Addendum: Owner S Amendments to Owner-Architect Agreements

ADDENDUM: OWNER’S AMENDMENTS TO OWNER-ARCHITECT AGREEMENTS,

AIA DOCUMENTS B102--2007 AND B201--2007

This Addendum is hereby made a part of and incorporated into those agreements between the State Board of Higher Education acting through ______________________________________________ (Owner) and _______________________________________ (Architect) and amends those agreements, which are AIA Document B102—2007 entitled “Standard Form of Agreement between Owner and Architect without a Predefined Scope of Architect’s Services” and AIA Document B201—2007 “Standard Form of Architect’s Services: Design and Construction Contract Administration,” (collectively, “Contract”) for the “____________________________________Project.” The parties agree to the following terms and conditions and expressly agree that if any of the following terms and conditions are in conflict with any of the terms and conditions of the Contract, then notwithstanding any term in the Contract, the following terms and conditions govern and control the rights and obligations of the parties. Any amendments to the Contract or to this Addendum, or any other amendments, must be in writing and executed by both parties. When applicable, substitute the word “Engineer” for the word “Architect” throughout this Addendum and the Contract.

AIA B102—2007

Section

Reference The following sections and paragraphs are amended as follows:

Page 1 The name of the Owner is:

State Board of Higher Education, acting through _______________________________

1.5 Amend the first paragraph of this section to state:

The Architect shall maintain the following insurances for the duration of this Agreement. Architect agrees to indemnify, save and hold harmless the Owner and State of North Dakota and its agencies, officers and employees, from any and all claims of any nature, including all costs, expenses and attorneys’ fees, which may in any manner arise out of or result from Architect’s negligent acts or omissions in performing work under this Agreement, except for claims arising out of the sole negligence of Owner or State. Architect’s obligation to indemnify, save and hold harmless the Owner and State shall not be limited to the amount of insurance actually secured under this Agreement, including any insurance above the minimum required, but shall extend to the full amount on any claims, loss or damage incurred or awarded, including costs, expenses and attorneys’ fees. Insurances may not be canceled or modified without at least 30 days’ prior written notice to Owner.

1.5.1 General Liability Insurance. From insurance companies authorized to do business in North Dakota, commercial general liability, with minimum limits of liability of $1,000,000 per claim and annual aggregate limit. The Architect shall furnish Owner with certificates of insurance as evidence these policies are in effect.

1.5.2 Automobile Liability Insurance. Minimum limits of liability of $250,000 per person and $10,000,000 per occurrence. Architect shall furnish Owner with certificates of insurance as evidence these policies are in effect.

1.5.3 Workers’ Compensation. Workers compensation insurance as required by North Dakota state law. Architect shall furnish Owner with documentation that shows this coverage is in place.

1.5.4 Professional Liability Insurance. Providing coverage for negligent acts, errors or omissions in providing or failing to provide professional services, with minimum limit of $500,000. Coverage shall be in force during the terms of the Agreement and for a period of at least twelve months thereafter. Architect shall furnish Owner with certificates of insurance as evidence these policies are in effect.

3.3.1 Change the first sentence to read:

In the event the Owner uses the Instruments of Service without retaining the author of the Instrument of Service, the Owner releases Architect from liability for claims and causes of action arising from such use.

Then DELETE the second sentence, which begins with the words “The Owner, to the extent permitted by law, …” and ends with the words “…Section 3.3.1.”

4.1.1 Change this paragraph to read:

The Owner and Architect shall commence all claims and causes of action, whether in contract, tort, or otherwise, against the other arising out of or related to this Agreement in accordance with the laws of the State of North Dakota. If the parties desire to utilize any other method of dispute and claim resolution prior to litigation, they must agree to the same in writing.

4.1.2 DELETE.

4.1.3 DELETE

4.2 Mediation. DELETE all subsections, 4.2.1 through 4.2.4.

4.3 Arbitration. DELETE all subsections, 4.3.1 through 4.3.3.

4.3.4 Consolidation or Joinder. DELETE all subsections, 4.3.4.1 through 4.3.4.3

5.1 Change the third sentence to read:

Before resuming services, the Architect shall be paid all undisputed sums due prior to suspension and any direct and reasonable expenses incurred in the interruption and resumption of the Architect’s services.

5.2 Change the second sentence to read:

When the Project is resumed, the Architect shall be compensated for those agreed upon, direct and reasonable expenses incurred in the interruption and resumption of the Architect’s services.

5.7 DELETE that part of this one sentence paragraph which reads “…, plus an amount for the Architect’s anticipated profit on the value of the services not performed by the Architect.”

