CITY OF GOODYEAR

Procurement Office

1900 N. Civic Square

Goodyear, AZ 85395

Phone: (623)882-7891

CONSTRUCTION MANAGER AT RISK

PRE-CONSTRUCTION SERVICES

CONTRACT NO. 26-0034

DESCRIPTION OF SERVICES: Perform pre-construction services and deliver a Guaranteed Maximum Price for the construction of the

Fire Station 189.

OFFER

To the City of Goodyear: The undersigned, on behalf of the entity, firm, company, partnership, or other legal entity listed below, offers to the City a contract that contains all terms, conditions, specifications, amendments, and addenda in this agreement.

The term contract shall mean, and consists of, the following documents: 1) Request for Qualifications, 2) Response to

RFQ, 3) Construction manager at Risk contract, attached hereto; 4) Scope of Work, F e e schedule, Project description and exhibits attached hereto.

Arizona Transaction (Sales): _____________________________

Arizona contractor License Number: ____________________

Privilege Tax License #: ______________________________

City of Goodyear Business Registration No.: ________________

For clarification of this offer contact:

Name: ____________________________________________

Telephone: _____________________________________

E-Mail Address: ____________________________________

Sign:

Company Name Authorized Signature for Offer

Address Printed Name

City State Zip Code Title Date

ACCEPTANCE OF OFFER AND CONTRACT AWARD (For City of Goodyear Use Only)

Contractor’s Offer is hereby accepted and a Contract awarded by the City. Contractor is now bound to provide the materials and/or services as specified in Scope of Work of this Contract. Contractor shall not start any billable work or provide any material/services until the Contractor receives an executed purchase order or written notice to proceed.

City Manager, City of Goodyear (if applicable)

Attested by: _____________________________________

City Clerk

City Seal

City of Goodyear, Arizona. Eff. Date:

Procurement Manager

Approved as to form:

City Attorney

REQUEST

FOR

STATEMENT OF QUALIFICATIONS

26-0034

DESIGN AND CONSTRUCTION SERVICES

CONSTRUCTION MANAGER AT RISK

FIRE STATION 189

MONTH, DATE

TABLE OF

CONTENTS

ARTICLE PAGE

RECITALS 3

ARTICLE 1 – TERMS AND DEFINITIONS 3

ARTICLE 2 – BASIC DESIGN PHASE SERVICE 7

ARTICLE 3 – PERIOD OF SERVICES 15

ARTICLE 4 – CONTRACT AMOUNT AND PAYMENTS 16

ARTICLE 5 – CITY’S RESPONSIBILITIES 18

ARTICLE 6 – CONTRACT CONDITIONS 19

ARTICLE 7 – INSURANCE 28

EXHIBIT A – SCOPE OF SERVICES 32

EXHIBIT B – HOURLY RATE SCHEDULE AND REIMBURABLES 34

Contract 26-0034 Fire Station 189 – Design Phase

City of Goodyear, Arizona

Project Management

CITY OF GOODYEAR

CONSTRUCTION MANAGER AT RISK

DESIGN PHASE SERVICES

PROJECT NO. 30017, CONTRACT NO. CON-26-0034

THIS AGREEMENT made and entered into this by and between City of Goodyear, an Arizona municipal corporation, (“City”) and _____________________, an Arizona LLC, (“Construction manager at Risk” or

“CMAR”). The City and CMAR are sometimes collectively referred to in this contract as the “Parties” and each individually as a “Party.”

RECITALS

A. The City manager of Goodyear, Arizona, is authorized and empowered by provision of the City charter to execute contracts for professional services and construction services.

B. The City intends to construct Fire Station 189, as described in Exhibit A attached hereto, referred to as the

“Project”.

C. To undertake the design of the project the City has entered into a contract with _________ hereinafter referred to as the “design professional”.

D. The City intends to enter into a contract with the CMAR for the design phase services identified in this contract. At the end of the design phase, at the City’s discretion, the City may enter into a separate construction contract with the CMAR for construction phase services.

AGREEMENT

NOW THEREFORE, in consideration of the foregoing recitals, which are incorporated herein by reference, the following mutual covenants and conditions, and other good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, the Parties agree as follows:

ARTICLE 1 – TERMS AND DEFINITIONS

Addenda means written or graphic instruments issued prior to the submittal of the GMP proposal(s), which clarify, correct or change the GMP proposal(s) requirements.

Agreement or Contract means this written document signed by the City and CMAR covering the design phase of the project, and including other documents itemized and referenced in or attached to and made part of this contract.

Alternate Systems Evaluations means alternatives for design, means and methods or other scope considerations that are evaluated using value engineering principles and have the potential to reduce construction costs while still delivering a quality and functional project that meets City requirements.

Change Order means a document signed by the CMAR and the City that authorizes an addition, deletion or revision in the scope of services or deliverables, or an adjustment in the contract amount or the period of services, or use of owner contingency, and is issued on or after the effective date of this contract.

