Paragon Architecture / Perkins&Will architect agreement (AIA B133)
HATA Document B133° - 2019 Standard Form of Agreement Between Owner and Architect, Construction Manager as Constructor Edition AGREEMENT made as of the 25th day of July in the year 2025 (In words, indicate day, month and vear.) BETWEEN the Architect’s client identi;ed as the Owner: (Name, legal status, address, and other information) School District of Clayton, a Missouri public school district 2 Mark Twain Circle. Clayton, MO 63105 (314) 854.6000 and the Architect: (Name, legal status, address, and other information) Paragon Architecture, LLC. 4660 Maryland Avenue, #250 51. Louis, MO 63108 (417) 885-0002 for the following Project: (Name, location, and detailed description) School District of Clayton 2026 Bond Projects 2 Mark Twain Circle Clayton, MO 63105 The Construction Manager (if known): (Name, legal status, address, and other information) BSI Constructors, Inc. 6767 Southwest Ave St. Louis, MO 63143 The Owner and Architect agree as follows. Notwithstanding any provision in this Agreement to the contrary, it is understood and agreed that the Board of Education may or may not elect to proceed with submission of a bond issue to voters for approval of the issuance of bonds in connection with the Project, If (a) the Board of Education does not elect to move forward with construction or a potential Bond issue in April 2026, or; (b) does elect to move forward with such a bond issue and that bond issue fails, then the Owner at its discretion may thereafter terminate this Agreement at any time upon written notice to the Architect, It is at the Owner’s sole and absolute discretion as to whether it will proceed with any bond issue, and similarly at the Owner's sole and absolute discretion whether it desires to submit subsequent bond issues to the voters if a prior attempt or attempts have failed. In the event of any such termination, Owner will pay Architect for agreed upon services performed prior to termination. This prevails over Section 9 in the event of any con`ict, ADDITIONS AND DELETIONS: The author of this document may have revised the text of the original AIA standard form. An Additions and Deletions Report that notes revisions ta the standard form text is availabie from the author and should be reviewed. A vertical line in the left margin of this document indicates where the author has added to or deisted fron the original AIA text. This document has important legal consequences. Consultation with an attomey is encouraged with respect te its completion or modi;cation. This document is intended to be used in conjunction with AIA Documents A201-20177TM, General Conditions of the Contract for Construction; A133-20197" Standard Form of Agreement Between Owner and Construction Manager as Constructor where the basis of payment is the Cost of the Work Plus a Fee with a Guaranteed Maximum Price; and A134-2019TM Standard Form of Agreement Between Owner and Construction Manager as Constructor where the basis of payment is the Cost of the Work Plus a Fee without a Guaranteed Maximum Price, AIA Document A201 TM~2017 is adopted in this document by reference. Do not use with other general conditions untess this document is modi;ed. AIA Document 8133 - 2019. Copyright © 2014, and 2019. All rights reserved. “The American Institute of. Architects," “Amierican Institute of Architects,“ "AIA," the AIA Logo, and “AIA Contract Documents” are trademarks of The American Institute of Architects. This document was produced at 12:05:04 CDT on 08/29/2025 under Subscription No.20240077555 which expires on 11/06/2025, is not for resale, is licensed for one-time use only, and may only be used in accordance with the AIA Contract Documents® Terms of Service. To report copyright violations, e-mail dacinfo@aiacontracts.com. User Notes: (68451626961 14068a77f223)
TABLE OF ARTICLES 1 INITIAL INFORMATION 2 ARCHITECT'S RESPONSIBILITIES 3 SCOPE OF ARCHITECT'S BASIC SERVICES 4 SUPPLEMENTAL AND ADDITIONAL SERVICES 5 OWNER’S RESPONSIBILITIES 6 COST OF THE WORK 7 COPYRIGHTS AND LICENSES 8 CLAIMS AND DISPUTES 9 TERMINATION OR SUSPENSION 10 MISCELLANEOUS PROVISIONS 11. COMPENSATION 12 SPECIAL TERMS AND CONDITIONS 13 SCOPE OF THE AGREEMENT ARTICLE 1 INITIAL INFORMATION § 1.1 This Agreement is based on the Initial Information set forth in this Section 1.1. (For each item in this section, insert the information or a statement such as “not applicable” ar “amknown at time of execution, ”) § 1.1.1 The Owner's program for the Project: (Insert the Owner’s program, identify documentation that establishes the Qwner’s program, or state the mamer in which the program will be developed.) The program will be developed in collaboration with the Owner through a series of workshops that engages faculty, administration, board of education, and community members. In addition, there will be community engagement that provides opportunities for additional voices to be heard. The Architect will work with the Owner to review conceptual information and develop a ;nal program document. § 1.1.2 The Project’s physical characteristics: (Ldentify or describe pertinent information about the Project's physical characteristics, such as size; location; dimensions; geotechnical reports; site boundaries; topographic surveys, tra c and utility studies; availability of public and private utilities and services; legal description of the site, etc.) Clayton High School - West CTE & Classroom wing for AMPED, Geometry in Construction, Robotics & other classrooms o Approximately 20,000sf of additions and renovations o Immediate site work as required for new addition - PAC Renovation o Interior refresh of entry, lobby, restrooms, and auditorium interior ;nishes ~ School Store and Catalyst, location TBD - Additional stormwater improvements are not anticipated, therefore any stormwater improvements for the high school site are excluded. Utility relocations are unknown until site surveys are completed and building footprint is established, therefore not included in basic services. We do not anticipate any revisions to the existing southwest high school drive lane or the impervious area between the drive lane and baseball ;eld and are exchided from basic services. AIA Document B133 ~ 2019, Copyright © 2014, and 2019. All rights reserved. “The American Institute of Atchitects,” “American institute of Architects,” “AIA,” the AJA Logo, and “AIA Contract Documents’ are trademarks of The American Institute of Architects. This document was produced at 12:68:52 CDT on 08/29/2025 under Subscription No.20240077555 which expires on 11/05/2028, is not for resale, is licensed for one-time use only, and may only be used in accordance with the AIA Contract Documents® Terms of Service. To report copyright violations, e-mail docinfo@aiacontracts.com. User Notes: {684c519e6061 14088a77fa23)
Glenridge & Meramec Elementary Schools - Approximately 81,000sf of additions and renovations at each Captain Elementary School - Approximately 90,000 sf of new construction § 1.1.3 The Owner’s budget for the Cost of the Work, as de;ned in Section 6.1: (Provide total and, if inown, a line item breakdown) Approximate construction cost: - Clayton High School - $10,900,000.00 ~ Glenridge & Meramec Elementary Schools o Option | ~ Level 3 Renovation & Additions: $44,000,000.00 Each o Option 2~New Construction: $51,500,000.00 Each ~ Captain Elementary School - $51,500,000.00 § 1.1.4 The Owner’s anticipated design and construction milestone dates: 1 Design phase milestone dates, if any: TBD afer initial kickoU and de;nition of scope for Elementary Schools 2 Construction commencement date: TBD as mutually agreed between Owner, Architect, and Construction Manager 3 Substantial Completion date or dates: TBD as mutually agreed between Owner, Architect, and Construction Manager A Other milestone dates: TBD § 1.1.5 The Owner intends to retain a Construction Manager pursuant to the following agreement: Undicate agreement tvpe.) {[X] AIA Document A133-2019, Standard Form of Agreement Between Owner and Consiruction Manager as Constructor where the basis of payment is the Cost of the Work Plus a Fee with a Guaranteed Maximum Price. In addition. the Agreement will include terms which require compliance with §67.5050, RSMo., as well as the General and Supplementary Conditions. [] AIA Document A134-2019, Standard Form of Agreement Between Owner and Construction Manager as Constructor where the basis of payment is the Cost of the Work Plus a Fee without a Guaranteed Maximum Price. § 1.1.6 The Owner's requirements for accelerated or fast-track design and construction, or phased construction are set forth below: (List nuuber and tpe of bid/procurement packages.) TBD § LAT NA § LATA NIA § 1.1.8 The Owner identi;es the following representative in accordance with Section 3.4: List name, address, and other contact information} AJA Document 8133 - 2019. Copyright © 2014, and 2019, All rights reserved. “The American Institute of. Architects,” “American Institute of Architects,” “AIA,” the AIA Logo, and “AIA Contract Documents” are trademarks of The American Institute of Architects. This document was produced at 12:09:52 CDT on 08/29/2025 under Subscription No.20240077555 which expires on 11/05/2026, is not for resale, is licensed for one-time use only, and may only be used in accordance with the AIA Contract Documents® Terms of Service. To report copyright violations, e-mail docinfo@aiacontracts.com. User Notes: (684c518e8061 140684771423)
John Brazeal, Chief Financial O cer School District of Clayton 2 Mark Twain Circle Clayton, MO 63105 (314) 854-6000 johubrazeal@claytonschools.uet § 1.1.9 The persons or entities, in addition to the Owner's representative, who are required to review the Architect’s submittals to the Owner are as follows: (List name, address, and other contaet information.) School District of Clayton, Board of Education, or as designated by the Board. § 1.1.10 The Owner shall retain the following consultants aud contractors: (List name, legal status, address, and other contact information.) A Construction Manager: (The Construction Manager is identi;ed on the cover page. Ifa Construction Manager has not been retained as of the date of this Agreement, state the anticipated date of retention, If the Architect is to assist the Owner in selecting the Construction Manager, complete Section 4.2.4.1) BSI Constructors, Inc. 2 Land Surveyor: TBD 3 Geotechnical Engineer: TBD 4 Civil Engineer: N/A 5 Other consultants and contractors: (List any other consultants and contractors retained by the Owner.) TBD § 1.1.41 The Architect identi;es the following representative in accordance with Section 2.4: (List name, address, and other contact information.) Brad Erwin, President Paragon Architecture, LLC. 4660 Maryland Avenue, #250 St. Louis, MO 63108 (417) 885-0002 erwin@paragon-architecture.com § AZ NIA § 1.1.13 Other Initial Information on which the Agreement is based: Architectural Services will be a collaboration with Perkins+ Wil, Inc. Perkins+Will, Inc. will serve as an Associate Architect in concert with Paragon Architecture, LLC. serving as Architect of Record. Paragon Axchitecture is responsible for coordination of its own services aud those of Perkins+Will, Inc. and is responsible to Owner for the acts and omissions of Perkins+Will, Inc. AJA Document 8133 — 2019. Copyright © 2014, and 2019. All rights reserved, “The American Institute of Architects,” “American institute of Architects," “Ala,” the AIA Logo, and “AIA Contract Documents” are trademarks of The American Institute of Architects. This document was produced at 12:08:52 CDT on 68/29/2025 under Subscription No.20240077555 which expires on 1 1105/2025, is not for resale, is licensed for one-time use only, and may only be used in accordance with the AIA Contract Documents® Terms of Service. To report copyright violations, e-mail docinfo@aiacontracts.com. User Notes: {684c5 1606961 140687 7fa23)
§ 1.2 The Owner and Architect may rely on the Initial Information. Both parties, however, recognize that the Initial Information may materially change and, in that event, the Owner and the Architect shall appropriately propose ad{ustinent to the Architect’s services, schedule for the Architect’s services, and the Architect’s compensation subject to the Owner's prior Agreement. The Owner shall adjust the Owner’s budget for the Cost of the Work and the Owner’s anticipated design and construction milestones, as necessary, to accommodate material changes in the Initial Information. ennat fn a vi velopment of the low the Archi al busine: i less & called out in this t "i its ets The deli rable of oan ments to the Owner hall be in 2D for i I i 9 ausmittal Agreement, t shall be rovided |in the native re ;le format software the “Architect ses fo produce the Architect’s Instruments of Service, § 1.3.1 Any use of, or reliance on, all or a portion of a building information model without agreement to protocols governing the use of, and reliance on, the information contained in the model and without having those protecols set forth in Paragon Architecture’s Exhibit D: Digital Data Transmittal Agreement shall be at the using or relying party’s sole risk and without liability to the other party and its contractors or consultants, the authors of, or contributors to, the building information model, and each of their agents and employees. ARTICLE 2 ARCHITECT'S RESPONSIBILITIES § 2.1 The Architect shail provide professional services as set forth in this Agreement. The Architect represents that it is properly licensed in the jurisdiction where the Project is located to provide the services required by this Agreement, and shall cause such services to be performed by appropriately licensed design professionals. § 22 The Architect shall perform its services consistent with the professional skill and care ordinarily provided by architects practicing in the same or similar locality under the same or similar circumstances. The Architect shall perform its services as expeditiously as is consistent with such professional skill and care and the orderly progress of the Project. The previous two sentences are collectively the Standard of Care. The Architect’s services shall comply with applicable federal, state and local laws, statutes. ordinances, codes. rules and regulations (collectively. “Laws”) as required by the Standard of Care. § 2.3 The Architect shall provide its services in conjunction with the services of a Construction Manager as described in the agreement identi;ed in Section 1.1.5. The Architect shall not be responsible for actions taken by the Construction Manager. § 24 The Architect shall identify a representative authorized to act on behalf of the Architect with respect to the Project. tinnity of the Architect’s personne ortant to enable the Owner to develop a relati will Architect to enhance communication and facilitate Project completion, Accordingly. the Architect shall pot change itt ey without Ownet’s rion Wr! sent unless uC. ie leave the. @ = Alc it i i d i i : M ev ny Turekes Pi incl a ee Eelanaun Priel al; as key personnel, Kev er Lill be identi;ed 3 re Engineering, Civ! IMES. Consult 2oxD., SWT Desi Compan: Hers § 2.5 Except with the Owner’s knowledge and written consent, the Architect shall not engage in amy activity, or accept any employment, interest or contribution that would reasonably appear to compromise the Architect’s professional judgment with respect to this Project. AIA Document B133 ~ 2019. Copyright © 2014, and 2019, All rights reserved. “The American Institute of Architects,” “American Institute of Architects,” “AIA,” the AA Logo, and “AIA Contract Dacuments" are trademarks of The American Institute of Architects. This document was produced at 12:09:52 CDT on 08/29/2025 under Subscription No.20240077555 which expires on 11/05/2028, is not for resale, is licensed for one-time use only, and may only be used in accordance with the AlA Contract Documents* Terms of Service. To report copyright violations, e-mail docinfo@aiacontracts.com. User Notes: (68451628961 14068a77fa23}
§ 2.6 Insurance. The Architect shall maintain the insurance below and as required by the Insurance Requirements Exhibit until termination of this Agreement. If any of the requirements set forth below are in addition to the types and limits in the Insurance Requirement Exhibit types and limits attached hereto, the Owner shall pay the Architect as set forth in Section 11.9. § 281N/A § 26.2N/A § 26.3 N/A § 264N/A § 26.5 N/A § 26.8N/A § 2.6.7 Additional Insured Obligations. As required by the attached Insurance Requirements Exhibit, § 2.6.8 Upon request. which is hereby made, the Architect shall provide certi;cates of insurance to the Owner as. well as evidence of compliance with the requirements in this Section 2.6. 2.6.9 Architect shall also comply with the attached Insurance Requirements Exhibit. 2.6.10 The Owner preserves all immunities recoguized at law. Nothing herein shall be construed as a waiver of sovereign or governmental immunity, as set forth in §537.600 et seq., RSMo. Any insurance purchased b the ‘Architect hereto is not intended to act as a waiver, nor is it a waiver of any defense available to the Owner and its board members, administrators, employees, and agents by statute or at common law. 2.6.11 Priot to commencing any work or services under this Contract, Architect shall furnish the Owner with Certi;cate(s) of Insurance, or formal endorsements as required by this Contract. issued by Architect’s insurer(s) as evidence that policies are placed with acceptable insurers as speci;ed herein and provide the required coverages. conditions, and limits of coverage and that such coverage and provisions are in full force and eUect. If a Certi;cate of Insurance is submitted as veri;cation of coverage. the Owner shall reasonably rely upon the Certi;cate of Insurance as evidence of coverage but such acceptance and reliance shall not waive or alter in any way the insurance requirements or obligations of this agreement. If any of the above-cited policies expire during the life of this Contract, it shall be Architect’s responsibility to forward renewal Certi;cates within ten (10) days after the renewal date containing all the insurance provisions identi;ed herein. Certi;cates shall speci;cally cite the following provisions: The Owner, its representatives. o cers, directors. o cials and employees shall be named Additional Insured under the following policies: * Commercial General Liability Auto Liability Excess Liability - Follow Form to underlying insurance, Architect’s insurance shall be primary insurance as respects performance of subject contract. Hl polici ity in ive ri rogatl oe ® ner, jis representative 3, dire als or services rmed by Architect under thi tract. * Certi;cates shall cite a 30-day advance notice of cancellation provision. If ACORD Certi;cate of ti the cancellation provision “endeavor to’ and “but failure. ay 5. i a been performed by ers, the Architect is neverthel: ally responsible for and accepts full responsibility for such earlier work when the Architect performs subsequent phases of the Basic Services, as ;lly as if the preliminary. schematic, and design development work had been performed by the Architect itself, The Architect is responsible for coordination and internal checking of all design documents and for the accuracy ofall AIA Document 8133 — 2019. Copyright © 2014, and 2019. Ail rights reserved. “The American Institute of Architects,” “American institute of Architects,” “AIA,” the AIA Logo, and “AIA Contract Documents” are trademarks of The American Institute of Architects. This document was produced at 12:09:52 CDT on 08/28/2025 under Subscription No.20240077555 which expires on 11/05/2025, is not for resale, is licensed for one-lime use only, and may only be used in accordance with the AJA Contract Documents® Terms of Service. To report copyright violations, e-mail docinfo@aiacontracts.com. User Notes: (884c5 1806901 14088a77fa23)
