'AlA Document B141/CMa" - 1992 Standard Form ofAgreement Between Owner and Architect where the Construction Manager is NOT a Constructor

AGREEMENT made as of the Eleventh day of February in the year of Two Thousand Eight (In words, indicate day, monell andyear.)

BETWEEN the Owner (Name and address):

McLean County Unit District No.5 1809 W. Hovey Ave. Normal, IUinois 61761-4339

and the Architect (Name and address):

LZf Assoeiates, Ine. 124 SW Adams Street, Suite 450 Peoria, Ulinois 61602

for the following Project (Include derailed description ofProject, locaeion, address and scope):

Nonnal Schools

New Middle SchooL Design a new 140,000 s.£. Middle Sehool. The facility design will be completed based on the 2008 Facility Design Guidelines prepared hy Perkins +WillI rzr Associates, Ine., dated Ianuary, 2008.

Two (2) New Elementary Schools: Design two (2) new 78,000 s.£. elementary schools. The design of the facilities will be completed based on the 2008 Facility Guidelines prepared by Perkins + WillI LZr Associates, Ine., dated January, 2008.

Sugar Creek Elementary Sehool: Minor renovation of the existing school with an approximately 35,000 gsf addition for a gyl11fJasium and classrooms. A conversion of Mechanical Systems to Geothennal Mechanical Systems. The design will include the necessary phasing to allow the school to function through the construction period.

The Construction Manager is (Name and address):

Turner Construction Company 55 East Monroe Street, Suite 3100 Chicago, Illinois 60603

The Owner and Architect agree as set forth below.

ADD1110NS AND DELEllONS:

The author 01 this document has added lnrolmalion needed for its

complellon. The author may also

have revised the lelC!. 01 the original

AlA slarldard (Olm. An Actctillons anct Deletions Report thai noles added

In[olTT1atlon as well as revisIons 10 the

slandard fonn lext [5, available Irom

[he author and should be reviewed. A

vartlcalllne in Ihe left margin or lhis

documenl indicates where 'he author

has added necessary Inlolmation

and where the author has added to or

deleted from the original AlA text.

This document has Important legal

consequences. Consullalion wilh an anomey Is encouraged wllh respect to its completlon or modillcaUon.

This dOCllmenlls Inlended lobe used

in conjunction with the 1992 edillons

01 AlA Documents BB01/CMa,

A101/CMa and A201lCMa

Inll AlA DOCLlmllllt B141/CMaTII 1992. Copyrrght C 1992 byTha American Inslilullllll Archlleds. AU rights re:5llrved. WARNING; ThlB AlA- Documllnlla prote<:tsd by U.s. Copyright Law and Internallonal Treell". Unaulhorluod reprodul:llon or dlslrlbLlUon ollhls AlA- Document, or any portIon oll~ may result In seyere elylland crlmlnel panailles, and will be prosecul8d (0 Ihe maximum llll:!ent pos.slblll undllrthe raw. This documerrt W3Ii produced by AlA lioPftWare 8117:04:14 on C51141200B under Order No.1 000339767_4 Which e'Pires on 112V200S. and is not for resale. UHf Notes: (185028073)

ARTICLE 1 ARCHITECT'S RESPONSIBILITIES § 1.1 ARCHITECT'S SERVICES § 1.1.1 The Architect's services consist of lhose services performed hy lhe Architect, Architect's employees and Architect's consul!ants as enumerated in Articles 2 and 3 of this Agreement and any other services included in Article 12.

§ 1.1.2 The Architect's services shall be provided in conjunction with the services of a Construction Manager as described in the edition of AlA Document B80IlCMa., Standard Form of Agreement Between Owner and Construction Manager, current as of the date of this Agreement.

§ 1.1.3 The Architect shall provide sufficient organization. personnel, and management (0 carry out the requirements of this Agreement in an expeditious and economical manner consistent with professional skill and care, the orderly

progress of the Work, and the interests or the Owner. In no case shall the Owner's review or approval of any Schematic Design Documenls. Design Development Documents, Construction Documents, or olher designs or services to be provided by thc Architect under this Agrecment release lhe Architect of its duty to provide its services in an expeditious and economical manner consistcnt with professional skill and care, the orderly progress of the Work.

and lhe interests of the Owner. The Architect shall submit for lhe Owncr's approval and the Construction Manager's infonnation a schedule for the performancc ofthc Architect's services which may be adjusted as the Project proceeds, and shall include allowances for periods of timc required for the Owner's and Construction Manager's review and for approval of submissions by authorities having jurisdiction over the Project. Time limits esrablished by this schedule approved by the Owner shall not, except for reasonablc cause, be exceeded by the Architect or Owner.

§ 1.1.4 The services covered by this Agreement are subject to the time limitations contained in Section 11.5.1.

ARTICLE 2 SCOPE OF ARCHITECT'S BASIC SERVlCES § 2.1 DEFINITION § 2.1.1 The Architect's Basic Services consist of those described in Sections 2.2 through 2.6 and any other serviccs identified in Article 12 as part of Basic Scrvices, and include normal structural, mechanical and c1ectrical engineering services..

§ 2.2 SCHEMATIC DESIGN PHASE § 2.2.1 The Architect shall review the program, schedulc and construction budget furnishcd by the Owner to asccrtain lhe requirements of lhe Project and shall arrive at a murual understanding of such requirements with the Owner. The Architect shall consider thc value of alternative materials, building systems and equipment, together with other

considcmlions based on thc program, schedule, budget and aesthetics in developing the design for the Project

§ 2.2.2 The Architect shall review with the Owner and Construction Manager proposed site use and improvements; selection of materials, building systems and equipment; and methods of Project delivery.

§ 2.2.3 The Architect shall review with the Owner and Construction Manager alternative approaches to design and construction of the Project. Upon request of the Owner, thc Architect shall makc a presentation to explain the dcsign of the Project to represenratives of the Owner.