City or Owner means the City of Goodyear, an Arizona municipal corporation, with whom CMAR has entered into this contract and for whom the services are to be provided pursuant to this contract.

City’s Project Manager means the person representing the City for all correspondence relating to the project.

CMAR (“Construction Manager at Risk” or “Contractor”) means the person, firm, corporation or other approved legal entity with whom the City has entered into this Agreement.

Contingency, Contractor’s means an agreed upon amount, either lump sum or a percentage of the cost of the w ork, that is included in the GMP and to be used by the CMAR in accordance with the general p rovisions in the construction contract. Generally, contractor’s c ontingency recognizes that the drawings and specifications may still be less than 100% complete after the City’s final acceptance of GMP.

Contingency, Owner’s means the owner may, at its discretion, order changes in the scope of the project.

The owner’s contingency is an amount to cover changes initiated by the owner, which may be incorporated into the GMP as an allowance at the owner’s discretion.

Construction Documents means collectively, the plans, specifications, details, drawings, change orders and other documents prepared by the design professionals that describe the scope of quality of the project and the materials, supplies, equipment, systems and any and all other elements required for construction of the work that are acceptable to the owner.

Construction Fee means the CMAR’s administrative costs, home office overhead, and profit, whether at the CMAR’s principal or branch offices. This includes the administrative costs and home office costs and any limitations or exclusions that may be included in the general conditions for the construction phase.

Contract Documents means this contract, Construction manager’s formal response to the RFQ, general and special conditions of the contract, supplementary general conditions, the drawing and specifications, including all bulletins, change orders, addenda or other modifications of the drawings and specifications incorporated into the documents; the performance bond, the payment bond, insurances certifications, exhibits, attachments, and the Notice to Proceed for design phase services, and any other documents designated in this contract.

Contract Time(s) means the number of days or the dates related to the construction phase that as stated in construction documents applies to achievement of substantial completion and/or completion of the construction work so that it is ready for final payment.

Day(s) means calendar day(s) unless otherwise specifically provided in the contract documents.

Deliverables means the work products prepared by the CMAR in performing the scope of work described in this contract. Some of the major deliverables to be prepared and provided by the CMAR during the design phase may include but are limited to: Construction Management Plan, Project schedule, schedule of Values, alternative system evaluations, procurement strategies and plans, cost estimates, construction market surveys, cash flow projections, GMP proposals, Subcontractor procurement plan, Subcontractor agreements, Subcontractor bid packages, Supplier agreements, and others as indicated in this Agreement or required by the project team.

Design Professional means the qualified, licensed person, firm or corporation who furnishes design services required under the contract documents as identified by the City.

Drawings (Plans) means the documents, which visually represent the scope, extent and character of the work to be furnished and performed by the CMAR during the construction phase and which have been prepared or approved by the design professional and the City. Included are drawings that have reached a sufficient state of completion and released by the design professional solely for the purposes of review and/or use in performing constructability and biddability reviews and in preparing cost estimates (e.g.

conceptual design drawings, preliminary design drawings, detailed design drawings at 50%, 90% or

100%) but “not for construction”. Shop drawings are not drawings as so defined.

Effective Date of this Contract means the date specified in this contract on which the contract becomes effective, but if no such date is so specified, the date on which the last of the two parties signs this contract and delivers it to the other party.

General Condition Costs means and includes, but is not limited to the following types of costs for the

CMAR during the construction phase: payroll costs for project manager or construction manager but not both for work conducted at the site, payroll costs for the superintendent and full-time general foremen, payroll costs for management personnel resident and working on the site, workers not included as direct labor costs engaged in support (e.g. loading/unloading, clean-up, etc.), costs of offices and temporary facilities including office materials, office supplies, office equipment, minor expenses, utilities, fuel, sanitary facilities and telephone services at the site, costs of liability insurance premiums not included in labor burdens for direct labor costs, costs of bond premiums, costs of consultants not in direct employ of the CMAR or Subcontractors, taxes on the work and for which the CMAR is liable, fees for permits and licenses. Certain limitation and exclusions are described in the general conditions for the construction phase.

GMP Plans and Specification means the three sets of plans and specifications provided pursuant to paragraph 2.7.3 upon which the Guaranteed Maximum Price proposal is based.

Guaranteed Maximum Price (GMP) Proposal means the offer or proposal of the CMAR submitted on the prescribed form setting forth the GMP prices for the entire work or portions of the work to be performed during the construction phase. The GMP proposal(s) are to be developed pursuant to Article

2 of this agreement.

Laws and Regulations; Laws or Regulations means any and all applicable federal, state and local laws, rules, regulations, ordinances, codes and orders of any and all governmental bodies, agencies, authorities and courts having jurisdiction.

Notice to Proceed means a written notice given by the City to the CMAR fixing the date on which the

CMAR will start to perform the CMAR's obligations under this agreement.

Progress Payment Application means the form that is accepted by the City and used by the CMAR in requesting progress payments or final payment on which will include such supporting documentation as is required by the contract documents and or the City.

