Standard Fixed-Fee Architect Contract __________________________________ 10/26/22 Project No. ____________

STATE OF CONNECTICUT

THE UNIVERSITY OF CONNECTICUT

STANDARD FIXED-FEE ARCHITECT’S CONTRACT

PROJECT NUMBER: ____________________

This contract for professional services (the “Contract”) in connection with the project entitled [_____________________________________ ] (the “Project”), entered into as of the date it is fully executed by the parties, is by and between the University of Connecticut (the “University”) and [_____________________ ] (the “Architect”).

The University and the Architect, in consideration of the mutual covenants, terms and conditions herein contained, do hereby agree as follows:

1. SCOPE OF PROFESSIONAL SERVICES; CONTRACT DURATION

1.1 SERVICES. The Architect will provide professional services for the Project as described and required by this Contract including, without limitation, those services described on Schedule A attached hereto and incorporated herein, and excluding such services as are expressly excluded in Schedule A.

1.2 CONTRACT DURATION. Unless this Contract is sooner terminated in accordance with its terms, this Contract shall be in effect commencing on the date it is fully executed by the parties and shall remain in effect until the services required and properly authorized hereunder are completed to the University’s satisfaction.

2. ARCHITECT’S MAXIMUM FEE; PAYMENTS; RECORDS

2.1 MAXIMUM TOTAL FEE. The Architect's maximum total fee (“Maximum Total Fee”) for the provision of all Basic Services (as defined in Section 6.1.2 and shown in Schedule D) required hereunder in accordance with the terms and conditions of this Contract is [ _____________________________($___________________)], subject to adjustments pursuant to the terms and conditions of this Contract. To the extent the Architect is authorized to proceed with the following phases, the Maximum Total Fee will shall be allocated to each phase as set forth below:

A. Pre-Design Study Phase (“PDS”): [______________Dollars (______________)];

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B. Schematic Design Phase (“SD”): [_____________ Dollars (_____________)];

C. Design Development Phase (“DD”): [_____________Dollars (_____________)];

D. Construction Documents Phase (“CD”): [_____________Dollars (____________)];

E. Bidding/Proposal or Negotiation Phase: [____________ Dollars (__________ )];

F. Construction Administration Phase : [_________Dollars (________)]; and

G. Closeout Phase: [______________________ Dollars ($________)].

2.1.1 The Maximum Total Fee (as it may be adjusted in accordance with the terms of this Contract) is the maximum compensation to be paid to the Architect under this Contract and is inclusive of all costs and expenses incurred by the Architect in the performance of its obligations under this Contract.

No changes or adjustments will be made in the Maximum Total Fee except pursuant to an amendment to this Contract in accordance with Section 13.4 hereof.

2.1.2 The Maximum Total Fee will be increased by the amount payable to the Architect hereunder for Special Services and Additional Services as defined in and pursuant to the provisions of Sections 2.2 and 6.3. The Maximum Total Fee may also be subject to adjustment pursuant to Sections

2.1.3 through 2.1.5.

2.1.3 In addition, if at any time while this Contract is in effect the University should deliver written instructions to the Architect to reduce the scope of services to be performed under this Contract, the Contract will be amended to (i) reduce the scope of services, as requested, (ii) reduce the Maximum Total Fee by a fair and equitable amount, as determined by the University, and, (iii) as applicable, adjust the Phase Schedule.

2.1.4 In all cases where the compensation to be paid to the Architect under this Contract is to be based on hourly rates, the hourly rates shall be those rates set forth on Schedule C (the “Hourly Rates”). The Hourly Rates represent all inclusive prices per hour and include, but are not limited to, base salary, fringe and other benefits, insurance, taxes, miscellaneous personnel expenses, meals, travel, travel time, training, holidays, vacation, sickness, medical, lost time, general and corporate supervision and management expenses, overhead charges or expenses, legal costs, consumables, accounting costs and profit, all costs of living, per diem expenses, transportation, communication, including cellular communication, laptop computer for document management and written communication, and all mailings.

The Hourly Rates shall remain in effect for the duration of the Contract. The University will not pay or reimburse the Architect for any costs or expenses other than those that are included in the Hourly Rates.

If the University requests services that are to be performed by an individual for whom an Hourly Rate has not been established under this Contract, the parties shall establish, in writing, an all-inclusive hourly rate for such individual. Such hourly rate shall not exceed a reasonable rate as determined by the University, taking into consideration the skills and experience of such individual.

2.1.5 The University may order changes in the Basic Services or require the commencement of Special Services or Additional Services in advance of an Amendment to this Contract

Standard Fixed-Fee Architect Contract __________________________________ 10/26/22 Project No. ____________ to reflect any agreed adjustment in the Maximum Total Fee and/or Phase Schedule, by issuance to the Architect of an Additional Services Notice to Proceed (hereinafter, referred to as “AS-NTP”).