§ 2.2.4 Based on the mutually agreed-upon program, schedule and construction budget requirements, the Architect shall prepare, for approval by the Owner, Schematic Design Documents consisting of drawings and other documentS illustrating the scale and relationship of Project components. The Schcmatic Design Documents shall include a conceptual site plan, ifappropriate, and preliminary building plans, sections and elevations. At the Architect's option, the Schematic Design DocumentS may include study models, perspcctive sketches. electronic modeling or

combinations of these media. Preliminary selections of major building systems and construction malerials shall be noted on the drawings or described in writing. The Architect shall, consistent wilh the standard of professional skill and care, design the Projcct in accordance with all applicable laws, codes, and regulations effective at the time the Schematic Design Documcnts are prepared and shall rcspond in the design orlhe Project to requirements imposed by governmcntal authorities having jurisdiction oyer lhe Project.

§ 2.2.5 At inlervals appropriate to the progress of the Schemalic Design Phase and mutually agreeable to lhe Owner, Construction Manager and Archilect, the Architect shall provide schematic design studies rorthe Owner's review and the Constnlction Manager's information.

fJJA Document B141/CMaTll _1992. Copyright 01:11992 by The AmariCSl'llru\i\ula or AtcMOC15. All r1glila reserved. WARNING: Thla A'A- Document IsInlL protected by U.S. Copyright L.a.w e"d I"ternellonal Traa.lles. Unaulhorlzed reproduction or dlslr1bulton or this AlA- Document, or any portIon 01 It, may resuilin Mvare civil end crtmlnal plll\llltre5, and will be prosecuted to lhe mulmum alrtant pos.slble undar lhe law. This documenlW3l5 produced by ALA soltwara st17;04:14 on 05/14/2008 under Order No.l000339767 4 which axpil1l$ on 1r.?212009. and is not for resale. User Noles: - (1a5026073)

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§ 2,2.6 In the further development of the drawings and specifications during Ihis and subsequent phases of design, the Architect shall be entiLled to assume the accuracy of the estimates of Construction Cost which are to be provided by the Construction Manager undcr the Construction Manager's agreement with the Owner.

§ 2.2.7 Upon completion of the Schematic Design Phasc, the Architect shall provide drawings, outline specifications and other documents for the Owner's approval and the Construction Manager's infonnation.

§ 2.~ DESIGN DEVELOPMENT PHASE § 2.3.1 Based on the approved Schematic Design Documents and any adjustments authorized by the Owner in the program, schedule or construction budget, the Architect shall prepare Design Development Documents for the Construction Manager's review and the Owner's approval. The Design Development Documents shall be based upon data and estimates prepared by the Construction Manager and shall consist of drawings and other documents that establish and descrihe the size and character of the Project as to arehitectural, slrUctural, mechanical and electrical systems, materials and such other elements as may be appropriate.

§ 2.3.2 At intervals mutually agreeable to the Owner, Construction Manager and Architect, the Architect shall provide drawings and other documents which depiet the current status of design development for the Owner's review and the Construction Manager's infonnation.

§ 2.3.3 Upon completion of the Design Development Phase, the Architect shall provide drawings, outline specifications and other documents for the Owner's approval and the Construction Manager's information.

§ 2.4 CONSTRUCTION DOCUMENTS PHASE § 2.4.1 Based on the approved Design Development Documents and any further adjustmcnts authorized by the Owner in the scope or quality of the Project or in the construction budget, thc Architect, utilizing data and estimates preparcd by the Construction Manager, sball prepare, for approval by the Owner, Construction Documents consisting of Drawings and Specifications setting fonh in detail the requirements for the construction of the Project.

§ 2.4.2 At imcrvals mutually agreeable to the Owner, Construction Manager and Architcct, dIe Architect shill provide Drawings and Specifications for the Owncr's and the ConslrUction Manager's review.

§ 2.4.3 Upon completion of the Construction Documents Phase, the Architect shall provide Construction Documents for the Owner's approval and thc Construction Manager's infoI'll1.rltion.

§ 2.4.4 The Architect shall assist the Owner and Construction Manager in the preparation of the necessary bidding information, bidding forms, the Conditions of thc Contracts, and the fOflJl5 of Agreement between the Owner and thc Contrtlclors. The Architect shall assist thc Construction Managcr in issuing bidding documents to biddcrs and conducting prebid conferences with prospective bidders. The Architect, with the assistance of the ConslrUction Manager, shall respond to questions from bidders, and shall issue addenda.

§ 2.4.5 The Archilect shall assist the Owner and Construction Manager in connection with thc Owner's responsibility for filing documents required for the approval of governmental authorities having jurisdiction over the Project.

§ 2.5 BIDDING OR NEGOTIATION PHASE § 2.5.1 The Architect, following the Owner's approval of the Construction Documents and of the ConslrUction Manager's latest estimate of Construction Cost, shall assist the ConslrUction Manager in issuing bidding documents to bidders, conducting pre-bid conferences with prospective bidders, obtaining bids, and preparing contracts for construction.

§ 2.6 CONSTRUCTION PHASE·ADMINISTRATION OF THE CONSTRUCTION CONTRACT § 2.6.1 The Architect' 5 responsibility to provide Basic Services for the Conmuction Phase under this Agreement commences with the award of the Contract for construction and tenninates at the earlier of the issuance to the Owner of thc final Project Certificate for Payment or 60 days after the date of Substantial Completion of the Work.

§ 2.6.2 The Architect shall provide administration of the Contract for construction in cooperation with thc Construction Managcr as set forth below and in the edition of AlA Document A201lCMa, Genernl Conditions of the

AlA Document B1411CM,T1I-1992. Copyright ~ 1992 by The American Institute 01 ArthilllCls. All rights reserved. WARNING: This AlA- OOCumentlaInlt. protected by U.S. CopyrIght Law and IntemaUonal Traellti. UnauthOrized reproduction Of distribution olthl, AlAe Document, or any porllon olll, moy nasullin savore civil and criminal penaUles, ond will be proKC;uted 10 the mllJ<lmum enent possible under the law. This documen1 WlIS prodllCEld by AlA software al17:04:14 on 05l1'J2008 under Order No. 1000339767_4 which explnas on 112212009, and ia not 'or resale. User Notes: (76502607:J)

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Contract for Construction, Construction Manager-Adviser Edition, current as of thc date of tltis Agreement with such additions, deletions, and modifications as mutually agreed with the Owner.