Project means the scope of work as described in the recital above and “Exhibit A” project description attached hereto.

Project Team means design phase services team consisting of the design professional, CMAR, and City’s project manager, City’s client department’s representatives and other stakeholders who are responsible for making decisions regarding the project.

Samples means physical examples of materials, equipment, or workmanship representative of a part of the construction phase work and which establish the standards by which that portion of the construction phase work will be evaluated.

Shop drawings means all drawings, diagrams, illustrations, schedules and other data or information specifically prepared or assembled by or for the CMAR and submitted by the CMAR to illustrate some portion of the work.

Specifications means the part(s) of the contract documents for the construction phase consisting of written technical descriptions of materials, equipment, construction systems, standards and workmanship as applied to the work and certain administrative details applicable thereto.

Subcontractor means an individual, firm or corporation having a direct contract with the CMAR or any other individual, firm or corporation having a contract with the aforesaid contractors at any tier, who undertakes to perform a part of the design phase services or construction phase work at the site for which the CMAR is responsible. Subcontractors will be selected through the Subcontractor bid process described in paragraph 2.8 of this agreement.

Subconsultant means a person, firm or corporation having a contract with CMAR to furnish services required as its independent professional associated or consultant with respect to the project.

Substantial Completion means when the work, or when an agreed upon portion of the work, is sufficiently complete so that the City can occupy and use the project or a portion thereof of its intended purposes.

This may include, but is not limited to: (a) approval by City Fire Marshall and local authorities

(Certificate of Occupancy); (B) elevator permit; (c) all systems in place, functional, and displayed to the

City or its representative; (d) all materials and equipment installed; (e) all systems reviewed and accepted by the City; (f) draft O&M manuals and record documents reviewed and accepted by the City;

(g) City operation and maintenance training completed; (h) HVAC test and balance completed

[provide minimum 30 days prior to projected substantial completion]; (i) landscaping and site work; and

(j) final cleaning.

Supplier means a manufacturer, fabricator, supplier, distributor, materialman or vendor having a direct contract with CMAR or with any Subcontractor to furnish materials or equipment to be incorporated in the construction phase work by CMAR or any Subcontractor.

Total Float means the number of days by which the design phase services on construction phase work or any part of the same may be delayed without necessarily extending a pertinent schedule milestone in the project schedule.

Work means the entire completed construction or the various separately identifiable parts thereof, required to be furnished during the construction phase. Work includes and is the result of performing or furnishing labor and furnishing and incorporating materials, resources and equipment into the construction, and performing or furnishing services and documents as required by the contract documents for the construction phase.

Written Amendment means a written modification to the contract documents, signed by the City and

CMAR on or after the effective date of this agreement and normally dealing with the non-engineering or non-technical rather than strictly construction-related aspects of the contract documents.

ARTICLE 2 – BASIC DESIGN PHASE SERVICES

2.1 GENERAL

2.1.1 The CMAR, to further the interests of the City, will perform the services required by, and in accordance with this contract, to the Satisfaction of the City’s project manager, exercising the degree of care, skill and judgment a professional construction manager performing similar services in Goodyear, Arizona would exercise at such time, under similar conditions.

The CMAR will, at all times, perform the required services consistent with sound and generally accepted construction management and construction contracting practices. The services provided under this agreement will not alter any real property owned by the City.

2.1.2 Program Evaluation: As a participating member of the project team, the CMAR will provide to the City and Design Professional a written evaluation of the City’s project program and project budget, each in terms of the other, with recommendations as to the appropriateness of each.

2.1.3 P roject Meetings: The CMAR will attend project team meetings which may include, but are not limited to, monthly project management meetings, project workshops, special project meetings, contract documents rolling reviews and partnering sessions.

2.1.4 The CMAR will provide design phase services, described herein, in a proactive manner and consistent with the intent of the most current drawings and specifications. The CMAR will promptly notify the City in writing whenever the CMAR determines that any drawings or specifications are inappropriate for the project and/or cause changes in the scope of work requiring an adjustment in the cost estimate, project schedule, GMP proposal and/or in the contract time for the work, to the extent such are established.

2.1.5 The CMAR, when requested by the City, will attend, make presentations and participate as may be appropriate in public agency and or community meetings, germane to the project. The

CMAR will provide drawings, schedule diagrams, budget charts and other materials describing the project, when their use is required or apropos in any such public agency meetings.

2.2 CONSTRUCTION MANAGEMENT PLAN

2.2.1 The CMAR will prepare a Construction Management Plan (“CMP”), which will detail but not necessarily be limited to the CMAR's determinations concerning: (a) project milestone dates and the project schedule, including the broad sequencing of the design and construction of the project, (b) investigations, if any, to be undertaken to ascertain subsurface conditions and physical conditions of existing surface and subsurface facilities and underground utilities,

(c) alternate strategies for fast tracking and/or phasing the construction, (d) the number of separate subagreements to be awarded to Subcontractors and Suppliers for the project construction, (e) permitting strategy, (f) safety and training programs, (g) construction quality control, (h) a commissioning program, (i) the cost estimate and basis of the model, and (j) a matrix summarizing each project team member’s responsibilities and roles.

