HUD-51915.pdf

Model F Owne

Previous editions are obsolete U.S. Department of Housing and Urban Development

Office of Public and Indian Housing

OM

orm of Agreement Betw r and Design Profession B Approval No. 2577-0157 (exp. 11/30/2023) een al form HUD-51915 (1/2014) form HUD-51915 (9/98) ref. Capital Fund Guidebook Previous editions are obsolete Page 1 of 11

Model Form of Agreement Between Owner and Design Professional

U. S. Department of Housing and Urban Development Office of Public and Indian Housing

OMB Approval No. 2577-0157 (exp. 3/31/2020)

Public reporting burden for this collection of information is estimated to average 3 hours per response, including the time for reviewing instructions, searching existing data sources, gathering and maintaining the data needed, and completing and reviewing the collection of information. HUD may not conduct or sponsor,and an applicant is not required to respond to a collection of information unless it displays a currently valid OMB control number. These contracts between a HUD grantee (housing agency (HA)) and an architect/engineer (A/E) for design and construction services do not require either party to submit any materials to HUD. The forms provide a contractual agreement for the services to be provided by the A/E and establishes responsibilities of both parties pursuant to the contract. The regulatory authority is 2 CFR 200. These contractual agreements are required by Federal law or regulation pursuant to 2 CFR Part 200. Signing of the contracts is required to obtain or retain benefits. The contracts do not lend themselves to confidentiality.

Table of Contents Page Introduction 3

Article A: Services 4 A. 1.0 Design Professional's Basic Services 4 A. 1.1 Areas of Professional’s Basic Services 4 A. 1.2 Phases and Descriptions of Basic Services 4

A. 1.2.1 Schematic Design/Preliminary Study Phase 4 A. 1.2.2 Design Development Phase 4 A. 1.2.3 Bidding, Construction and Contract Document Phase 4 A. 1.2.4 Bidding and Award Phase 4 A. 1.2.5 Construction Phase 5 A. 1.2.6 Post Completion/Warranty Phase 5

A. 1.3 Time of Performance 5 A. 2.0 Design Professional's Additional Services 5 A. 2.1 Description of Additional Services 5 A. 2.2 Written Addendum or Contract Amendment 5

Article B: Compensation and Payment 6 B. 1.0 Basic Services 6 B. 1.1 Fixed Fee for Basic Services 6 B. 1.2 Payment Schedule 6 B. 2.0 Reimbursables 6 B. 2.1 Reimbursable Expenses 6

B. 2.1.1 Travel Costs 6 B. 2.1.2 Long-Distance Telephone Costs 6 B. 2.1.3 Delivery Costs 6 B. 2.1.4 Reproduction Costs 6 B. 2.1.5 Additional Reimbursables 6

B. 3.0 Additional Services 6 B. 3.1 Payment for Additional Services 6 B. 4.0 Invoicing and Payments 6 B. 4.1 Invoices 6 B. 4.2 Time of Payment 6

Article C: Responsibilities 6 C. 1.0 Design Professional's Responsibilities 6 C. 1.1 Basic Services 6 C. 1.2 Additional Services 6 C. 1.3 General Responsibilities 6 C. 1.4 Designing within Funding Limitations 7 C. 1.5 Compliance with Laws, Codes, Ordinances and Regulations 7 C. 1.6 Seal 7 C. 1.7 Attendance at Conferences 7 C. 2.0 Owner's Responsibilities 7 C. 2.1 Information 7 C. 2.2 Notice of Defects 7 C. 2.3 Contract Officer 7 form HUD-51915 (9/98) ref. Handbooks 7417.1, 7450.1 & 7460.8Previous editions are obsolete

C. 2.4 Duties to Furnish 7 C. 2.4.1Survey and Property Restrictions 7 C. 2.4.2Existing Conditions 7 C. 2.4.3Waivers 7 C. 2.4.4Minimum Wage Rates 7 C. 2.4.5Tests 7 C. 2.4.6Contract Terms 7

Article D: Contract Administration 8 D. 1.0 Prohibition of Assignment 8 D. 1.1 Ownership of Documents 8 D. 1.2 Substitutions 8 D. 1.3 Suspension 8 D. 1.4 Subcontracts 8 D. 1.5 Disputes 8 D. 1.6 Terminations 8 D. 1.7 Insurance 8 D. 1.8 Retention of Rights 8

Article E: Additional Requirements 8 E. 1.0 Contract Provisions Required by Federal Law or

Owner Contract with the U.S. Department of Housing and Urban Development 8 E. 1.1 Contract Adjustments 8 E. 1.2 Additional Services 9 E. 1.3 Restrictive Drawings and Specifications 9 E. 1.4 Design Certification 9 E. 1.5 Retention and Inspection of Records 9 E. 1.6 Copyrights and Rights in Data 9 E. 1.7 Conflicts of Interest 9 E. 1.8 Disputes 9 E. 1.9 Termination 9 E. 1.10 Interest of Members of Congress 9 E. 1.11 Limitation of Payments to Influence Certain Federal Transactions 10 E. 1.12 Employment, Training and Contracting Opportunities for Low income Persons, Section 3, HUD Act of 1968 10 E. 1.13 Reserved 10 E. 1.14 Clean Air and Water (Applicable to Contracts in excess of $100,000) 11 E. 1.15 Energy Efficiency 11 E. 1.16 Prevailing Wages 11 E. 1.17 Non-applicability of Fair Housing Requirements in Indian Housing Authority Contracts 11 E. 1.18 Prohibition Against Liens 11