§ 2.6.3 Duties responsibilities and limirations of authority of the Architect as set fonh herein and in the Contract Documents shall not be restricted, modified or extended without written agreement of the Owner and Architect.

§ 2.6.4 The Architect shall be a represenrative of and shall advise and consult with the Owner (1) during construction until final payment to the Contracto~ is due, and (2) as all Additional Service at the Owner's direction from time to time during the correction period described in the Contracts for Construction. The Architect shall have authority to act on behalfofthe Ovmeronly to the extent provided in this Agreement unless othtrMse modified by written instrument.

§ 2.6.5 The Architect shall visit the site at intervals appropriate to the stage of construction or as otherwise agreed by lbe Ovmer and Architect in writing to become generally familiar with the progress and quality of the Work completed and to detennine in general if the Work is being perfonned in a manner indicating that the Work when completed will be in accordance with the Contract Documents. Howevcr, the Architect shall not be required to make exhaustive or

continuous visits. On the basis of on-site observations as an architect, the Architect shall keep the Owner infonned of the progress and quality of the Work. and shall endeavor to guard the Owner against defects and deficiencies in the

Work. (More extensive site representation may be agreed to as an Additional Service. as described in Section 3.2.)

§ 2.6.6 The Architect shan report to the Owner deviations from the Contract Documents and from the most recent construction schedule submitted by the Contractor. Thc Architect shall not have control over or charge of and shall not be responsible for construction means, methods. tcchniques. sequences or procedures, or for safety precautions and programs in connection with the Work, since these are the ContraC\or's responsibility under the Contracts for Construction. The Architect shall not be responsible for the Contractors' schedules or failure to carry out the Work in accordance with the Contract Documents provided the Architect exercises professional skill and care in fulfilling its

obligations specified herein. The Architect shall not be responsible for the perfonnance by the Construction Manager of the services required by the Construction Manager's agreement with the Owner. The Architect shall not have control over or charge of acts or omissions of the Contractors. Subcontracts, or their agents or employees, or of any other pe~ons perfonning services or portions of the Work providcd the Architect exercises professional skill and care in fulfilling its obligations specified herein.

§ 2.6.7 The Architect shall at all times have access to the Work wherever it is in preparation or progress.

§ 2.6.8 Communications hy and with the Architect's consultants shall be through the Architect.

§ 2.6.9 Based on the Architect's observations and evaluations of each Contractor's Application for Payment, the Architect shall review and certify the amounts due the respective Contractors. The Architect shall maintain a record of the Contractor's Applications for Payment and shall provide copies thereof lO the Owner or the Owner's authorized

representative within seventy-two (72) hou~ if requested by the Ovmer.

§ 2.6.9.1 TheArchitecl's certification for payment shall constitute a representation to the Owner, based on the Architect's observations at the site as provided in Section 2.6.5, on the recommendations of the Construction Manager and on the data comprising the Contractors' Applications for Payment, that, to the best of the Architect'S knowledge, infonnation and belief, the Work has progressed to the point indicated and the quality of the Work is in accordance with the Contract Documents. The foregoing representations are subject to an evaluation of the Work fur confonnance with the Contract Documents upon Substantial Completion, to results of subsequent tests and inspections. to minor

deviations from the Contract Documents correcrable prior to completion and to specific qualifical.ions agreed upon in writing by the Architect and the Owner. The issuance of a Certificate for Payment shall further constitute a

representation that the Contractor is entitled to payment in the amount certified.

§ 2.6.9.2 The issuance of a Certificate for Payment shall not be a representation that the Architect has (1) made exhaustive or continuous visits to the site, (2) rcviewed construction means, methods, techniques, sequences or procedures, (3) reviewed copies of requisitions received from Subcontractors and material suppliers and other dala requested by the Owner to substantiate the Contractor's right to payment or (4) ascertained how or for what purpose the Contractor has used money previously paid on account of the Contract Sum.

IlJA Document S141/CMlli'" - 1992. Copyright 11:11992 byThe Amarican InsUluta 01 Architl'Cl5. All rights re3oet'\led. WARNING: this AlA· Document IIInll. proteeled by U.S. Copyrlghl LeW end IntemeUoneJ T",elles. UnIluthDrlmd ",production or dlslrlbtJl10n ollhlJ AlA· Document, or lIny portion 0111, may ""ullin severe clvll end trlmlnalpenllUle5. end will ba prosecuted to the mulmum utent possible under Iha la..... This doc:umerlt was produced by AlA software BI 17:04:14 on OSI4i2008 under Order No.1 000339767_4 whith expires on 11'2212009, and Is nol lor resale. User Notlll: (785026073)

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§ 2.6.10 The Architect shall have authority, after notification to the Construction Manager, to reject Work which does not conform to the Contract Documents. Whenever the Architect considers it necessary or advisable for implementation of the intent of the Conlract Documents, the Architect will have authority, upon written authorization from the Owner, to require additional inspection or testing of the Work in accordance with the provisions of the Contract Documents, whether or not such Work is fabricated, installed or completed. However, neither this authority of the Architect nor a decision made in good faith either to exercise or not to exercise such authority shall give rise to a duty or responsibility of the Architeci to the Construction Manager, Contractors, Subcontractors, material and equipment suppliers, their agents or employees or other persons performing portions of the Work.

§ 2.6.11 The Architect shall review and approve or Lake other appropriate action upon Contraclo~' submittals such as Shop Drawings, Product Data and Samples for the general purpose of checking for conformance with the infonnation given and the Contract Documents. Contractors shall be required to provide submittals to the Construction Manager and the Architect at such times so as to allow the Architect at least 5-10 days for review or action. The Architect's action shall he taken with such reasonable promptness as to cause no delay in the Contracto~' Work or in construction by the Owner's own forces, while allowing sufficient time in the Architect's professional judgment to permit adequate review. Review of such submittals is not conducted for the pW'pose of determining the accuracy and completeness of other details such as dimensions and quantities or for substantiating instructions for installation or performance of equipment or syslems designed by the Contracto~, all of which remain the responsibility of the Contractors to the extent required by the Contract Documents. The Architecl's review shall not constitute approval of safety precautions orofconstruction means, methods, techniques, sequences or procedures. The Architect's approval for a specific item shall not indicate approval of an assembly of which the item is a component. When professional

certification of perfonnance characteristics of materials, systems or equipment is required by the Contract Documents, the Architect shall be entitled to rely upon such certification to establish that the materials, syslems or equipment will meet the perfonnance criteria required by the Contract Documents. After its review, the Architect shall return

submittals to the Construction Manager for delivery to the Owner. The Architect shall maintain a record of Contractors' submittals and shall provide copies thereof to the Owner or the Owner's authorized representative within seventy-two (72) hours if requested by the Owner.