2.2.2 The CMAR will add detail to its previous version of the CMP to keep it current throughout the design phase, so that the CMP is ready for implementation at the start of the construction phase. The update/revisions may take into account (a) revisions in drawings and specifications; (b) the CMAR's examination of the results of any additional investigatory reports of subsurface conditions, drawings of physical conditions of existing surface and subsurface facilities and documents depicting underground utilities placement and physical condition, whether obtained by the City, design professional or the CMAR, (c) unresolved permitting issues, and significant issues, if any, pertaining to the acquisition of land and right of way, (d) the fast-tracking if any of the construction, or other chosen construction delivery methods, (e) a requisite number of separate bidding documents to be advertised, (f) the status of the procurement of long-lead time equipment (if any) and/or materials, and (g) funding issues identified by the City.

2.3 PROJECT SCHEDULE

2.3.1 The fundamental purpose of the “project schedule” is to identify, coordinate and record the tasks and activities to be performed by all the project team members and then for the project team to utilized the deliverable as a basis for managing and monitoring all member’s compliance with the schedule requirements of the project. Each project team member is responsible for its compliance with the project schedule requirements. The CMAR will, however, develop and maintain the “project schedule” on behalf of and to be used by the project team based on input from the other project team members. The project schedule will be consistent with the most revised/updated CMP. The project schedule will use the Critical

Path Method (CPM) technique, unless required otherwise, in writing by the City. The CMAR will use scheduling software to develop the project schedule that is acceptable by the

City. The project schedule shall be presented in graphical and tabular reports as agreed upon by the project team. If project phasing as described below is required, the project schedule will indicated milestone dates for phases once determined. The project schedule’s activities will directly correlate with the Schedule of Values specified herein.

2.3.2 The CMAR will include and integrate in the project schedule the services and activities required of the City, design professional and CMAR including all construction phase activities.

The project schedule will detail activities to the extent required to show (a) the coordination between conceptual design and various design phase documents, (b) separate long-lead procurements, if any, (c) permitting issues, (d) land and right-of-way acquisition, if any, (e) bid packaging strategy and awards to Subcontractors and Suppliers, (f) major stages of construction, (g) start-up and commissioning, and (h) occupancy of the completed work by the City. The project schedule will include by example and not limitation, proposed activity sequences and durations for design, project team, preparation and procession of shop drawings and samples, delivery of materials or equipment requiring long-lead time procurement (if any), milestone dates for various construction phases, total float for all activities, relationships between activities, City’s occupancy requirements showing portions of the project having occupancy priority, and proposed dates for substantial completion and when the work would be ready for final acceptance.

2.3.3 The project schedule will be updated and maintained by the CMAR throughout the design phase such that it will not require major changes at the start of the construction phase to incorporate the CMAR's plan for the performance of the construction phase work. The

CMAR will provide updates and/or revisions to the project schedule for use by the project team, whenever required, but not less often than at the monthly project team meetings.

The CMAR will include with such submittals a narrative describing its analysis of the progress achieved to-date vs. the planned, any concerns regarding delays or potential delays, and any recommendations regarding mitigating actions.

2.3.4 P roject Phasing: If phased construction is deemed appropriate and the City and design professional approve, the CMAR will review the design and make recommendations regarding the phased issuance of construction documents to facilitate phased construction of the work, with the objective of reducing the project schedule and/or cost of the work. The CMAR will take into consideration such factors as natural and practical lines of work severability, sequencing effectiveness, access and availability constraints, total time for completion, construction market conditions, labor and materials availability, and any other factors pertinent to saving time and cost.

2.4 DESIGN DOCUMENT REVIEWS

2.4.1 The CMAR will evaluate periodically the availability of labor, materials/equipment, building systems, cost-sensitive aspects of the design; and other factors that may impact the cost estimate, GMP proposals and/or the project schedule.

2.4.2 The CMAR will identify, in conjunction with the project team, those additional surface and subsurface investigations that are required to provide the necessary information for the

CMAR to construct the project. After completion of design phase services, the CMAR may provide additional investigation to improve the adequacy and completeness of the site condition information and data made available with the construction documents. The CMAR may be responsible for the time and cost required to obtain such additional investigations, except if otherwise provided by specific additional services.

2.4.3 The CMAR will meet with the project team as required to review designs during their development. The CMAR will thoroughly familiarize itself with the evolving documents through the various design phases. The CMAR will proactively advise the project team and make recommendations on factors related to construction costs, and concerns pertaining to the feasibility and practicality of any proposed means and methods, selected materials, equipment and building systems, and labor and material availability. The CMAR will furthermore advise the project team of proposed site improvements, excavation and foundation considerations, as well as, concerns that exist with respect to coordination of the drawings and specifications. The

CMAR will proactively recommend cost effective alternatives throughout the project.