2.1.5.1 If an AS-NTP for the performance of Special Services or Additional Services includes a not-to-exceed dollar amount, such not-to-exceed amount constitutes the maximum amount to be paid for such services unless otherwise set forth in an Amendment to this Contract. The not-to-exceed amount does not represent the amount of compensation to which the Architect is entitled to be paid for such services.

2.1.5.2 Upon receipt of an AS-NTP, the Architect shall promptly proceed with the services described therein The Architect’s execution and return of a copy of the AS-NTP to the University shall evidence the Architect’s agreement to the proposed terms set forth in the AS-NTP. Regardless of the Architect’s agreement or disagreement to the proposed terms set forth in the AS-NTP, the Architect shall proceed promptly with the services reflected in the AS-NTP.

2.1.5.3 If the Architect disagrees with proposed terms set forth in the AS-NTP, the

Architect shall, within fifteen (15) days of receipt of the AS-NTP, submit an alternative proposal for such terms to the University. The University and the Architect shall endeavor to promptly reach agreement on such adjustments and, upon reaching agreement, the parties shall appropriately amend the Contract in accordance with Section 13.4. The Architect shall not be entitled to invoice or be paid for the services encompassed by an AS-NTP until an Amendment has been executed and approved as set forth in Section 13.4.

2.1.5.4 If the Architect does not respond promptly to an AS-NTP or the Architect and the University are unable to reach agreement on the method of adjustment in the Architect’s Maximum Total Fee, the adjustment shall be based on the Hourly Rates pursuant to Section 2.1.4.

Regardless of the method of adjustment in the Architect’s Maximum Total Fee employed, the Architect shall maintain and present to the University in such form as the University may prescribe, an itemized accounting together with such supporting information and documentation as the University may require to substantiate the services performed and the Architect’s entitlement to payment.

2.2 FEE ADJUSTMENT FOR ADDITIONAL SERVICES AND SPECIAL SERVICES:

2.2.1 Additional Services. “Additional Services” shall mean and include any services that are required to be performed by or on behalf of the Architect under this Contract beyond the scope of the Basic Services and which do not constitute Special Services. The fee adjustment for Additional Services performed under this Contract is addressed in Section 6.3.

2.2.2 Special Services. “Special Services” shall mean and include any special technical service required for the Project which is not usually furnished in architectural practice and which is not included in the Basic Services to be performed under this Contract, either expressed or implied, including, without limitation, the services of a licensed land surveyor, geotechnical engineer or test boring firm. If requested by the University or determined by the Architect to be necessary for the Project (in which case the Architect will promptly notify the University of such determination) and approved by the University, the Architect will engage the services of an appropriate and properly licensed consultant to perform Special Services. Except where the University and the Architect have agreed to some other method of

Standard Fixed-Fee Architect Contract __________________________________ 10/26/22 Project No. ____________ compensation under Section 2.1.5 or otherwise, the University will reimburse the Architect for the actual cost incurred by the Architect for Special Services plus ten percent (10%) of such cost (or such other percentage deemed reasonable by the University) for the Architect’s overhead and profit.

2.2.3 Consultants. The Architect’s selection of the consultant to be retained by the Architect to perform Special Services must be submitted to and approved by the University. If, in the professional opinion of the Architect, any Special Service is required for the Project, the Architect will promptly notify the University and request the University’s written authorization to procure such services.

Such request will include the name and address of Architect’s recommended consultant. Subject to the Architect’s receipt of written authorization from the University to procure the Special Services and approval of the selected consultant to perform such services, the University will reimburse the Architect for the performance of the Special Services as provided in Section 2.2.2 above.

2.2.4 Special Field Investigation Services. As needed for the Project, and requested or otherwise approved by the University pursuant to Section 2.1.5, the Architect will provide the following special field investigation services which shall (unless included in Basic Services) constitute Special Services under this Contract:

2.2.4.1 Performance of a detailed inventory of the University’s existing furniture in the subject building.

2.2.4.2 Preparation of floor plans of portions of the subject building indicating the measured existing conditions.

2.2.4.3 Preparation of measured drawings to document the location and size of existing mechanical, electrical, or other systems within the subject building.

2.2.4.4 Performance of a detailed investigation of the condition of architectural, mechanical, electrical, and other building systems outside the scope of the current Project. The Architect will be required to integrate the Project into the existing building systems.

2.2.5 Self-Performance of Special Services. Performance of Special Services by the

Architect with its own forces (rather than through its consultant) shall be subject to the prior written approval of the University. Should the Architect wish to self-perform Special Services, the Architect will submit its request to do so to the University along with a written quotation of the cost for such services.

The quotation shall not include, nor will the Architect be entitled to be paid, any additional percentage for the Architect’s overhead and profit. The University will decide, in its sole discretion, whether to permit the Architect to self-perform the services, and will notify the Architect accordingly.