6.2.1.1 Add after word “subsistence” the phrase “, excepting in connection with trips between Architect’s office and Project site.”

7.7 Add to first sentence, after word “materials”:

“, with the prior consent of Owner, which consent will not be unreasonably withheld.”

7.8 Either DELETE this section entirely OR Add to this section the following:

Or (4) as may be required by law or by a court order. It is understood that the definition of the terms “confidential” and “business proprietary” as used here will be determined by the application of North Dakota open records laws, and that this Contract and records generated or received by either party pursuant to this Contract are subject to North Dakota open records laws and may, therefore, be open to the public upon request.”

9.2 Add to this section the following:

3. This document, ADDENDUM: OWNER’S AMENDMENTS TO OWNER-ARCHITECT’S AGREEMENTS, AIA DOCUMENTS B102—2007 AND B201—2007.

AIA B201—2007

Section

Reference

Page 1 The name of the Owner is:

State Board of Higher Education, acting through ________________________________

Page 1 Add a new Article, that being Number 8. Insurance Requirements.

2.2.5 Add a new sentence:

The Schematic Design Documents will include at a minimum any type of modeling, perspectives, or renderings that were indicates as being provided during the Architect’s interview or within the Architect’s proposal for services, which by reference here become part of the contract documents.

2.2.7 Change this sentence to read:

The Architect shall submit the Schematic Design documents to the Owner, and request the Owner’s approval in writing.

2.3.3 Change this sentence to read:

The Architect shall submit the Design Development documents to the Owner, advise the Owner of any adjustments to the estimate of the Cost of the Work and request the Owner’s approval in writing.

2.4.5 Change this section to read:

The Architect shall submit the Construction Documents to the Owner, advise the Owner of any adjustments to the estimate of the Cost of the Work take any action required under Section 5.5, and request the Owner’s approval in writing. The Architect will ascertain that all elements of the construction documents specific to the Owner’s requirements, including modifications to the General Conditions, are correctly contained within the construction documents prior to bidding.

2.5.2.2 Add a new subsection 6 which states:

Ascertaining all documents and procedures comply with relevant North Dakota state laws and with State Board of Higher Education policies.

2.6.5.1 Add a new sentence to this section which states:

The Architect shall promptly report to Owner, in writing, those minor changes in the Work authorized by Architect pursuant to this section.

2.6.6.5 Change this one sentence paragraph to read:

Prior to the expiration of one year from the date of Substantial Completion, the Architect shall, without additional compensation, conduct a meeting with the Owner and Contractor to review the facility operations and performance, and warranty claims, if any.

3.3.1 Delete the following numbered subsections from this listing of Additional Services, thereby making them Basic Services, which are included in the compensation stated herein:

[fill in here]

3.3.2 DELETE subsections 1, 2 and 3, thereby making these part of the Basic Services provided by Architect.

4.2 Change the first sentence to read:

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 upon a written request by the Architect, with all such information being limited to that which is maintained by the Owner at its place of business.

5.1 Change this paragraph to read:

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 specified by the Architect and shall include contractors’ general conditions costs, overhead and profit. The Cost of the Work does not include the compensation of the Architect, the costs of the land, rights-of-way, financing, and contingencies for changes in the Work. The Cost of the Work does include those charges for the owners own employees completing inspections or other services for the Owner.

5.5 Add to this paragraph the sentence:

Owner reserves the option of terminating this Agreement in accordance with Section 5.5 of the B102-2007 (terminating for convenience).

5.6.1 Change this subsection to read:

.1 undertake a good faith effort to obtain necessary and timely approval from those governmental entities having jurisdiction over the project for an increase in the budget for the Cost of the Work, as may be necessary, and then if approval is timely obtained, give written approval of an increase in the budget for the Cost of Work;

5.7 Change the first sentence to read:

If the Owner choses to proceed under Section 5.6.4, the Architect, without additional compensation, shall modify the Construction Documents and re-bid the Work as necessary to comply with the Owner’s budget for the Cost of the Work at the conclusion of the Construction Documents Phase Services, or the budget as adjusted under Section 5.6.1.

6.2 Add the phrase: “Through negotiation with the Owner.”

6.3 Add the phrase: “Through negotiation with the Owner.”

Article 8 Insurance requirements.

These are the same as set forth in section 1.5 of the B102—2007, above.

This Addendum is entered into and agreed to by:

OWNER: ARCHITECT:

BY:________________________________________ BY:____________________________________

ITS:________________________________________ ITS:____________________________________

DATE:______________________________________ DATE:__________________________________

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