Article F: Other Requirements (If any) 11

Execution of Agreement 11

Addendum (If any) 1

I

Agreement made as of the

Between the Owner (Name & A and the Design Professional

For the following Project (Inc

The Owner and Design Profe

Previous editions are obsolete ntroduction to Agreement d ddress)

(Name, lude det ssion ay of

Address and Discipline) ailed description of Project, Location, Add al agree as set forth below.

in the year (yyyy) of ress, Scope and Program Designation) form HUD-51915 (1/2014)

Article A: Services

A 1.0 Design Professional's Basic Services o o o Project, the Design Professional shall provide the Owner owith professional services in the following areas:

o Architecture o Site Planning o Structural Engineering o Mechanical Engineering o Electrical Engineering o Civil Engineering o Landscape Architecture o Cost Estimating o Construction Contract Administration Doc s OwA 1.2 Phases and Descriptions of Basic Services.

inv o o information provided by the Owner concerning existing condi- o tions. Documents in this phase shall include: o o Site plan(s) o o Schedule of building types, unit distribution and bedroom o o

Wall sections and elevationso o Outline specifications o Des o and regulations Three dimensional line drawingso o o o o o o o approval. These documents shall include the following: o

Previous editions are obsolete Page 4 of 11 o o o o o o ume ner’ estig o ign awa

Drawings sufficient to fix and illustrate project scope and character in all essential design elements

Outline specifications A. 1.1 Areas of Professional’s Basic Services. Unless revised in a written addendum or amendment to this Agreement, in plan-ning, designing and administering construction or rehabilitation of the C

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R a ost estimates and analysis

Recommendations for phasing of construction Site plan(s) and loor ngin nts, atto ation Soli For Spec Gen Tec Plan pda rofe rd o eco war scape plan plans Elevations, building and wall sections Updated three dimensional line drawings eering drawings A. 1.2.3 Bidding, Construction and Contract Document Phase. After receipt of the Owner’s written approval of Design Develop-ment the Design Professional shall prepare Con-truction Documents. After consultation with the Owner and rney, if requested by the owner, the Design Profes-

s. These documents shall include:

citation for Bids m of Contract A. 1.2.1 Schematic Design/Preliminary Study Phase. After re-ceipt of a Notice to Proceed from the Owner, the Design Profes-sional shall prepare and deliver Schematic Design/Preliminary Study Documents. These documents shall consist of a presenta-tion of the complete concept of the Project, including all major elements of the building(s), and site design(s), planned to pro-mote economy both in construction and in administration and to comply with current program and cost limitations. The Design Professional shall revise these documents consistent with the requirements and criteria established by the Owner to secure the Owner’s written approval. Additionally, the Design Professional shall make an independent assessment of the accuracy of the sional shall also prepare and assemble all bidding and contract documents. The Design Professional shall revise these Bidding, Construction and Contract documents consistent with the re-quirements and criteria established by the Owner to secure the Owner’s written approval. They shall, include in a detailed, manner all work to be performed; all material; workmanship;

finishes and equipment required for the architectural, structural, mechanical, electrical, and site work; survey maps furnished by Owner; and direct reproduction of any logs and subsurface soil ial Conditions eral Conditions hnical Specifications s and drawings ted cost estimates count Scale plan of all buildings, and typical dwelling units A. 1.2.4 Bidding and Award Phase. After written approval of Bidding, Construction and Contract Documents from the Owner, the ssional shall assist in administering the bidding f the Construction Contract. This shall include:

Preliminary construction cost estimates Project specific analysis of codes, ordinances and Responding to inquires Drafting and issuing addendum approved by Owner Attending prebid conference(s) Attending public bid openings Reviewing and tabulating bids Recommending list of eligible bids mmending award A. 1.2.2 Design Development Phase. After receipt of written approval of Schematic Design/Preliminary Study Documents, the Design Professional shall prepare and submit to the Owner De-sign Development Documents. The Design Professional shall revise these documents consistent with the requirements and criteria established by the Owner to secure the Owner’s written Altering drawings and specifications as often as required to d within the Estimated Construction Contract Cost f

(1/2014) orm HUD-51915

A. 1.2.5 Construction Phase. After execution of the Construction Contract, the Design Professional shall in a prompt and timely manner administer the Construction Contract and all work re-quired by the Bidding, Construction and Contract Documents. The Design Professional shall endeavor to protect the Owner against defects and deficiencies in the execution and performance of the work. The Design Professional shall:

A. 1.2.6 Post Completion/Warranty Phase. After execution of the Certificate of Completion by the Owner, the Design Professional shall:

o Consult with and make recommendations to Owner during warranties regarding construction, and equipment war-ranties.

o Perform an inspection of construction work, material, systems and equipment no earlier than nine months and no later than ten months after completion of the construction contract and make a written report to the Owner. At the Owner’s request, and by Amendment to the Additional Services section of this contract, conduct additional war-o Administer the Construction Contract.

o Conduct pre-construction conference and attend dispute resolution conferences and other meetings when requested by the Owner.

o Review and approve contractor’s shop drawings and other submittals for conformance to the requirements of the ranty inspections as Additional Services.

contract documents. o Advise and assist Owner in construction matters for a period up to eighteen months after completion of the project, but such assistance is not to exceed forty hours of service and one nonwarranty trip away from the place of business of the Design Professional.

o At the Owner’s written request, and as Additional Service, procure testing from qualified parties.

o Monitor the quality and progress of the work and furnish a written field report weekly, semi monthly, monthly, or This service shall be limited to a period amounting to 110% of the construction period as originally established under the construction contract unless construction has been delayed due to the Design professional’s failure to properly perform its duties and responsibilities. The Owner may direct addi-

A. 1.3 Time of Performance. The Design Professional’s sched-ule for preparing, delivering and obtaining Owner’s approval for Basic Services shall be as follows:

o Schematic Design/Preliminary Study Documents within calendar days for the date of the receipt of a tional monitoring but only as Additional Services. Notice to Proceed.

o Require any sub-consultant to provide the services listed in this section where and as applicable and to visit the Project during the time that construction is occurring on the portion of the work related to its discipline and report in writing to the Design Professional.

o Design Development Documents within calendar o days from the date of receipt of written approval by the Owner of Schematic Design/Preliminary Study documents.

Bidding, Construction and Contract Documents within calendar days from the date of receipt of written o Review, approve and submit to Owner the Contractor Requests for Payment.

approval by the Owner of Design Development Docu-ments.

o Conduct all job meetings and record action in a set of minutes which are to be provided to the Owner.

A. 2.0 Design Professional's Additional Services

A. 2.1 Description of Additional Services. Additional Services are all those services provided by the Design Professional on the Project for the Owner that are not defined as Basic Services in Article A, Section 1.2 or otherwise required to be performed by the Design Professional under this Agreement. They include major revisions in the scope of work of previously approved drawings, specifications and other documents due to causes beyond the control of the Design Professional and not due to any errors, omissions, or failures on the part of the Design Professional to carry out obligations otherwise set out in this Agreement.

A. 2.2 Written Addendum or Contract Amendment. All addi-tional services not already expressly required by this agreement shall be agreed to through either a written addendum or amend-ment to this Agreement.

o Make modifications to Construction Contract Documents to correct errors, clarify intent or to accommodate change orders.

o Make recommendations to Owner for solutions to special problems or changes necessitated by conditions encoun-tered in the course of construction.

o Promptly notify Owner in writing of any defects or defi-ciencies in the work or of any matter of dispute with the Contractor.

o Negotiate, prepare cost or price analysis for and counter-sign change orders.

o Prepare written punch list, certificates of completion and other necessary construction close out documents.

Prepare a set of reproducible record prints of Drawings showing significant changes in the work made during construction, including the locations of underground utili-ties and appurtenances referenced to permanent surface improvements, based on marked-up prints, drawings and other data furnished by the contractor to the Design Pro-fessional.

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Article B: Compensation and Payment B.

1.0 Basic Services

B. 1.1 Fixed Fee for Basic Services. The Owner will pay the Design Professional for Basic Services performed as defined by A.1.2, a Fixed Fee (stipulated sum) of $ plus Reimbursable Expenses identified in Article B.2.0. Such

Previous editions are obsolete Page 5 of 11 form HUD-51915 (1/2014) p m p p

B c

B D a a A o p f o ayment shall be compensation for all Basic Services required, erformed, or accepted under this Contract. p p weach phase of work shall be made in proportion to services erformed as follows:

Phase Amount

Schematic Design/Preliminary Study Phase $

Design Development Phase $

Bidding, Construction & Contract Document Phase $

Bidding & Award Phase $

Construction Phase $

Total Basic Services $

Professional for the Reimbursable Expenses listed below up to a Maximum Amount of $ Reimbursable connection with the Project as enumerated below.

CProject site, Design Professional’s office (s), and Owner’s aoffice. A Calls and long distance telefax costs. r

B. 2.1.3 Delivery Costs. Courier services and overnight delivery c costs. s

T P u bSubcontractor’s own use.

A a

Maximum Amount for these Reimbursables shall be established.

tB .3.0 Additional Services t s m w P M a t hn an hourly basis or other unit pricing method, for a

Previous editions are obsolete Page 6 of 11 aximum amount; each such amendment or addendum shall also rovide for a method of payment, including, at a minimum, whether ayment will be made in partial payments or in lump sum and B. 1.2 Payment Schedule. Progress payments for Basic Services for hether it will be based upon percentage of completion or s B p o

C C t a m d ervices billed for.