dimensional. layout and speci;ed information contained therein. as fully as if each document were prepared by the Architect, The Architect is responsible for the completeness and accuracy of all documents, including drawings and speci;cations, submitted by or through the Architect and for their compliance with all applicable codes, ordinances. regulations. laws and statutes. ARTICLE 3 SCOPE OF ARCHITECT'S BASIC SERVICES § 3.1 The Architect’s Basic Services consist of those described in this Article 3 and in Exhibit A: Scope of Services and incinde usual and customary structural, civil, mechanical, and electrical engineering services. Services not set forth in this Article 3 or Exhibit A: Scope of Services are Supplemental or Additional Services. § 3.4.1 The Architect shall manage the Architect's services, research applicable design criteria, attend Project meetings, communicate with members of the Project team, and report progress to the Owner. § 3.1.2 The Architect shall coordinate its services with those services provided by the Owner, the Construction Manager, and the Owner's consultants. The Architect shall be entitled to rely on, and shall not be responsible for, the aceuracy, completeness, and timeliness of, services and information furnished by the Owuer, the Construction Manager, and the Owner’s consultants, provi ‘ove such reli it shall ;rst revi ne in its capaci project architect. The Architect shall provide prompt weitten notice to the Owner if the Architect becomes aware of any suspected or actual error, omission, or inconsistency in such services or information. § 3.1.3 As soon as practicable after the date of this Agreement, the Architect shall submit, for the Construction Manager's review and the Owner’s approval, a schedule for the performance of the Architect’s services. The schedule shall include design phase milestone dates, as well as the anticipated dates for the commencement of constriction and for Substantial Completion of the Work. The schedule shall include allowances for periods of time required for the Owner’s review, for the Construction Manager’s review, for the performance of the Construction Manager’s Preconstruction Phase services, for the performance of the Owner’s consultants, and for approval of submissions by authorities having jurisdiction over the Project. Once approved by the Owner, time limits established by the schedule shall not, except for reasonable cause, be exceeded by the Architect or Owner, With the Owner’s written approval, the Architect shall adjust the schedule, if necessary, as the Project proceeds until the commencement of construction. § 3.1.4 The Architect shall submit information to the Construction Manager and participate in revising the Project schedule as it relates to the Architect’s services. The Architect shall review and approve, or take other appropriate action upon, the portion of the Project schedule relating to the performance of the Architect’s services. § 3.1.5 The Architect shall not be responsible for an Owner's directive or substitution, or for the Owner's acceptance of non-conforming work, made or given without written notice to the Architect. § 3.1.6 The Architect shall, in coordination with the Construction Manager, contact governmental authorities required to approve the Construction Documents and entities providing utility services to the Project. The Architect shali respond to applicable design requirements imposed by those authorities and entities. § 3.1.7 The Architect shall assist the Owner and Construction Manager in connection with the Owner's responsibility for ;ling documents required for the approval of governmental authorities having jurisdiction over the Project. If the gove: uuthority fails to approve the Construction Document for failure ta comply with Laws, the Architect shall revise the Construction Documents to cause them to comply, Such revisions shall be at itect’s cost, unless itect previously advised the Owner in writing that the desion not comply and the Owner approved such design. or as speci;cally provided ip Section 4.2.1.3. The Owner recognizes that when. ine a ecisio : ‘clone of building inspectors vi e construction site that are contrar results i . i i companies make changes to their earlier decisions and directions throughout the design and construction of the Project. If such revision causes a material change and impacts in the Architect’s services, the Architect ma § 3.1.8 Prior to the Owner's acceptance of the Construction Manager’s Guaranteed Maximum Price proposal, or the Owner’s approval of the Construction Manager’s Control Estimate, as applicable, the Architect shall consider the Construction Manager's requests for substitutions and, upon written request of the Construction Manager, provide clari;cation or interpretations pertaining to the Drawings, Speci;cations, and other documents submitted by the Architect. The Architect and Construction Manager shall include the Owner in communications related to AIA Document B133 — 2019. Copyright © 2014, and 2019. All rights reserved, "The American Institute of Architects,” “American Institute of Architects“ “AIA,” the AIA Logo, and “AIA Contract Documents’ are trademarks of The American Institute of Architects. This document was produced at 12:09:52 CDT on 08/29/2025 under Subscription No.20240077555 which expires on 11/06/2025, is rot for resale, is ticensed for one-time use only, and may only be used in accordance with the AIA Contract Documents® Terms of Service. To report copyright violations, e-mail docinfo@eiacontracts.com. User Notes: (68451626961 14068a77fa23}
substitution requests, clari;cations, and interpretations. § 3.2 Review of the Construction Manager’s Guaranteed Maximum Price Proposal or Control Estimate § 3.2.1 Ata time to be nmtually agreed upon by the Owner and the Construction Manager, the Construction Manager shall prepare, for review by the Owner and Architect, and for the Owner’s acceptance or approval, a Guaranteed Maximum Price proposal or Control Estimate. The Architect shall assist the Owner in reviewing the Construction Manager’s proposal or estimate. The Architect’s review is not for the purpose of discovering errors, omissions, or inconsistencies; for the assumption of any responsibility for the Construction Manager's proposed means, methods, sequences, techniques, or procedures: or for the veri;cation of any estimates of cost or estimated cost proposals. In the event that the Architect discovers any inconsistencies or inaccuracies in the information presented, the Architect shall promptly uotity the Owner and Constmiction Manager. § 3.2.2 Upon authorization by the Owner, and subject to Section 4.2.1.14, the Architect shall update the Drawings, Speci;cations, and other documents to incorporate the agreed upon assumptions and clari;cations contained in the Guaranteed Maximum Price Ainendment or Control Estimate, § 3.3 Schematic Design Phase Services § 3.3.1 The Architect shall review the program, and other information furnished by the Owner and Construction Manager, and shall comply with Jaws, codes, and regulations applicable to the Architect’s services.as required by. the Standard of Care. § 3.3.2 The Architect shal! prepare a pretiminary evaluation of the Owner’s program, schedule, budget for the Cost of the Work, Project site, and other Initial Information, each in terms of the other, to ascertain the requirements of the Project. The Architect-shall notify the Owner of (1) any inconsistencies discovered in the information, and (2) other information or consulting services that may be reasonably needed for the Project. § 3.3.3 The Architect shall present its preliminary evaluation to the Owner and Construction Manager and shall discuss with the Owner and Construction Manager alternative approaches to design and construction of the Project. The Architect shall comply with the Owner’s directive regarding the requirements of the Project_so long as it is not in violation of building code or ADA compliance, The Architect shall reach an understanding with the Owner regarding the requirements of the Project. § 3.3.4 Based on the Project requirements agreed upon with the Owner, the Architect shall prepare and present, to the Owner and Construction Manager, for the Qwner’s approval, a preliminary design illustrating the scale and relationship of the Project components. § 3.3.5 Based on the Owner’s approval of the preliminary design, the Architect shall prepare Schematic Design Documents for Construction Managet’s review and the Owner’s approval. The Schematic Design Documents shall consist of drawings and other documents inchiding a site pian, if appropriate, and preliminary building plans, and elevations; and may include some combination of study models, perspective sketches, or digital representations. Preliminary selections of major building systems and construction materials shall be noted on the drawings or described in writing. § 3.3.5.4 The Architect shall consider sustainable design alternatives, such as material choices and building orientation, together with other considerations based on program and aesthetics, in developing a design that is consistent with the Owner's program, schedule and budget for the Cost of the Work. The Owner may obtain more advanced sustainable design services as a Supplemental Service under Section 4. § 3.3.5.2 The Architect shall consider with the Owner and the Construction Manager the value of alternative materials, building systems and equipment, together with other considerations based on program and aesthetics, in developing a design for the Project that is consistent with the Owner's program, schedule, and budget for the Cost of the Work. Owner retaj ‘ight to cho iternative materials base budget during desi: § 3.3.6 The Architect shall submit the Schematic Design Documents to the Owner and the Construction Manager. The Architect shall meet with the Construction Manager to review the Schematic Design Documents. § 3.3.7 Upon receipt of the Construction Manager’s review comments and cost estimate at the conclusion of the Schematic Design Phase, the Architect shall take action as required under Section 6.4, and request the Owner’s approval of the Schematic Design Documents. If revisions to the Schematic Design Documents are required to AIA Document 8133 - 2019. Copyright © 2014, and 2019. Ait rights reserved. “The American Institute of Architects,” “American institute of Architects,” “AIA, the AJA Logo, and “AIA Contract Documents’ are trademarks of The American Institute of Architects. This document was produced at 12:09:52 CDT on 08/29/2025 under Subscription No.20240077555 which expires on 11/05/2025, is not for resale, is licensed for one-time use only, and may only be used in accordance with the AIA Contract Documents® Terms of Service. To report copyright violations, e-mail docinfo@aiacontracts.com. User Notes: (884c51Ge6961 14088277fa23)
comply with the Owner's budget for the Cost of the Work at the conclusion of the Schematic Design Phase, the Architect shall incorporate the required revisions in the Design Development Phase. § 3.3.8 Io the further development of the Drawings and Speci;cations during this and subsequent phases of design, the Architect shall be entitled to rely on the accuracy of the estimates of the Cost of the Work, which are to be provided by the Construction Manager under the Construction Manager's agreement with the Owner. § 3.4 Design Development Phase Services § 3.4.1 Based on the Owner's approval of the Schematic Design Documents, and on the Owner's authorization of any adjustments in the Project requirements and the budget for the Cost of the Work, the Architect shall prepare Design Development Documents for the Construction Managet’s review and the Owner’s approval, For any woiect that involves existing buildings ar structures, the Architect shall use reasonabl ligence to a {dra or other information supplied 4 connection with the project. The Design Development Documents shall be based upon information provided, and estimates prepared by, the Construction Manager and shall illustrate and describe the development of the approved Schematic Design Documents and shall consist of drawings and other documents including plans, sections, elevations, typical construction details, and diagrammatic layouts of building systems to ;x and describe the size and character of the Project as to architectural, structural, mechanical and electrical systems, and other appropriate elements. The Design Development Documents shall also include outline speci;cations that identify major materials and systems and establish in general their quality levels. § 3.4.2 Prior to the conclusion of the Design Development Phase, the Architect shall submit the Desiga Development Documents to the Owner and the Construction Manager. The Architect shall meet with the Construction Manager to review the Design Development Documents. § 3.4.3 Upon receipt of the Construction Manager’s information and estimate at the conclusion of the Design Development Phase, the Architect shall take action as required under Sections 6.5 and 6.6 and request the Owner's approval of the Design Development Documents. § 3.5 Construction Documents Phase Services § 3.5.1 Based on the Owner’s approval of the Design Development Documents, and on the Owner’s authorization of any adjustments in the Project requirements and the budget for the Cost of the Work, the Architect shall prepare Construction Documents for the Construction Manager's review aad the Owner’s approval, The Construction Documents shail illustrate and describe the further development of the approved Design Development Documents and shall consist of Drawings and Speci;cations setting forth in detail the quality levels and performance criteria of materials and systems and other requirements for the construction of the Work. The Owner and Architect acknowiedge that, in order to perform the Work, the Construction Manager will provide additional information, including Shop Drawings, Product Data, Samples and other similar submittals, which the Architect shall review in accordance with Section 3.6.4. § 3.5.2 The Architect shall incorporate the design requirements of governmental authorities having jurisdiction over the Project into the Construction Documents and the design shall otherwise comply with all laws applicable fo the performance of the Architect’s Services as required by the Standard of Care. § 3.5.3 During the development of the Construction Documents, if requested by the Owner, the Architect shall assist the Owner and Construction Manager in the development and preparation of (1) the Conditions of the Contract for Construction (General, Supplementary and other Conditions) and (2) a project manual that includes the draft e Contr Construction and correspondin; ibit for Insurance and Bonds Requirements, the ementary Conditions to the 4201-2017 General Conditions of the Contract for Construction and Speci;cations, and may include sample forms. § 3.5.4 Prior to the conclusion of the Construction Documents Phase, the Architect shall submit the Construction Documents to the Owner and the Construction Manager. The Architect shall meet with the Construction Manager to review the Construction Documents. § 3.5.5 Upon receipt of the Construction Manager’s information and estimate at the conclusion of the Construction Documents Phase, the Architect shall take action as required under Section 6.7, and request the Owner’s approval AJA Document B133 — 2019. Copyright © 2014, and 2019. All tights reserved, "The American Institute of Architects,” “American Institute of Archilects,” “AIA” the AlA Lego, and “AJA Contract Documents” are trademarks of The American Institute of Architects, This document was produced at 12:08:52 CDT on 08/29/2025 under Subscription No.20240077555 which expires on 11/05/2025, is not for resale, is ;censed for one-time use only, and may only be used in accordance with the AIA Contract Documents Terms of Service. To report copyright vislations, e-mail decinfo@aiacontracts.com. User Notes: (684c51806961 140888771223)
