Wood Block Architecture ~ C200002 City of Tigard
CONTRACT CHANGE ORDER 13125 SW Hall Blvd.
AMENDMENT SUMMARY Tigard,Oregon 97223
Phone- (503) 639-4171
FIELD CHANGE ORDER FORM Fax- (503) 684-7297
www.tigard-or.gov
Project Title: City Hall Office Remodel Project Manager:Justin James
Contractor:Wood Block Architecture Original Contract #: C200002
Effective Dates: 06/06/2019—09/30/2021 Change Order/Amendment Amount:
Accounting String: Amendment Percentage Running Total: 25%
AMENDMENT DETAILS
Extend contract and additional scope for addition of Niche work.
CHANGE ORDER DETAILS UNIT QTY UNIT$ TOTAL$
Original Contract $9,400
Amendment 1 0.00
Amendment 2 $2,350
Total Contract $11,750
REASONING FOR CHANGE ORDER/AMENDMENT
BUDGET IMPACT AND REQUIRED ACTIONS
REQUESTING PROJECT MANAGER APP OVING Cj1rW STAFF
Signature Sfgiature
8/25/2020
Date Date
Contractor is hereby authorized by the City of Tigard to perform CONTRACTOR
the additional work described below in accordance with the terms
and conditions detailed in the original contract along with all
applicable rules,regulations,and laws that may be in effect for the Signature
work. The unit pricing in the original contract shall apply to all
additional work. A copy of this form, once completed, is to be
forwarded to the Purchasing Office to ensure all changes to the
encumbrances are met. Remember—the cumulative total of
Amendments cannot exceed theproject's FY budget. Date
CITY OF TIGARD,OREGON
AMENDMENT TO CONTRACT
CITY HALL OFFICE REMODEL
C200002
AMENDMENT #2
The Agreement between the City of Tigard,a municipal corporation of the State of Oregon,hereinafter called
City, and Wood Block Architecture,hereinafter referred to as Contractor,entered into on the 6th day of June,
2019,is hereby amended as follows:
1. Effective Date and Duration
This agreement shall become effective upon the date of execution, and shall expire,unless otherwise
terminated or extended, on completion of the work or june 30,2020 September 30, 2020,whichever
comes first. All work under this Agreement shall be completed prior to the expiration of this
Agreement.
3. Architect's Fee
A. Basic Fee
As compensation for Basic Services as described in Exhibit B of this Agreement,and for services required
in the fulfillment of Paragraph 1, the Architect shall be paid on an hourly rate based upon the "Schedule
of Rates"in Exhibit B of this agreement,which shall constitute full and complete payment for said services
and all expenditures which may be made and expenses incurred, except as otherwise expressly provided
in this Agreement. The Basic Fee shall not exceed the amount of Dine rf"l.r.._..,....!] Lour u-.na.,.a an
Eleven Thousand Seven Hundred Fifty and No/100 dollars ($11,750.00)
without prior written authorization
IN WITNESS WHEREOF, City has caused this Amendment to be executed by its duly authorized
undersigned officer and Contractor has executed this Amendment upon signature and date listed below.
CITY OF TIGARD WOOD BLOCK ARCHI CTURE
L�-�a --r.-40
Signature Signature
Marty Wine TYLER MILLER
Printed Name Printed Name
8/25/2020 08.24.2020
Date Date
City of Tigard
CONTRACT CHANGE ORDER 13125 SW Hall Blvd.
ji
_ AMENDMENT SUMMARY Tigard,Oregon 97223
Phone- (503) 639-4171
• s FIELD CHANGE ORDER FORM Fax- (503) 684-7297
www.tigard-oLgov
Project Title: City Hall Office Remodel Project Manager:Justin James
Contractor: Wood Block Architecture Original Contract#: C200002
Effective Dates: 06/06/2019—06/30/2020 Chane Order/Amendment Amount:
Accounting String: Amendment Percentage RunningTotal: %
AMENDMENT DETAILS
Effective Date and Duration
This agreement shall become effective upon the date of execution,and shall expire,unless otherwise
terminated or extended, on completion of the work or etober 31, June 30, 2020,whichever comes
first. All work under this Agreement shall be completed prior to the expiration of this Agreement.