2.3 PAYMENTS.

2.3.1 Invoicing for Services. Invoices for services hereunder will either be on the basis of “Invoice with Deliverables” or “Invoice for Services Completed” (as described below) as elected by the University in its sole discretion.

2.3.1.1 Invoice with Deliverables: If the University elects to require the Architect to Invoice with Deliverables, with the exception of invoices for the Bidding and Negotiation Phase, the

Standard Fixed-Fee Architect Contract __________________________________ 10/26/22 Project No. ____________

Construction Administration Phase, and the Closeout Phase, invoices will be submitted upon submission of progress sets as required by Section 5.2 and upon submission of the materials required by Section 5.1.

Invoices for the Bidding and Negotiation Phase services will be submitted upon completion of the Bidding and Negotiation Phase and invoices for the Construction Administration Phase services and Closeout Phase services (collectively, “CA Services”) will be submitted monthly.

2.3.1.2 Invoice for Services Completed: If the University elects to require the Architect to Invoice for Services Completed, monthly invoices will be submitted on the basis of the percentage of completion of services performed in the prior month as determined by the University.

2.3.1.3 Invoices for CA Services: Monthly invoices for CA Services will reflect equal monthly installments of the Maximum Total Fee applicable to CA Services (“Maximum CA Fee”) based on the Contract Time set forth in the contract for the construction of the Project entered into by the University (the “Contract for Construction”) until monthly payments aggregate 90% of the Maximum CA Fee. If Section 2.1 provides for a separate allocation of the Maximum CA Fee to Construction Administration Phase services and Closeout Phase services, upon the Architect’s issuance of the Certificate of Substantial Completion under Section 6.2.7.15, the Architect may invoice an amount equal to the unpaid balance of the Maximum Total Fee applicable to the Construction Administration Phase services. The Architect may invoice an amount equal to the unpaid balance of the Maximum Total Fee applicable to Closeout Phase services upon the last of the following to occur: (1) the completion of the Project close- out as required by the Contract for Construction, (2) delivery to the University of the record drawings and archive specifications, and (3) issuance by the Architect of its Certificate of Final Completion under Section 6.2.8.5 hereof. If Section 2.1 does not provide for separate allocations of the Maximum Total Fee to Construction Administration Phase services and Closeout Phase services, then 5% of the Maximum Total Fee applicable to CA Services may be invoiced upon the Architect’s issuance of the Certificate of Substantial Completion and the remaining 5% thereof may be invoiced upon the last of the following to occur: (1) the completion of the Project closeout as required by the Contract for Construction, (2) delivery to the University of the record drawings and archive specifications, and (3) issuance by the Architect of its Certificate of Final Completion under Section 6.2.8.5. The CA Services are described in Sections 6.2.7 and 6.2.8. In the event the University determines that the Architect has not performed the CA Services as required by this Contract, the University may reduce the amount of the monthly installment payments for CA Services to an amount commensurate with the level of the Architect’s actual performance of CA Services. Thereafter, to the extent that the University determines that the Architect’s level of performance of CA Services has improved, the University will readjust the amount of monthly installment payments by an amount reflective of such improvement, as deemed appropriate by the University.

2.3.2 Form of Invoice and Supporting Documentation. All invoices shall be in the form attached hereto as Schedule B and will be accompanied by supporting information and documentation as the University may require (“Supporting Documentation”). No payments will be made unless: (1) all materials are submitted as required and in accordance with Article 5, and (2) invoices and Supporting Documentation have been reviewed and approved by the University. Supporting Documentation for invoices that include Additional Services shall include attachments reflecting actual hours worked, Hourly Rates applied, and any allowable additional direct costs permitted as agreed by the University on a case by case basis. The Architect will certify that each amount invoiced is both accurate and commensurate with the services performed for the University under this Contract.

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2.3.3 Consultant Invoices. The Architect will examine the invoices of its consultants to confirm that all claimed fees and expenses are permissible for reimbursement under this Contract. The Architect will not include any ineligible amounts in its invoices to the University.

2.3.4 Payment. The University shall make payment of amounts due and payable to the Architect in connection with an invoice submitted in accordance with this Contract within thirty (30) days after the University’s receipt and approval of such invoice and Supporting Documentation. The Architect will make payment of amounts due to its consultants and subcontractors within fifteen (15) days after the Architect receives payment from the University which encompasses the services performed by such consultants and subcontractors.

2.4 RECORDS.

2.4.1 Hourly Rate Services. Records of services compensated on the basis of Hourly

Rates will be kept on the basis of generally accepted accounting principles.