of the Construction Documents. 3.5.6 During the Construction Documents Phase, the Owner may perform (or caused to be performed) a constructability review of the documents to assess the completeness and quality of the documents. The review will be shared with the Architect in a written and/or sraphic format of comments. Architect shall promptt review and respond to comments and incorporate the accepted recommendations into the Co ction Documents. 3.87 Architect shall produce a Conformance Set / For Constmiction Set of drawings and speci;cations, to nd si incorporate all bid addenda and accepted bid altemates into the original bid set. within 30 days of bid day. § 3.6 Construction Phase Services § 3.6.1 General § 3.6.1.1 The Architect shall provide adminiswation of the Contract between the Owner and the Construction Manager as set forth below and in ATA Document A201TM.2017, General Conditions of the Contract for Construction,as modi;ed, and its associated Supplementary Conditions. If the Owner and Construction Manager modify AIA Document A201~2017 or the associated Supplementary. Conditions, those modi;cations shall not aUect the Architect’s services under this Agreement unless the Architect consents, which consent will not be nably withheld. conditioned or delayed. The term “Contractor” as used in A201-2017 shall mean the Construction Manager. § 3.6.1.2 Subject to Section 4.2, the Architect’s responsibility to provide Construction Phase Services commences upon the Owner’s acceptance of the Construction Manager’s Guaranteed Maximum Price proposal, the Owners approval of the Construction Manager’s Control Estimate, or by a written agreement between the Owner and Construction Manager which sets forth a description of the Work to be performed by the Construction Manager prior to such acceptance or approval. Subject to Section 4.2, aud except as provided in Section 3.6.6.5, the Auchitect’s responsibility to provide Construction Phase Services terminates on the date the Architect issues the ;nal Certi;cate for Payment. § 3.6.1.3 The Architect shall advise and consult with the Owner and Construction Manager during the Construction Phase Services. The Architect shall have authority to act on behalf of the Owner only to the extent provided in this Agreement. The Architect shall not have control over, charge of, or responsibility for the construction means, methods, techniques, sequences or procedures, or for safety precautions and programs in connection with the Work, nor shal! the Architect be responsible for the Construction Manager’s failure to perform the Work in accordance with the requirements of the Contract Documents. The Architect shall be responsible for the Architect’s negligent acts or omissions and/or intentional misconduct of Architect and Axschitect’s consultants and subconsultants, but shall not have control over or charge of, and shall not be responsible for, acts or omissions of the Construction Manager or of any other persons or entities performing portions of the Work, except as provided in this paragraph. § 3.6.2 Evaluations of the Work § 3.6.2.4 The Architect shall visit the site at intervals appropriate to the stage of construction, or as otherwise required in Section 4.2.3 in accordance with Exhibit A: Scope of Services, to become generally familiar with the progress and quality of the portion of the Work completed, and to determine, in general, if the Work observed is being performed in a manner indicating that the Work, when fully completed, will be in accordance with the Contract Documents. However, the Architect shall not be required to make exhaustive or continuous on-site observations to check the quality or quantity of the Work, Oa the basis of the site visits, the Architect shail keep the Owner reasonably informed about the progress and quality of the portion of the Work completed, and promptly repost to the Owner in writing (1) known deviations from the Contract Documents, (2) known deviations from the most recent construction schedule submitted by the Construction Manager, and (3) defects and de;ciencies observed in the Work in writing, § 3.6.2.2 The Architect has the authority to reject Work that does not conform to the Contract Documents. Whenever the Architect considers it necessary or advisable, the Architect shall request inspection or testing of the Work in accordance with the provisions of the Contract Doctinents, whether or not the Work is fabricated, installed or completed. However, neither this authority of the Architect nor a decision made in good faith either to exercise or not to exercise such authority shall give rise to a duty or responsibility of the Architect to the AIA Document 8433 — 2019. Copyright © 2014, and 2019, Ail rights reserved. “The American Institute of Architects,” “American institute of Architects,” “ANA,” the AIA Logo, and “AA Contract Documents” are trademarks of The American institute of Architects. This document was. produced at 12:09:52 CDT on 08/29/2025 40 under Subscription No.20240077555 which expires on 11/05/2025, is not for resale, is licensed for one-time use ‘only, and may only be used in accordance with the AIA Contract Documents® Terms of Service. To report copyright violalions, e-mail docinfo@aiacontracts.com. User Notes: {584051880881 14058771223)
Construction Manager, Subcontractors, suppliers, their agents or employees, or other persons or entities performing portions of the Work. § 3.6.2.3 The Architect shall interpret and decide matters concerning performance under, and requirements of, the Contract Documents on written request of either the Owner or Construction Manager. The Architect's response to such requests shail be made in writing within any time limits agreed upon or otherwise with reasonable promptness. § 3.6.2.4 Interpretations and decisions of the Architect shall be consistent with the intent of, and reasonably inferable from, the Contract Documents and shail be in writing or in the form of drawings. When making such interpretations and decisions, the Architect shall endeavor to secure faith;ul performance by both Owner aud Construction Manager, shall not show partiality to either, and shail not be liable for results of interpretations or decisions rendered in good faith. The Architect’s decisions on matters relating to aesthetic eUect shall be ;nal if consistent with the intent expressed in the Contract Documents in consultation with the Owner. § 3.6.2.5 Unless the Owner and Construction Manager designate another person to serve as an Initial Decision Maker, as that term is de;ned in ALA Document A201~-2017_as modi;ed by the associated Supplementary Conditions, the Architect of Record shall render initial decisions on Claims between the Owner and Construction Manager as provided in the Contract Documents. § 3.6.3 Certi;cates for Payment to Construction Manager § 3.6.3.1 The Architect shall review and certify the amounts due the Construction Manager and shall issue certi;cates in such amounts. The Architect’s certi;cation for payment shall constitute a representation to the Owner, based on the Architect’s evaluation of the Work as provided in Section 3.6.2 and on the data comprising the Construction Manager's Application for Payment, that, to the best of the Architect’s knowledge, information and belief, the Work has progressed to the point indicated, the quality of the Work is in accordance with the Contract Documents, and that the Construction Manager is entitled to payment in the amount certi;ed. The foregoing representations are subject to (1) an evaluation of the Work for conformance with the Contract Documents upon Substantial Completion, (2) results of subsequent tests and inspections, (3) correction of minor deviations from the Contract Documents prior te completion, and (4) speci;c quali;cations expressed by the Architect. § 3.6.3.2 The issuance of a Certi;cate for Payment shali not be a representation that the Architect has (1) made exhaustive or continuous on-site inspections to check the quality or quantity of the Work, (2) reviewed construction means, methods, techniques, sequences or procedures, (3) reviewed copies of requisitions received from Subcontractors and suppliers and other data requested by the Owner to substantiate the Construction Manager’s right to payment, or (4) ascertained how or for what purpose the Construction Manager has used money previously paid on account of the Contract Sum. § 3.6.3.3 The Architect shall maintain a record of the Applications and Certi;cates for Payment. § 3.6.4 Submittals § 3.6.4.1 The Architect shall review the Construction Manager's submittal schedule and shall not unreasonably delay or withhold approval of the schedule. The Architect's action in reviewing submittals shall be taken in accordance with the approved submittal schedule or, in the absence of an approved submittal schedule, with reasonable promptness while allowing su cient time, in the Architect’s professional Judgment, to permit adequate review. § 3.6.4.2 The Architect shall review aud approve, or take other appropriate action upon, the Coustruction Manager’s subinittals such as Shop Drawings, Product Data and Samples, but only for the limited purpose of checking for conformance with information given and the design concept expressed in the Contract Documents. Review of such submittals is not for the purpose of determining the accuracy and completeness of other information such as dimensions, quantities, and installation or performance of equipment or systems, which are the Construction Manager’s responsibility, The Architect’s review shall not constitute approval of safety precautions or construction means, methods, techniques, sequences or procedures. The Architect’s approval of a speci;c item shall not indicate approval of an assembly of which the item is a component. AIA Document B433 — 2019. Copyright © 2014, and 2019, All rights reserved. “The American Institute of Architects,” “American institute of Architects,” “AIG,” the AIA Logo, and “AlA Contract Documents” are trademarks of The American Institute of Architects. This document was produced at 12:09:52 CDT on 08/29/2025 1 under Subscription No.20240077555 which expires on 11/06/2025, is not for resale, is licensed for one-time use only, and may only be used in accordance with the AIA Contract Documents® Terms of Service. To report capyright violations, e-mail docinfo@aiacontracts.com. User Notes: (684c5 1908961 14088477 f223}
§ 3.6.43 If the Contract Documents speci;cally require the Construction Manager to provide professional design services or certi;cations by a design professional related to systems, materials, or equipment, the Architect shall specify the appropriate performance and design criteria that such services must satisfy. The Architect shall review and take appropriate action on Shop Drawings and other submittals related to the Work designed or certi;ed by the Construction Manager’s design professional, provided the submittals bear such professional's seal and signature when submitted to the Architect. The Architect’s review shall be for the limited purpose of checking for conformance with information given and the design concept expressed in the Contract Documents. The Architect shall be entitled to rely upon, and shall not be responsible for, the adequacy and accuracy of the services, certi;cations, and approvals performed or provided by such design professionals. § 3.6.4.4 Subject to Section 4.2, the Architect shall review and respond to requests for information about the Contract Documents. The Architect shall set forth, in the Contract Documents, the requirements for requests for information. Requests for information shall inchide, at a minimum, a detailed written statement that indicates the speci;c Drawings or Speci;cations in need of clari;cation and the nature of the clari;cation requested. The Architect’s response to such requests shall be made in writing within any time limits agreed upon, or otherwise with reasonable promptness. If appropriate, the Architect shall prepare and issue supplemental Drawings and Speci;cations in response to the requests for information. § 3.6.4.5 The Architect shall maintain a record of submittals and copies of submittals supplied by the Construction Manager in accordance with the requirements of the Contract Documents. § 3.6.5 Changes In the Work § 3.6.5.1 The Architect may authorize minor changes in the Work that are consistent with the intent of the Contract Documents and do not involve an adjustment in the Contract Sum or an extension of the Contract Time in consultation with the Owner, Subject to Section 4.2, the Architect shall prepare Change Orders and Construction Change Directives for the Owner's approval and execution in accordance with the Contract Documents. Only the Board of Education has the authority to issue a Contract Change Order that extends the Contract Time or increases the Contract Sum, however the President may approve a Change Order pursyant to Board delegation or if permitted by Board policy. § 3.6.5.2 The Architect shall maintain records relative to changes in the Work. § 3.6.6 Project Completion § 3.6.6.4 The Architect shall: A conduct site observations to determine the date or dates of Substantial Completion and the date of ;nal completion; 2 issue Certi;cates of Substantial Completion; 3 forward to the Owner, for the Owner’s review and records, written warranties and related documents required by the Contract Documents and received from the Construction Manager; and A issue a ;nal Certi;cate for Payment based upon a ;nal site observation indicating that the Work complies with the requirements of the Contract Documents. § 3.6.6.2 The Architect's site observations shall be conducted with the Owner to (1) check conformance of the Work with the requirements of the Contract Documents and (2) verify the accuracy and completeness of the list submitted by the Constriction Manager of Work to be completed or corrected. § 3.6.6.3 When Substantial Completion has been achieved, the Architect shall inform the Owner about the balance of the Contract Sum remaining to be paid the Construction Manager, including the amount to be retained from the Contract Sum, if any, for ;nal completion or correction of the Work. § 3.6.6.4 The Architect shall forward to the Owner the following information received from the Construction Manager: (1) consent of surety or sureties, if any, to reduction in or partial release of retainage or the making of ;nal payment: (2) a davits, receipts, releases and waivers of lieus, or bonds indemnifying the Owner against liens; and (3) any other documentation required of the Construction Manager under the Contract Documents. § 3.6.6.5 Upon request of the Owner, and prior to the expiration of one year from the date of Substantial Completion, the Architect shall, without additional compensation, unles ‘ked otherwise i bit A: Scope of Services, conduct a meeting with the Owner to review the facility operations and performance. AIA Decument 8733 — 2019. Copyright © 2014, and 2019. All rights reserved. “The American Institute of Architects,” “American institute of Architects,” “AIA,” the AIA Logo, and “AJA Contract Documents” are trademarks of The American Institute of Architects. This document was produced at 12:09:52 CDT on 08/29/2025 12 under Subscription No.20240077555 which expires on 11/85/2025, is net for resale, is ;censed for one-time use only, and may only be used in accordance with the AlA Contract Documents® Terms of Service. To report copysght violations, e-mail docinfo@aiacontracts.com. User Notes: (884c81Ge8981 14068a77ia23)
3.6.6.6 The Architect shall be responsible for visiting the site of and performing an evaluation of the Project during the eleventh (11th) month after Substantial Completion. Such services shall be furnished without additional charge. Furthermore, the Architect shall report de;ciencies observed during said visit and shall be responsible for inspection and verifving the correction of said de;ciencies. 3.6.6.7 At the completion of the project, drawing and design changes will be incorporated into the architectural drawings, and Architect will provide same in PDF and CAD. Construction Manager is to provide as-builts as part of the closeout process. ARTICLE 4 SUPPLEMENTAL AND ADDITIONAL SERVICES § 4.1 Supplemental Services § 4.1.1 The services listed below are not included in Basic Services but may be required for the Project. The Architect shalt provide the listed Supplemental Services only if speci;cally designated in Exhibit A: Scope of Services as the Architect's responsibility, and the Owner shall compensate the Architect as provided in Section 11.2. Unless otherwise speci;cally addressed in this Agreement, if neither the Owner nor the Architect is designated, the parties agree that the listed Supplemental Service is not being provided for the Project. § 41.2 Description of Supplemental Services § 41.2.1 A description of each Supplemental Service identi;ed in Section 4.1.1 as the Architect's responsibility is provided below. (Describe in detail the Architect’s Supplemental Services idemti;ed in Section 4.1.1 or, if set forth in an exhibit, identify the exhibit, The AIA publishes a number of Standard Form of Architect’s Services documents that can be included as an exhibit to describe the Architect's Supplemental Services.) 3D Building Scanning of the existing buildings Food service 3*¢ Party ICC-500 code required Peer Review and Design Coordination Landscape Architecture programming & conceptual design for playground and plantings Clayton High School west drive Iane relocation {if needed) MSD Stormwater Management at Clayton High School (if required by City of Clayton) Energy modeling provided for use — application coordination and completion will be an Additional Service Hydronic Mechanical Systems in addition to basic MEP design (utility plant & distribution systems for new Captain if selected by district) Travel invoiced as reimbursable expense Printing & existing drawing scans during conceptual design, community engagement and design phases (bidding & construction through CM) § 4122 A description of each Supplemental Service identi;ed in Section 4.1.1 as the Owner’s responsibility is provided below. (Describe in detail the Qwner’s Supplemental Services identi;ed in Section 4.1.1 or, if set forth in an exhibit, identify the exhibit.) See Exhibit A: Scope of Services and Exhibit C: Hourly Rates § 443A § 42 Architect’s Additional Services The Architect may provide Additional Services after execution of this Agreement without invalidating the Agreement. Except for services required due to the fault of the Architect, any Additional Services provided in accordance with this Section 4.2 gras per Exhibit A: Scope of Services, shall entitle the Architect to compensation pursuant to Section 11.2 and an appropriate adjustment in the Architect's schedule, Notwithstanding isi ined in thi : iti : ‘ rchirect shall the £ ing or any other provision contained in t ‘cement, it is understood and not be authorized to perform or entitled to payment for any Additional Services unless preauthorized in writing by Quwner, § 4.2.1 Upon recognizing the need to perform the following Additional Services, the Architect shall notify the Owner with seasonable promptness and explain the facts and circumstances giving rise to the need. The Architect AIA Document B133 ~ 2019. Copyright © 2014, and 2619. Alf rights reserved. “The American Institute of Architects,” “American Institute of Architects” “AIA.” the AIA Logo, and “AIA Contract Documents’ are trademarks of The American Institute of Architects. This document was produced at 12:09:52 CDT on 68/29/2025 13 under Subscription No.20240077556 which expires on 11/05/2026, is not for resale, is licensed for one-time use only, and may only be used in accordance with the AIA Contract Documents® Terms of Service. To report copyright violations, e-mail docinfo@aiacontracts.com. User Notes: (6845 182695 1 1406827 7fa23}