CHANGE ORDER DETAILS UNIT QTY UNIT$ TOTAL$
REASONING FOR CHANGE ORDER/AMENDMENT
BUDGET IMPACT AND REQUIRED ACTIONS
REQUESTING PROJECT MANAGER APPROVING CkTy STAFF
Signature Si nature
6/1 112u2U
Date Date
Contractor is hereby authorized by the City of Tigard to perform CONTRACTOR
the additional work described below in accordance with the terms
and conditions detailed in the original contract along with all
applicable rules,regulations,and laws that may be in effect for the Signature
work. The unit pricing in the original contract shall apply to all
additional work. A copy of this form, once completed, is to be
forwarded to the Purchasing Office to ensure all changes to the
encumbrances are met. Remember— the cumulative total of
Amendments cannot exceed theproject's FY budget. Date
CITY OF TIGARD,OREGON
AMENDMENT TO CONTRACT
CITY HALL OFFICE REMODEL
C200002
AMENDMENT #1
The Agreement between the City of Tigard,a municipal corporation of the State of Oregon,hereinafter called
City, and Wood Block Architecture,hereinafter referred to as Contractor, entered into on the 6th day of June,
2019,is hereby amended as follows:
1. Effective Date and Duration
This agreement shall become effective upon the date of execution, and shall expire,unless otherwise
terminated or extended, on completion of the work or Oeteber 31, June 30, 2020,whichever
comes first. All work under this Agreement shall be completed prior to the expiration of this
Agreement.
IN WITNESS WHEREOF, City has caused this Amendment to be executed by its duly authorized
undersigned officer and Contractor has executed this Amendment upon signature and date listed below.
CITY OF TIGARD WOOD BLOCK ARCHITECTURE
Signature Signature
Martha Wine Brian Peters
Printed Name Printed Name
6/17/2020 04.10.20
Date Date
CITY OF TIGARD OREGON-CONTRACT SUMMARY FORM
(THIS FORMMUSTACCOMPANYEVERY CONTRACT)
Contract Title: City Hall Office Remodel Number:
Contractor: Wood Block ArchitectureContract Total: $9,400.00
Contract Overview: Create,design and architecture drawings for bid and scope purposes for the redesign
of the remaining space in CH
Initial Risk Level: ❑ Extreme High Moderate X Low
Risk Reduction Steps:
Risk Comments:
Risk Signature:
Contract Manager:-justin lames Ext: 2589 Department: Facilities
Type: ❑ Personal Svc ❑ Professional Svc` ❑ ,Architectural Agr ❑ Public.Imp ❑ General Svc
Engineering Svc ❑ Other: Start Date: 6/24/2019_End Date: 10/31/2019
Quotes/Bids/Proposal: FIRM AMOUNT/SCORE
Wood Block $9.400
Account String: `
Order
FY 2019.-20 8000 56005"
FY d /30
FY
FY
FY
Approvals - LCRB Date:
Department Comments:
Department Signature:
Purchasing Comments:
Purchasing Signature:
City Manager Comments:
City Manager Signature:
After securing all required approvals,forward original copy to the Contracting;and Purchasing Office along with a
completed Contract Checklist.
Contract X070oo�A-
CiTy OF TiGARD,OREGON
ARCHiTECTURAL SERVICES AGREEMENT
CITY HALL OFFICE REMODEL
THIS AGREEMENT,made and entered into this 24h day ofJune,2019,by and between the City of Tigard,
a municipal corporation, hereinafter referred to as the "City," and Wood Block Architecture, and having a
principal being a registered architect of the State of Oregon,hereinafter referred to as the "Architect."
RECITALS
WHEREAS, the City's 2018-2019 fiscal year budget provides for the services of an Architect for the design
and construction of City Hall Office Remodel;and
WHEREAS, the accomplishment of the work and services described in this Agreement is necessary and
essential to the program of the City; and
WHEREAS, the City desires to engage the Architect to render professional architectural services for the
project described in this Agreement,and the Architect is willing and qualified to perform such services;
THEREFORE,in consideration of the promises and covenants contained herein, the parties hereby agree
as follows:
1. Architect's ScoDe of Services
The Architect shall perform professional architectural services relevant to the Project in accordance with
the terms and conditions set forth herein,and as provided in Exhibit A,which is attached hereto and by
this reference made a part of this Agreement
2. Effective Date and Duration
This agreement shall become effective upon the date of execution, and shall expire, unless otherwise
terminated or extended,on completion of the work or October 31,2019 whichever comes first All work
under this Agreement shall be completed prior to the expiration of this Agreement.
3. Architect's Fee
A. Basic Fee
1) As compensation for Basic Services as described in Exhibit B of this Agreement, and for
services required in the fulfillment of Paragraph 1, the Architect shall be paid on an hourly
rate based upon the"Schedule of Rates"in Exhibit B of this agreement,which shall constitute
full, and complete payment for said services and all expenditures which may be made and
expenses incurred, except as otherwise expressly provided in this Agreement. The Basic Fee
shall not exceed the amount of Nine Thousand Four Hundred and No/100 dollars($9,400.00)
without prior written authorization.
2) `Ihe parties hereto do expressly agree that the Basic Fee is based upon the Scope of Services
to be provided by the Architect and is not necessarily related to the estimated construction
cost of the Project. In the event that the actual construction cost differs from the estimated
construction cost, the Architect's compensation will not be adjusted unless the Scope of
Services to be provided by the Architect changes and is authorized and accepted by the City.