2.4.4 The CMAR will routinely conduct constructability and biddability reviews of the drawings and specifications as necessary to satisfy the needs of the project team. The reviews will attempt to identify all discrepancies and inconsistencies in the construction documents especially those related to clarity, consistency, and coordination of work of Subcontractors and

Suppliers.

2.4.5 Constructability Reviews: The CMAR will evaluate whether (a) the drawings and specifications are configured to enable efficient construction, (b) design elements are standardized, (c) construction efficiency is properly considered in the drawings and specifications, (d) module/preassembly design are prepared to facilitate fabrication, transport and installation, (e) the design promotes accessibility of personnel, material and equipment and facilitates construction under adverse weather conditions, (f) sequences of work required by or inferable from the drawings and specifications are practicable, and (g) the design has taken into consideration, efficiency issues concerning; access and entrance to the site, laydown and storage of materials, staging of site facilities, construction parking, and other similar pertinent issues.

2.4.6 Biddability Reviews: The CMAR will check cross-references and complementary drawings and sections within the specifications, and in general evaluate whether (a) the drawings and specifications are sufficiently clear and detailed to minimize ambiguity and to reduce scope interpretation discrepancies, (b) named materials and equipment are commercially available and are performing well or otherwise, in similar installations, (c) the design provides as-built data, (d) specifications included alternatives in the event a requirement cannot be met in the field, and (e) the project is likely to be subject to differing site conditions considering the data on subsurface conditions, physical conditions of existing surface and subsurface facilities and physical conditions of underground utilities made available by the design or resulting from conditions inherent to work similar to the work.

2.4.7 The results of the reviews will be provided to the project team in formal, written reports clearly identifying all discovered discrepancies and inconsistencies in the drawings and specifications with notations and recommendations made on the drawings, specifications and other documents throughout the duration of the project. If requested by the City, the CMAR will meet with the project team to discuss and review reports.

2.4.8 The CMAR's reviews will be from a contractor’s perspective, and though it will serve to reduce the numbers of Requests for Information (RFIs) and changes during the construction phase, responsibility for the drawings and specifications will remain with the design professional and not the CMAR.

2.4.9 Notification of Variance or Deficiency: It is the CMAR responsibility to assist the design professional in ascertaining the Construction documents are in accordance with all applicable laws, statutes, ordinances, building codes, rules and regulations. If the CMAR recognizes that portions of the construction documents are at variance or deficient with reference to any applicable laws, statutes, ordinances, building codes, rules and regulations it will promptly notify the project team in writing, describing the apparent variance or deficiency.

2.4.10 Alternate Systems Evaluations: The project team will routinely identify and evaluate using value engineering principles any alternate systems, approaches, design changes that have the potential to reduce project costs while still delivering a quality and functional product. If the project team agrees, the CMAR in cooperation with the design professional will perform a cost/benefit analysis of the alternative and submit such in writing to the project team. The project team will decide which alternatives will be incorporated into the project. The design professional will have full responsibility for the incorporation of the alternatives into the drawings and specifications. The CMAR will include the cost of the alternatives into the cost estimate and any GMP proposals.

2.5 COST ESTIMATES

2.5.1 Within 14 days after receipt of the documents for the various phases of design, the

CMAR shall provide a detailed cost estimate review and a written review of the documents.

The design professional and CMAR shall reconcile any disagreements on the estimate to arrive at an agreed cost. If no consensus is reached; the City will make the final determination.

2.5.2 If any estimate submitted to the City exceeds previously accepted estimates or the City’s project budget, the CMAR with the assistance of the project team shall make appropriate recommendations on methods and materials to the project team that the CMAR believes will bring the project back into the project budget.

2.5.3 In between these milestone estimates, the CMAR shall periodically provide a tracking report which identifies the upward or downward movements of costs due to value engineering or scope changes. It shall be the responsibility of the CMAR to keep the project team informed as to the major trend changes in costs relative to the City’s budget.

2.5.4 The CMAR shall provide the City a preliminary “cash flow” projection based upon historical resources of similar type projects to assist the City in the financing process at the time of the submittal of the GMP and at any other time requested by the City.

2.6 GUARANTEED MAXIMUM PRICE (“GMP”) PROPOSALS

2.6.1 The proposed GMP for the entire work (or portions thereof) will be presented in a format acceptable to the City. The City may request a GMP proposal for all or any portion of the project and at any time during the design phase. Any GMP proposal submitted by the CMAR will be based on and consistent with the current update/revised cost estimate at the time of the request, the associated estimates for construction costs and include any clarifications or assumptions upon which the GMP proposal(s) are based.

2.6.2 GMP Proposals for the entire project will be the sum of the maximum cost of the work, and include the CMAR's construction fee, general conditions fee, and Contractor’s contingency.

The CMAR guarantees to complete the project at or less than the final approved GMP proposal amount (i.e. the contract amount for the construction phase contract) and agrees that it will be solely responsible for any difference between the actual cost of work and that amount.