§ 2.6.12 The Architect shall revicw and sign or take other appropriate action on Change Orders and Construction Change Directives prepared by the Construction Manager for the Owner's approval and execution in accordance with the Contract Documents. The Architect shall maintain records relative 10 Change Orde~ and Construction Change

Directives and shall provide copies thereof to the Owner or the Owner's authorized representative within seventy-two (72) hours if requested by lbe Owner.

§ 2.6.13 The Architect may authorize minor changes in Work not involving an adjustment in a Contract Sum or an extension of a Contract Time which are not inconsistent with the intent of Ihe Contract Documents. Such changes shall be effected by written order issued through Ihe Construction Manager.

§ 2.6.14 The Architect shall conduct inspections to determine the date or dates of Substantial Completion and assist the Construction Manager in conducting inspections to determine the date of final completion. The presence of the Construction Manger on these inspections shall not eliminate or otherwise reduce the Architect's duties and obligations descrihed herein. When lbe Work is found to be substantially complete, lbe Architect shall inform the Owner about the balance of Ihe Contract Sum remaining to be paid the Contractor, including any amO\lnts needed 10

pay for final completion or corrections of the Work. The Architect shall issue a final Project Certificate for Payment upnn compliance wilb the requirements of the Contract Documents.

§ 2.6.15 The Architect shall interpret and decide mat1e~ concerning performance of the Owner and Contractor under the requirements of the Contract Documents on written request of either Ihe Owner or Contractor. The Architect's response to such requests shall he made with reasonable promptness and within any time limits agreed upon.

§ 2.6.16 InterpretatiortS and decisions of the Archilect shall be consistent wilb the intent of and reasonably inferable from the Contract Documents and shall be in writing or in the form of drawings. When making such interpretations and initial decisions, the Architecl shall endeavor 10 secure faithful perfonnance by both Owner and Contractors, shall not show partiality to either, and shall not be liable for results of interpretations or decisions so rendered in good failb.

(Paragraphs deleted)

AlA Doeument Bf41/CMa11lll 1992. CopyrIght C \992 byTha American Institute or Architects. All rtghts rusarvad. WARNING: Thle AlA- DOl:\Imenllsrnrt. protllClI3d by U.S. Copyright Law and Intemallonal TrsllU~. Una\llhortzed raprod\lctlon Of dlstrlbullon 01 thle AlA- Dot\lmenl, or any portion 01 It, may raa\lllin aevers clvll and erlmln2l1 penalll8S, end will be proseeulod to tile mulm\lm ertent pOS!llble under the law. This documam wu produood by AlA IiDIlwIU"El at 11:04:14 on 0511412008 under OrderNo.100033S767_4 whieh eJ;llres on 112212009, and is not lor resale. Uaer Notu: (785026073)

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§ 2.6.18 The Architect shall render written decisions within a reasonable time on all claims, disputes or olher matters in question between the Owner and Contractors relating to the execution or progress of the Work as provided in Ihe Contract Documents.

§ 2.6.19 The Architect's decisions on claims, disputes or olher mallers, including Ihose in question between the Owner and Contractors may be subject to voluntary arbitration as provided in this Agreement and in Ihe Contract Documents.

ARTICLE 3 ADDITIONAL SERVICES § 3.1 GENERAL § 3.1.1 The services described in this Article 3 are not included in Basic Services unless so identified in Article 12. and they shall be paid for by the Owner as provided in this Agreement, in addition to Ihe compensation for Basic Services. The services described under Sections 3.2 and 3.4 shall only be provided if authorized or confinned in writing by the Owner. If services described under Contingent Additional Services in Section 3.3 are required due to circumstanccs beyond the Architect's control.lhe Art:hitect shall notify the Owner prior to commencing such services. If the Owner deems that such services described undcr Section 3.3 are not required, the Owner shall give prompt written notice 10 the ArcrutecL If Ihe Owner indicates in writing Ihat all or part of such Contingent Additional Services are not required, the Architect shall have no obligation to provide those services.

§ 3.2 PROJECT REPRESENTATION BEYOND BASIC SERVlCES § 3.2.1 If more extensive representation at the site than is described in Section 2.6.5 is required, Ihe Architect shall provide one or more Project Representatives to assist in canying out such additional on-site responsibilities.

§ 3.2.2 Project Representatives shall be selected, employed and directed by the Architect, and thc Architect shall be compensated thererore as agreed by the Owner and Architect. The duties, responsibilities and limitations of aulhority of Project Representatives shall be as described in Ihe edition of AlA Document B352 current as of Ihe date of this Agreement. unless olherwise agreed.

§ 3.2.3 Through the observations by such Project Representatives, the Architect shall endeavor to provide further protection ror Ihe Owner against defects and deficiencies in the Work. but the furnishing of such project representation shall not modify the rights, responsibilities or obligations of the Architect as described elsewhere in this Agreement.

§ 3.3 CONTINGENT ADDITIONAL SERVlCES § 3,3.1 Making revisions in Drawings, Specifications, or oIher documents when such revisions are:

.1 inconsistent with approvals or instructions previously given by the Owner, including revisions made necessary by adjustments in the Owner's program Of Pmject budget;

.2 requested by the Owner because the Construction Manager's estimate of Construction Cost ex:ceeds the Owner's budget, except where such excess is due to changes initiated by the Architect in scope, capacities of basic systems, or the kinds and quality of materials, finishes or equipment;

.3 required by the enactment Of revisi()n ()f codes, laws or regulations subsequem to the preparation of such documents; or

.4 due to changes required as a result of the Owner's failure lo render decisions in a timely manner.