B. Payment Schedule for Basic Fee
Payments shall be made upon receipt of billings based on the work completed. Billings shall be
submitted by the Architect periodically, but not more frequently than monthly. Payment by the
City shall release the City from any further obligation for payment to the Architect for service or
services performed or expenses incurred as of the date of the statement of services. Payment shall
be made only for work actually completed as of the date of invoice. Payment shall not be
considered acceptance or approval of any work or waiver of any defects therein,
C. Payment for Special Services
Only when directed in writing by the City, the Architect shall furnish or acquire for the City the
professional and technical services based on the hourly rate schedule as described in Exhibit B of
this contract for or project additions and/or alterations.
D. Certified Cost Records
The Architect shall furnish certified cost records for all billings pertaining to other than lump sum
fees to substantiate all charges. For such purposes, the books of account of the Architect shall be
subject to audit by the City. The Architect shall complete work and cost records for all billings
on such forms and in such manner as will be satisfactory to the City.
E. Contract Identification
The Architect shall furnish to the City its employer identification number, as designated by the
Internal Revenue Service,or social security number,as the City deems applicable.
F. Payment-General
1) Architect shall pay to the Department of Revenue all surnswithheld from employees pursuant
to ORS 316.167.
2) Architect shall pay employees at least time and a half pay for all overtime worked in excess of
40 hours in any one week except for individuals under the contract who are excluded under
ORS 653.010 to 653.261 or under 29 USC sections 201 to 209 from receiving overtime.
3) Architect shall promptly,as due,make payment to any person,co-partnership,association or
corporation,furnishing medical,surgical and hospital care or other needed care and attention
incident to sickness or injury to the employees of Architect or all sums which Architect agrees
to pay for such services and all moneys and sums which Architect collected or deducted from
the wages of employees pursuant to any law, contract or agreement for the purpose of
providing or paying for such service.
4) The City certifies that sufficient funds are available and authorized for expenditure to finance
costs of this contract.
5) Architect shall make payments promptly,as due,to all persons supplying services or materials
for work covered under this contract Architect shall not permit any lien or claim to be filed
or prosecuted against the City on any account of any service or materials furnished.
6) If Architect fails,neglects or refuses to make prompt payment of any claim for labor,materials,
or services furnished to Architect, sub-consultant or subcontractor by any person as such
claim becomes due, City may pay such claim and charge the amount of the payment against
funds due or to become due to the Architect. 7he payment of the claim in this manner shall
not relieve Architect or their surety from obligation with respect to any unpaid claims.
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ASA Template-Revised 9/24/2015
4. Ownership of Plans and Documents: Records
A. The field notes, design notes, and original drawings of the construction plans, as instruments of
service, are and shall remain, the property of the Architect;however, the City shall be furnished,
at no additional cost, one set of previously approved reproducible drawings as well as storage
device such as thumb drive or sd card in "DWG" or"DYF" format, of the original drawings of
the work. The City shall have unlimited authority to use the materials received from the Engineer
in anyway the City deems necessary.
B. The City shall make copies, for the use of and without cost to the Architect, of all of its maps,
records, or other data pertinent to the work to be performed by the Architect pursuant to this
Agreement, and also make available any other maps, records, or other materials available to the
City from any other public agency or body.
C. 'The Architect shall furnish to the City,copies of all maps, and records which were developed in
the course of work for the City and for which compensation has been received by the Architect
at no additional expense to the City except as provided elsewhere in this Agreement.
5. Assn,nrnent/Delegation
Neither party shall assign, sublet or transfer any interest in or duty under this Agreement without the
written consent of the other and no assignment shall be of any force or effect whatsoever unless and until
the other party has so consented. If City agrees to assignment of tasks to a subcontract,Architect shall
be fully responsible for the acts or omissions of any subcontractors and of all persons employed by them,
and neither the approval by City of any subcontractor nor anything contained herein shall be deemed to
create any contractual relation between the subcontractor and City.
6. Architect is Independent Contractor
A. The City's project director, or designee, shall be responsible for determining whether Architect's
work product is satisfactory and consistent with this agreement,but Architect is not subject to the
direction and control of the City. Architect shall be an independent contractor for all purposes
and shall be entitled to no compensation other than the compensation provided for under Section
3 of this Agreement.
B. Architect is an independent contractor and not an employee of City. Architect acknowledges
Architect's status as an independent contractor and acknowledges that Architect is not an
employee of the City for purposes of workers compensation law,public employee benefits law,or
any other law. All persons retained by Architect to provide services under this contract are
employees of Architect and not of City. Architect acknowledges that it is not entitled to benefits
of any kind to which a City employee is entitled and that it shall be solely responsible for workers
compensation coverage for its employees and all other payments and taxes required by law.