shall not proceed to provide the following Additional Services until the Architect receives the Owner's written authorization: A Services necessitated by a change in the Initial Information, previous instructions or recommendations given by the Construction Manager or the Owner, approvals given by the Owner, or a material change in the Project including size, quality, complexity, the Owner's schedule or budget for Cost of the Work, value engineering or redesign after completion of Construction Documents, or bid packages in addition to those listed in Section 1.1.6; 2 Making revisions in Drawings, Speci;cations, or other documents (as required pursuant to Section, 6.7), when such revisions are required because the Construction Manager’s estimate of the Cost of the Work, Guaranteed Maxinuun Price proposal, or Control Estimate exceeds the Owner's budget, except where such excess is due to changes initiated by the Architect in scope, capacities of basic systems, or the kinds and quality of materials, ;nishes, or equipment; 3 Services necessitated by the enactment or revision of codes, laws, or regulations, including changing or editing previously prepared Instruments of Service; 4 Changing or editing previously prepared Instruments of Service necessitated by o cial interpretations of applicable codes, laws or regulations that are either (a) contrary to speci;c interpretations by the applicable authorities having jurisdiction made prior to the issuance of the building permit, or (b) contary to cequirements of the Instruments of Service when those Instruments of Service were prepared in accordance with the applicable standard of care: 5 — Services necessitated by decisions of the Owner or Construction Manager not rendered in a timely manner or any other failure of performance on the part of the Owner or the Owner’s consultants or contractors; 6 Preparing digital models or other design documentation for transmission to the Owner's consultants and contractors, or to other Owner- authorized recipients; 1 NA; & Preparation for, and attendance at, a public presentation, meeting or hearing other than Board of Education meetings and as set forth in the Owner’s RFQ; 9 Preparation for, and attendance at, a dispute resolution proceeding or legal proceeding, except where the Architect is party thereto; 40 Consultation concerning replacement of Work resulting from ;re or other cause during construction; or 11 Assistance to the Initial Decision Maker, if other than the Architect; 42 Services necessitated by replacement of the Construction Manager or conversion of the Construction Manager as constructor project delivery method to an alternative project delivery method; 43 Services necessitated by the Owner's delay in engaging the Construction Manager; 44 Making revisions to the Drawings, Speci;cations, and other documents resulting from agreed-upon assumptions and clari;cations included in the Guaranteed Maximum Price Amendment or Contre! Estimate; 15 Making revisions to the Drawings, Speci;cations, and other documents resulting from substitutions included in the Guaranteed Maximum Price Amendment or Control Estimate. 46 Provided the Architect has prepared the Instruments. of Service in accordance with the Standard of Care (which shall include contact with the utility company to ascertain what the requirements are for the Project), changing or editing previously prepared Owner approved Instruments of Service, necessitated by a utility company inspector or o cial interpretations of applicable standards that are either (a) contrary to speci;c instruction by the applicable utility company made prior the issuance of the building permit, or (b) contrary to requirements of the Instruments of Service when those Instruments of Service were prepared in accordance with the applicable standard of care. § 4.2.2 To avoid delay in the Construction Phase, the Architect shall provide the following Additional Services, notify the Owner with reasonable promptuess, and explain the facts and circumstances giving rise to the need. If, upon receipt of the Architect's notice, the Owner determines that all or parts of the services are not required, the Owner shall give prompt written notice to the Architect of the Owner's determination. The Owner shall compensate the Architect for the services provided prior to the Architect's receipt of the Owner's notice: 1 Reviewing a Construction Manager's submittal out of sequence from the submittal schedule approved by the Architect; 2 Responding to an excessive number of the Construction Manager’s requests for information that are not prepared in accordance with the Contract Documents or where such information is available to the Construction Manager from a careful study and comparison of the Contract Documents, ;eld AJA Document 8133 — 2019. Copyright © 2014, and 2019. All rights reserved. “The American Institute of Architects,” “American institute of Architects," “AIA,” the AIA Logo, and “AJA Contract Documents” are trademarks of The American Institute of Architects. This document was produced at 12:09:52 CDT on 08/29/2025 under Subscription No.20240077555 which expires on 11/05/2025, is not for resale, is ;censed for one-time use only, and may only be used in accordance with the AIA Contract Documents® Terms of Service. To report copyright violations, e-mail docinfo@aiacontracts.com. User Notes: (684c516e6961 1406847 7f223)
conditions, other Owner-provided information, Construction Manager-prepared coordination drawings, or prior Project correspondence or documentation; Revisions to address design errors or reasonable clari;cations are included in Basic Services; 3 Preparing Change Orders, and Construction Change Directives that require evaluation of the Constiuction Manager’s proposals and supporting data, or the preparation or revision of Instruments of Service: Evaluating an extensive number of Claims as the Initial Decision Maker: or Evaluating substitutions proposed by the Owner or Construction Manager and making subsequent revisions to Instruments of Service resulting therefrom. ta § 4.2.3 The Architect shall provide Construction Phase Services exceeding the limits set forth below as Additional Services. When the limits below are reached, the Architect shall notify the Owner: -1 Two (2) reviews of each Shop Drawing, Product Data item, sample and similar submittals of the Construction Manager 2 See Exhibit A: Scope of Services 4 One (1) site observation visit for any portion of the Work to determine whether such portion of the Work is substantially complete in accordance with the requirements of the Contract Documents A Two (2) site observation visit for any portion of the Work to determine ;nal completion 5 Any su ent site observation vi i Fi Completion will be billed on an hourly basis as per Exhibit C: Hourly Bill Rates, & To the extent the Architect’s Basic Services were aUected. providing Construction Phase Services 90 days after (1) the date of Substantial Completion of the Work or (2) the date of Substantial Completion, identi;ed in the Construction Contract. whichever is earlier, § 42.4 Except for services required under Section 3.6.6.5 and those services that do not exceed the limits set forth in Section 4.2.3, Construction Phase Services provided more than 100 days after (1) the date of Substantial Completion of the Work shall be compensated as Additional Services at hourly bill rates as per Exhibit C: Hourly Bill Rates, to the extent the Architect incurs additional cost in providing those Construction Phase Services. § 425 N/A ARTICLE 5 OWNER'S RESPONSIBILITIES § 5.1 Unless otherwise provided for under this Agreement, the Owner shall provide information in a timely manner regarding requirements for and limitations on the Project, including a written program which shall set forth the Owner’s objectives; schedule; constraints and criteria, including space requirements and relationships; `exibility; expandability; special equipment; systems; and site requirements. § 5.2 The Owner shall retain a Construction Manager to provide services, duties, and responsibilities as described in the agreement selected in Section 1.1.5. § 5.3 The Owner shall establish the Owner's budget for the Project, including (1) the budget for the Cost of the Work as de;ned in Section 6.1; (2) the Qwner’s other costs; and, (3) reasonable contingencies related to all of these costs. The Owner shall update the Qwner’s budget for the Project as necessary throughout the duration of the Project until ;nal completion. If the Owner signi;cantly increases or decreases the Owner's budget for the Cost of the Work, the Owner shall notify the Architect and Construction Manager. The Owner aad the Architect, ia consultation with the Construction Manager, shall thereafter agree to a corresponding change in the Project's scope and quality. § 5.3.1 The Owner acknowledges that accelerated, phased or fast-track scheduling provides a bene;t, but also carries with it associated risks, Such risks include the Owner incurring costs for the Architect to coordinate and redesign portions of the Project aUected by pracuring or installing elements of the Project prior to the completion ofall relevant Construction Documents, and costs for the Construction Manager to remove and replace previously installed Work. If the Owner selects accelerated, phased or fast-track scheduling, the Owner agrees to include in the budget for the Project su cient contingencies to cover such costs. § 5.4 The Owner shall identify a representative authorized to act on the Owner’s behalf with respect to the Project. The Owner shall render decisions and approve the Architect’s snbmittals in a timely manner in order to avoid unreasonable delay in the orderly and sequential progress of the Architect's services, subject to Board of AJA Document B133 — 2019, Copyright © 2014, and 2019, All rights reserved. “The American institute of Architects,” “American Institute of Architects,” “AIA,” the AjA Logo, and “AIA Contract Documents’ are trademarks of The American Institute of Architects. This document was praduced at 12:09:52 CDT on 08/29/2025 15 under Subscription No.20240077555 which expires on 11/06/2025, is not for resale, is licensed for one-time use only, and may only be used in accordance with the AIA Contract Documents® Terms of Service. To report copyright violations, e-mail docinfo@aiacontracts.com. User Notes: (684c5 182086 1 14068a77fa23)
Education approval. § 5.5 The Owner shall furnish surveys to describe physical characteristics, legal limitations and utility locations for the site of the Project, and a written legal description of the site. The surveys and legal information shall include, as applicable, grades and lines of streets, alleys, pavements and adjoining property and structures; designated wetlands; adjacent drainage; rights-of-way, restrictions, easements, encroachments, zoning, deed restrictions, boundaries and contours of the site; locations, dimensions, and other necessary data with respect to existing buildings. other improvements and trees; and information concerning available utility services and lines, both public and private, above and below grade, including inverts and depths. All the information on the survey shall be referenced to a Project benchmark. § 5.6 The Owner shall furnish services of geotechnical engineers, which may include test borings, test pits, determinations of soil bearing values, percolation tests, evaluations of hazardous materials, seismic evaluation, ground corrosion tests and resistivity tests, including necessary operations for anticipating subsoil conditions, with written reports and appropriate recommendations. § 5.7 The Owner shall provide the Supplemental Services designated as the Ownet’s responsibility ia Section 4 § 58 NWA § 5.9 The Owner shall coordinate the services of its own consultants with those services provided by the Architect. Upon the Architect’s request, the Owner shall furnish copies of the scope of services in the contracts between the Owner and the Owner’s consultants. The Owner shall furnish the services of consultants other than those designated as the responsibility of the Architect in this Agreement, or authorize the Architect to furnish them as an Additional Service, when the Architect requests such services and demonstrates that they are reasonably required by the scope of the Project. The Owner shall require that its consultants and contractors maintain insurance, including professional liability insurance, as appropriate to the services or work provided. § 5.10 The Owner shall furnish tests, inspections aad reports required by law or the Contract Documents, such as structural, mechanical, and chemical tests, tests for air and water pollution, and tests for hazardous materials. § 5.11 The Owner shall furnish all legal, insurance and accounting services, including auditing services, that may be reasonably necessary at any time for the Project to meet the Owner’s needs and interests. § 5.12 The Owner shall provide prompt written notice to the Architect and Construction Manager if the Owner becomes aware of any fault or suspected defect in the Project, including errors, omissions or inconsistencies in the Architect’s Instruments of Service so that the Architect may take measures to minimize the consequences of such a defect. § 5.43 The Owner shall include the Architect in all communications with the Construction Manager that relate to or aUect the Architect’s services or professional responsibilities. The Owner shall promptly notify the Architect of the substance of any direct communications between the Owner and the Construction Manager otherwise relating to the Project. Communications by and with the Architect’s consultants shall be through the Architect. § 5.44 The Owner shall provide the Architect a copy of the executed agreement between the Owner and Construction Manager, including the General Conditions of the Contract for Construction. § 6.15 The Owner shall provide the Architect access to the Project site prior to commencement of the Work and shall obligate the Construction Manager to provide the Architect access to the Work wherever it is in preparation or progress. Access shall be subject to compliance with the Owner’s policies regarding visitors and Contractor's safety policies, § 548 N/A ARTICLE 6 COST OF THE WORK § 6.1 For purposes of this Agreement, the Cost of the Work shall be the total cost to the Owner to construct all elements of the Project designed or speci;ed by the Architect and shall include the Construction Manager’s general conditions costs, overhead, and pro;t along with any bid alternates and construction allowances. The AIA Document B133 - 2019. Copyright © 2014, and 2049. All rights reserved, “The American Institute of Architects,” “American institute of Architecis,” “AlA,” the AIA Logo, and “AIA Contract Documents” are trademarks of The ‘American institute of Architects. This document was produced at 12:09:52 CDT on 08/29/2025 16 under Subscription No.20240077556 which expires on 11/05/2028, is not for resale, is licensed for one-time use only, and may only be used in accordance with the AIA Contract Documents® Terms of Service. To report copyright violations, e-mail docinfo@aiacontracts.com. User Notes: (884c6 1828951 1408827 7fa23)
