
This insurance does not cover:
1.
any
occurrences
in
the
United
States,
Canada, and any country or jurisdiction
which is the subject of trade or economic
sanctions
imposed
by
the
laws
or
regulations of the United States of America
in effect as of the inception date of this
policy.
2.
any
obligation
imposed
by
a
workers’
compensation or occupational disease law,
or similar law.
3.
bodily
injury
intentionally
caused
or
aggravated by you.
Form SL 00 00 10 18
Page 17 of 22
© 2018, The Hartford
(May include copyrighted material of Insurance Services Office, Inc., with its permission)
(2) Premises Rented To You
That is fire, lightning or explosion insurance for premises rented to you or temporarily occupied by you
with permission of the owner;
(3) Tenant Liability
That is insurance purchased by you to cover your liability as a tenant for "property damage" to premises
rented to you or temporarily occupied by you with permission of the owner;
(4) Aircraft, Auto Or Watercraft
If the loss arises out of the maintenance or use of aircraft, "autos" or watercraft to the extent not subject to
Exclusion g. of Section B. Exclusions.
(5) Property Damage To Borrowed Equipment Or Use Of Elevators
If the loss arises out of "property damage" to borrowed equipment or the use of elevators to the extent not
subject to Exclusion k. of Section B. Exclusions.
(6) When You Are Added As An Additional Insured To Other Insurance
That is other insurance available to you covering liability for damages arising out of the premises or
operations, or products and completed operations, for which you have been added as an additional
insured by that insurance; or
(7) When You Add Others As An Additional Insured To This Insurance
That is other insurance available to an additional insured.
However, the following provisions apply to other insurance available to any person or organization who is
an additional insured under this Coverage Part:
(a) Primary Insurance When Required By Contract
This insurance is primary if you have agreed in a written contract, written agreement or permit that
this insurance be primary. If other insurance is also primary, we will share with all that other insurance
by the method described in c. below.
(b) Primary And Non-Contributory To Other Insurance When Required By Contract
If you have agreed in a written contract, written agreement or permit that this insurance is primary and
non-contributory with the additional insured's own insurance, this insurance is primary and we will not
seek contribution from that other insurance.
Paragraphs (a) and (b) do not apply to other insurance to which the additional insured has been added as
an additional insured.
When this insurance is excess, we will have no duty under this Coverage Part to defend the insured against
any "suit" if any other insurer has a duty to defend the insured against that "suit". If no other insurer defends,
we will undertake to do so, but we will be entitled to the insured's rights against all those other insurers.
When this insurance is excess over other insurance, we will pay only our share of the amount of the loss, if
any, that exceeds the sum of:
(1) The total amount that all such other insurance would pay for the loss in the absence of this insurance;
and
(2) The total of all deductible and self-insured amounts under all that other insurance.
We will share the remaining loss, if any, with any other insurance that is not described in this Excess
Insurance provision and was not bought specifically to apply in excess of the Limits of Insurance shown in
the Declarations of this Coverage Part.
c.
Method Of Sharing
If all the other insurance permits contribution by equal shares, we will follow this method also. Under this
approach, each insurer contributes equal amounts until it has paid its applicable limit of insurance or none of
the loss remains, whichever comes first.
Form SL 00 00 10 18
Page 18 of 22
© 2018, The Hartford
(May include copyrighted material of Insurance Services Office, Inc., with its permission)
If any of the other insurance does not permit contribution by equal shares, we will contribute by limits. Under
this method, each insurer’s share is based on the ratio of its applicable limit of insurance to the total
applicable limits of insurance of all insurers.
7.
Transfer Of Rights Of Recovery Against Others To Us
a.
Transfer Of Rights Of Recovery
If the insured has rights to recover all or part of any payment, including Supplementary Payments, we have
made under this Coverage Part, those rights are transferred to us. The insured must do nothing after loss to
impair them. At our request, the insured will bring "suit" or transfer those rights to us and help us enforce
them. This condition does not apply to Medical Expenses Coverage.
b.
Waiver Of Rights Of Recovery (Waiver Of Subrogation)
If the insured has waived any rights of recovery against any person or organization for all or part of any
payment, including Supplementary Payments, we have made under this Coverage Part, we also waive that
right, provided the insured waived their rights of recovery against such person or organization in a contract,
agreement or permit that was executed prior to the injury or damage.