Furthermore,in the event that Architect is found by a court of law or an administrative agency to
be an employee of the City for any purpose,City shall be entitled to offset compensation due, of
to demand repayment of any amounts paid to Architect under the terms of the agreement,to the
full extent of any benefits or other remuneration Architect receives (from City or third party) as a
result of said finding and to the full extent of any payments that City is required to make (to
Architect or to a third party) as a result of said finding.
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ASA Template—Revised 9/24/2015
C. The undersigned Architect hereby represents that no employee of the City or any partnership or
corporation in which a City employee has an interest,has or will receive any remuneration of any
description from the Architect, either directly or indirectly, in connection with the letting or
performance of this Agreement,except as specifically declared in writing.
D. If this payment is to be charged against Federal funds, Architect certifies that he/she is not
currently employed by the Federal Government and the amount charged does not exceed his/her
normal charge for the type of service provided.
E. Architect and its employees, if any, are not active members of the Oregon Public Employees
Retirement System and are not employed for a total of 600 hours or more in the calendar year by
any public employer participating in the Retirement System.
F. Architect shall obtain,prior to the execution of any performance under this Agreement,a City of
Tigard Business License. The Tigard Business License is based on a calendar year with a
December 31 st expiration date. New businesses operating in Tigard after June 30th of the current
year will pay a pro-rated fee though the end of the calendar year.
G. Architect is not an officer,employee,or agent of the City as those terms are used in ORS 30.265.
7. indmwlty
A. The City has relied upon the professional ability and training of the Architect as a material
inducement to enter into this Agreement. Architect represents to the City that the work under
this contract will be performed in accordance with the professional standards of skill and care
ordinarily exercised by members of the architectural profession under similar conditions and
circumstances as well as the requirements of applicable federal, state and local laws, it being
understood that acceptance of an Architect's work by the City shall not operate as a waiver or
release. Acceptance of documents by City does not relieve Architect of any responsibility for
design deficiencies,errors or omissions.
B. Claims for other than Professional Liability. Architect agrees ands indemnify, defend, save
and hold harmless the City of Tigard,its officers, employees,agents,and representatives from all
claims, suits, oractions and all expenses incidental to the investigation and defense thereof, of
whatsoever nature, including intentional acts resulting from or arising out of the activities of
Architect or its subcontractors, sub-consultants, agents or employees in performance of this
contract at both trial and appeal level,whether or not a trial or appeal ever takes place including
any hearing before federal or state administrative agencies.. If any aspect of this indemnity shall
be found to be illegal or invalid for any reason whatsoever, such illegality or invalidity shall not
affect the validity of the remainder of this indemnification.
C. Claims for Professional Liability. Architect agrees and shall indemnify, defend, save and hold
harmless the City of Tigard, its officers, employees, agents, and representatives from all claims,
suits,or actions and all expenses incidental to the investigation and defense thereof,arising out of
the professional negligent acts, errors or omissions of Architect or its subcontractors, sub-
consultants, agents or employees in performance of professional services under this agreement-
Any work by Architect that results in a design of a facility that is not readily accessible to and
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ASA Template-Revised 9/24/2015
usable by individuals with disabilities shall be considered a professionally negligent act, error or
omission.
D. As used in subsections B and C of this section, a claim for professional responsibility is a claim
made against the City in which the City's alleged liability results directly or indirectly,in whole or
in part,from the quality of the professional services provided by Architect, regardless of the type
of claim made against the City in performance of this contract. A claim for other than professional
responsibility is a claim made against the City in which the City's alleged liability results from an
act or omission by Architect unrelated to the quality of professional services provided by Architect
in performance of this contract.
8. _Insurance
Architect and its subcontractors shall maintain insurance acceptable to City in full force and effect
throughout the term of this contract. Such insurance shall cover risks arising directly or indirectly out of
Architect's activities or work hereunder,including the operations of its subcontractors of any tier. Such
insurance shall include provisions that such insurance is primary insurance with respect to the interests
of City and that any other insurance maintained by City is excess and not contributory insurance with the
insurance required hereunder.
The policy or policies of insurance maintained by the Architect and its subcontractors shall provide at
least the following limits and coverages:
A. Corrunercial General Liability Insurance
Architect shall obtain, at Architect's expense, and keep in effect during the term of this contract,
Comprehensive General Liability Insurance covering Bodily Injury and Property Damage on an
"occurrence"form (CG 2010 1185 or equivalent). This coverages include Contractual Liability
insurance for the indemnity provided under this contract The following insurance will be carried:
Coverage —Limit
General Aggregate $3,000,000
Products-Completed Operations Aggregate $2,000,000
Personal&Advertising Injury $1,000,000
Each Occurrence $2,000,000
Fire Damage (Any one fire) $50,000
B. Professional Lighft
Architect shall obtain, at Architect's expense, and keep in effect during the term of this contract,
Professional Liability Insurance covering any damages caused by any actual or alleged negligent act,
error or omission in the rendering of or failure to render Profesional Services.Combined single limit
per claim shall not be less than$2,000,000,or the equivalent Annual aggregate limits not be less
than$2,000,000 and filed on a"claims-made"form.