§ 3.3.2 Providing services required because or significant changes in the Project including, but not Iimiled to, changes in size. quality. complexity, the Owner's or Construction Manager's schedule, or the methoo of bidding and

contracting for construction, except for services required under Section 5.2.3.

§ 3.3.3 Preparing Drawings, Specifications, and other documentation and supporting data, evaluating Contractor's proposals. and providing other services in connection wilh Change Orders and Construction Change Directives.

§ 3.3A Providing services in connection with evaluating substitutions proposed by Contractors and making subsequent revisions to Drawings, Specifications and other documentation resulting Ihere from.

AlA Documant B'41ICMe'" -1992. Copyrlght C 1992 by The Amelican Inslillrte ot Art:hilsc15. All r1ghLs reserved. WARNING: Thill AlA- Document Is[nit. proteeted b!f U.S. Copyrlght Law end IntemaUol'\81 TreeUe9. tlneulhorlzad rep"Jduellon or dl5trlbutlon 01 thIs AlA- Document, or any portion 0111, may resuilin severe elvll and crimInal pill'\8l1lu, and will be prosecuted 10 the mulmum alieni possible under the law. This document wu producsd by AlA sollware 8117:04:14 on 05/t412006 under OrderNo.10003397673 which ei<jlires on 11'2212009, and is nol 'or resale. USllr Notea: (765026073)

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§ 3.3.5 Providing consultation concerning replacement of Work damaged by fire or other eause during construction, and furnishing services required in cOI1llection with the replacement of such Work.

§ 3.3.6 Providing services made necessary by the tenninalion or default of the Construction Manager or a Contractor, by major defeclS or deficiencies in the Work of a Contractor, or by failure of perfonnance of either the Owner or a Contractor under a Contract for Construction, which are not due to the Architect's lack of professional skill and care in fulfilling ilS obligations specified herein.

§ 3.3.7 Providing services in cvaluating an e;r;tensivc number of claims submitted by a Contractor or others in connection with the Work.

§ 3.3.8 Providing scrvices in cOI1llection with a public hearing, arbilrntion procecding or legal proceeding e;r;cept where the Architect is party thereto.

§ 3.3.9 Preparing documenlS for altcrnate, separate or sequential bids or providing serviccs in conncction with bidding, negotiation or construction prior to the completion of thc Construction Documents Phase.

§ 3.4 OPTIONAL ADDITIONAL SERVlCES § 3.4.1 Providing analyses of the Owner's needs and programming the requiremcnlS of the Project.

§ 3.4.2 Providing financial feasibility or other special studies.

§ 3.4.3 Providing planning surveys, site evaluations or comparative studies of prospcctive sites.

§ 3.4.4 Providing special surveys, environmental studies and submissions required for approvals of governmental authorities or others having jurisdiction over the Project.

§ 3,4,5 Providing services relative to future facilities, systems and equipment.

§ 3.4.6 Providing services to invcstigate existing conditions or facilities or to make measurcd drawings thereof.

§ 3.4.7 Providing services to verify the accuracy of drawings or other information furnished by the Owner.

§ 3.4.8 Providing coordination of construction performcd by the Owner's own forecs and coordination of services required in coI1llection with construction performed and equipment supplied by thc Owner.

§ 3.4.9 Providing scrvices in coI1llection with the work of separate consultanlS retained by the Owner.

§ 3.4.10 Providing estimates of Construction Cost.

§ 3.4.11 Providing detailed quantity surveys or inventorics of material and equipment.

§ 3.4.12 Providing analyses of owning and opcrating COSlS.

§ 3.4.13 Providing interior design and othcr similar services required for or in connection with the selcction, procuremcnt or installation of furniture, furnishings and relatcd cquipment.

§ 3.4.14 Providing services for planning tenam or rental spaces.

§ 3,4.15 Making invcstigations, inventories of matcrials or equipment, or valuations and detailed appraisals of cxisting facilities.

§ 3.4.16 Preparing a set of reproducible record drawings showing significant changes in the Work made during construction based on marked-up prinlS, drawings and other dam fwnished by Contractors.

JlJA DoCument 8141/CMaTW 1992. Copyrlgl'lt Cll!l92 by The American Inslilule 01 ArchilllC:lS. All rlgl'IlS reserved. WARNING: ThIs AlAS Document Is InlL protected by U.S. Copyrlgl'ltlaw snd rniemillonal T~IUes. Unllut!loriDd reproduellon o. dfslrlbutlon 0111'115 AlA- Document, or any portion 01 It, mlY

...sull In severe civil end crlmlnar penalUes, tlnd will be prosecuted to the mulmUm tll1enl poaelble undrlrthe leW. This documenl was produced by ALA solrware a117:04:14 on 0511412008 under On:lerNo.l0ClO339767_4 which elPires on 112212009, and 's 1'101 for resale. User Notll8: (785025073)

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§ 3.4.17 Providing assistance in lhe utilization of equipment or systems such as testing, adjusting and balancing, preparation of operation and maintenance manuals, training personnel for operation and maintenance, and eonsultation during operation.

§ 3.4.18 Providing services after issuance to lhe Owner oflhe final Project Certificate for Payment. or in lhe absenee of a final Projcct Certificate for Payment, more than 60 days after the date ofSubstantial Completion of the Work.

§ 3.4.19 Providing services of consultants for other than architecturnl, slructural, mechanieal and electrieal engineering portions of the Project provided as a pan of Basic Services.

§ 3.4.20 Providing any other services not otherwise ineluded in this Agreement or not customarily furnished in accordance with generally accepted architectural practice.

ARTICLE 4 OWNER'S RESPONSIBILITIES § 4.1 The Owner shill provide full information regarding requirements for the Project, including a program which shall set forth the Owner's objectives, schedule, constraints and criteria, ineluding space requirements and relationships, flexibility, expandability, speeial equipment, systems, and site requirements.

§ 4.2 The Owner shall establish and update an overall budget for the Project based on eonsultation with the Construction Manager and the Arehiteel, which shill inelude lhe Conslruction COSl, the Owner's other costs and reasonable contingeneies related to all of these costs.

§ 4.3 If requested by the Architect. lhe Owner shall furnish evidence thaI financial arrangements have been made to fulfill the Owner's ohligations under this Agreement.