. 4.0 Invoicing and Payments B. 4.1 Invoices. All payments shall require a written invoice from the Design Professional. Invoices shall be made no more frequently than on a monthly basis. Payments for Basic Services shall be in proportion to services completed within each phase of work. When requesting such payment, the invoice shall identify the phase and the portion completed. All invoices shall state the Agreement, name and address to which payment shall be made, the services completed and the dates of completion, and whether the invoice requests payment for Basic Services, Reimbursable or Additional Services. Invoices seeking payment for Reimbursable or Additional Services must Post Completion/ Warranty Phase rovide detailed documentation.

B. 2.0 Reimbursables B. 2.1 Reimbursable Expenses. The Owner will pay the Design B. 4.2 Time of Payment. Upon the Design Professional’s proper submission of invoices for work performed or reimbursable expenses, the Owner shall review and, if the work is in conform-ance with the terms of the Agreement, make payment within thirty days f the Owner’s receipt of the invoice.

Expenses are in addition to the Fixed Fee for Basic Services and are for certain actual expenses incurred by the Design Professional in Article C: Responsibilities . 1.0 Design Professional's Responsibilities

. 1.1 Basic Services. The Design Professionals shall provide he Basic Service set out in Article A.1.0.

B. 2.1.1 Travel Costs. The reasonable expense of travel costs incurred by the Design Professional when requested by Owner to travel to a location that lies outside of a 45 mile radius of either the . 1.2 Additional Services. When required under this Agreement or greed to as set out in A.2.0, the Design Professional shall provide dditional Services on the Project.

. 2.1.2 Long Distance Telephone Costs. Long distance tele-phone . 1.3 General Responsibilities. The Design Professional shall be esponsible for the professional quality, technical accuracy, and oordination of all designs, drawings, specifications, and other ervices, furnished by the Design Professional under this Agreement.

he Owner’s review, approval, acceptance of, or payment for Design rofessional services shall not be construed as a waiver of any rights nder this Agreement or of any cause of action for damages caused y Design Professional’s negligent performance under this greement. Furthermore, this Agree-ment does not restrict or limit B. 2.1.4 Reproduction Costs. Reproduction and postage costs of required drawings, specifications, Bidding and Contract docu-ments, excluding the cost of reproductions for the Design Profes-sional or ny rights or remedies otherwise fforded the Owner or Design Professional by law.

B. 2.1.5 Additional Reimbursables. The Design Professional and Owner may agree in an addendum or amendment to this Agree-ment to include certain other expenses not enumerated above as Reimbursable Expenses. These Reimbursables shall not be lim-ited by the Maximum Amount agreed to above. A separate C. 1.4 Designing Within Funding Limitations. The Design Profes-sional shall perform services required under this Contract in such a anner so as to cause an award of a Construction Contract(s) that oes not exceed (1) $ as the right to require the Design Professsional to f (1/2014) or (2) an amount it nt e n ner o be provided by the Owner in writing to the Design Professional prior o the commencement of Design Professional services. This fixed lim hall be called the Maximum Construction Contract Cost. The amou ay be increased by the Owner, but only with written notice to the D sign Professional. If the increase results in a change to the scope of ork, an amendment to this Agreement will be required. The Design rofessional and the Owner may mutually agree to decrease th aximum Construction Contract Cost, but only by signing a written mendment to this Agreement. Should bids for the Construction Co ract(s) exceed the Maximum Construction Contract Cost, the Ow . 3.1 Payment for Additional Services. The Owner will pay the esign Professional only for Additional Services agreed to in an ddendum or amendment to this Agreement executed by the Owner nd the Design Professional pursuant to A.2. Payment for all such dditional Services shall be in an amount and upon the terms set ut in such amendment or addendum and agreed upon by the arties. Each such amendment or addendum shall provide for a ixed price or, where payment for such Additional Services is to be perform redesigns, r c w C T a l w c c p e p t o w t r c f t w r a d c t R A U a t t D C s A C d n c e C C r t a O e D k C b p O n ebids and other services necessary tocause an award of the Constru tion Contract within the Maximum Construction Contract Cost ithout additional compensation or reimbursement.

. 1.5 Compliance with Laws, Codes, Ordinances and Regulations.

andards/ufas) and compliance with the ADA requires adherence to ignatures to drawings and specifications produced under this ontract. Attendance at community wide meetings shall be consid-red an additional service.

esign Professional, however, shall be responsible to ascertain and now federal requirements and limitations placed on the Project.

onconfor-mance to the Design Professional.

C P U

C t C

Previous editions are obsolete Page 7 of 11 C.2.3 Contract Officer. The Owner shall designate a Contract Officer authorized to act on its behalf with respect to the design and construction of the Project. The Contract Officer shall examine documents submitted by the Design Professional and shall promptly render decisions pertaining to those documents so as to avoid unreasonably delaying the progress of the Design Professional’s work.