C. Commercial Automobile Insurance
Architects also obtain,at architect's expense,and keep in effect during the to of the contract
(Symbol 1 or Symbols 8 and 9 as applicable) Commercial Automobile liability coverage on an
"occurrence"form including coverage for all owned,hired,and non-owned vehicles. The Combined
Single Limit per occurrence shall not be less fl=$2,000,000.
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ASA Template—Revised 9/24/2015
If Contractor operates a personally-owned vehicle for business use under this contract,the Contractor
shall obtain, at Contractor's expense, and keep in effect during the to of the contract, business
automobile liability coverage for all owned vehicles on an"occurrence"form. The Combined Single
Limit per occurrence shall not be less than$2,000,000.
D. Workers'Compensiation InNurance
'The Architect,its subcontractors,if any, and all employers providing work,labor or materials under
this Contract are subject employers under the Oregon Workers'Compensation Law and shall comply
with ORS 656.017, which requires them to provide workers' compensation coverage that satisfies
Oregon law for all their subject workers. Out-of-state employers must provide Oregon workers'
compensation coverage for their workers who work at a single location within Oregon for more than
30 days in a calendar year. Architects who perform work without the assistance or labor of any
employee need not obtain such coverage. This shall include Employees Liability Insurance with
coverage limits of not less than$1,000,000 each accident
E. Additional Insured Provision
All policies aforementioned, other than Workers' Compensation and Professional Liability, shall
include the City its officers,employees,agents and representatives as additional insureds with respect
to this contract
F. Extended Remrd=Cover
If any of the aforementioned liability insurance is arranged on a "claims-made" basis, Extended
Reporting coverage will be required at the completion of this contract to a duration of 24 months or
the maximum time period the Architect's insurer will provide such if less than 24 months. Architect
will be responsible for furnishing certification of Extended Reporting coverage as described or
continuous "claims-made" liability coverage for 24 months following contract completion.
Continuous "claims-made" coverage will be acceptable in lieu of Extended Reporting coverage,
provided its retroactive date is on or before the effective date of this contract
G. Insurance CggdgLRgfing
Coverage provided by the Architect must be underwritten by an insurance company deemed
acceptable by the City. All policies of insurance must be written by companies having an A.M.Best
rating of"AN111" or better, or equivalent. The City reserves the right to reject all or any insurance
carrier(s)with an unacceptable financial rating.
H. Self-Insurance
The City understands that some Contractors may self-insure for business risks and the City Will
consider whether such self-insurance is acceptable if it meets the minimum insurance requirements
for the type of coverage required. If the Contractor is self-insured for commercial general liability or
automobile liability insurance the Contractor must provide evidence of such self-insurance. The
Contractor must provide a Certificate of Insurance showing evidence of the coverage amounts on a
form acceptable to the City. 1he City reserves the right in its sole discretion to determine whether
self-insurance is adequate.
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ASA Template—Revised 9/24/2015
I. Certificates of Insurance
As evidence of the insurance coverage required by the contract, the Architect shall fimlish a
Certificate of Insurance to the City. No contracts be effective until the required Certificates of
Insurance have been received and approved by the City. The certificate will specify and document
all provisions within this contract and include a copy of Additional Insured Endorsement A renewal
certificate will be sent to the address below prior to coverage expiration.
J. Independent Contractor Status
The service or services to be rendered under this contract are those of an independent contractor.
Contractor is not an officer,employee or agent of the City as those terms are used in ORS 30.265,
K Primary Coverage Cl cation
`Ihe parties agree that Architect's coverage shall be primary to the extent pen-nitted by law. The
parties further agree that other insurance maintained by the City is excess and not contributory
insurance with the insurance required in this section.
L.
Cross-Liability Clause
A cross-liability clause or separation of insureds clause will be included in all general liability and
commercial automobile policies required by this contract
A certificate in form satisfactory to the City certifying to the issuance of such insurance will. be
forwarded to:
City of Tigard
Attn: Contracts and Purchasing Office
13125 SW Hall Blvd
Tigard,Oregon 97223
At the discretion of the City,a copy of each insurance policy,certified as a true copy by an authorized
representative of the issuing insurance company may be required to be forwarded to the above
address.
Such policies or certificates must be delivered prior to commencement of the work.
The procuring of such required insurances not be construed to limit Architect's liability hereunder.
Notwithstanding said insurance,Architect shall be obligated for the total amount of any damage,injury,
or loss caused by negligence or neglect connected with this contract.