§ 4.4 Tbe Owner shall designate a representative authorized to act on the Owner's behalf with respect to the Project. The Ovmer or such authorized representative shall render decisions in a timely manner pertaining to documents submitted by the AJchiteet in order 10 avoid unreasonable delay in the orderly and sequential progress of the AJchiteet's services. The Owner's designated representative retains the right to defer any such decision in accordance with the following steps:

Step I. The designated representative will defer the decision to the Construction Coordinator designated by lhe Owner.

Step 2. If the decision is not made at Step 1, the Construction Coordinator will defer !he deeision to the Arehitectural Services Executive Committee designated by the Owner.

Step 3. If the decision is not made at Step 2, the Architeetural Serviees Executive Comminee will defer the decision to the Board of Education by placing the maner on the agenda of the next regularly seheduled Board meeting.

The Owner shall nOI be considered in default of this provision if it acts in aceordance with the above steps, provided that such decision is made in a timely manner. With respect to deeisions made by the Board of Education, "timely manner" shall be defined as twenty·four (24) hours after the next regularly scheduled Board meeting.

§ 4.5 The Owner shall retain a conslruction manager 10 administer the Project. The ConslrUction Manager's services, duties and responsibilities w111 be as described in the edition of AIA Document B80l/CMa, Standard Form of Agreement Between Owner and Construction Manager, current as of the date of this Agreement with such additions, deletions, and modifications as requested by the Owner. The Tenns and Conditions of the Agreement between Owner and Construction Manager shall be furnished to the Architect. The Architect shall not be responsible for actions taken by the ConslrUction Manager.

§ 4.6 Upon wrinen request of the Architect. the Owner shall fumlsh surveys or information describing physical characteristics. legal limitations, utility locations, and a written legal description of the site. The surveys or infonnation shall include, as applicable, rights-of-way, restrictions, easements, encroachments. zoning, deed restrictions, and boundaries of !he site.

JJA Document B141/CMaTII 1902.. Copyright 1:11992 by The Ameriean Inslilule of ArchIIIJCls- All dghts reserwd. WARNING: This AJA' Document Ie InlL proletlBd by US. Copyright Law and Intematlonal Treallas. Unauthorized reproduellon or dllmlbullon ollhl, AJA' Document, or any portion 01 It, may

resul! In llBvere civil and criminal penallln, and will be proseculilld to the maJIlmum BlIunt possible under the taw. This document was produced by ALA scllw818 8117:04:14 Of) D5I\.v2Q08 under Order No.1DOOJ:l9767_4 which expires on 1I22l2OO9, and is I'lOllor res.aJ1II. USIIlr Noise: (785026D73)

8

§ 4.7 The Owner shall furnish the services of geotechnical engineers when such services are requested by the Archilecl. Such services may include but are not limited 10 any reasonably necessary test borings, test pits, determinations of soil bearing values, percolation tests, evaluations of hazardous materials, and ground corrosion and resisti vlty tests, including necessary operations for antieipating subsoil conditions, with reports and appropriate

professional recommendations.

§ 4.7.1 Tbe Owner shall furnish the services of other consultants wben such services are reasonably required by the scope of the Project and are requesled by the Architect.

§ 4.8 The Owner sball furnish structurn..l, mechanical, chemical, air and water pollution tests, lests for hazardous materials, and other laboratory and environmental tests, inspections and reports required by law or the Contract Documents.

§ 4.9 The Owner shall furnish all legal, accounting, and insurance counseling services deemed necessary by the Owner for the Project.

§ 4.10 The services. information, surveys and reports required by Sections 4.6 through 4.9 shall be furnished at the Owner's eKpense, and the Architect shall be entitled to rely upon the accuracy and completeness thereof.

§ 4.11 Prompt written notice shall be given by the Owner to the Arehitect and Construction Manager if the Owner becomes aware of any fault or defe<:t in the Project or nonconformance with the Contracl Documents.

§ 4.12 The proposed language of certificates or certifications requested of the Architect or Architect's consultants sball be submitted to the Architect for review and approval at least 14 days prior to el'i:ecution. The Owner shall not request certifications that would require knowledge or services beyond the scope oflhis Agreement.

§ 4.13 The Owner shall furnish the required infonnation and services and shall render approvals and decisions as el'i:peditiously as necessary for the orderly progress of the Architect's services and Work of the Conlrac(ors.

§ 4.14 The Owner sball furnish the Architect copies of written commul1icalions with the Construction Manager and Contractors.

ARTICLE 5 CONSTRUCTION COST § 5.1 DEFINITION § 5.1.1 The Construclion Cost shall be the total cost or estimated cost to the Owner of all elements of the Project designed or specified by the Architect.

§ 5.1.2 The Construction Cost shall include the cost at current market rates of labor and materials furnished by the Owner and equipment designed, specified, selected or specially provided for by the Architect, plus a reasonable allowance for the Contractors' overhead and profit. [n addition, a reasonable allowance for contingencies shall be included for market conditions at the time of bidding and for changes in the Work during construction. Construction Cost shall also include the compensation of the Construction Manager and Construction Manager's consultants.

§ 5.1.3 Construction Cost does not include the compensation of the Architect and Architect's consullants, the costs of the land, rights-of·way, financing or other costs which are the responsibility of the Owner as provided in Sections 4.1 through 4.4 and 4.6 through 4. 14.

§ 5.2 RESPONSIBILITY FOR CONSTRUCTION COST § 5.2.1 The Architect's review of the Owner's Project budget and of preliminary estimates of Construction Cost or detailed estimates ofConstruclion Cost prepared by the Construction Manager is solely for the Architect's guidance in the Architect's preparation of the Construction Documents. Accordingly, the Architect cannot and does not warrant

the aecuraey of the estimates of the Construction Manager, or WaITam or represent that bids will not vary from the Owner's Project budget or from any estimate of Construction COSl or evaluation reviewed by the Architect.

§ 5.2.2 No fIxed limit of Construction Cost shall be established as a condition of this Agreement.