2.4.2 Examination and Copying of Records. Records will be available to the University's authorized representative at mutually convenient times. The Architect will permit the University or its duly authorized representative to examine and copy books and records of the Architect relative to charges for services, alleged breaches of contract, settlement of claims, or any other matter involving the Architect's demand for compensation from the University. The Architect will also permit such examination and copying of its records as the University may deem necessary, in order to confirm the Architect’s compliance with all laws and regulations pertaining to the Contract, such as, but not limited to, Labor Compliance, Affirmative Action Program and Equal Employment Opportunity.

2.4.3 Retention Period. The Architect shall keep all records relating to this Contract until the expiration of seven (7) years after final payment of the Architect hereunder unless any ongoing disputes remain unresolved at the end of such seven (7) year period, in which case, such records shall be retained until six (6) months after settlement of such disputes has been reached and formalized.

2.4.4 Consultant Records. The Architect shall include in its agreements with consultants and subcontractors for the performance of any services in connection with this Contract a requirement that such consultants and subcontractors provide the University with the same audit rights as regards their data, records and files that are related to the Project and comply with the record retention requirements set forth in Section 2.4.3.

3. SCHEDULE

3.1 PHASE SCHEDULE. The Architect will provide any and all services, documents and materials as required by this Contract for the following phases (each, a “Design Phase”) within the time periods specified below (the “Phase Schedule”), as such time periods may be adjusted in accordance with this Contract:

A. Pre-Design Study Phase: [ ____ (__)] days after the Architect’s receipt of a fully executed copy of this Contract.

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B. Schematic Design Phase: [_______ (__)] days after the Architect’s receipt of a written notice to proceed with services for this Phase unless there are no Pre- Design Study Phase services included under this Contract, in which case, the Architect’s receipt of a fully executed copy of this Contract;

C. Design Development Phase:[ ______ (___)] days after receipt of written notice to proceed with services for this Phase;

D. Construction Documents Phase: [________ (____)] days after receipt of written notice to proceed with services for this Phase.

E. Bidding and Negotiation Phase: Unless otherwise instructed by the University, the time period commencing upon the University’s approval of the Construction Documents and ending on the date of commencement of the Construction Administration Phase.

F. Construction Administration Phase: Unless otherwise instructed by the University, the time period commencing upon the execution of the contract for construction of the Project (or in the case of a Construction Manager at Risk, the execution of the Guaranteed Maximum Price Amendment) and ending on the date of issuance of the Architect’s Certificate of Substantial Completion for the Project.

G. Closeout Phase: Unless otherwise instructed by the University, the time period commencing on the day after the Architect’s issuance of the Certificate of Substantial Completion for the Project and ending upon completion of all of the Architect’s Closeout Phase responsibilities under Section 6.2.8 of this Contract.

3.2 TIME IS OF THE ESSENCE. The Architect acknowledges that time is of the essence for completion of the services required under this Contract. Time limits established in the Phase Schedule and in the Design Schedule developed under and defined in Section 6.1.12, will not be exceeded by the Architect, except for reasonable cause.

3.2.1 Day. The term “day” as used in this Contract shall mean calendar day unless otherwise specifically defined.

4. CONSTRUCTION BUDGET AND CONSTRUCTION COST

4.1 CONSTRUCTION BUDGET: The Architect's design will be based on a total “Construction Budget” of [______________ Dollars (____________________)] or [to be determined by the University at a later date]. This amount is not to be exceeded except by prior and express written permission from the University.

4.1.1 Definition. The term “Construction Budget” shall mean and refer to the University’s budget for the Construction Cost (as defined below). The Construction Budget may be changed by the University and the University shall provide written notice of such change to the Architect.

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Unless the Architect notifies the University within ten (10) days after receipt of such notice of the Architect’s inability to design the Project in accordance with this Contract within the adjusted Construction Budget, the Architect will be deemed to have accepted such adjusted Construction Budget.

4.2 CONSTRUCTION COST. The term “Construction Cost” shall mean and refer to the total cost to the University, as determined and approved by the University, of all elements of the Project designed or specified by the Architect. The Construction Cost will include all labor, materials, services and equipment designed, specified, selected, or specially provided by the Architect, the costs of connection of all existing utilities and related services, a reasonable allowance for the contractor's/construction manager’s overhead and profit, and a reasonable allowance for contingencies for market conditions at the time of bidding and for changes in the Work (as defined in Section 6.2.4) during construction. Construction Cost does not include costs for the furnishing of equipment other than that which is usually built in as a component part of the building or improvement, the compensation of the Architect or the Architect's consultants, or the costs of the land, rights-of-way, or financing.

4.3 RESPONSIBILITY FOR CONSTRUCTION COST. Evaluation of the University’s Construction Budget and the preparation of estimates of Construction Cost represent the Architect’s and the Architect’s independent estimating consultant’s exercise of judgment as professionals familiar with the construction industry. Neither the Architect nor the University has control over the cost of labor, materials or equipment, over the contractor’s/construction manager’s methods of determining bid/proposal prices, or over competitive bidding, market or negotiating conditions.