2.6.3 The CMAR, in preparing any GMP proposal, will obtain from the design professional, three sets of signed, sealed, and dated plans and specifications (including all addenda). The CMAR will prepare it GMP proposal in accordance with the City’s request for GMP proposal requirements based on the most current completed plans and specifications at that time. The

CMAR will mark the face of each document of each set upon which its proposed GMP is based.

The CMAR will send one set of those documents to the City’s project manager, keep one set and return the third set to the design professional.

2.6.4 An updated/revised project schedule will be included with any GMP proposal(s) that reflects the scope of work shown in the current set of design documents upon which the GMP proposal(s) is based. Any such project schedule updates/revisions will continue to comply with the requirements of section 2.3.

2.6.5 In the event the CMAR elects, at its sole discretion, to maintain a contractor’s contingency allowance within the GMP, the criteria for development of that allowance must be acceptable to the City. In addition, the terms and conditions regarding use of that allowance during the construction phase will be established by the City and reflected in the contract for that phase of the project.

2.6.6 If the construction contract is negotiated as a not-to-exceed amount, all GMP savings resulting from a lower actual project cost than anticipated by the CMAR will revert to the City.

2.7 GMP PROPOSAL(S) REVIEW AND APPROVAL

2.7.1 The CMAR will meet with the project team to review any GMP proposal(s) and the written statement of its basis. In the event the project team discovers inconsistencies or inaccuracies in the information presented the CMAR will make adjustments as necessary to the GMP proposal, its basis or both.

2.7.2 The City, upon receipt of any GMP proposal from the CMAR, may submit the same documents that were used by the CMAR in developing their GMP to an independent third party or to the design professional for review and verification. The third party will develop an independent estimate of the cost of work and review the project schedule for the associated scope of the

GMP proposal.

2.7.3 If the CMAR GMP proposal is greater than the independent third party estimate, the City may require the CMAR to reconfirm its GMP proposal. The CMAR will accept the independent third party’s estimate for the c ost of work as part of his GMP or present a report within seven (7) days of a written request to the City identifying, explaining and substantiating the differences. The CMAR may be requested or at its own discretion submit a revised GMP proposal for consideration to the City. At that time the City may do one of the following.

(a) Accept the CMAR original or revised GMP proposal, if within the City’s budget, without comment;

(b) Accept the CMAR original or revised GMP proposal that exceeds the City’s budget, and indicate in writing to the CMAR that the project budget has been increased to fund the differences; or

(c) Reject the CMAR’s original or revised GMP proposal because it exceeds the City’s budget, or the independent third party’s estimate, in which event, the City may terminate this contract and/or elect to not enter into a separate contract with the CMAR for the construction phase associated with the scope of work reflected in the GMP proposal.

2.7.4 If during the review and negotiation of GMP proposals design changes are required, the City will authorize and cause the design professional to revise the construction documents to the extent necessary to reflect the agreed-upon assumptions and clarifications contained in the final approved GMP proposal. Such revised construction documents will be furnished to the

CMAR. The CMAR will promptly notify the project team if any such revised construction documents are inconsistent and with the agreed-upon assumptions and clarifications.

2.8 SUBCONTRACTOR AND MAJOR SUPPLIER SELECTIONS

2.8.1 There are two ways to select subcontractors and major suppliers (hereinafter

“Subcontractors”) prior to submission of a GMP. They are qualifications only based selection or competitive bid.

Selection by qualifications only: The City may approve the selection of a Subcontractor(s) based only on their qualifications when the City agrees that it is in the best interest of the project and approves the selected Subcontractor. Qualification based selection of Subcontractor(s) should only occur prior to the submittal of the GMP proposal.

(a) The CMAR will prepare a Subcontractor selection plan and submit the plan to the City for approval. The CMAR shall apply the plan in the evaluation of the qualification of a

Subcontractor(s) and provide the City with its review and recommendation.

(b) The CMAR will negotiate costs for services/supplies from each Subcontractor selected under this method.

2.8.2 Selection by competitive bid and qualifications: All work shall be competitively bid unless a

Subcontractor was selected by qualifications only. Competitive bids may occur prior to or after the GMP proposal(s).

(a) The CMAR will develop Subcontractor interest, submit the names of a minimum of three qualified Subcontractors for each trade in the project to the City for approval and solicit bids from various work categories. If there are not three qualified Subcontractors available for a specific trade or there are extenuating circumstances warranting such, the CMAR may request approval by the City to submit less than three names. Without prior written approval by the City, no change in the City-approved Subcontractors will be allowed.

(b) If the City objects to any nominated Subcontractor or to any self-performed work for good reason, the CMAR will nominate a substitute Subcontractor.

2.8.3 The CMAR will distribute drawings and specifications, and when appropriate, conduct a prebid conference with prospective Subcontractors.

2.8.4 If the CMAR desires to self-perform the certain portions of the work, it will request to be one of the approved Subcontractor bidders for those specific bid packages. The CMAR’s bid will be evaluated in accordance with the process identified below. If events warrant, and the City agrees, the CMAR may self perform work without bidding or re-bidding the work to ensure compliance with the project schedule and/or cost.