F.
LIABILITY AND MEDICAL EXPENSES DEFINITIONS
1.
"Advertisement" means a notice that is broadcast or published to the general public or specific market segments
about your goods, products or services for the purpose of attracting customers or supporters. For the purpose of
this definition:
a.
Notices that are published include material placed on the Internet or on similar electronic means of
communication; and
b.
Regarding web sites, only that part of a web site that is about your goods, products or services for the
purpose of attracting customers or supporters is considered an advertisement.
2.
"Advertising idea" means any idea for an "advertisement".
3.
"Asbestos hazard" means an exposure or threat of exposure to the actual or alleged properties of asbestos and
includes the mere presence of asbestos in any form.
4.
"Auto" means:
a.
A land motor vehicle, trailer or semi-trailer designed for travel on public roads, including any attached
machinery or equipment; or
b.
Any other land vehicle that is subject to a compulsory or financial responsibility law or other motor vehicle
insurance or motor vehicle registration law where it is licensed or principally garaged.
However, "auto" does not include "mobile equipment".
5.
"Bodily injury" means physical:
a.
Injury;
b.
Sickness; or
c.
Disease
sustained by a person and, if arising out of the above, mental anguish or death at any time.
6.
"Coverage territory" means:
a.
The United States of America (including its territories and possessions), Puerto Rico and Canada;
b.
International waters or airspace, but only if the injury or damage occurs in the course of travel or
transportation between any places included in a. above;
c.
All other parts of the world if the injury or damage arises out of:
(1) Goods or products made or sold by you in the territory described in a. above;
(2) The activities of a person whose home is in the territory described in a. above, but is away for a short time
on your business; or
THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY.
Form SL 30 32 06 21
Page 1 of 3
© 2021, The Hartford
(May include copyrighted material of Insurance Services Office, Inc., with its permission)
BLANKET ADDITIONAL INSURED BY CONTRACT
This endorsement modifies insurance provided under the following:
BUSINESS LIABILITY COVERAGE FORM
Except as otherwise stated in this endorsement, the terms and conditions of the Policy apply.
A.
The following is added to Section C. WHO IS AN INSURED:
Additional Insureds When Required By Written Contract, Written Agreement Or Permit
The person(s) or organization(s) identified in Paragraphs a. through f. below are additional insureds when you
have agreed, in a written contract or written agreement, or when required by a written permit issued by a state or
governmental agency or subdivision or political subdivision that such person or organization be added as an
additional insured on your Coverage Part, provided the injury or damage occurs subsequent to the execution of
the contract or agreement, or the issuance of the permit.
A person or organization is an additional insured under this provision only for that period of time required by the
contract, agreement or permit.
However, no such person or organization is an additional insured under this provision if such person or
organization is included as an additional insured by any other endorsement issued by us and made a part of this
Coverage Part.
The insurance afforded to such additional insured will not be broader than that which you are required by the
contract, agreement, or permit to provide for such additional insured.
The insurance afforded to such additional insured only applies to the extent permitted by law.
The limits of insurance that apply to additional insureds are described in Section D. LIABILITY AND MEDICAL
EXPENSES LIMITS OF INSURANCE. How this insurance applies when other insurance is available to an
additional insured is described in the Other Insurance Condition in Section E. LIABILITY AND MEDICAL
EXPENSES GENERAL CONDITIONS.
a.
Vendors
Any person(s) or organization(s) (referred to below as vendor), but only with respect to "bodily injury" or
"property damage" arising out of "your products" which are distributed or sold in the regular course of the
vendor's business and only if this Coverage Part provides coverage for "bodily injury" or "property damage"
included within the "products-completed operations hazard".
(1) The insurance afforded to the vendor is subject to the following additional exclusions:
This insurance does not apply to:
(a) "Bodily injury" or "property damage" for which the vendor is obligated to pay damages by reason of
the assumption of liability in a contract or agreement.