9. Termination Without Cause
At any time and without cause,City shall have the right in its sole discretion,to terminate this Agreement
by giving notice to Architect. If City terminates the contract pursuant to this paragraph, it shall. pay
Architect for services rendered to the date of termination.
10. Termination With Cause
A. City may terminate this Agreement effective upon delivery of written notice to Architect,or at such
later date as may be established by City,under any of the following conditions:
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ASA Template—Revised 9/24/2015
1) If City funding from federal, state, local, or other sources is not obtained and continued at
levels sufficient to allow for the purchase of the indicated quantity of services. This Agreement
may be modified to accommodate a reduction in funds.
2) If Federal or State regulations or guidelines are modified, changed, or interpreted in such a
way that the services are no longer allowable or appropriate for purchase under this
Agreement
3) If any license or certificate required by law or regulation to be held by Architect, its
subcontractors, agents, and employees to provide the services required by this Agreement is
for any reason denied,revoked,or not renewed.
4) If Architect becomes insolvent, if voluntary or involuntary petition in bankruptcy is filed by
or against Architect, if a receiver or trustee is appointed for Architect, or if there is an
assignment for the benefit of creditors of Architect.
Any such termination of this agreement under paragraph (A) shall be without prejudice to any
obligations or liabilities of either party already accrued prior to such termination.
B. City, by written notice of default (including breach of contract) to Architect, may terminate the
whole or any part of this Agreement:
1) If Architect fails to provide services called for by this agreement within the time specified
herein or any extension thereof,or
2) If Architect fails to perform any of the other provisions of this Agreement,or so fails to pursue
the work as to endanger performance of this agreement in accordance with its terms,and after
receipt of written notice from City, fails to correct such failures within ten days or such other
period as City may authorize.
3) If Architect fails toeliminate a conflict as described in Section 14 of this agreement.
The rights and remedies of City provided in the above clause related to defaults (including breach of
contract) by Architect shall not be exclusive and are in addition to any other rights and remedies
provided by law or under this Agreement
If City terminates this Agreement under paragraph(B),Architect shall be entitled to receive as full
payment for all services satisfactorily rendered and expenses incurred,an amount which bears the
same ratio to the total fees specified in this Agreement as the services satisfactorily rendered by
Architect bear to the total services otherwise required to be performed for such total fee;provided,
that there shall be deducted from such amount the amount ofd ages,if any, sustained by City
due to breach of contract by Architect, Damages for breach of contract shall be those allowed by
Oregon law,reasonable and necessary attorney fees,and other costs of litigation at trial and upon
appeal.
1. Non-Waiver
The failure of City to insist upon or enforce strict performance by Architect of any of the terms of this
Agreement or to exercise any rights hereunder, should not be construed as a waiver or relinquishment
to any extent of its rights to assert or rely upon such terms or rights on any future occasion.
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ASA Template—Revised 9/24/2015
12. Method and Place of ag,Notice.Submitting Bills and "mg°Pnments
All notices,bills and payments shall be made in writing and may be given by personal delivery,mail, or
by fax. Payments may be made by personal delivery,mail,or electronic transfer. The following addresses
shall be used to transmit notices,bills,payments,and other information:
CITY OFTIG ARD WOOD BLOCK ARCHrmcTuRE
Attn:Justin James Attn:Tyler Miller
Address: 13125 SW Hall Blvd. Address: 107 SE Washington St#250
Tigard, Oregon 97223 Portland OR 97214
Phone: (503) 718-2589 Phone: (503) 889-0604
Email: iustiniafi ard-oL.jvov- Email: jyler awblockcom
and when so addressed,shall be deemed given upon deposit in the United States mail,postage prepaid,
or when so faxed, shall be deemed given upon successful fax. In all other instances, notices, bills and
payments shall be deemed given at the time of actual delivery. Changes may be made in the names and
addresses of the person to who notices, bills and payments are to be given by giving written notice
pursuant to this paragraph.
13. Merge
This writing is intended both as a final expression of the Agreement between the parties with respect to
the included terms and as a complete and exclusive statement of the terms of the Agreement. No
modification of this Agreement shall be effective unless and until it is made in writing and signed by
both parties.
14. Professional Services
The City requires that services provided pursuant to this agreements be provided to the City by an
Architect,which does not represent clients on matters contrary to City interests. Further,Architect shall
not engage services of an architect and/or other professional who individually,or through members of
his/her same firm,represents clients on matters contrary to City interests.
Should the Architect represent clients on matters contrary to City interests or engage the services of an
architect and/or other professional who individually, or through members of his/her same firm,
represents clients on matters contrary to City interests,Architects consult with the appropriate City
representative regarding the conflict.
After such consultation, the Architect shall have Seven (7) days to eliminate the conflict to the
satisfaction of the City. If such conflict is not eliminated within the specified time period,the agreement
may be terminated pursuant to Section 10 (B -3) of this agreement.