2.8.5 The CMAR shall receive, open, record and evaluate the bids. The apparent low bidders will be interviewed to determine the responsiveness of their proposals. In evaluating the responsiveness of bid proposals the CMAR, in addition to bid price, may consider the following factors; past performance on similar projects, qualifications, and experience of personnel assigned, quality management plan, approach or understanding of the work to be performed, and performance schedule to complete the work. The final evaluation of subcontractor bids will be done with a City Representative in attendance to observe and witness the process. The

CMAR will resolve any Subcontractor bid withdrawal, protest or disqualification in connection with the award at no increase in the cost of the work.

2.8.6 Within fifteen (15) days after Subcontractor bid opening, the CMAR will prepare a list of recommended Subcontractors for each category of work for the City’s review and approval. The list will detail (a) for each subagreement, the amount of the Subcontractor bid and the corresponding Subcontractor, (b) the sum of Subcontractor bids received for all intended subagreements, and (c) trade work and its cost that the CMAR intends to self-perform, if any.

2.8.7 Upon prior City approval of all Subcontractors, the CMAR shall submit a summary report to the

City of the selection process. The report will indicate the Subcontractors contacted to determine interest, the Subcontractors solicited, the bids received/costs negotiated, and the recommended

Subcontractors for each category of work.

2.8.8 The approved Subcontractors will provide a schedule of values with their bid proposals, which will be used to create the overall project schedule of values.

2.8.9 If after receipt of Sub-Bids or after award of Subcontractors, the City objects to any nominated Subcontractor or to any self-performed work for good reason, the CMAR will nominate a substitute Subcontractor or Supplier, preferably if such option is still available, for those who submitted Subcontractor bids for the work affected. Once such substitute

Subcontractors and Suppliers are consented to by the City the CMAR’s proposed GMP for the work or portion thereof will be correspondingly adjusted to reflect any higher or lower costs from any such substitution.

2.8.10 Promptly after receipt of the Notice of Intent to Award, the City will conduct a pre-award conference with the CMAR and other project team members. At the pre-award conference the

CMAR will (a) review the nominated slate of Subcontractors and Suppliers and discuss any concerns with or objections that the City has to any nominated Subcontractor or Supplier; (b) discuss City concerns relating to any proposed self-performed work; (c) review the CMAR’s-proposed contract Price for the work during the construction phase; (d) discuss the conditions, if any, under which the City will agree to leave any portion of the remaining contractor’s contingency within the contract Price for the construction phase work; (e) resolve possible time frames for the date of commencement of the contract time for the construction phase of the work,

(f) schedule the pre-construction conference; and (g) discuss other matters of import.

ARTICLE 3 – PERIOD OF SERVICES

3.1 PERIOD OF SERVICES

3.1.1 The design phase services described in this contract will be performed by the CMAR in accordance with the most current updated/revised project schedule. Failure on the part of the

CMAR to adhere to the project schedule requirements for activities for which it is responsible will be sufficient grounds for termination of the contract by the City.

3.1.2 If the date of performance of any obligation or the last day of any time period provided for herein should fall on a Saturday, Sunday, or a City recognized holiday, then the performance obligation will be due and owing, on the first day thereafter which is not a

Saturday, Sunday or City recognized City holiday. Except as otherwise provided herein, any required performance will be timely made if completed no later than 5:00 p.m. (Arizona time) on the day of performance.

ARTICLE 4 – CONTRACT AMOUNT AND PAYMENTS

4.1 CONTRACT AMOUNT

4.1.1 Based on the design phase services fee proposal submitted by the CMAR and accepted by the City (which by reference is made a part of this contract): the City will pay the CMAR a fee not to exceed negotiated amount dollars as follows:

For the basic services described in Article 2, the CMAR shall receive a fee not to exceed: $________

Additional Services and allowances, as described in subsection 4.3:

Blue Print and Document printing $________

Total contract amount $________

4.2 PAYMENTS

4.2.1 Requests for monthly payments by the CMAR for design phase services will be submitted to the City on an “Application and Certificate for Payment” form and will be accompanied by a progress report, detailed invoices and receipts, if applicable. Any requests for payment will include, as a minimum, a narrative description of tasks accomplished during the billing period, a listing of any deliverables submitted, and copies of any Subconsultants’ requests for payment, plus similar narrative and listings of deliverables associated with their work. Payment for services negotiated as a lump sum shall be made in accordance with the percentage of work completed during the preceding month. Services negotiated as a not-to-exceed fee will be paid in accordance with the work effort expended on that service in the preceding month.

4.2.2 The fees for the CMAR and any Subconsultants will be based upon the hourly rate schedule included as Exhibit B attached.

4.2.3 The CMAR will pay all sums due Subconsultants for services and reimbursable expenses within 14 days after the CMAR has received payment for those services from the City. In no event will the City pay more than 90 percent of the contract amount until final acceptance of all the design phase services, and award of the final approved GMP for the entire project by the City.