position of bid altemmates is subject to Section 11.6.2. The Cost of the Work also includes the reasonable value of labor, materials, and equipment, donated to, or otherwise furnished by, the Owner. The Cost of the Work does not include the compensation of the Architect; the compensation of the Construction Manager for Preconstruction Phase services: the costs of the land, rights-of-way, ;nancing, or contingencies for changes in the Work; or other costs that are the responsibility of the Owner. If Architect's compensation is based on a percentage of the cost of rk, the f the worl the cost of the work required ve K rors or § 6.2 The Owner's budget for the Cost of the Work is provided in the Initial Information, and shall be adjusted throughout the Project as required under Sections 5.3 and 6.4. Evaluations of the Owner’s budget for the Cost of the Work represent the Architect’s judgment as a design professional. § 6.3 The Owner shall require the Construction Manager to include appropriate contingencies for design, bidding or negotiating, price escalation, and market conditions in estimates of the Cost of the Work. The Architect shail be entitled to rely on the accuracy and completeness of estimates of the Cost of the Work the Construction Manager prepares as the Architect progresses with its Basic Services. The Architect shall prepare, as an Additional Service, revisions to the Drawings, Speci;cations or other documents required due to the Construction Manager’s inaccuracies or incompleteness in preparing cost estimates, or due to market conditions the Architect could not reasonably anticipate. The Architect may review the Construction Manager’s estimates solely for the Architect's guidance in completion of its services, however, the Architect shall report to the Owner any material inaceuracies and inconsistencies noted during any such review. § 63.1N/A § 6.4 Ef, prior to the conclusion of the Design Development Phase, the Construction Manager's estimate of the Cost of the Work exceeds the Owner’s budget for the Cost of the Work, the Architect, in consultation with the Construction Manager, shall make appropriate recommendations to the Owner to adjust the Project's size, quality or budget for the Cost of the Work, and the Owner shall cooperate with the Architect in making such adjustments. § 6.5 Ifthe Construction Manager’s estimate of the Cost of the Work at the conclusion of the Design Development Phase exceeds the Owner’s budget for the Cost of the Work, the Owner shall <1 give written approval of an increase in the budget for the Cost of the Work; 2 terminate in accordance with Section 9.5: 3 in consultation with the Architect and Construction Manager, revise the Project program, scope, or quality as required to reduce the Cost of the Work; or A iroplement any other mutually acceptable alternative. § 6.6 If the Owner chooses to proceed under Section 6.5.3, the Architect, without additional compensation, shall incorporate the revisions in the Construction Decuments Phase as necessary to comply with the Owner’s budget for the Cost of the Work at the conclusion of the Design Development Phase Services, or the budget as adjusted under Section 6.5.1. The Architect’s revisions in the Construction Documents Phase shall be the limit of the Architect’s responsibility under this Article 6. § 67 After incorporation of modi;cations under Section 6.6, the Architect shall, as an Additional Service, make any required revisions to the Drawings, Speci;cations or other documents necessitated by the Construction Manager's subsequent cost estimates, the Guaranteed Maxinvum Price proposal, or Control Estimate that exceed the Owner's budget for the Cost of the Work, except when the excess is due to changes initiated by the Architect in scope, basic systems, or the kinds and quality of materials, ;nishes or equipment. ARTICLE 7 COPYRIGHTS AND LICENSES § 7.1 The Architect and the Owner warrant that in transmitting Instruments of Service, or any other information, the transmitting party is the copyright owner of such information or has permission from the copyright owner to transmit such information for its use on the Project. § 7.2. All right. title and interest in d : $a chitect and its consulta: well as t ronic is of re cing such docume: hereb: sonveved, assigned and transferred by Architect and its consultants to Owner. subject to the ;nal sentence of this ect ” shall 3 : “ : : F such legal title whether or not the project for which they are made is completed provided the Architect has been paid for all compensation due under this Agreement for the services completed AlA Document B133 — 2019. Copyright © 2014, and 2049. Alt rights reserved. “The American Institute of Architects,” “American Institute of Archilects,” “AIA,” the AIA Logo, and “AIA Contract Documents” are trademarks of The American Institute of Architects. This document was produced at 12:09:52 CDT on 09/29/2025 17 under Subscription No.20240077585 which expires on 11/05/2026, is not for resale, is licensed for one-time use only, and may only be used in accordance with the AIA Contract Documents® Terms of Service. Te report copyright violations, e-mail dacinfo@aiacontracts.com. User Notes: (684c5 15e686 1 1406827 7/223}
by the Architect. § 7.3 Subject to Section 7.2, the Architect grants to the Owner a nonexclusive license to use the Architect's Instrnments of Service solely and exclusively for purposes of constructing, using, maintaining, altering and adding to the Project, now or in the future whether or not project is made complete provided that the Owner substantially performs its obligations under this Agreement, including payment for all compensation due, pursnant to Article 9 and Article 11, The Architect shall obtain similar nonexclusive licenses from the Architect’s consultants consistent with this Agreement. The license granted under this section permits the Owner to authorize the Construction Manager, Subcontractors, Sub-subcontractors, and suppliers, as well as the Owner's consultants and separate contractors, to reproduce applicable portions of the Instruments of Service, subject to any protocols established pursuant to Section 1.3, solely and exclusively for use in performing services or construction for the Project. Ifthe ‘Architect rightfully terminates this Agreement for cause as provided in Section 9.4, the license granted in this Section 7.3 shall terminate. § 7.3.1 In the event the Owner uses the Instruments of Service without retaining the authors of the Instruments of Service, the Owner releases the Architect and Architect’s consultant(s) from all claims and causes of action arising from such uses, The Owner, to the extent permitted by law. further agrees to indemnify and hold harmless the ‘Architect and its consultants from all costs and expenses, including the cost of defense, related to claims and causes of action asserted by any third person or entity to the extent such costs and expenses arise from the Owner’s use of the Instruments of Service under this Section 7.3.1 excluding, however, any costs or expenses arising from the negligence or willful misconduct of the Architect. The terms of this Section 7.3.1 shall not apply if the Owner rightfully terminates this Agreement for cause under Section 9.4. § 7.4 Except for the licenses granted in this Article 7, no other license or right shall be deemed granted or unplied under this Agreement. The Owner shall not assign, delegate, sublicense, pledge or otherwise transfer any license granted herein to another party without the prior written agreement of the Architect. Any unauthorized use of the Instruments of Service shall be at the Owner’s sole risk and without liability to the Architect and the Architect’s consultants. § 7.5 Except as otherwise stated in Section 7.3, the provisions of this Article 7 shall survive the termination of this Agreement, ARTICLE 8 CLAIMS AND DISPUTES § 8.1 General § 8.1.1 The Owner and Architect shall commence alt claims and causes of action against the other and arising out of or related to this Agreement, whether in contract, tort, or otherwise, in accordance with the requirements of the binding dispute resolution method selected in this Agreement and within the period speci;ed by applicable law. The Owner and Architect waive all claims and causes of action not commenced in accordance with this Section 8.1.1. § 8.1.2 To the extent damages are covered by property insurance, the Owner and Architect waive all rights against each other and against the contractors, consultants, ageats and employees of the other for damages, except such rights as they may have to the proceeds of such insurance as set forth in ATA Document A201-2017, General Conditions of the Contract for Construction and its associated Supplementary Conditions, each as modi;ed, The Owner or the Architect, as appropriate, shall require of the Construction Manager, contractors, consultants, agents and employees of any of them, similar waivers in favor of the other parties enumerated herein, § 81.3N/A § 8.1.4 The Architect and Owner waive consequential damages for claims, disputes, or other matters in question arising out of or relating to this Agreement. This mutual waiver is applicable, without limitation, to all consequential damages due to either party’s termination of this Agreement, including, without limitation, lost pro;ts. 8.1.5 Each pa grees that a employee of the other party, or its consultants, in the execution or performance of the Agreement, shall be made against the entity and not against any of their individual directors, o cers. or employees AIA Document 8133 — 2019. Copyright © 2014, and 2019. Ali rights reserved. “The American Institute of. Architects,” “American Institute of Architecis,” “AIA,” the AIA Logo, and “AIA Contract Documents" are trademarks of The American Institute of Architects. This document was produced at 12:09:52 CDT on 08/29/2025 18 under Subscription No.20240077555 which expires on 14/05/2026, is not for resale, is licensed for one-time use only, and may only be used in accordance with the AIA Contract Documents® Terms of Service. To report copyright! violations, e-mail docinfo@aiacontracts.com. User Notes: {68405108081 140888771223)
§ 82 Mediation § 8.2.1 Any claim, dispute, or other matter in question arising out of or related to this Agreement (if agreed to by Owner) shall be subject to mediation as a condition precedent to binding dispute resolution. If such matter relates to or is the subject of a lien arising out of the Architect's services, the Architect may proceed in accordance with applicable law to comply with the lien notice or ;ling deadlines prior to resolution of the matter by mediation or by binding dispute resolution. § 8.2.2 The Owner and Architect shall endeavor to resolve claims, disputes and other matters in question between them by mediation, if agreed upou, which, unless the parties mutually agree otherwise, shall be administered by the American Arbitration Association in accordance with its Construction Industry Mediation Procedures in eUect on the date of this Agreement. A request for mediation shall be made in writing, delivered to the other party to this Agreement, and ;led with the person or entity administering the mediation. The request may be made concurrently with the ;ling of a complaint or other appropriate demand for binding dispute resolution but, in such event, mediation shall proceed in advance of binding dispute resolution proceedings, which shall be stayed pending mediation for a period of 60 days from the date of ;ling, unless stayed for a longer period by agreement of the parties or court order, § 8.2.3 The parties shall share the mediator’s fee and any ;ling fees equally. The mediation shall be held ia the place where the Project is located, unless another location is mutually agreed upon. Agreements reached in mediation shall be enforceable as settlement agreements in any court having jurisdiction thereof. § 8.2.4 If the parties do not resolve a dispute through mediation pursuant to this Section 8.2, the method of binding dispute resolution shall be the following: (Check the appropriate box.) {] Arbitration pursuant to Section 8.3 of this Agreement [X] Litigation in a court of competent jurisdiction in St, Louis County, Missouri [] Other: (Specify Ifthe Owner and Architect do not select a method of binding dispute resolution, or do not subsequently agree in writing to a binding dispute resolution method other than litigation, the dispute will be resolved in a court of competent jurisdiction. § 8.3 Arbitration (N/A) § 83.4 Consolidation or Joinder (N/A) § 8AN/A ARTICLE 9 TERMINATION OR SUSPENSION § 9.1 If the Owner fails to make payments to the Architect in accordance with this Agreement, such failure shall be considered substantial nonperformance and cause for termination or, at the Architect’s option, cause for suspeusion of performance of services under this Agreement. If the Architect elects to suspend services, the Architect shall give seven days’ written notice to the Owner before suspending services. In the eveut of a suspension of services, the Architect shall have ao lability to the Owner for delay or damage caused the Owner because of such suspension of services. Before resuming services, the Owner shall pay the Architect all sums due prior to suspension and any expenses incurred in the interruption and resumption of the Architect’s services. The Architect’s fees for the remaining services and the time schedules shall be equitably adjusted, § 9.2 If the Owner suspends the Project for more than thirty (30) consecutive days, the Architect shall be compensated for services performed prior to notice of suck suspension, When the Project is resumed, the Architect shall be compensated for expenses incurred in the interruption and resumption of the Architect’s services. The Architect’s fees for the remaining services and the time schedules shall be equitably adjusted, except where the Architect has failed to perform his duties as set forth in the contract. AlA Document 8133 — 2019. Copyright © 2014, and 2019. All rights reserved, "The American Institute of Architects,” “American Institute of Architects,” "AIA," the AlA Logo, and “AIA Contract Documents” are trademarks of The American Institute of Architects. This document was produced at 12:09:52 CDT on 08/29/2025 49 under Subscription No.20240077555 which expires on 11/06/2025, is not for resale, is licensed for one-time use only, and may only be used in accordance with the AlA Contract Documents*® Terms of Service. To report copyright violations, e-mail docinfo@aiacontracts.com. User Notes: (684c5 1668061 14068477223)
§ 9.3 If the Owner suspends the Project for more than 90 cumulative days for reasons other than the fault of the Architect, the Architect may terminate this Agreement by giving not less than seven days’ written notice, except where the Architect has failed to perform his duties as set forth in the contract. § 94 Either party may terminate this Agreement upon not less than seven days’ written notice should the other party fail substantially to perform in accordance with the terms of this Agreement through no fault of the party initiating the termination. § 9.5 The Owner may terminate this Agreement upon not less than thizty (30) days’ written notice to the Architect for the Owner's convenience and without cause. § 9.6 If the Owner terminates this Agreement for its convenience pursuant to Section 9.5, or the Axchitect terminates this Agreement pursuant to Section 9.3, the Owner shall compensate the Architect for services performed prior to termination, Reimbursable Expenses incurred, and costs attributable to termination, including the costs attributable to the Architect’s termination of consultant agreements. § 97 WA § 9.8 Except as otherwise expressly provided herein, this Agreement shall terminate one year from the date of Final Completion. § 9.9 The Owner's rights to use the Architect's Instruments of Service in the event of a termination of this Agreement are set forth in Article 7. ARTICLE 10 MISCELLANEOUS PROVISIONS § 10.1 This Agreement shall be governed by the laws of the State of Missouri, excluding that jurisdiction’s choice of law rules. § 10.2 Terms in this Agreement shall have the same meaning as those in ATA Document A201-2017, General Conditions of the Contract for Construction, and its associated Supplementary Conditions, each as modi;ed, The term “Contractor” as used in A201-2017 shall mean the Construction Manager. § 10.3 The Owner and Architect, respectively, bind themselves, their agents, successors, assigns, and legal representatives to this Agreement. Neither the Owner nor the Architect shall assign this Agreement without the written consent of the other, except that the Owner may assign this Agreement to a lender providing ;nancing for the Project if the lender agrees to assume the Owner's rights and obligations under this Agreement, including any payments due to the Architect by the Owner prior to the assignment, § 10.4 If the Owner requests the Architect to execute certi;cates, the proposed language of such certi;cates shall be submitted to the Architect for review at least 14 days prior to the requested dates of execution. If the Owner requests the Architect to execute consents reasonably required to facilitate assignment to a lender, the Architect shall execute all such consents that are consistent with this Agreement, provided the proposed consent is subinitted to the Architect for review at least 14 days prior to execution, The Architect shall not be required to execute certi;cates or consents that would require knowledge, services, or responsibilities beyond the scope of this Agreement. § 10.5 Nothing contained in this Agreement shall create a contractual relationship with, or a cause of action in favor of, a third party against either the Owner or Architect. § 10.6 Unless otherwise required in this Agreement, the Architect shall have no responsibility for the discovery, presence, handling, removal or disposal of, or exposure of persons to, hazardous materials or toxic substances in any form at the Project site. § 10.7 The Architect shall have the right to include photographic or artistic representations of the design of the Project among the Architect’s promotional and professional materials, The Architect shall be given reasonable access to the completed Project to make such representations. Should additional photos be needed in the future, the Owner agrees to provide reasonable access to the facility. However, the Architect’s materials shail not include the Owner’s con;dential or proprietary information, nor shall the Architect’s materials include the likenesses of aay employees or students of the Owner without the expressed written consent of the Owner. The Owner shall AIA Document 8123 — 2019. Copyright © 2014, and 2019, All rights reserved, “The American Institute of Architects,” “American Institute of Architects,” “AIA,” the Al Loge, and “AIA Contract Documents" are trademarks of The American institute of Architects. This document was produced at 12:09:52 cDT or 08/29/2025 20 under Subscription No.20240077555 which expires on 11/05/2026, is not for resale, is licensed for one-time use only, and may only be used in accordance with the AIA Contract Documents® Terms of Service. To report copyright viclations, e-mail docinfo@aiacontracts.com. User Notes: {684c516e998 1 1406827 7fa23)