4.3.1 Change in Scope. If the University changes the scope of the Project, the Architect will inform the University immediately of any associated impact on the Construction Cost anticipated by the Architect.

5. REQUIRED DELIVERABLES

5.1 FORM AND NUMBER OF DELIVERABLES. The Architect will submit all required materials in accordance with Appendix II to the University Design Guidelines and Performance Standards which are hereby incorporated by reference and made available on-line, as of the date of execution of this agreement, at _____________________________________________. Materials will be submitted for review and approval by the University for each Design Phase as follows:

A. Pre-Design Study Phase: six (6) bound reports, photographs of the models and the models themselves, one (1) reproducible report and a digital (pdf) version of the report;

B. Schematic Design Phase: digital version in a format required by the University of plans and specifications, two (2) sets of half-size drawings; two (2) sets of specifications; and three (3) sets of Construction Cost Estimate (as defined in Section 6.1.18);

C. Design Development Phase: digital version in a format required by the University of plans and specifications, two (2) sets of half-size drawings; two (2) sets of specifications; and three (3) sets of the Construction Cost Estimate;

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D. Construction Documents Phase: digital version in a format required by the

University of plans and specifications, two (2) sets of half-size drawings; two (2) sets of specifications; and three (3) sets of the Construction Cost Estimate; and

E. Bidding/Proposal or Negotiation Phase: two (2) sets of stamped construction drawings and specifications for permit application. At the conclusion of the bidding process, provide reconciled set of construction drawings and specifications, stamped: two (2) sets full size drawings and specifications and a digital version in a format required by the University.

5.2 PROGRESS SETS. "Progress Set" submittals are required at 100% PDS, 50% SD, 100%

SD, 50% DD, 90% DD, 50% CD and 90% CD or as otherwise required by the University. One reproducible set of full size drawings and one set of specifications for each “Progress Set” will be provided by the Architect to the Department.

5.3 USE OF DELIVERABLES. The Architect will provide all deliverables to the University as provided in Section 5.1 for use by the University as part of Basic Services and at no additional cost to the University.

5.4 ELECTRONIC MEDIA. The Architect will develop drawings for this Project using computer aided drafting software fully compatible with AutoCAD's most recent version or such other version as approved by the Department. Subsequent to the University’s approval of the end-of-phase deliverables required under Section 6.2.5, the Architect will, at a time specified by the University, submit such documents in a digital format satisfactory to the University. Upon completion of the construction of the Project, the Architect will submit revised digital media to reflect as-built conditions. All AutoCAD documentation related to a Project will be of a single media type. The Architect shall perform its obligations under this Section 5.4 as part of Basic Services at no additional cost to the University.

5.5 INSTRUMENTS OF SERVICE. All representations, in any medium of expression now known or later developed, of the tangible and intangible creative work performed by the Architect under or in connection with this Contract (and the Architect’s consultants under their respective professional services agreements with the Architect) including, without limitation, all plans, drawings, specifications, models, reports, renderings, and other materials and work product prepared or furnished by the Architect or on its behalf, including such materials and work product as are produced by the Architect’s consultants, pursuant to this Contract shall constitute "Instruments of Service". The University will retain all common law, statutory and other reserved rights, including copyrights in and to all Instruments of Service. The Architect hereby agrees, represents, and warrants that all Instruments of Service are “works made for hire.” All ownership of any copyright, and all other rights, in and to all Instruments of Service will vest immediately in, and belong exclusively to, the University, no rights therein being reserved to the Architect. To address the possibility that any or all of such Instruments of Service might be deemed not to constitute “works made for hire,” the Architect hereby assigns, sells, transfers and sets over to the University the entire copyright, right, title and interest in and to all Instruments of Service and all other rights which Architect has or may acquire with respect thereto, including the right to sue for damages and other relief for any past, present, or future acts of infringements of said copyright, and the right to publish, adapt, translate, revise, and reproduce the Instruments of Service. The Architect will secure appropriate

Standard Fixed-Fee Architect Contract __________________________________ 10/26/22 Project No. ____________ written contracts with each of its consultants and subcontractors performing services for the Project, all of which will include provisions consistent with the requirements of, and the rights of the University under, this Section 5.5.