AlA Document B1411CMe"'l - 1992. COpyright C 1992 byTlllt American Institute ot AtchHeclS. All right:!! r8Serwd. WARNING: Thl, AlA- nocumentlsInlL prClI~ted by U.S. Copyright Law end InlefnetlClnal Treetles. Ul'llIuthorWtd reproduction or dlelrlbutlon ClI this AlA- Document, or eny portion Clt It, mey result In !Nlvere cI ....1end crfmlnal penalties, and will be prCl.RlCuled 10 Ihe mulmum extent poulble uncler the lew. ThIs documenl was produced by AlA sotltrl'are at 17:tl4:14 lin 0511412008 unoor Order No.1 000339787_4 which expires lin 1/2212009, and is notlClr 'e5ille. U!Nlr Hotllll: (785026073)

9

§ 5.2.3 In the event that the Construction Manager's estimate or the lowest bona fide bid received by the Owner exceeds the Owner's budget for reasons other than those described in Section 3.3, the modification of Contract Documents shall be the limit of the Architect's responsibility. The Architect shall be entitled to compensation in acx:ordance with this Agreement for all services performed whether or not the Construction Phase is commenced.

ARTICLE 6 USE OF ARCHITECT'S DRAWINGS, SPECIFICATIONS AND OTHER DOCUMENTS § 6.1 The Drawings, Specifications and other documents prepared by the Architect for this Project are instruments of the Architect's service for use solely with respect to this Project and, unless otherwise provided, the Architect shall be deemed the author of these documents and shall retain all common law, statutory and other reserved rights, including thc copyrigllt. The Owner shall be permitted to retain copies, including reproducible copies, of thc Architect's Drawings, Specifications and other documents for information and reference in cOnnection with the Owner's use and occupancy of the Project. The Architect's Drawings, Speeifications or other documents shall not be used by the Owner or others on other projeets, for additions to lhis Project or for completion of this Project by others, unless the Architect is adjudged 10 be in default under this Agreement, except by agreement in writing and with appropriate compensation to the Architect.

§ 6.2 Submission or distribution of documents (0 meet official regulatory requirements or for similar purposes in connection with the Project is not to be construed as publicaliOn in derogation of the Architect's reserved rights.

ARTICLE T CLAIMS AND DISPUTES (Paragraph deleted) § 7.1 Claims, disputes or other matters in question between the parties to this Agreement arising out of or relating to this Agreement or breach thereof that are not resolvcd by mediation may be decided by the institution of legal or equitable proceedings or by voluntary arbitration by agreement of the parties at the time of the dispnte in accordance with the Construction Industry Arbitration Rules of the American Arbitration Association currently in effect unless the parties mutually agree otherwise.

(Paragrapltsdefeted) , ARTICLE 8 TERMINATION, SUSPENSION OR ABANDONMENT § 8.1 This Agreement may be terminated by either party should the other party fail substantially to perfonn in aecordance with the tenns of this Agreement through no fault of the party initiating the termination provided written notice of default bas been delivered in accordance with this section prior to termination. Such written notice of default must specify thc particular provisions of lhis Agreemcnt which have not been performed and must indicate that the

Agreement will be tellIlinated unless such default is remedied by the defaulting party within not less than thirty (30) days from the receipt of the notice of default.

§ 8.2 If the Project is suspendcd by \he Owner for more than 30 consecutive days, the Architect shall be compensaled for services perfonned prior to notice of such suspension. When the Project is resumed, the Architect's compensation shall be equitably adjusted 10 provide for expenses incurred in thc interruption and resumption of the Architect's services.

§ 8,3 TItis Agreement may be terminated by the Owner upon not less than scven days' written notice to thc Architect in the event that thc Project is abandoned. If the Project is suspended by thc Owncr for more than 90 consecutive days. the Architect may terminate this Agrecmcnt by giving written nOlicc.

§ 8.4 Failure of the Owner (0 makc payments to the Architect in accordance with this Agreement shall be considered substantial nonperformance and causc for termination.

§ 8.5 If the Owncr fails to make payment when due the Architect for services and expenses, the Architect may, upon seven days' written notice to the Owner, suspend performance of services under this Agreement. Unless payment in full is received by the Architect wilhin seven days of the date of the notice, the suspension shall take effect without further notice. In the event ofa suspension of scrvices, the Architect shall havc no liability to the Owner for delay or damagc caused the Owner because of such suspension of services.

AlA Document B1411CMell>l 1992. COP'f\'lghl Cl1992 by The American Institute or An::hilllClS. All rights f&Served. WARNING: This AlA- Document Is Inll. protected by U.S. Copyrlghl Law and Intamatlanal Treaties. Unauthorlmd raprodudJon or dlltrlbullon 01 this AlA- Doc:umant, or any portion 01 It. may 10 result In $llvere civil and crimInal plInalllas, and wJ1l be prosecuted to the mulmum el:lal'l( possltlle under the law. This dotumenl was produeed by AlA. 50IJltware al17:04:t4 on 05lt412008 under Order No.l000339787_4 which expires on 1/22/2009. and is nOllor resale. U$llr Notes: (785028073)

§ 8.6 In llie event of lennination not llie fault of the Architect, the Arehiteet shall be compensated for services performed prior to termination, together with Reimbursable Expenses llien due and all Tennination Expenses as defined in Section 8.7.

§ 8.7 Termination Expenses are in addition 10 compensation for Basic and Additional Services, and include actual expenses which are directly attributable to lennination. (Paragraphs deleted)

ARTICLE 9 MiSCELLANEOUS PROVISIONS § 9.1 This Agreement shall be governed by the law of the Stale of illinois.

§ 9.2 Terms in this Agreement shall have the same meaning as those in the edition of AlA Document A201lCMa, General Conditions of the Conlrnct for Construction, Construction Manager-Adviser Edition, current as of the date of this Agreement willi such additions, deletions, and modifications as requested by the Owner.

§ 9.3 Causes of action between the parties to lliis Agreement pertaining to aclS or faiLures 10 act shall commence to run in accordance willi minois law.

(Paragraphs delered) § 9.5 The Owner and Arcbitect, respectively, bind themselves, their partners, successors, assigns and legal representatives to the ollier pany to this Agreement and to the partners, successors, assigns and legal representatives of such other party willi respect to all covenants of this Agreement. Neither Owner nor Archilect shall assign this Agreement without the weinen consent of the other.