provide professional credit for the Architect in the Owner's promotional materials for the Project. This Section 10.7 shall survive the termination of this Agreement unless the Owner terminates this Agreement for canse pursuant to Section 9.4. § 108N/A § 1081 N/A § 10.9 The invalidity of any provision of the Agreement shall uot invalidate the Agreement or its remaining provisions, If it is determined that any provision of the Agreement violates any law, or is otherwise invalid or unenforceable, then that provision shall be revised to the extent necessary to make that provision legal and enforceable. In such case the Agreement shall be construed, to the fullest extent permitted by law, to give eUect to the parties’ intentions and purposes in executing the Agreement, ARTICLE 11. COMPENSATION § 11.4 For the Architect’s Basic Services described under Article 3, and as per Exhibit A: Scone of Services and Exhibit C: Hourly Bill Rates, the Owner shall compensate the Architect as follows: 1 Stipulated Sum (Insert amount) See 11.1.3 below. 2 Percentage Basis (Insert percentage value) 3 Fee Breakdown (Describe the method af compensation) Programming, Conceptual Design, Community Engagement & Prebond: $248,000.00 Base Fixed Fee Does not include estimated $24,000.00 in Reimbursable Expenses Schematic Design through Construction Administration for Architectural, Civil, Structural and MEP: Clayton High Schoo! Approximately 20,000sf of additions and renovations 8.25% of $10,800,000.00 construction cost = approximately $891,000.00 Captain Elementary School Approximately 90,000sf of new construction 7.5% of $48,600,000.00 construction cost = approximately $3,645,000.00 Glenridge & Meramec Elementary Schools Option 1 — Level 3 Renovation & Additions: Approximately 81,000sf of additions and renovations 8.0% of $43,740,000.00 construction cost each = approximately $3,500,000,00 each Option 2 — New Construction: Approximately 90,000sf of new construction each 7.5% of $48,600,000,00 construction cost each = approximately $3,645,000.00 each Notwithstanding the foregoing, the cost per square foot, for purposes of setting a Based Fixed Fee shall be $540 /square foot as the assumed cost of construction, including all demo and site improvements. If the actual cost of construction is within 5% of $540/square foot as determined at the end of the Design Development phase based on the Construction Managet’s estimate, there will be no change in the Base Fixed Fee. If it is not within said 5%, the parties will negotiate reasonably to modify the Base Fixed Fee accordingly. Base Fixed Fee shall be ;xed at the end of the Design Development phase based on the Construction Manager's estimate. § 11.2 For the Architect's Supplemental Services designated in Section 4.1.1 and for any Sustainability Services required pursuant to Section 4.1.3, the Owner shall compensate the Architect as follows: Gnsert amount of, or basis for, compensation. If necessary, list speci;c services to which particular methods of compensation apply.) AIA Document B193 ~ 2019. Copyright © 2014, and 2019, All rights reserved, “The American institute of Architects,” “American Institute of Architects,” "AIA," the AIA Logo, and “AIA Contract Documents” are trademarks of The American Institute of Architects. This document was produced at 12:09:52 CDT on 08/29/2025 a under Subscription No.20240077555 which expires on 11/06/2025, is not for resale, is licensed for one-time use only, and may only be used in accordance with the AIA Contract Documents® Terms of Service. To report copytight violations, e-mail docinfo@aiacontracts.com. User Notes: (684c5 1626961 14088a7 71223}
3D Building Scanning of the existing buildings - $7,000.00 for Clayton High School for immediate area near west addition/venovation only - $9,660.00 each for Captain, Glenridge & Meramec Elementary Schools Food service: $9,500.00 for Captain Elementary School 4 Party ICC-500 code required Peer Review and Design Coordination ~ $12,000.00 for Clayton High School (CMU substructure within HS addition) + $16,000.00 each for new Captain Elementary School and Glenridge & Meramec Elementary School Additions (precast concrete gymnasium) Landscape Architecture programming & conceptual design for playground and plantings: TBD Clayton High School west drive lane relocation (if needed): $23,000.00 civil engineering MSD Stormwater Management at Clayton High Schoo! (if required by City of Clayton): $32,000.00 Energy modeling provided for use - application coordination and completion will be an Additional Service ~ $9,000.00 for Clayton High School - $11,000.00 each for Captain, Glenridge & Meramec Elementary School Hydronic Mechanical Systents in addition to basic MEP design (utility plant & distribution systems for new Captain if selected by district): $155,000.00 Perkins+ Will, Inc. Travel invoiced as reimbursable expense: Schematic Design through CA TBD once schedule is determined due to potential overlap of projects Printing & existing drawing scans during conceptmal design, community engagement aud design phases (bidding & construction through CM): estimated $15,000.00 First Responder Radio System, Cellular Signal Enhancement and any and all Information Techuology is excluded Coumnunity Survey through ExcellenceK42: $19,000.00 Informational Campaign Assistance through ExcellenceK12: 36,500.00 § 11.3 For Additional Services that may arise during the course of the Project, including those under Section 4.2, the Owner shall compensate the Architect as follows: (Insert amount of, or basis for, compensation.) See Exhibit A: Scope of Services and Exhibit C: Hourly Bill Rates. Food Service: $9,500.00 for each Elementary School § 14N/A § 11.5 When compensation for Basic Services is based on a stipulated sum or a percentage basis, the proportion of compensation for each phase of services shall be as follows: Schematic Design Phase Fifteen percent ( 15%) Design Development Phase Twenty-Five percent ( 25%) Construction Documents Phase Thirty-Seven percent ( 37%) Bidding Three percent ( 3%) Construction Phase Twenty percent _( 20%) Total Basic Compensation one hundred percent ( 100.00 %) The Owner acknowledges that with an accelerated Project delivery, multiple bid package process, or Construction Manager as constructor project delivery method, the Architect may be providing its services in multiple Phases simultaneously. Therefore, the Architect shall be permitted to invoice monthly in proportion to services performed in each Phase of Services, as appropriate. § 11.6 When compensation identi;ed in Section 11.1 is ona percentage basis, progress payments for each phase of Basic Services shall be calculated by multiplying the percentages identi;ed in this Article by the Owner's most recent budget for the Cost of the Work. Compensation paid in previous progress payments shall not be adjusted based on subsequent updates to the Owner’s budget for the Cost of the Work. AIA Document B133 — 2019. Copyright © 2074, and 2019. All rights reserved, "The American Institute of Architects,” “American Institute of Archilects,* “AIA,” the AIA Logo, and “AIA Contract Documents’ are trademarks of The American Institute of Architects. This document was produced at 12:09:52 CDT on 08/29/2025 22 under Subscription No.20240077555 which expires on 11/05/2025, is not for resale, is licensed for one-time use only, and may only be used in accordance with the AIA Contract Documents® Terms of Service. To report copyright violations, e-mail docinfo@aiacontracts.com. User Notes: {684¢5 1666961 14088a77%823)
§ 11.6.1 When compensation is on a percentage basis and any portions of the Project are deleted or otherwise not constructed, compensation for those portions of the Project shall be payable to the extent services are performed on those portions. The Architect shal! be entitled to compensation in accordance with this Agreement for all services performed whether or not the Construction Phase is commenced, 14.8.2 The Architect shall be entitled to compensation in accordance with this Agreement for all services performed whether or not the Construction Phase is commenced. Provided, however, for alternates not selected by Owner, Owner shall not be required to pay more than 80% of the amount otherwise owed to Architect for the alternate. The Architect will not move forward with Work related to the preparation of an alternate, or its ssocial wil : w cb § 11.7 The hourly billing rates for services of the Architect and the Architect’s consultants are set forth below. The rates shall be adjusted in accordance with the Architect’s and Architect's consultants’ normal review practices which are set forth in this Agreement. Uf applicable, attach an exhibit of hourly billing rates or insert them below.) Exhibit C: Hourly Bill Rates § 11.8 Compensation for Reimbursable Expenses § 11.8.1 Reimbursable Expenses are in addition to compensation for Basic, Supplemental, and Additional Services and include expenses incurred by the Architect and the Architect’s consultants directly related to the Project, as follows: -1 Perkins+Will, Inc. Transportation to/from project site and authorized out-of-town travel and subsistence; 2 Long distance services, dedicated data and communication services, teleconferences, Project web sites, and extranets; Permitting and other fees required by authorities having jurisdiction over the Project: Printing, reproductions, plots, and standard form documents: Postage, handling, and delivery; Expense of overtime work requiring higher than regular rates, if authorized in advance by the Owner; Renderings, physical models, mock-ups, professional photography, and presentation materials requested by the Owner or required for the Project; 8 — Efrequired by the Owner, and with the Owner’s prior written approval, the Architect's consultants’ expenses of professional liability insurance dedicated exclusively to this Project in excess of what is provided in this Agreement, or the expense of additional insurance coverage or limits in excess of that provided in this Agreement; 3 N/A; -12 Site o ce expenses, if Owner has requested a site o ce: and other similar Project-related expenditures; 1 N/A; 12° NA 3 Architect's Construction Administration project website for hosting and managing project communication and documentation during Construction Phase § 11.8.2 For Reimbursable Expenses the compensation shall be the expenses incurred by the Architect and the Architect's consultants plus Zevo percent ( 0 %) of the expenses incurred, > tn a be uy § 11.9 Architect's Insurance. If the types and limits of coverage required in Section 2.6 are in addition to the types and limits the Architect normally maintains, the Owner shall pay the Architect for the additional costs incurred by the Architect for the additional coverages as set forth below: Cusert the additional coverages the Architect is required to obtain in order to satisfy the requirements set forth in Section 2.6, and for which the Owner shall reintburse the Architect) N/A AJA Document B193 - 2019. Copyright © 2014, and 2019. All rights reserved. ‘The American institute of Architects,” “American Institute of Architects,” “AIA.” the AltA Logo, and "AIA Contract Documents” are trademarks of The American institute of Architects. This document was produced at 12:09:52 CDT on G8/20/2025 23 under Subscription No.20240077555 which expires on 11/05/2025, is not for resale, is licensed for one-time use only, and may only be used in accordance with the AIA Contract Documents® Terms of Service. To report copysight violalions, e-mail docinfo@aiacontracts.com. ‘User Notes: (884c51Ge6961 14068a7 7fa23)
§ 11.10 Payments to the Architect § 11.10.1 Initial Payments § 11.10.14 An initial payment of Zero dollars (5 6.06 ) shall be made upon execution of this Agreement and is the minimum payment under this Agreement. It shall be credited to the Owner's account in the ;nal invoice. § 11.1042 N/A § 11.10.2 Progress Payments § 11.10.24 Unless otherwise agreed, payments for services shall be made monthly in proportion to services performed. Payments are due and payable upon presentation of the Architect’s invoice. Amounts unpaid Thirty ( 30 ) days after the invoice date of receipt shall bear interest at the rate entered below, or in the absence thereof at the legal rate prevailing from time to time at the principal place of business of the Architect. (nsert rate of monthly or anmual interest agreed upoit.) Prime rate as established by the Bank of America from time te time unless otherwise provided by law. § 11.10.22 The Owner shail not withhold amounts from the Architect’s compensation to impose a penalty or liquidated damages on the Architect, or to oUset sums requested by or paid to contactors for the cost of changes in the Work, unless the Architect agrees or has been found liable for the amounts in a binding dispute resolution proceeding. § 11.10.23 Records of Reimbursable Expenses, expeuses pertaining to Supplemental and Additional Services, and services performed on the basis of hourly rates_and other accounting records shall be made available to the Owner, submitted at end of each design phase. ARTICLE 12 SPECIAL TERMS AND CONDITIONS Special terms and conditions that modify this Agreement are as follows: (inelude other terms and conditions applicable to this Agreement.) 42.1 The Architect will have the option to suspend Work on the Project if invoices become thirty (30) days past due (60 days from date of invoice). 42.2 The Architect shall not release documents prepared by them or signed and sealed drawings on delinquent accounts (delinquent accounts to be those accounts that have amounts properly owed and for which Architect has. wovided Owner with notice and a reasonable opportunity to cure such delinquency). 42.3 In the event of an error or omission. the Architect’s liability may be limited by the common law of defense of betterment to the extent such defense would be applicable and available at common law. 2A N/A 12.5 The Owner will not utilize the Construction Drawings to commence construction until the Constmetioy raw! ave obtained the required lega rova: a vice é e erformance of g.requi bi ev and demnify an har against any such fees assessments, taxes, penalties. or interest levied, assessed, or imposed against Owner, thereunder. AIA Document 8133 - 2019. Copyright © 2014, and 2019. Ail rights reserved. “The American Institute of Architects,” “American institute of Architects,” “AIA.” the AIA Logo, and “AIA Contract Documents” are trademarks of The American Institute of Architects. This document was produced at 12:09:52 CDT on 08/29/2025 24 under Subscription No.20240077556 which expires on 11/06/2025, is not for resale, is ;censed for one-time use only, and may only be used in accordance with fhe AIA Contract Documents® Terms of Service. To report copyright violations, e-mail docinfo@aiacontracts.com. User Notes: (684c516e0961 14088277423)
provisions of Title II of the "Americans with Disabilities Act", b.) Nondiscrimination: The Architect covenants for itself. its assigns. and all persons claiming under or through it, that there shall be no discrimination against any person on grounds of race, color, religion. creed, sex, disability, national origin, age or ancestry of any individual in the selection and retention of subconsultants, including procurement of materials and leases of equipment in the performance of this ement. The Owner sh atticipate eithe: ation pr | soli us either onrpetiti ing or negation made by the Architect for work to be performe under a subcontract including procurement of materials or equipment, Each potential subconsultant or supplier shall be noti;ed by the Architect of the requirements of this Ag nt relati nondiscrimination on grounds of the race, color, religion, creed, sex, disability or national origin age or ancestry of any individual, d.) In! nand Reports: The Architect shall provide all information and re requir s. Agreement, or orders and instructions issued pursnant thereto, and will permit access to its books, records, mnts, other sources of i fon, and i ilities a: be determined by 1 er to. necessary to ascertain compliance with other contracts, orders and instructions, Where any information requires of the Architect in the exclusive possession of any other who fails or refuses to furnish this lujorngtion, ine Architect shall so certify to the Owne: ePPropnate and Sha Ser fort what eUoris } provisions of this Agreement, the Owner shall impose such contract sanctions as it may determine to be wopriate. inchiding but not limited to: (i) Withholdi ments under this Agreement until the Architect complies: and/or (ii) Cancellation, termination or suspension of this Agreement, in whole or in part, or both. 12.8 Independent Contractor: Architect shall perform all services required herein as an independent contractor of the Owner and shall remain at ail times as to Owner a wholly independent contractor. Owner shail not in any way or for any purpose become or be deemed to be a partner of Architect in its business or otherwise, or a joint Yenture, of a member of any joint enterprise with Architect. Architect shall not at any time or in any manner represent that it or any of its agents or employees are agents or employees of Owner, 12.9 Architect shall provide the E-Verify documentation and a davit attached hereto as Exhibit B to Owner. 12,10 Architect shall provide the Anti-Discrimination against Israel certi;cation attached hereto as Exhibit E to Owner. 12.11 Standard of Care: Nothing contained in this Agreement shall require the Architect to exercise professional skill and judgment greater than that set forth in Section 2.2 hereof (the “Standard of Care”), 12.12 Jobsite Safety: The Construction Manager and Subcontractors shall have full and sale authority for all safety programs and precautions and the means, methods, techniques, sequences, and procedures in connection with the 12.13 Code Compliance: The Architect shall conform the Drawings and Speci;cations with the professional standard of care relative to applicable state, and I | $. Ordi 5. ules, regulations, orde or other legal requirements, including but not limited to all zoning, building, occupancy, environmental, and land use laws, requirements, regulations, and ordinances relating to the construction, use, and gecupancy of the Project ective € irements”) existi the dat i eme “Governmental Require g on the date of thi Agre: However, the Ow: ive comenta nents g on the date o men th a recognizes that interpretations by government o cials (“Code Authority”) are often subject to change even after issuance of a building permit, If after award of a nit, modi;cations to the Drawings and s A. pe ths Speci;cations are required because of an interpretation by the Code Authority which had not been previously given, or which if given, was diUerent than a prior interpretation by the Code Authority, Architect shall make the AjA Document B133 - 2019, Copyright © 2014, and 2019. All rights reserved. “The American Institute of Architects,” “American Institute of Architects,” “AIA,” the AIA Logo, and “AIA Contract Documents" are trademarks of The American Institute of Architects. This document was produced at 12:09:52 CDT on 08/29/2025 25 under Subscription No.20240077555 which expires on 11/06/2025, is not for resale, is licensed for one-time use only, and may only be used in accerdance with the AIA Contract Documents® Terms of Service. To report copyright violalions, e-mail docinfo@aiacontracts.com. User Notes: (68451626951 14088771223)