6. ARCHITECT'S SERVICES

6.1 GENERAL.

6.1.1 Standard of Care. Architect and all consultants performing any part of the Architect’s services shall perform such services in a manner (i) consistent with the terms, conditions and requirements of this Contract; (ii) consistent with sound professional practices; (iii) in accordance with the "prevailing applicable professional or industry standards"; and (iv) as expeditiously as is consistent with such professional skill and care, the orderly progress of the Project, and the terms, conditions and requirements of this Contract. For the purposes of this Contract, the performance of services in accordance with the "prevailing applicable professional or industry standards" shall mean the performance of such services by a person or persons (i) having the degree of knowledge, skill, and judgment ordinarily possessed by members of the same profession, and (ii) with the faithfulness, diligence and in the manner as would be undertaken by a reasonable prudent member of such profession under the same or similar circumstances in the same or similar location (hereafter, the “Architect’s Standard of Care”). The Architect, covenants and agrees that all documents, material and information supplied by the Architect or its consultants under this Contract will be prepared in accordance with the Architect’s Standard of Care.

6.1.2 Basic Services. Except as may otherwise be expressly provided in Schedule A or Schedule D to this Contract, and except for those services that are expressly identified herein or in such Schedules as Additional Services or Special Services, Basic Services shall mean and include all of the services to be performed under this Contract and all professional services usually and customarily performed in conjunction with the services to be performed under this Contract, whether performed by the Architect or by consultants hired by the Architect.

6.1.3 Project Design. The Architect will design the Project in accordance with the University’s approved program and Construction Budget and in compliance with the University Design Standards (as defined in Section 6.1.14), Connecticut Building and Fire Safety Codes, all applicable laws, statutes, regulations and ordinances and as may otherwise be required under this Contract.

6.1.4 Key Personnel. The names and positions of key personnel of both the Architect and its consultants to be assigned to the Project were provided in writing to and approved by the University prior to the execution of this Contract. Any change in such key personnel is subject to the University's prior approval, which will not be unreasonably withheld. The University may, at any time, require the replacement of any individual deemed by the University to be unsuitable for the Project.

6.1.5 Consultants. The names and addresses of the consultants to be engaged by the Architect to perform services for the Project were provided in writing to and approved by the University prior to the execution of this Contract. The use of any additional or substituted consultants on the Project must be approved in advance by the University. Upon the request of the University, copies of all contracts with consultants will be supplied to the University within five (5) days after their execution.

The Architect shall be solely responsible for all of its consultants and all lower tier consultants performing

Standard Fixed-Fee Architect Contract __________________________________ 10/26/22 Project No. ____________ any part of the services under this Contract. By appropriate written agreement, the Architect shall require each of its consultants, to the extent of the Architect’s services to be performed by such consultant, to be bound to the Architect by terms of this Contract, and to assume toward the Architect all the obligations and responsibilities, which the Architect, by this Contract, assumes toward the University. Each consulting agreement shall preserve and protect the rights of the University under this Contract with respect to the services to be performed by the consultant so that subcontracting thereof will not prejudice such rights, and shall allow to the consultant, unless specifically provided otherwise in the consulting agreement, the benefit of all rights, remedies and redress against the Architect that the Architect, by this Contract, has against the University. Where appropriate, the Architect shall require each consultant to enter into similar agreements with subconsultants.

6.1.6 Project Administration. The Architect will provide all Project administration services necessary to facilitate the orderly progress of the Project, including: (1) supervision of the work of the Architect's personnel, (2) direction of the Architect's consultants, (3) coordination of information flow and decision making, and (4) progress monitoring and reporting.

6.1.7 Coordination of Services. The Architect acknowledges that it is essential that the services of all of the design consultants engaged for the Project (whether by the University or the Architect) be coordinated. The Architect will: (1) coordinate the services of all such design consultants,

(2) review and check all drawings and specifications prepared by such design consultants, (3) modify the Architect’s work to incorporate the design consultants’ work, as appropriate, and (4) arrange for the modification of the design consultants’ work for consistency with the Architect’s work, as appropriate.

6.1.8 Architect’s/Consultant’s Documents. The Construction Documents will be complete, coordinated and in full and strict compliance with all laws, Connecticut Building and Fire Safety Codes, statutes, regulations and ordinances (excluding zoning ordinances) in effect at the time the final Construction Documents are delivered to the University. If at any time, defects, deficiencies, errors, omissions, lack of coordination or non-compliance with the requirements of this Contract are discovered in connection with the Construction Documents or information prepared or provided by the Architect in connection therewith, the Architect shall, immediately upon awareness of the same, take all necessary steps to correct any such defects, deficiencies, errors, omissions, lack of coordination or non-compliance and issue any necessary revisions to the Construction Documents to reflect such correction at no additional cost to the University. The Architect will be responsible for costs and damages incurred by the University or contractor/construction manager (including, but not limited to, any damages and costs of delays to the Project and increased construction costs) resulting from a deviation from the Architect’s Standard of Care or noncompliance with the University Design Standards, if such deviation or noncompliance results in defects, deficiencies, errors, omissions, lack of coordination or non-compliance with the requirements of this Contract. The Architect represents that the design of the Project will not infringe upon any patent, trademark, or copyright, and the Architect hereby agrees to indemnify and hold the University harmless from and against any loss, costs and liabilities arising from such infringement or claims thereof.