C. 2.4 Duties to Furnish. The Owner shall provide the Design Professional the items listed below.

Professional to furnish any of these items as an Additional Service.

C. 2.4.2 Existing Conditions. The Owner shall provide the De-sign Professional any available “built adrawings of buildings o information that it may have in its possession and that it might reasonably assume affects the work.

C i o Project.

.S. Secretary of Labor for inclusion in the solicitation and Contract Documents.

he Design Professional shall perform services that conform to all pplicable Federal, State and local laws, codes, ordinances and regu ations except as modified by any waivers which may be obtained ith the approval of the Owner. The Design Professional shall ertify that Contract Documents will conform to all applicable laws, odes, ordinances and regulations. The Design Professional shall repare all construction documents required for approval by all gov rnmental agencies having jurisdiction over the project. The Design rofessional shall make all changes in the Bidding and Cons ruction Documents necessary to obtain governmental approval with ut additional compensation or reimbursement, except in the follo ing situations. If subsequent to the date the Owner issues a notice o proceed, revisions are made to applicable codes or non-federal egulations, the Design Professional shall be entitled to additional ompensation and reimbursements for any additional cost resulting rom such changes. The Design Professional, however, is obligated o notify the Owner of all significant code or regulatory changes ithin sixty (60) days of their change, and such notification shall be equired in order for the Design Professional to be entitled to any dditional compensation or reimbursement. Both the owner and esign professional are responsible for ensuring that the design and onstruction comply with any applicable accessibility laws, including he Fair Housing Act (see 24 C.F.R. § 100.205), Sect. 504 of the ehabilitation Act (Sect. 504), and the Americans with Disabilities ct (ADA). Compliance with Sect. 504 requires adherence to the niform Federal Accessibility Standards (See https://www.accessbo rd.gov/guidelinesandstandards/buildingsandsites/abouttheabas P a f r

C. 2.4.1 Survey and Property Restrictions. The Owner shall furnish topographic, property line and utility information as and where required. The Owner may at its election require the Design roject.

onstruction Contract Documents.

ssignment is for financing the Des ormance.

isk of the Owner without liability

(1/201 r properties, architect surveys, test reports, and any other written . 2.4.3 Waivers. The Owner shall provide the Design Professional nformation it may have obtained on any waivers of local codes, rdinances, or regulations or standards affecting the design of the . 2.4.4 Minimum Wage Rates. The Owner shall furnish the Design rofessional the schedule of minimum wage rates approved by the C. 2.4.5 Tests. When expressly agreed to in writing by both the Owner and the Design Professional, the Owner shall furnish the Design Professional all necessary structural, mechanical, chemical or other laboratory tests, inspections and reports required for the he 2010 ADA standards (See https://www.ada.gov/regs2010/2010A AStandards/2010ADAStandards_prt.pdf).

. 1.6 Seal. Licensed Design Professionals shall affix their seals and . 2.4.6 Contract Terms. The Owner or its legal counsel may provide he Design Professional text to be incorporated into Bidding and greement when required by law .

. 1.7 Attendance at Conferences. The Design Professional or esignated representative shall attend project conferences and meet-i gs involving matters related to basic services covered under this Article D: Contract Administration D. 1.0 Prohibition of Assignment. The Design Professional shall not assign, subcontract, or transfer any services, obligations, or interest in this Agreement without the prior written consent of the Owner.

Such consent shall not unreasonably be withheld when such ign Professional’s per- . 2.0 Owner's Responsibilities . 2.1 Information. The Owner shall provide information regarding equirements for the project, including a program that shall set forth he Owner’s objectives and schedule. The Owner shall also establish nd update the Maximum Construction Cost. This shall include the wner’s giving notice of work to be performed by the Owner or oth rs and not included in the Construction Contract for the Project. Th D. 1.1 Ownership of Documents. All drawings, specifications, studies and other materials prepared under this contract shall be the property of the Owner and at the termination or completion of the Design Professional’s services shall be promptly delivered to the Owner. The Design Professional shall have no claim for further employment or additional compensation as a result of exercise by the Owner of its full rights of ownership. It is understood, however, that the Design Professional does not rep-resent such data to be suitable for re-use on any other project or for any other purpose. If the Owner re-uses the subject data without the Design Professional’s written verification, such re-use will be at the sole . 2.2 Notice of Defects. If the Owner observes or otherwise ecomes aware of any fault or defect in the construction of the roject or nonconformance with the Construction Contract, the wner shall give prompt written notice of those faults, defects or to the Design Professional.

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D. 1.2 Substitutions.

A. The Design Professional shall identify in writing princi-ithheld.

B con sub sio sub det div the Owner.

D o c u p a l c entitled to an equitable adjustment in com-ensation.

E subcontracts. c d

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E.

w O endered before the effective date of termination.