required modi;cations, but if Architect has acted in accordance with the Standard of Care, the cost of such modi;cations may be considered an Additional Service, based on a umutual understanding and agreement between the Owner and Architect, Nothing contained herein shall relieve the Architect of its obligations to modify at its own expense Plans and Speci;cations which the Architect has negligently failed to prepare in compliance with the applicable Government Requirements, 42.14 The Architect shall indemnify and hold the Owner and the Owner’s o cers. employees and agents harmless ARTICLE 13. SCOPE OF THE AGREEMENT § 13.1 This Agreement represents the entire and integrated agreement between the Owner and the Architect and supersedes all prior negotiations, representations or agreements, either written or oral. This Agreement may be amended only by written instrument signed by both the Owner and Architect. § 13.2 This Agreement is comprised of the following documents identi;ed below: 4 AJA Document B133TM-2019, Standard Form Agreement Between Owner and Architect, Construction Manager as Constructor Edition 2 Exhibits: (Check the appropriate box for any exhibits incorporated into this Agreement.) Exhibit A: Scope of Services; Exhibit B: E-Verify Documentation; Exhibit C: Hourly Bill Rates; Exhibit D: Digital Data Transmission, when requested; Exhibit E: Anti-Discrimination Agaiust Israel Act Certi;cation; Exhibit F: Selected Engineers’ Hourly Rates; Exhibit G: Community Survey Budget Authorization Architect Schedule 1 — Insurance Requirements; A201-2017 General Conditions of the Contract for Construction (reference), as modi;ed via Supplementary Conditions. [ ] Other Exhibits incorporated into this Agreement: (Clearly identif: any other exhibits incorporated into this Agreement, including amv exhibits and scopes of services identi;ed as exhibits in Section 4.1.2.) 43 Other documents: (List other documents, if anv, forming part of the Agreement.) This Agreement entered into as of the day and year ;rst written above, SCHOOL DISTRICT OF CLAYTON PARAGON ARCHITECTURE, LLC. Se vowel OWNER (Siencture) \\ ARCHITECT (Signature) BY: Stacy Siwak, Board President : BY: Brad Erwin, President (Printed name and title) (Printed name, title, and license munber if required) AIA, Document B133— 2019. Copyright © 2014, and 2079. A; rights reserved. “The American Institute of Architects,” “American Institute of Architects,” “AIA,” the AIA Logo, and *AIA Contract Documents* are trademarks of The American institute of Architects. This document was produced at 42:08:52 CDT on 08/29/2025 26 under Subscription No.20240077555 which expires or! 11/05/2025, is not for resale, is licensed for one-time use only, and may only be used in accordance with the AIA Contract Documents® Terms of Service. To report copyright violations, e-mail docinfo@aiacontracts.com, User Notes: {68451620961 14068a77fa23)
Paragon Architecture 4660 Maryland Ave, Suite 250 St Louis, MO 63108 www.paragonarchitecture.com 417-885-0002 | 314-380-8441 EXHIBIT A: Scope of Services DATE: June 20, 2025 LEGEND PROJECT INFO X_| included as Basic Service Project: School District of Clayton Elementary and High School Projects # =| Number Included-Quantity Client: School District of Clayton A_| Additional Service Use: Group E - Education R | Reimbursable Expense Size: approximately TBD ft) Excluded/Not in Contract (or blank) Budget: TBD Proposed Construction Delivery Method: Construction Manager at Risk Client=CL Architect =AR Consultant=C Schedule: TBD BASIC SERVICES # Responsibility/Notes A | 3,021 Geotechnical Engineering (Soil Borings) A | 9.02.2 Topographical, Boundary, Public Utilities Survey 9.02.3 Private Utilities Survey X | 0.02.4 Civil Engineering c X | 6025 Landscape Architecture X | 6.02.6 Structural Engineering Cc xX | 0.027 Mechanical, Electrical, Fire Protection Engineering c A | 0028 Audio/Visual Basic design included, specialty design not included A | 0.029 Telecom/Data Basic design included, specialty design not included A | 0.02.10 | Security/CCTV Basic design included, specialty design not included A |} 00211 | Specialty Lighting Design Basic design included, specialty design not included A} 0.02.12 | Kitchen/Food Service Design A {0.02.12 | Commissioning Agent 0.02.13 | Special inspections & Third Party Material Testing Other: PROGRAMMING Responsibility/Notes X | LoL. Review Furnished Program, Budget, Schedule X | 103 Agency Consulting/ Review/ Approval X | 1031 Zoning and Land Use review Rezoning or variance process not included X | 105 Programming X | 4.05.1 | Community Engagement Meetings X_ | 106 Space Schematics/ Flow Diagrams X | Loe. Square Foot, Area, and Space Requirements Analysis X | 107 Existing Facility Survey for As-Bullt Drawings 1.08 Econornic Feaslbility Study 1,32 Project Budgeting and Preliminary Cost Estimate 141 Presentation(s) or Board Meetings 142 Site Visit(s) i Revised 04/15/24 Page|1
Paragon Architecture 4660 Maryland Ave, Suite 250 St. Lavis, MO 63108 www. paragonarchitecture.com 417-885-0002 | 314-380-8441 MASTER PLANNING AND SITE ANALYSIS # Responsibility/Notes 2.03.1 | Pre-Application Conference X | 2.03.2 | Planning and Zoning Coordination 2.09 Economic Analysis 2.13 Site Analysis and Selection KX | 244 Site Development Planning X £219 Zoning Process Assistance Xi 221 Site Plan(s} Design Documentation Mi 224 Revision{s) to Site 2.32 Project Budgeting and Preliminary Cost Estimate x | 233 Fundraising Material K | 241 Presentation(s} or Board Meetings SCHEMATIC DESIGN # Responsibility/Notes X | 3811 Client Meetings(s} 2-3 X | 3014 Schematic Review Meeting(s) XK | 3.03 Agency Consulting / Review / Response X | 3.03.2 Pre-Application Conference Xi 32h Architectural Design/ Conceptual Scheme(s) X | 3.241 Revision(s} to Conceptual Design X | 3212 Exterior Rendering(s} i ach project X | 3213 interior Rendering(s} 1 Each project 3.32 Estimate Probable Construction Costs X 1 3.33 Presentation Rendering Board(s) Moi Bal Presentation(s) or Board Meetings 1 DESIGN DEVELOPMENT # Responsibility/Notes X | 40Li Client Meetings(s) 2-3 | AR X | 4014 Project Development Review Meeting(s) 1 AR X | 421 Architectural Development Documentation AR X | 4.211 Minor Revisions to Design Development Documents AR XM | 4212 Exterior Rendering(s) 1 Each project X | 4213 | Interior Rendering(s) i Each project R | 4.222 Progress set(s) 100% DD AR 4.27.1 _| Furniture layouts and selections Xi} 4292 Outline Speci;cations 4.32 Estimate Probable Construction Costs X | 4.33 Presentation Rendering Board(s) 1 AR KX | 434 Presentation(s) Board Meetings i CONSTRUCTION DOCUMENTS # Responsibility/Notes X | S011 Const, Documents Coordination Meeting(s) 3 AR, Each project X | 501.2 | Documents Sign-OU Meeting AR X | 5.02.1 Pre-Permit Application Conference AR K | 5.03 Building Permit Submittal AR K | 5.031 Agency Reviews and Responses AR Revised 04/15/24 Page [2
Paragon Architecture 4660 Maryland Ave, Suite 250 St. Louis, MO 63108 www.paragonarchitecture.com 417-885-0002 | 314-380-8441 X | 52h Architectural Construction Documentation AR X | 5.221 | Final Code Compliance Matrix(s) AR X | 5.21.2 | Casework/Millwork Detailed Document Drawing(s} R | $22.2 | Progress set(s) 100% CD AR KM | 5.23 Respond to Permit Review Comments AR K | 5.29 interior Design and Finish Selections AR XK | 5.30 Fast Track Construction Ceardination $.32 Estimate Probable Construction Costs AR X | 5.33 Final Rendering(s) AR, Each project 5,34 Presentation(s) Board Meetings A | 589 Value Engineering or Redesign During or After CD Phase AR SPECIFICATIONS. # Responsibility/Notes K | 5.28 Baok Speci;cation AR 5.28.1 | Sheet Speci;cations on Drawings 5.28.2 Red Mark Client Supplied Speci;cations BIDDING/PRICING/PERMITTING # Responsibility/Notes X | 6.01 Respond to Bidder Questions AR XK | 6.02 Pre-Bid Conference AR, Each project K | 6.03 Prepare Addendums AR X | 637 Analysis of Alternates/Substitutions AR X | 638 Analysis of Bids AR X | 6.39 Attend Bid Opening Conference AR, Each project X | 640 Construction Contract Agreements AR R | 637 Bid Sets AR A | 639 Value Engineering During or After Bidding/Pricing AR CONSTRUCTION # Responsibility/Notes X | 7.1 Administration AR X | 7.011 Pre-Construction Conference 1 AR, Each project X [7,012 | Construction Progress Meetings AR, Biweekly meetings each month X | 7.34 Presentation(s)/Board Meetings Periodic BOE updates or Board Reports X | Pal O ce Construction Administration AR X_ | 7AL1 | RFi Contractor Coordination AR X | 7412 | Review Shop Drawings and Submittals AR X | 7413 Respond to Contractor RFIS/ASIs AR X | TALA Review Contractor Pay Requests 6-9 | AR X | 742 Site/ Field Observation Visit(s) AR with Biweekly Progress Meetings X | 7.42.1 | Construction Observation Reports AR X | 742.2 Substantial Completion Inspection 1 AR, Each project X | 7423 Punch List Validation Visit at Final Completion 1 AR, Each project X | 7.46 Prepare Change Orders AR X | 7.49 Project Closeout AR X | 7.50 Review O&M Manuals AR 7.52 Prepare Record Drawings Revised 04/15/24 Page | 3
Paragon Architecture 4660 Maryland Ave, Suite 250 St. Louis, MO 63108 www. paragonarchitecture.com 417-885-0002 | 314-380-8441 POST OCCUPANCY SERVICES # Responsihility/Notes 8.51 Start-up Assistance 8.53 Warranty Assistance 8.53.1 | One Year Warranty Observation/ Report SUSTAINABLE DESIGN STRATEGIES # Respensibility/Notes A Proposed LEED (Certi;ed) Level Full LEED certi;cation excluded but implement LEED sustainable strategies. MX | 10.01 identify & Develop Sustainable Design Goals X | 10.011 | Assistin Developing Sustainable Design Strategies AR 10.01.2 | identify Likely & Potential LEED Credits to Pursue K | 10.02 Sustainable Design Strategies XM | 10.62.1 | Envelope X | 1002.2 | Daylighting X | 10,023 | Mechanical & Electrical Systems X | 10.024 | Water Use Reduction & Storm Water Management X | 10.025 | Materials & Resource Conservation X | 1002.6 | Indoor Environmental Quality 10.03 Whole Building Energy Analysis A | 1004 LEED Certi;cation & Submission Fees ADDITIONAL SERVICES # Responsibility/Notes 10.11 Scale Model Construction 10.12 Life Cycle Cost Analysis 10,14 Energy Studies 16.70 Tenant Related Services 10.71 Graphic Design 10.73 Non-Building Equipment Selections 10.74 Project Promotion/Public Relations 10.75 Leasing Brochures or Fire Evacuation Plans 10.76 Expert Witness or Other Legal Proceedings 1077 Materials and System Testing 10,81 Mock Up Services 10.82 Still Photography 10.83 3D CADD Model Fly Through 10,86 Digital Data Transmission to Owner’s Consultant 10.87 HVAC and Architectural Acoustics 10.88 Security/Intrusion Detection and Alarm Systems 10.89 Stage Rigging and Theatrical Consulting 10.90 Audio/Visual Systems 10.91 Theatrical Lighting 10.92 Daylight analysis and harvesting 10,93 Lightning Protection Systems 10.94 Emergency Responder Communication Systems 10.95 Utlbty Rebate Applications Revised 04/15/24 Page | 4
E-Veri ry EXHIBIT B: E-Verify Documentation Company ID Number:521913 Client Company ID Number:1204919 if you have any questions, contact E-Verify at 1-888-464-4218. Approved by: Employer FAeRGen ARocreciee, LES Name (Please Type or Print) . Tithe Berocey Bewal Pees oenr Signature ea Date, ie a OBmtE Zest] E-Verify EmployerAgent A Plus Payroll Name (Please Type or Print) Title Penny Sieger Signature Date Electronically Signed June 07, 2017 Department of Homeland Security - Veri;cation Division Name Title Susan Stevens Supv Mgmt Prog Anal Signature Date Page 10 of 13 | E-Verify MOU for Employers Using an E-Verify Employer Agent | Revision Date 06/01/13
Page|1i Paragon Architecture 4660 Maryland Ave, Suite 250 St. Louis, MO 63108 www:.paragonarchitecture.com 417-885-0002 | 314-380-8441 EXHIBIT C ~ HOURLY BILLING RATES 2025-2028 Administrative Assistant: Accounting/Management Support: BIM Technician: Contract Administrator: Project Administrator: Interior Designer: Project Coordinator: Job Captain: Project Manager: Project Director: Principat Architect: $50 per hour $75 per hour $95 per hour $95 per hour $100 per hour $110 per hour $120 per hour $130 per hour $160 per hour $170 per hour $180 per hour
EXHIBIT D: DIGITAL DATA TRANSMITTAL AGREEMENT Transmitting Party: Paragon Architecture, LLC 637 W. College Street. Spring;eld, MO 65806 Receiving Party: Project: The purpose of this agreement is to grant a license from Paragon Architecture, LLC to the Receiving Party for the Recelving Party's use of Digital Data on the Project, and to set forth the license terms. This Agreement does not create any other contractual relationship between the parties. For the purpose of this Agreement, the term Digital Data is de;ned to include only those items identi;ed below, Paragon Architecture, LLC is the copyright owner of the Digital Data, or otherwise has permission to transmit the Digital Data for its use solely and exclusively on the referenced Project for the Recelving Party to perform services for, or construction of, the Project in accordance with the terms and conditions sat in this agreement. All other use or reuse, or transfer to other parties is prohibited without separate agreement with Paragon Architecture, LLC. If Con;dential Digital Data is received, the Receiving Party shall keep the Con;dential Digital Data strictly con;dential and will not disclose the information to any other person or entity except as required by law or court order, Ail Digital Data and information within are Instruments of Professional Service and shall remain the property of Paragon Architecture, LLC and its Consultants. Paragon Architecture, LLC retains its rights In the Digital Data and does not grant the Receiving Party an assignment of those rights. This Agreement does not relieve the Receiving Party from compliance with the requirements of the drawings and speci;cations, nor the responsibility for the coordination of all fabrication and all other trades, as well as veri;cation of dimensions both existing butlding(s) and new construction. Modi;cations may have been made to the Project and not re`ected in the Digital Data and fs therefore the responsibility of the Receiving Party to con;rm and correlate the accuracy and completeness of the Digital Data to be consistent with the hard copy of the Contract Documents. The Digital Data is net a contract document and is not sealed construction documents. To the fullest extent permitted by law, the Receiving Party shall indemnify and defend Paragon Architecture, LLC, Project Engineers and the Owner, together with their respective o cers, owners, board members, employees, insurers and consultants from and against all claims arising from or related to the Receiving Party's modi;cation to, or unlicensed use of, the Digital Data. This Agreement will terminate upon Substantial Completion of the Project, as that term is de;ned in AIA Document A201, General Conditions of the Contract for Construction, unless otherwise agreed by the parties, The Receiving Party agrees to pay Paragon Architecture, LLC for the use of the Digital Data in the amount of: $ Digital Data Files being requested: Paragon Architecture, LLC Signature Date Printed Name Title Receiving Party: Signature Date Printed Name Title
ANTI-DISCRIMINATION AGAINST ISRAEL ACT CERTIFICATION Statutory Requirement: Section 34.600, RSMo, precludes entering into a contract with a company to acquire products and/or services “unless the contract includes a written certi;cation that the company is not currently engaged in and shall not, for the duration of the contract, engage in a boycott of goods or services from the State of Israel; companies doing business in or with Israel or authorized by, licensed by, or organized under the laws of the State of Israel; or persons or entities doing business in the State of Israel.” Exceptions: The statute provides two exceptions for this certi;cation: 1) “contracts with a total potential value of less than one hundred thousand dollars” or 2) “contractors with fewer than ten employees.” Therefore the following certi;cation is required prior to any contract award. Section 34.600, RSMo, de;nes the following terms: Company - any for-pro;t ox not-for-pro;t organization, association, corporation, partnership, joint venture, limited partnership, limited liability parmership, limited liability company, or other entity or business association, including all wholly-owned subsidiaries, majority-owned subsidiaries, parent companies, or a liates of those entities or business associations. Boycott Israel and Boycott of the State of Israel - engaging in refusals to deal, terminating business activities, or other actions to discriminate against, in`ict economic harm, or otherwise limit commercial relations speci;cally with the State of Israel; companies doing business in or with Israel or authorized by, licensed by, or organized under the laws of the State of Israel; or persons or entities doing business in the State of Israel, that are all intended to support a boycott of the State of Israel. A company’s statement that it is participating in boycotts of the State of Israel, companies doing business in or with Israel or authorized by, licensed by, or organized under the laws of the State of Israel; or persons or entities doing business in the State of Israel, or that it has taken the boycott action at the request, in compliance with, or in furtherance of calls for a boycott of the State of Israel; companies doing business in or with Israel or authorized by, licensed by, or organized under the laws of the State of Israel; or persons or entities doing business in the State of Israel shall be considered to be conclusive evidence that a company is participating in a boycott of the State of Israel; companies doing business in or with Israel or authorized by, licensed by, or organized under the laws of the State of Israel; or persons or entities doing business in the State of Israel; provided, however that a company that has made no such statement may still be considered to be participating in a boycott of the State of Israel; companies doing business in or with Israel or authorized by, licensed by, or organized under the laws of the State of Israel; or persons or entities doing business in the State of Israel if other factors warrant such a conclusion. Certi;cation: The Contractor must therefore certify their current status by completing either Box A, Box B, or Box C on the next page of this Exhibit. BOX A: To be completed by a Contractor that does not meet the de;nition of “company” above, hereinafter referred to as “Non-Company.” BOX B: To be completed by a Contractor that meets the de;nition of “Company” but has less than ten employees. BOXC: To be completed by a Contractor that meets the de;nition of “Company” and has ten or more employees.