6.1.9 Laws, Codes, and Regulations. The Architect will: (1) identify and research all laws, Connecticut Building and Fire Safety Codes, statutes, regulations and ordinances, excluding zoning ordinance review, applicable to the Project, (2) design the Project to be in compliance therewith, and (3) ensure, represent, covenant and warrant that the design and all design documents and submittals will be in

Standard Fixed-Fee Architect Contract __________________________________ 10/26/22 Project No. ____________ compliance therewith. With the University’s approval, and at times appropriate to the Project phase, the Architect, and its consultants, as applicable, will review the Project with any board, committee, commission, agency or persons having authority or jurisdiction with regard to any aspect of the Project.

The Architect will prepare necessary written and graphic explanatory materials, and appear on the University’s behalf at agency, board, committee, commission and public meetings incidental to the Architect’s services under this Contract. The Architect will assist the University in reviewing the Project with Building Officials, Fire Marshals and any other State or municipal agency or department representatives having jurisdiction over the Project. All such visits by the Architect will be made with a representative of the University. If required for the Project and authorized by the University, the Architect will prepare necessary code modification requests.

6.1.10 ADA Compliance. The Americans with Disabilities Act (ADA) provides, among other things, that alterations to a facility must be made in such a manner that, to the maximum extent feasible, the altered portions of the facility are readily accessible to and by individuals with disabilities.

The Architect will ensure that the applicable requirements of the Americans with Disabilities Act (ADA), applicable requirements for accessibility per the Connecticut State Building Code and the University Design Standards applicable to accessibility will be strictly applied and adhered to for the Project.

6.1.11 Department Furnished Information. The Architect will identify existing information and documents required from the University for the Project. To the extent furnished by the University, the Architect will assemble, review, and coordinate such information and documents.

6.1.12 Design Schedule. The Architect will prepare a comprehensive design schedule based on the Department's overall schedule for the Project (the “Design Schedule”). The Design Schedule shall be in a format acceptable to the University and in the latest version of Microsoft Project, and, upon request of the University, in an electronic file. The Design Schedule will include all milestones identified by the Department as part of the Department’s Project schedule, and will identify: (1) deadlines for information exchange and decision-making, (2) major meeting dates, (3) progress and end-of-phase document submission dates, (4) University review/approval periods, (5) dates for submission of the design documents for approval of authorities having jurisdiction, (6) dates for value engineering sessions, and (7) dates and time periods for other major activities as are appropriate to the Project.

6.1.12.1 Monitoring/Modification of Design Schedule. The Architect will continuously monitor the Design Schedule and will notify the Department of actions required to maintain the schedule. The Architect will update the Design Schedule at each Project meeting. Milestones may be modified only with the prior approval of the University.

6.1.13 Meetings. The Architect will prepare minutes of all meetings attended by the

Architect (except for construction meetings for which others may be assigned by the University to keep the minutes) noting in sufficient detail topics discussed, information presented and reviewed, and comments, observations and decisions made by meeting participants. The minutes will note specific "ACTION" items and identify the individual responsible to perform such items, tasks to be undertaken and the date anticipated for completion thereof. The minutes will be distributed within one week after the meeting.

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6.1.14 University Design Guidelines and Performance Standards. The University has established standard design guidelines and standards which are referred to as the University of Connecticut Design Guidelines and Performance Standards for University projects and, for projects on the UConn Health campus in Farmington, such design guidelines and standards as provided by UConn Health (in either case hereafter referred to as “University Design Standards”) which were made available to the Architect electronically prior to the execution of this Contract. The Project must be designed in accordance with the University Design Standards unless otherwise determined by the University (or UConn Health, as applicable) during the course of the design of the Project. If the Consultant deviates from the UConn Design Standards without specific written direction from the Associate Vice President (AVP) of University Planning Design and Construction, the AVP may instruct the Consultant to modify the design documents as necessary, without additional compensation, to comply with the University Design Standards.

6.1.14.1 Other Project Requirements. The Architect will consult with the University to ascertain the requirements for the Project and consult with proper State authorities as to governmental requirements applicable to the Project. The Architect will become informed as to specific institutional conditions that might affect its contemplated work or the hours or season of its execution, including, but not limited to, use of adjacent areas, interruptions of institutional routine, and conditions requiring safeguards and precautionary measures.