15. Force Majeure
Neither City nor Architect shall be considered in default because of any delays in completion and
responsibilities hereunder due to causes beyond the control and without fault or negligence on the part
of the parties so disenabled, including but not restricted to, an act of God or of a public enemy, civil
unrest, volcano, earthquake, fire, flood, epidemic, quarantine restriction, area-wide strike, freight
embargo, unusually severe weather or delay of subcontractor or supplies due to such cause; provided
that the parties so disenabled shall within ten days from the beginning of such delay, notify the other
party in writing of the cause of delay and its probable extent. Such notification shall not be the basis for
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a claim for additional compensation. Each party shall,however,make all reasonable efforts to remove
oreliminate such a cause of delay or default and shall, upon cessation of the cause, diligently pursue
performance of its obligation under the Agreement
16. Non-Discrimination
Architect agrees to comply with all applicable requirements of federal and state civil rights and
rehabilitation statues, rules, and regulations, Architect also shall comply with the Americans with
Disabilities Act of 1990,ORS 659A.142,and all regulations and administrative rules established pursuant
to those laws. All facilities designed by Architect under this contract shall be designed to be readily
accessible to and usable by individuals with disabilities as required by the Americans with Disabilities
Act.
17. Errors
Architect shall perform such additional work as may be necessary to correct errors in the work required
under this Agreement without undue delays and without additional cost.
18. Extra (ChanLres)Work
Only the Project Manager may authorize extra (and/or change) work. Failure of Architect to secure
authorization for extra work shall constitute a waiver of all right to adjustment in the contract price or
contract time due to such unauthorized extra work and Architect thereafter shall be entitled to no
compensation whatsoever for the performance of such work.
19. fiGgoypmbg1,,aw
The provisions of this Agreement shall be construed in accordance with the provisions of the laws of
the State of Oregon. Any action or suits involving any question arising under this Agreement must be
brought in the appropriate court of the State of Oregon.
20. Choice of Law.Venue
The provisions of this Agreement are governed by Oregon Law. Venue will be the State of Oregon
Circuit Court in Washington County or the US District Court for Oregon,Portland.
21. Compliance With Applicable Law
Architects comply with all federal,state,and local laws and ordinances applicable to the work under
this Agreement,including those set forth in ORS 279A,279B,and 279C.
22. Conflict Between Terins
It is further expressly agreed by and between the parties hereto that should there be any conflict between
the terms of this instrument in the proposal of the contract, this instrument shall control and nothing
herein shall be considered as an acceptance of the said terms of said proposal conflicting herewith.
23. Access to Records
City shall have access to such books, documents, papers and records of Architect as are directly
pertinent to this Agreement for the purpose of making audit,examination,excerpts and transcripts.
24. Audit
Architect shall maintain records to assure conformance with the terms and conditions of this Agreement,
and to assure adequate performance and accurate expenditures within the contract period. Architect
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agrees to permit City, the State of Oregon, the federal government, or their duly authorized
representatives to audit all records pertaining to this Agreement to assure the accurate expenditure of
funds.
25. Severability
In the event any provision or portion of this Agreement is held to be unenforceable or invalid by any
court of competent jurisdiction,the validity of the remaining terms and provisions shall not be affected
to the extent that it did not materially affect the intent of the parties when they entered into the
agreement.
26. Representations and Warranties
Architect represents and warrants to the City that:
A. Architect has the power and authority to enter into and perform this Agreement
B. This Agreement, when executed and delivered, is a valid and binding obligation of Architect,
enforceable in accordance with its terms.
C. Architect (to the best of Architect's knowledge,after due inquiry), for a period of no fewer than
six calendar years (or since the firm's inception if less than that) preceding the effective date of
this Agreement, faithfully has complied with:
1) All tax laws of this state, including but not limited to ORS 305.620 and ORS chapters 316,
317,and 318;
2) Any tax provisions imposed by a political subdivision of this state that applied to Architect,to
Architect's property, operations, receipts, or income, or to Architect's performance of or
compensation for any work performed by Architect;
3) Any tax provisions imposed by a political subdivision of this state that applied to Architect,or
to goods, services,or property,whether tangible or intangible,provided by Architect;and
4) Any rules,regulations,charter provisions,or ordinances that implemented or enforced any of
the foregoing tax laws or provisions.
D. Any intellectual property rights or such delivered to the City under this Agreement,and Architect's
services rendered in the performance of Architect's obligations under this Agreement, shall be
provided to the City free and clear of any and all restrictions on or conditions of use, transfer,
modification, or assignment, and shall be free and clear of any and all liens, claims, mortgages,
security interests,liabilities,charges, and encumbrances of any kind.
27. Com oliatice with Tax Laws -
A. Architect must,throughout the duration of this Agreement and any extensions,comply with all tax
laws of this state and all applicable tax laws of any political subdivision of the State of Oregon. For
the purposes of this Section,"tax laws"includes all the provisions described in subsection 25.C. 1)
through 4) of this Agreement.