This exclusion does not apply to liability for
damages that the vendor would have in the absence of the contract or agreement;
(b) Any express warranty unauthorized by you;
(c) Any physical or chemical change in the product made intentionally by the vendor;
(d) Repackaging, except when unpacked solely for the purpose of inspection, demonstration, testing, or
the substitution of parts under instructions from the manufacturer, and then repackaged in the original
container;
(e) Any failure to make such inspections, adjustments, tests or servicing as the vendor has agreed to
make or normally undertakes to make in the usual course of business, in connection with the
distribution or sale of the products;
(f)
Demonstration, installation, servicing or repair operations, except such operations performed at the
vendor's premises in connection with the sale of the product;
THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY.
Form SL 30 32 06 21
Page 2 of 3
© 2021, The Hartford
(May include copyrighted material of Insurance Services Office, Inc., with its permission)
(g) Products which, after distribution or sale by you, have been labeled or relabeled or used as a
container, part or ingredient of any other thing or substance by or for the vendor; or
(h) "Bodily injury" or "property damage" arising out of the sole negligence of the vendor for its own acts or
omissions or those of its employees or anyone else acting on its behalf.
However, this exclusion
does not apply to:
(i)
The exceptions contained in Paragraphs (d) or (f); or
(ii) Such inspections, adjustments, tests or servicing as the vendor has agreed to make or normally
undertakes to make in the usual course of business, in connection with the distribution or sale of
the products.
(2) This insurance does not apply to any insured person or organization from whom you have acquired such
products, or any ingredient, part or container, entering into, accompanying or containing such products.
b.
Lessors Of Equipment
(1) Any person or organization from whom you lease equipment; but only with respect to their liability for
"bodily injury", "property damage" or "personal and advertising injury" caused, in whole or in part, by your
maintenance, operation or use of equipment leased to you by such person or organization.
(2) With respect to the insurance afforded to these additional insureds, this insurance does not apply to any
"occurrence" which takes place after you cease to lease that equipment.
c.
Lessors Of Land Or Premises
(1) Any person or organization from whom you lease land or premises, but only with respect to liability arising
out of the ownership, maintenance or use of that part of the land or premises leased to you.
(2) With respect to the insurance afforded to these additional insureds, this insurance does not apply to:
(a) Any "occurrence" which takes place after you cease to lease that land or be a tenant in that premises;
or
(b) Structural alterations, new construction or demolition operations performed by or on behalf of such
person or organization.
d.
Architects, Engineers Or Surveyors
(1) Any architect, engineer, or surveyor, but only with respect to liability for "bodily injury", "property damage"
or "personal and advertising injury" caused, in whole or in part, by your acts or omissions or the acts or
omissions of those acting on your behalf:
(a) In connection with your premises;
(b) In the performance of your ongoing operations performed by you or on your behalf; or
(c) In connection with "your work" and included within the "products-completed operations hazard", but
only if:
(i)
The written contract, written agreement or permit requires you to provide such coverage to such
additional insured; and
(ii) This Coverage Part provides coverage for "bodily injury" or "property damage" included within the
"products-completed operations hazard".
(2) With respect to the insurance afforded to these additional insureds, the following additional exclusion
applies:
This insurance does not apply to "bodily injury", "property damage" or "personal and advertising
injury" arising out of the rendering of or the failure to render any professional services, including:
(i)
The preparing, approving, or failure to prepare or approve, maps, shop drawings, opinions,
reports, surveys, field orders, change orders, designs or drawings and specifications; or
(ii) Supervisory, surveying, inspection, architectural or engineering activities.
This exclusion applies even if the claims allege negligence or other wrongdoing in the supervision,
hiring, employment, training or monitoring of others by an insured, if the “bodily injury”, “property
THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY.
Form SL 30 32 06 21
Page 3 of 3
© 2021, The Hartford
(May include copyrighted material of Insurance Services Office, Inc., with its permission)
damage”, or “personal and advertising injury” arises out of the rendering of or the failure to render any
professional service.
e.
State Or Governmental Agency Or Subdivision Or Political Subdivision Issuing Permit
(1) Any state or governmental agency or subdivision or political subdivision, but only with respect to
operations performed by you or on your behalf for which the state or governmental agency or subdivision
or political subdivision has issued a permit.