EXHIBIT E, continued BOX A —NON-COMPANY ENTITY I certify that (Entity Name) currently DOES NOT MEET the de;nition of a company as de;ned in section 34.600, RSMo, but that if awarded a contract and the entity’s business status changes during the life of the contract to become a “company” as de;ned in section 34.600, RSMo, and the entity has ten or more employees, then, prior to the delivery of any services and/or supplies as a company, the entity agrees to comply with, complete, and return Box C to the Client at that time. Authorized Representative’s Name (Please Print) Authorized Representative’s Signature Entity Name Date BOX B- COMPANY ENTITY WITH LESS THAN TEN EMPLOYEES I certify that (Company Name) MEETS the de;nition of a company as de;ned in section 34.600, RSMo, and currently has less than ten employees but that if awarded a contract and if the company increases the number of employees to ten or more during the life of the contract, then said company shall comply with, complete, and return Box C to the Client at that time. Authorized Representative’s Name (Please Print) Authorized Representative’s Signature Company Name Date BOX C — COMPANY ENTITY WITH TEN OR MORE EMPLOYEES I certify that Paragon Architecture (Company Name) MEETS the de;nition of a company as de;ned in section 34.600, RSMo, has ten or more employees, and is not currently engaged in a boycott of goods or services from the State of Israel; companies doing business in or with Israel or authorized by, licensed by, or organized under the laws of the State of Israel; or persons or entities doing business in the State of Israel as de;ned in section 34.600, RSMo. I further certify that if the company is awarded a contract for the services and/or supplies requested herein said company shall not engage in a boycott of goods or services from the State of Israel; companies doing business in or with Israel or authorized by, licensed by, or organized under the laws of the State of Israel; or persons or entities doing business in the State of Israel as de;ned in section 34.600, RSMo, for the duration of the contract, Brad Erwin bf Authorized Representative’s Name (Please Print) Auth ed RepréSentative’s Signature Paragon Architecture 07/08/2024 Company Name Date
Exhibit F: Selected Engineers’ Hourly Rates 2025 STANDARD HOURLY RATES - SMEPT/MEQ/Cx trates adjusted annually) Senior Clant Exegutive | Senior Market Diraator / VP $310 Chant Exsoutive / Market Director 5236 Project Executive $285 Senior Proyeot Mansger 2 $2dg Senior Project Manager 1 $220 Engineer of Distination $260 Senior (Engineer / Planner f Consultant) 3 $235 Senior (Engineer / Rannes / Conauitant 2 $206 Senior (Enginear / Planner / Corsultany 1 $190 Proeot Engines / Cangultant! 2 $170 Project (Enginear / Conaultants 1 $185 (Graduate Designer / Conguitant / Planner / Authonty / Analyst] 2 $136 (Graduate Dasignar / Consultant / Planner / Authenty / Analyst 1 $120 Dasignar of Distination $215 Senior (Damgnar / Autharity! 3 $198 Senior (Designer / Authorty) 2 $190 Senior (Designer / Autharity) 1 $170 Project (Designar } Authority) 2 $155 Projaat (Designer | Authority) 7 3140 (Designer / Authority / Analyst) 2 $125 (Desgner / Authority / Analyst? t S116 Design Technician 2 $100 Design Teohnician 17 invert $90 Senior Construstion Administrater $150 Construction Administrator $165 Senior Procurement Manager $265 Senior Procurement Specialist $240 Project Coordinator $130 Senior Virtual Design Coordinator 2 $146 Senior Virtual Design Coordinator 1 $136 Virtual Design Coardinatar 2 $130 Virtual Design Coordinator 1 S118 Virtual Dasign Tachnigian $100 Administrative Assistant $30 *These rates are for staU located in the o ce providing the rates. StaU based in one of IMEG's ather o ces may have diUerent billing rates. These rates can be provided upon request. Changes a;sr approved design review, in scope, optional services, additional job site visits, it is agreed the fees will adjust accordingly and shall be billed at an additional expense at T&M hourly per rate listed. Design Director $110.00/Hr Designer/Project Manager $90.00/Hr AutoCAD Tech $55.00/Hr
MCOLURE ridin oy RATE SCHEDULE January 15, 2025 Category Principal Senior Engineer / Senior Project Manager Project Engineer / Field Support Manager Project Manager Engineer / Senior Technician Senior Designer Designer Technician Project Coordinator Drafter jourl $295 $235 $215 $180 $180 $180 $155 $155 $115 $145 2025 CDI STANDARD HOURLY RATE SCHEDULE Project Manager Hi $240 Project Manager } $210 Project Engineer #4 $180 Project Engineer i $150 Project Engineer ¥ $110 Designer II $135 Designer I $85 GIS O ce $90 GIS Field Technician $73 Professional Land Surveyor IT $240 Professional Land Surveyor T $150 Surveyor HI $130 Surveyor II $105 Surveyor I $75 2-Person Survey Crew $185 3-Person Survey Crew $220 Clerical $90 Intern $60) SWT Design: Managing Partner $225.00 Designer Partner $190.00 StaU | Sr. Associate | $155.00 StaU || Sr. Associate Il $145.00 StaU itl Senior Planner $150.00 Administrative Planner $125.00 Clerical Associate $125.00 Note: These hourly rates are subject to change based on SWT Design’s current standard rate tables. $ 95.00 $ 90.00 $ 8a.0a0 $ 70.00 $110.00 $ 70.00
EXHIBIT G: Community Survey Budget Authorization School District of Clayton Community Survey Budget Authorization August 27, 2025 Project will include: e Preparing a draft survey. * Completing as many additional survey drafts as necessary to secure approval. © Conducting 300 telephone interviews with randomly selected adults, divided geographically to match the general population pattern; landlines and cell phone numbers are to be used, Supervising all data collection. Preparing an overview report with topline data results for the close-ended questions. Conducting analysis of ;ndings, preparing an executive summary and digital dashboard. Presentation of ;ndings to the Board of Education. Preparation and administration of online versions of the phone survey for parents, staU, and the community. Reporting the results of these surveys. * Conducting email exchanges and telephone conferences during the project. o¢* # @ « 300 phone call survey (5.6% margin of error) Online stakeholder survey(s) with written report Parents StaU Community TOTAL FEE: $19,000. ¢ An invoice will be sent for 4 the amount at the start of the project and the remaining balance will be invoiced at the end of the project. Change of project scope may alter this budget estimate. Accepted: Che (Sua 2enC_, a/: 3 / 20257 Print Name Date C Co Yay Signed Name Lo A Ys Title 302 SW Sth Street, Blue Springs, MO 64014 | 913.484.0920 | ExcellenceK12.com
ARCHITECT INSURANCE REQUIREMENTS Architect shall, unless otherwise approved in writing by Owner, obtain and maintain throughout the duration of this Agreement (or as otherwise speci;ed) insurance written through a company duly authorized to conduct business in the State of Missouri and with an A.M. Best Rating of A- ¥*-VII or higher and of the types and in the amounts described below. L. Commercial General Liability Insurance. Commercial general liability (“CGL”) in the amount of $1,000,000 Each Occurrence/$2,000,000 General Aggregate, $2,000,000 Products/Completed Operations Aggregate, $1,000,000 Personal Injury/Advertising Injury. The policy shall be endorsed so that the General Aggregate limit applies separately to each Project-autherized-hereunder. a. CGL insurance shall cover liability arising from premises, operations, independent contractor, products-completed operations and personal injury and advertising liability and contractual ability .subicct to the policy terms. conditions and exclusions. ntracttin g-the b. Owner shall be named as an Additional Insured under the CGL, using an ISO Additional Insured Endorsement or equivalent. This insurance shall apply as primary insurance with respect to any other insurance or self-insurance programs aUorded to, or maintained by, Owner c. A Waiver of Subrogation in favor of the Owner shall be provided as an endorsement to the policy. Business Auto Liability Insurance. Business auto liability and, if necessary, commercial umbrella insurance with a limit of not less than $1,000,000 each accident. Such insurance shall cover liability arising out of any auto (including owned, hired and non-owned autos). Owner shall be named as an additional insured and a waiver of subrogation in favor of the Owner shall be endorsed to the policy. Workers Compensation Insurance. Workers’ compensation and employer’s liability insurance, a. Architect shall carry statutory Workers’ Compensation Insurance as required by any applicable law or regulation. Employers Liability Insurance shall be in amounts no less than $1,000,000 each accident for bodily injury by accident, $1,000,000 policy limit for bodily injury by disease, and $1,000,000 each employee for bodily injury by disease. b. A waiver of subrogation in favor of the Owner shall be endorsed to the policy. Errors and Omissions Insurance Professional Liability. Errors and omissions insurance with a limit of not less than $2,000,000 per eccurrenceclaim/$2,000,000 aggregate,-with the-egeregate applying per project. Such insurance shall cover all professional services DLO244832
provided by Architect hereunder_on a per project basis. In the event the Architect also provides construction management services, such services shall be included in the coverage. Owner may on a project-by-project basis request the Architect to provide a “project policy” with a ;ve-year “extended reporting period” endorsement. Such requirement shall be by written amendment to the Agreement, All coverage shall be retroactive to the earlier of the date of this Agreement or the commencement of the Architect’s services in relation to any Project authorized hereunder, covering personal injury, bodily injury and property damage. There are no provisions that allow attomeys’ fees to erode the policy limits. 5. Excess Umbrella Insurance. Excess umbrella liability insurance with a limit of not less than $4,000,000 combined, each occurrence and aggregate, in excess of the above employers liability, automobile and commercial general liability policies and shall follow form of the underlying commercial general liability policies, subject to the policy terms, conditions, and exclusions. 6. If the policies require an endorsement to provide for continued coverage where there is a waiver of subrogation, the Architect shall cause such policies to be so endorsed. 7. By requiring the insurance as set out herein, Owner does not represent that coverage and limits will necessarily be adequate to protect Architect, and such coverage and limits shall not be deemed as a limitation on Architect’s liability under the indemnities provided to Owner in this Agreement, or any other provision of the Contract Documents. 8. Prior to commencing the work, Architect shall furnish Owner with a certi;cate(s) of insurance (ACORD Form 25 or equivalent), executed by a duly authorized representative of each insurer, showing compliance with the insurance requirements set forth above. a. All certi;cates shall provide for thirty (30) days’ written notice to Owner prior to the cancellation or material changenonrenewal of any insurance referred to therein, except ten (10) days’ prior written notice for non-payment of premium. b. Failure of Owner to demand such certi;cate or other evidence of full compliance with these insurance requirements or failure of Owner to identify a de;ciency from evidence that is provided shall not be construed as a waiver of Architect’s obligation to maintain such insurance, 9. Owner shall have the right, but not the obligation, to prohibit Architect from entering the Project site until such certi;cates or other evidence that insurance has been placed in complete compliance with these requirements is received and approved by Owner, such approval shall not be unreasonably withheld. 10. Failure to maintain the insurance required in this Section may result in termination of this Agreement at Owner’s option. Owner may, but is not obligated to, obtain any insurance required hereunder and not maintained by the Architect and charge the cost thereof to Architect. DLO244832
ll. With respect to insurance maintained after ;nal payment in compliance with a requirement above, an additional certi;cate(s) evidencing such coverage shall be promptly provided to Owner when requested. 12. 13. Architect shall include the above requirements for types of insurance requirements in all of its subcontracts. Limit amounts for subcontractors may be less than those set forth above, upon written agreement of Owner. Architect shall be responsible for collecting certi;cates of insurance and monitoring insurance coverage of its subcontractors to verify that the required coverage is maintained as required. All Subcontractors providing professional services shall be required te provide professional liability insurance. In addition, all subcontracts shall include a similar indemni;cation of Owner as provided in this Agreement. 14. Owner reserves the right to request Architect to obtain additional insurance and limits on individual Projects authorized hereunder, so long as such insurance is commercially available and reasonably aUordable, Architect shall endeavor to obtain such insurance as soon as possible after such request and advise Owner if the Architect will be required to pay any additional premium. If so, the Owner shall pay such additional premium in excess of the premium for the above insurance. If Architect cannot obtain such additional insurance, Owner may terminate this Agreement in full or in part upon notice to Architect. DLO244832