Previous editions are obsolete Page 8 of 11 D. 1.7 Insurance. The Design professional shall carry Commercial or Comprehensive General Liability Insurance, Professional Liability Insurance (for a period extending two years past the date of completion of construction), and other insurance as are re-quired by law, all in minimum amounts as set forth below. The Design Professional shall furnish the Owner certificates of insurance and they shall state that a thirty day notice of prior cancellation or change will be provided to the Owner. Additionally, the Owner shall be an additional insured on all Commercial or Comprehensive General liability policies.

als and professional level employees and shall not substitute or eplace principals or professional level employees without the rior approval of the Owner which shall not unreasonably be Insurance Limits or Amount . The Design Professional’s personnel identified below are sidered to be essential to the work effort. Prior to diverting or stituting any of the specified individuals, the Design Profes-nal shall notify the Owner reasonably in advance and shall mit justification, including proposed substitutions, in sufficient ail to permit evaluation of the impact on the contract. No ersion or substitution of such key personnel shall be made by Design professional without the prior written consent of the ontract.

Article E: Additional Requiremen opment (HUD).

and conform to the Contract pricing ermit the Owner to perform the req of materials, products, or services th

Owner.

(1/2014 . 1.8 Retention of Rights. Neither the Owner’s review, approval r acceptance of, nor payment for, the services required under this ontract shall be construed to operate as a waiver of any rights nder this contract or of any cause of action arising out of the erformance of this contract, and the Design Professional shall be nd remain liable to the Owner in accordance with the applicable aw for all damages to the Owner caused by the Design professional s negligent performance of any of the services furnished under this ts D. 1.3 Suspension. The Owner may give written notice to the Design Professional to suspend work on the project or any part thereof. The Owner shall not be obligated to consider a claim for additional compensation if the Design Professional is given written notice to resume work within 120 calendar days. If notice to resume work is not given within 120 calendar days, the Design Professional shall be E. 1.0 Contract Provisions Required by Federal Law or Owner Contract with the U.S. Department of Housing and Urban Devel- D. 1.4 Subcontracts. The Design Professional will cause all applicable provisions of this Agreement to be inserted in all its . 1.1 Contract Adjustments. Notwithstanding any other term or ondition of this Agreement, any settlement or equitable adjust-ment ue to termination, suspension or delays by the Owner shall be egotiated based on the cost principles stated at 48 CFR Subpart 31.2 provisions of 2 CFR 200.

. 1.5 Disputes. In the event of a dispute arising under this greement, the Design Professional shall notify the Owner romptly in writing and submit its claim in a timely manner. The Owner shall respond to the claim in writing in a timely manner.

he Design Professional shall proceed with its work hereunder in ompliance with the instructions of the Owner, but such compli-ance shall not be a waiver of the Design Professional’s rights to ake such a claim. Any dispute not resolved by this procedure may e determined by a court of competent jurisdiction or by consent of he Owner and Design Professional by other dispute resolution . 1.2 Additional Services. The Owner shall perform a cost or price analysis as required by 2 CFR 200 prior to the issuance of a contract modification/amendment for Additional Services.

uch Additional Services shall be within the general scope of ervices covered by this Agreement. The Design Profes-sional hall provide supporting cost information in sufficient detail to uired cost or price analysis.

at unduly restrict competition.

. 1.6 Termination. The Owner may terminate this Agreement for he Owner’s convenience or for failure of the Design Professional o fulfill contract obligations. The Owner shall terminate by elivering to the Design Professional a Notice of Termination pecifying the reason therefore and the effective date of termination.

pon receipt of such notice, the Design Professional shall mmediately discontinue all services affected and deliver to the wner all information, reports, papers, and other materials accu-ulated or generated in performing this contract whether completed r in process. If the termination is for convenience of the Owner, the wner shall be liable only for payment for accepted services

1.3 Restrictive Drawings and Specifications. In accordance

ith 2 CFR 200 and contract agreements between the wner and HUD, the Design Professional shall not require the use E. 1.4 Design Certification. Where the Owner is required by federal regulations to provide HUD a Design Professional certi-fication regarding the design of the Projects (24 CFR 905), the Design Professional shall provide such a certification to the f

E t S d a m such contract, subcontract, or arrangement.

r N D a E p t c s t g c t a w m G i i r s s a i a N s c b e l g i a h i o p

. 1.5 Retention and Inspection of Records. Pursuant to 2 CFR 00, access shall be given by the Design Professional o the Owner, HUD, the Comptroller General of the United tates, or any of their duly authorized representatives, to any books, ocuments, papers, and records of the Design Professional which re directly pertinent to that specific Contract for the purpose of aking an audit, examination, excerpts, and transcrip-tions. All equired records shall be retained for three years after the Owner or esign Professional and other subgrantees make final payments and g ll other pending matters are closed. m w l t h

E p ontract. f A p E a interest, real or apparent, would be involved. b Such a conflict would arise when: m s(i) The employee, officer or agent,

(ii) A

(iii) His or her partner, or he w il o ra nte ntr eg an tan ge n pp e ha on e m oc

Aov rn a Any ois ond pf dublic official of such locality or localities winvoluntarily acquires or had acquired prior to the beginning of

Previous editions are obsolete Page 9 of 11 his/her tenure any such interest, and if such interest is immedi-ately disclosed to the Owner and such disclosure is entered upon the minutes of the Owner, the Owner, with the prior approval of the Government, may waive the prohibition contained in this subsection:

Provided, That any such present member, officer, or employee of the Owner shall not participate in any action by the Owner relating to ave any interest, direct or indirect, in this contract or the proceeds thereof.