(2) With respect to the insurance afforded to these additional insureds, this insurance does not apply to:
(a) "Bodily injury", "property damage" or "personal and advertising injury" arising out of operations
performed for the federal government, state or municipality; or
(b) "Bodily injury" or "property damage" included within the "products-completed operations hazard".
f.
Any Other Party
(1) Any other person or organization who is not in one of the categories or classes
listed above in
Paragraphs a. through e. above, but only with respect to liability for "bodily injury", "property damage" or
"personal and advertising injury" caused, in whole or in part, by your acts or omissions or the acts or
omissions of those acting on your behalf:
(a) In the performance of your ongoing operations performed by you or on your behalf;
(b) In connection with your premises owned by or rented to you; or
(c) In connection with "your work" and included within the "products-completed operations hazard", but
only if:
(i)
The written contract, written agreement or permit requires you to provide such coverage to such
additional insured; and
(ii) This Coverage Part provides coverage for "bodily injury" or "property damage" included within the
"products-completed operations hazard".
(2) With respect to the insurance afforded to these additional insureds, the following additional exclusion
applies:
This insurance does not apply to "bodily injury", "property damage" or "personal and advertising injury"
arising out of the rendering of, or the failure to render, any professional architectural, engineering or
surveying services, including:
(a) The preparing, approving, or failure to prepare or approve, maps, shop drawings, opinions, reports,
surveys, field orders, change orders, designs or drawings and specifications; or
(b) Supervisory, surveying, inspection, architectural or engineering activities.
This exclusion applies even if the claims allege negligence or other wrongdoing in the supervision, hiring,
employment, training or monitoring of others by an insured, if the “bodily injury”, “property damage”, or
“personal and advertising injury” arises out of the rendering of or the failure to render any professional
service described in Paragraphs f.(2)(a) or f.(2)(b) above.
THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY.
Form SU 00 02 10 18
Page 1 of 1
© 2018, The Hartford
(May include copyrighted material of Insurance Services Office, Inc., with its permission)
BLANKET ADDITIONAL INSURED BY CONTRACT – UMBRELLA
This endorsement modifies insurance provided under the following:
UMBRELLA LIABILITY SUPPLEMENTAL POLICY
Except as otherwise stated in this endorsement, the terms and conditions of the Supplemental Policy apply.
A.
The following is added to Paragraph 2. of Section C. WHO IS AN INSURED:
a.
Any person or organization when you have agreed, because of a written contract or written agreement, or
when required by a written permit issued by a state or governmental agency or subdivision or political
subdivision, to provide insurance such as is afforded under this Supplemental Policy, but only with respect to
your operations performed by you or on your behalf, "your work" or facilities owned or used by you.
This provision does not apply:
(1) Unless the written contract or written agreement has been executed, or the permit has been issued, prior
to the "bodily injury," "property damage," or "personal and advertising injury";
(2) Unless the limits of liability specified in such written contract, written agreement or permit are greater than
the limits of liability provided by the "underlying insurance"; and
(3) Beyond the period of time required by the written contract, written agreement or permit;
However, no such person or organization is an “insured” under this provision if such person or organization
qualifies as an “insured” by any other provision of this Supplemental Policy.
b.
With respect to the insurance afforded to the persons or organizations qualifying as an “insured” in Paragraph
a. above, the following additional exclusion applies:
(1) This insurance does not apply to "bodily injury", "property damage" or "personal and advertising injury"
arising out of the rendering of or the failure to render any professional services, including:
(a) The preparing, approving, or failure to prepare or approve, maps, shop drawings, opinions, reports,
surveys, field orders, change orders, designs or drawings and specifications; or
(b) Supervisory, surveying, inspection, architectural or engineering activities.
This exclusion applies even if the claims allege negligence or other wrongdoing in the supervision, hiring,
employment, training or monitoring of others by an “insured”, if the “bodily injury”, “property damage”, or
“personal and advertising injury” arises out of the rendering of or the failure to render any professional
service.
c.
The insurance afforded to such “insured” will not be broader than that which you are required by the contract,
agreement or permit to provide for such “insured”.
d.
The insurance afforded to such “insured” only applies to the extent permitted by law.