6.1.15 Sustainable Design/LEED. Upon completion of each of the Schematic Design, Design Development and Construction Documents Phases for the Project, the Architect will submit documentation and proof to the University, in a format approved by the University, (1) that the design complies with the Connecticut General Statutes Section 16a-38k(b) for High Performance Buildings and is consistent with any Leadership in Energy and Environmental Design’s (LEED) rating system/certification level, or other sustainable design requirements which may be set forth hereafter or in Schedule A, and (2) that the design is in compliance with the sustainable design policies as are provided by the University. The Architect shall, upon the request of the University, provide cost estimates for sustainability options for the Project including, without limitation, estimates of cost to achieve different LEED certification levels. To the extent that the University has specified that the Project is to achieve a certain LEED rating/certification level, the Architect’s Basic Services shall also include assistance to the University after the completion of the Project in connection with obtaining such rating/certification level (collectively, “Post Completion LEED Certification Services”).

6.1.16 Cooperation with Commissioning Agent. The Architect shall work cooperatively with and provide appropriate assistance to a commissioning agent that will be assigned to the Project by the University.

6.1.17 Life Cycle Cost Analysis. To the extent requested by the University, the Architect will provide a life cycle cost analysis during the Schematic Design Phase and/or the Design Development Phases. This analysis will be performed at the level of detail required by the University and included with the 100% Schematic Design and Design Development submissions, as applicable.

6.1.18 Construction Cost Estimating. Basic Services include the Architect’s preparation of estimates of Construction Cost for the Schematic Design Phase, Design Development Phase and Construction Documents Phase pursuant to Sections 6.2.2.12, 6.2.3.12 and 6.2.4.6 (each, a “Construction

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Cost Estimate”). If the Construction Cost Estimate prepared by the Architect (after reconciliation with the University’s independently developed estimate, if available) exceeds the Construction Budget, the Architect will make appropriate recommendations to the University for adjustments to the Project’s scope, quality or budget to meet the University’s budgetary requirements. Upon receipt of such recommendations, the University will have the right to instruct the Architect to modify the Schematic Design Documents, Design Development Documents or Construction Documents, as applicable, as necessary to comply with the University’s budgetary and program requirements. If, in the alternative, the Construction Cost Estimate is less than the Construction Budget by greater than 10%, the University may instruct the Architect to modify the Schematic Design Documents, Design Development Documents or Construction Documents, as applicable, to introduce new Project elements or reintroduce Project elements that had been eliminated based on the Architect’s previous recommendations and previous Construction Cost Estimates. In either case, all such modifications and any modifications to the Construction Documents made pursuant to Section 6.2.6.8 shall constitute Basic Services under this Contract.

6.1.19 Specifications. All specifications (including, without limitation, outline specifications) prepared by the Architect under this Contract during any design phase shall be prepared in accordance with the CSI (Construction Specifications Institute) manual of practice and Sections 10a – 109a to 10a –109y inclusive of the Connecticut General Statutes, as revised, as applicable.

6.1.20 University Review and Approval. Neither the University’s review, approval or examination of any design, design documents or related documentation submitted by the Architect to the University at any phase or stage, nor the University’s rendering of any decision in connection therewith, shall relieve the Architect from the Architect’s responsibility to design the Project in accordance with the University’s approved program and Construction Budget and in compliance with the University Design Standards, Connecticut Building and Fire Safety Codes, all applicable laws, statutes, regulations and ordinances, and as otherwise required by this Contract.

6.1.21 Authorization to Proceed with Services. The Architect shall not proceed with services for the Pre-Design Study Phase, Schematic Design Phase, Design Development Phase, Construction Documents Phase, Construction Administration Phase or Closeout Phase except with the authorization of the University to so proceed in the case of each such phase. Such authorization will be in the form of the delivery to the Architect of a fully executed copy of this Contract as regards the Pre- Design Study Phase and a written notice to proceed as regards the Schematic Design Phase (provided there are Pre-Design Phase Services under this Contract), Design Development Phase and Construction Documents Phase. If there are no Pre-Design Study Services to be performed under this Contract, the authorization to proceed with Schematic Design Phase Services shall be in the form of the delivery to the Architect of a fully executed copy of this Contract. As regards the Construction Administration Phase and Closeout Phase services, the form of authorization to proceed may be written or verbal.

6.1.22 University’s Right to Perform. If the Architect does not proceed with the services when and as authorized hereunder in accordance with the terms and conditions of this Contract, the University may, in its sole discretion, have such services performed by others and deduct from payments then or thereafter due the Architect the amount by which the University’s costs for such services exceed that which would have been paid to the Architect therefore under this Contract. In addition, the Architect shall be responsible for such other costs, damages, delays, and associated impacts arising from the University’s exercise of its rights under this Section 6.1.22. If payments then or thereafter due the

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Architect are not sufficient to cover amounts payable to the University under this Section 6.1.22, the Architect shall pay the difference to the University.

6.2 SCOPE OF BASIC SERVICES

6.2.1 Pre-Design Study Phase. The purpose of this phase is to define and reconcile the

University’s functional, architectural and budgetary requirements. The Architect will develop a program document for the Project as described in and including the elements set forth in Section 6.2.1.1 (the “Program Document”).