. 1.6 Copyrights and Rights in Data. HUD has no regulations ertaining to copyrights or rights in data as provided in 2 CFR

00. HUD requirements, Article 45 of the General Conditions o the Contract for Construction (form HUD-5370) requires that ontractors pay all royalties and license fees. All drawings and pecifications prepared by the Design Professional pursuant to his contract will identify any applicable patents to enable the eneral contractor to fulfil the requirements of the construction o member, officer, or employee of the Owner, no member of the overning body of the locality in which the project is situated, no ember of the governing body of the locality in which the Owner as activated, and no other public official of such locality or ocalities who exercises any functions or responsibilities with respect o the project, during his/her tenure or for one year thereafter, shall C t a

D

. 1.8 Disputes. In part because of HUD regulations (2 CFR 00, this Design Professional Agreement, unless it is a small urchase contract, has administrative, contractual, or legal remedies or instances where the Design Professional violates or breaches greement terms, and provide for such sanctions and enalties as may be appropriate.

E. 1.7 Conflicts of Interest. Based in part on federal regulations (2 CFR 200 and Contract agreement between the Owner and HUD, no employee, officer, or agent of the Owner (HUD grantee) shall participate in selection, or in the award or admin-istration of a contract supported by Federal funds if a conflict of . 1.9 Termination. In part because of HUD regulations (2 CFR 00), this Design Professional Agreement, unless it is for an mount of $10,000 or less, has requirements regarding termi-nation y the Owner when for cause or convenience. These include the anner by which the termination will be effected and basis for ettlement.

ny member of his or her immediate family, E. 1.10 Interest of Members of Congress. Because of Contract agreement between the Owner and HUD, no member of or delegate to the Congress of the United States of America or Resident ommissioner shall be admitted to any share or part of his Contract or to any benefit to arise from it.

greement.

evelopment Act of 1968.

iv) An organization that employs, or is about to employ, any of above, has a financial or other interest in the firm selected for ard. The grantee’s or subgrantee’s officers, employees or agents l neither solicit nor accept gratuities, favors or anything of netary value from Contractors, or parties to sub-agree-ments.

ntees and subgrantees may set minimum rules where the financial rest is not substantial or the gift is an unsolicited item of nominal insic value. To the extent permitted by State or local law or ulations, such standards or conduct will provide for penalties, ctions, or other disciplinary actions for viola-tions of such dards by the grantee’s and subgrantee’s officers, employees, or nts or by Contractors or their agents. The awarding agency may regulation provide additional prohibi-tions relative to real, arent, or potential conflicts of interest.

ither the Owner nor any of its contractors or their subcontrac-tors ll enter into any Contract, subcontract, or agreement, in nection with any Project or any property included or planned to included in any Project, in which any member, officer, or ployee of the Owner, or any member of the governing body of the ality in which the Project is situated, or any member of the erning body of the locality in which the Owner was activated, or ny other public official of such locality or localities who exercises responsibilities or functions with respect to the Project during

/her tenure or for one year thereafter has any interest, direct or irect. If any such present or former member, officer, or employee the Owner, or any such governing body member or such other E. 1.11 Limitation of Payments to Influence Certain Federal Transaction. The Limitation on Use of Appropriated Funds to Influence Certain Federal Contracting and Financial Transac-tions Act, Section 1352 of Title 31 U.S.C., provides in part that no appropriated funds may be expended by recipient of a federal contract, grant, loan, or cooperative agreement to pay any person, including the Design Professional, for influencing or attempting to influence an officer or employee of Congress in connection with any of the following covered Federal actions: the awarding of any federal contract, the making of any Federal grant, the making of any federal loan, the entering into of any cooperative agreement, and the extension, continuation, renewal, amend-ment, or modification of any federal contract, grant, loan, or cooperative E. 1.12 Employment, Training, and Contracting Opportunities for Low-Income Persons, Section 3 of the Housing and Urban . The work to be performed under this contract is subject to the equirements of section 3 of the Housing and Urban Development ct of 1968, as amended, 12 U.S.C. 1701u (section 3). The purpose f section 3 is to ensure that employment and other economic pportunities generated by HUD assistance or HUD-assisted rojects covered by section 3, shall, to the greatest extent feasible, be irected to low- and very low-income persons, particu-larly persons ho are recipients of HUD assistance for housing.

f

B e c p r p w p p t q t

D s a u i s s C E p c w p n p F m d G H E E D o A p i

. The parties to this contract agree to comply with HUD’s egulations in 24 CFR part 135, which implement section 3. As videnced by their execution of this contract, the parties to this ontract certify that they are under no contractual or other im-ediment that would prevent them from complying with the part 135 egulations.

contractor’s commitments under this section 3 clause, and will aking applications for each of the positions; and the anticipated date the work shall begin.