B. Any violation of subsection A of this sections constitute a material breach of this Agreement.
Further, any violation of Architect's warranty, in subsection 25.0 of this Agreement, that the
Architect has complied with the tax laws of the State of Oregon and the applicable tax laws of any
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political subdivision of this state also shall constitute a material breach of this Agreement Any
violation shall entitle the City to terminate this Agreement,to pursue and recover any and all damages
that arise from the breach and the termination of this Agreement, and to pursue any or all of the
remedies available under this Agreement,at law,or in equity,including but not limited to:
1) Termination of this Agreement,in whole or in part;
2) Exercise of the right of setoff and withholding of amounts otherwise due and owing to
Architect,in an amount equal to State's setoff right,without penalty;and
3) Initiation of an action or proceeding for damages, specific performance, declaratory or
injunctive relief. The City shall be entitled to recover any and all damages suffered as the result
of Architect's breach of this Agreement,including but not limited to direct,indirect,incidental
and consequential damages, costs of cure, and costs incurred in securing a replacement
Architect.
These remedies are cumulative to the extent the remedies are not inconsistent,and the City may pursue
any remedy or remedies singly,collectively, successively,or in any order whatsoever.
28. Complete Agreement
This Agreement,including the exhibits,is intended both as a final expression of the Agreement between
the Parties and as a complete and exclusive statement of the terms. In the event of an inconsistency
between a provision in the main body of the Agreement and a provision in the Exhibits,the provision in
the main body of the Agreement shall control. In the event of an inconsistency between Exhibit A and
Exhibit B,Exhibit A shall control.
No waiver,consent,modification,or change of terms of this Agreement shall bind either party unless
in writing and signed by both parties. Such waiver, consent,modification,or change if made,shall be
effective only in specific instances and for the specific purpose given. There are no understandings,
agreements,or representations,oral or written,not specified herein regarding this Agreement Architect,
by the signature of its authorized representative, hereby acknowledges that he/she has read this
Agreement,understands it and agrees to be bound by its terms and conditions.
IN WITNESS WHEREOF,City has caused this Agreement to be executed by its duly authorized undersigned
officer and Architect has executed this Agreement on the date hereinabove first written.
CITY OF TiGARD WOOD BIL CHTTECTURE
By:Authorized City Representative By:Authorized Contractor Representative
. 6 /� — m
Date bate
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EXHIBIT 1
SCOPE OF SERVICES
The Architect shall render professional architectural services as described below:
A. Schematic Design (1 Week):
1. Participate in (1) design kickoff meeting with Client.
2. Participate in (1) building walkthrough with Client and/or GC.
3. Produce (1) conceptual updated plan.
4. Revise conceptual layout based on user feedback one time if needed.
5. Deliver 100% SD drawings to client for review and approval prior to proceeding with
Construction Documents. Drawings to serve as check set for client,comments to be received
within (1) weeks of publication.Any comments for refinement will be incorporated into CD
drawings,changes to project scope have not been included and may need to be evaluated for
compensation.Approval set provide for City Council review.
6. Deliverables
a. Schematic Floor Plan
b. Schematic Reflected Ceiling Plan
Hourly Estimate: $2,900.00
B. Construction Document Phase (3 Weeks):
1. Resolve any owner/tenant comments that arise from SD phase
2. Conduct a code study and determine submittal requirements,discuss with client
3. Identify any deferred submittals and separate permit requirements
4. Produce permit level drawings for submittal to City of Tigard
5. Deliverables,including but not limited to:
a. Cover sheet
b. Accessibility Details
c. Egress/Code Plan
d. Floor Plan
e. Enlarged Plans
f. Reflected Ceiling Plan
& Schedules&Details
6. Bid walk with GCs
a. Response to Bid Is (1 round)
Lump Sum Fee: $5,000.00
C. Permitting Phase:
1. ®Submit documents and application forms for the following-
a.- Building permit submittal to City of Tigard
2. -Make up to (1) subsequent correction submittal,as required, to attain a permit. Correction
responses will occur after receiving all necessary plan review comments and will be
submitted as a single package. Maximum 10 items will be responded to and planned on.
Hourly Estimate: $1,000.00
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D. Construction Administration:
We will perform (1) site visit during construction to verify contractor's conformance to the
construction documents and issue clarification drawings and required during construction.We will
review shop drawings and submittals as required.
Hourly s ° ate: $500.00
Reimbursable Expense§:
Any reimbursable services required,which include copying,mileage,consultants and in-house plotting will
be provided at a rate of 1.10 times cost.
Total ProiegLEstirnate
Fee Estimate for Services Listed: $9,400.00
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EXHIBIT B
ARCHITECT'S PROPOSAL
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