4.2.4 The CMAR agrees that no charges or claims for costs or damages of any type will be made by it for any delays or hindrances beyond the reasonable control of the City during the progress of any portion of the services specified in this agreement. Such delays or hindrances, if any, will be solely compensated for by an extension of time for such reasonable period as may be mutually agreed between the parties. It is understood and agreed, however, that permitting the CMAR to proceed to complete any services, in whole or in part after the date to which the time of completion may been extended, will in no way act as a waiver on the part of the City of any of its legal rights.

4.2.5 No compensation to the CMAR will be allowed contrary to Title 34 of the Arizona

Revised Statues.

4.2.6 If any service(s) executed by the CMAR is abandoned or suspended in whole or in part, for a period of more than 180 days through no fault of the CMAR, the CMAR is to be paid for the services performed prior to the abandonment or suspension.

4.3 ADDITIONAL DESIGN PHASE SERVICES

4.3.1 The following a dditional s ervices will be required for the successful completion of the project. Mark-ups are not authorized and only the reimbursable specifically identified below will be reimbursed as authorized herein:

4.3.1.1. If not available within the CMAR’s staff, CMAR will secure services of a qualified individual or firm to provide design plan and specifications review as required. The

CMAR will forward invoices from the individual or firm to the City for payment of costs. The cost of such services will not exceed

$0 without prior written approval of the project manager.

4.3.1.2 If approved by the City, CMAR will secure the services of a qualified cost estimating person or firm to provide cost estimating services required under this agreement. The

CMAR will forward copies of the invoices from the cost estimator to the City with the

CMAR’s payment request. The cost for such services will not exceed $0 without prior written approval of the project manager.

4.3.1.3 If approved by the City, the CMAR will provide services related to evaluations of and recommendations for long-lead time procurements in order to meet the project schedule requirements. The cost for such services will not exceed

$0 without prior written approval of the project manager.

4.3.1.4 When previously authorized by the project manager in writing, the CMAR will be entitled to reimbursement at cost of design phase services related expenses incurred for the following items:

(a) Reasonable charges for air transportation, ground travel, authorized expenses while traveling shall be reimbursable in accordance with the GSA Travel

Management Policies. The CMAR shall provide detailed receipts for all reimbursable charges. Travel expenses shall not exceed $0 without prior written approval of the project manager.

(b) Long-distance telephone and long-distance facsimile costs incurred on behalf of the project will be reimbursed. These costs will not exceed $0 without prior written approval of the project manager.

(c) Non-overhead printing expenses incurred including the printing of construction documents for bidding, courier services or other project-related services that may be requested by the City. The cost of such service will not exceed $5,000.00 without prior written approval of the project manager.

ARTICLE 5 – CITY’S RESPONSIBILITIES

5.1 CITY RESPONSIBILITIES

5.1.1. The City, at no cost to the CMAR, will furnish the following information:

5.1.1.1. One copy of data the City determines pertinent to the work. However, the

CMAR will be responsible for searching the records and requesting information it deems reasonably necessary for the project.

5.1.1.2 All available data and information pertaining to relevant policies, standards, criteria, and studies.

5.1.1.3 The name of the City employee or City’s representative who will serve as project manager during the term of this agreement. The project manager has the authority to administer this contract and will monitor the CMAR’s compliance with all terms and conditions stated herein. The project manager will have the authority to approve the project budget and project schedule. All requests for information from or decisions by the City on any aspect of the work or deliverables shall be directed to the project manager.

5.1.1.4 Contract separately with one or more design professionals to provide architectural and/or engineering design services for the project. The scope of services for the design professional will be provided to the CMAR for its information. The CMAR will have no right, to limit or restrict any changes of such services that are otherwise mutually acceptable to the City and design professional.

5.1.1.5 Supply all available copies of programs, reports, drawings, and specifications reasonably required by the CMAR.

5.1.1.6 Give written notice to the CMAR when the City becomes aware of any default or defect in the project or non-conformance with the drawings and specifications.

5.1.1.7 Notify the CMAR of changes affecting the budget allocations.

ARTICLE 6 – CONTRACT CONDITIONS

6.1 PROJECTS DOCUMENTS AND COPYRIGHTS

6.1.1 City ownership of project documents: All work products (electronically or manually generated) including but not limited to: cost estimates, studies, design analyses, original mylar drawings, Computer Aided Drafting and Design (CADD) file diskettes, and other related documents which are prepared in the performance of this contract (collectively referred to as project documents) are to be and remain the property of the City and are to be delivered to the project manager before the final payment is made to the CMAR. Nonetheless, in the event these project documents are altered, modified or adapted without the consent of the CMAR, which consent the CMAR will not unreasonably withhold, the City agrees to hold the CMAR harmless to the extent permitted by law, from the legal liability arising out of or resulting from the

City’s alteration, modification or adaptation of the project documents.

6.1.2…