P n R U

E h s

FR part 135.

art 135.

. N ay eba . R . Reserved.

. 1.13 Reserved.

n excess of $150,000.

Previous editions are obsolete Page 10 of 11 E. 1.15 Energy Efficiency. Pursuant to Federal regulations (2 CFR

200) and Federal law, except when working on an Indian housing authority Project on an Indian reservation, the Design Professional shall comply with the mandatory standards and policies relating to energy efficiency which are contained in the state energy conservation plan issued in compliance with the Energy Policy and Conservation Act (Pub. L. 94-163 codified at 42 U.S.C.A. § 6321 et.

seq.).

C. The contractor agrees to send to each labor organization or representative of workers with which the contractor has a collec-tive bargaining agreement or other understanding, if any, a notice advising the labor organization or workers’ representative of the E. 1.16 Prevailing Wages. In accordance with Section 12 of the U.S.

Housing Act of 1937 (42 U.S.C. 1437j) the Design Professional shall pay not less than the wages prevailing in the locality, as determined by or adopted (subsequent to a determination under applicable State or local law) by the Secretary of HUD, to all architects, technical engineers, draftsmen, and technicians.

E. 1.17 Non-applicability of Fair Housing Requirements in Indian Housing Authority Contracts. Pursuant to 24 § CFR Part 1, title VI of the Civil Rights Act of 1964 (42 U.S.C. 2000d-2000d-4), which prohibits discrimination on the basis of race, color or national origin in federally assisted programs, and the Fair Housing Act (42 U.S.C.

3601-3620), which prohibits discrimination based on race, color, religion, sex, national origin, disability, or familial status in the sale or rental of housing do not apply to Indian Housing Authorities ost copies of the notice in conspicuous places at the work site here both employees and applicants for training and employ-ment ositions can see the notice. The notice shall describe the section 3 reference, shall set forth minimum number and job titles subject o hire, availability of apprenticeship and training positions, the ualifications for each; and the name and location of the person(s) established by exercise of a Tribe’s powers of self-government.

ursuant to 24 CFR § 1000.12, other civil rights statutes do apply to I . The contractor agrees to include this section 3 clause in every ubcontract subject to compliance with regulations in 24 CFR part 35, and agrees to take appropriate action, as provided in an pplicable provision of the subcontract or in this section 3 clause, pon a finding that the subcontractor is in violation of the regulations n 24 CFR part 135. The contractor will not subcontract with any ubcontractor where the contractor has notice or knowledge that the ubcontractor has been found in violation of the regulations in 24 dian Housing Authorities such as, Section 504, the Indian Civil ights Act, and the Age Discrimination Act. (29 USC 794; 25 SC 1301.1303; and 42 USC 61016107 respectively).

. 1.18Prohibition Against Liens. The Design professional is Pro ibited from placing a lien on the Owner’s property. This prohibition hall be placed in all design professional subcontracts.

. The contractor will certify that any vacant employment ositions, including training positions, that are filled (1) after the ontractor is selected but before the contract is executed, and (2) ith persons other than those to whom the regulations of 24 CFR art 135 require employment opportunities to be directed, were ot filled to circumvent the contractor’s obligations under 24 CFR Article F: Other Owner Requirements (if any) (Continue on additional pages as necessary) oncompliance with HUD’s regulations in 24 CFR part 135 result in sanctions, termination of this contract for default, and rment or suspension from future HUD assisted contracts.

eserved.

. 1.14 Clean Air and Water. (Applicable to contracts in excess of 150,000). Because of 2 CFR 200) and Federal law, the esign Professional shall comply with applicable standards, rders, or requirements issued under section 306 of the Clean Air ct (42 U.S.C. § 1857h-4 transferred to 42 USC § 7607, section 08 of the Clean Water Act (33 U.S.C. § 1368), Executive Order 1738, and Environmental Protection Agency regulations (40 CFR art 15), on all contracts, subcontracts, and subgrants of amounts f

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P his Agreement is entered into as of the day and year first written above.

wner

Housing Authority)

Signature)

Print Name)

Print Title) revious editions are obsolete Page 11 of Design Professional

Firm) Signature) Print Name) Print Title) f

(1/2014)1

Addendum (If any)

(Additional Services and other modifications)

T o a

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P his is an Addendum to a Standard Form of Agreement between Owner and Design Professional signed and dated the d f in the year (yyyy) of between the Owner nd Design Professional roject The parties to that Agreement agree to modify the Agreement by the abov elineated Additional Services and modifications.

his Addendum is dated this day of in the year (yyyy) of wner Design Professional

Housing Authority) (Firm)

Signature) (Signature)

Print Name) (Print Name)

Print Title) (Print Title) f revious editions are obsolete (1/2014)Page 1 of 1 ay o e