§ 9.6 This Agreement represents llie entire and integrated agreement between the Owner and Architect and supe~des

all prior negotiations, representations or agreements, either written or oral. This Agreement may be amended only by written instrument signed by both Owner and Architect.

§ 9.7 Nothing contained in the Agreement shall create a contractual relationship with or a cause of action in favor of a third pany against either the Owner or Architect.

§ 9.8 UnJess otherwisc provided in this Agreement, the Architect and Architect's consultants shall have no responsibility for llie discovery, presence, handling, removal or disposal of or exposure of persons to hazardous materials in any flmn at the Project site, including bllt not limited to asbestos, asbestos products, polychlorinated biphenyl (PCB) or ollicr toxic substances.

§ 9.9 The Architect shall have the right to include representations of the design of the Project, including photographs of llie exterior and interior, among the Architect's prOmotional and professional materials. The Architect's materials shall not include the OWl1er's confidential or proprietary infonnation if the OWl1er has previously advised the Architect in writing of the specific information considered by the Owner to be confidential or prOprietary. The OWl1er shall provide professional credit for the ArchilCct on the construction sign and in the promotional materials for the Project.

ARTICLE 10 PAYMENTS TO THE ARCHITECT § 10.1 DIRECT PERSONNEL EXPENSE § 10.1.1 Direct Personnel Expense is defined as the direcI salaries of the Architect's personnel engaged on the Project and the portion of the cost of their mandatory and customnry contributions and benefits related thereto, such as employment taxes and other statutory employee benefits, insurance, sick leave, holidays, vacations, pensions and similar contributions and benefits.

§ 10.2 REIMBURSABLE EXPENSES § 10.2.1 Reimbu.rsable Expenses are in addition to compensation for Basic and Additional Services and include expenses incurred by the Architect and Architect's employees and consultants in the imetest of the Project, as identified in the following Clauses.

AlA DI;I~ument B141/CM1l1ll 1992. Cllpyrlght () \992 by11le AmeriClll1II\1i~IUle of AlchileelS. All rlghtll reserved. WARNING; This AlA· Daeumenllsrnrt. proleelad by U.s. Cl;lpyrlght Law and lnlarnatll;lnllf Tilletlas. Unauthl;ltl:md reproducllon or dlstrtbutlon or this AlAI Document, or any portIon 01 It. mey 11 ruull.n Mvare civil end criminal peneilles, end will be proSl!'l;lI'!ecIlo 1M maxImum extenl po$!llble u"der tM lew. this documel"l! was prtxluced by AlA sollwale al17:04:140n 05/1412006 under OrderNo.l000339767_" ....hich expil1l5 on 112212009. and is I'!CII for lasroe. User Notea: (1B51126073j

§ 10.2.1.1 Authorized transponation eltpenses in connection with the Project; eltpenses in connection with authorized out-of-town lmvel; long-distance communications; and fees paid for securing approval of authorities having

jurisdiction over the Projet:t.

§ 10.2,1.2 Eltpense of reproductions, postage, eltpress deliveries, electronic facsimile transmissions and handling of Drawings, Specifications and other documents.

§ 10,2,1.3 If authorized in advance by the Owner, eltpense of overtime work requiring higher than regular raws.

§ 10,2.1A Eltpense of renderings, models and mock-Ups requested by the Owner.

§ 10.2.1.5 Ex.pense of additional insurance coverage or limits requested by the Owner in eltcess of those set forth in Seetion 12.7.

§ 10.2.1.6 Expense of computer-aided design and drafting equipment time when used in connection with the Project.

§ 10.3 PAYMENTS ON ACCOUNT OF BASIC SERVICES

(Paragraphs deleted) § 10.3.2 Payments for Basic Services shall be made monthly and, where applicable, shall be in proportion to services performed within each phase of service. on the basis set forth in Section 11.2.2.

§ 10.3.3 If and to the extent that the time initially established in Section 11.5.1 of this Agreement is eltceeded or extended through no fault of the Architect, compensation for any services rendered during the additional period of time shall be computed in the manner set forth in Section L1.3.2.

§ 10.3A When compensation is based on a percentage of Construction Cost and any portions of the Project are deleted or otherwise not constructed, compensation for those portions of the Project shall be payable to the extent substantial services are performed on those portions, in accordance with the schedule set forth in Set:tion 11.2.2, based on (1) the lowest bona fide bids. or (2) if no such bids or proposals are received, the most recent estimate of Construction Cost prepared by the Construction Manager for such portions of the Projet:l.

§ 10.4 PAYMENTS ON ACCOUNT OF ADDITIONAL SERVICES AND REIMBURSABLE EXPENSES § 10.4.1 Payments on account of the Architect's Additional Services and for Reimbursable Eltpenses shall be made monthly upon presentation of the Architecl's statement of services rendered or expenses incurred.

§ 10.5 PAYMENTS WITHHELD § 10.5.1 No deductions shall be made from the Architect's compensation on account of penalty, liquidated damages or other sums witllheld from payments to ConlmCtors, or on account of the cost of changes in the Work other than those which are due to the Architect's lack of professional skiU and care in fulfilling its obligations specified herein or for which the Architect has bet:n found to be liable.

§ 10.6 ARCHITECT'S ACCOUNTING RECORDS § 10.6.1 Records of Reimbursable Expenses and expenses pertaining to Additional Services and services performed on the basis of a multiple of Direct Personnel Eltpense shall be provided to the Owner or the Owner's authorized representative within sevenly-two (/2) hours ifrequested by the Owner.

ARTICLE 11 BASIS OF COMPENSATION The Owner shall compensate the Architect as follows:

(Paragrophs deleled) § 11.2 BASIC COMPENSATION § 11.2.1 FOR BASrC SERVICES. as described in Article 2, and any other services included in Article 12 as part of Basic Services, Basic Compensation shall be computed as follows: (lmerr basis of comperualion. including slipufaled sums, multiples or pereen/ages. and idemify phases to wllicll particular me/flods of compensation apply, ifnecessary.)

AlA Document a141/CMa1'M 1992. Copyright ~ 1992 by The Ame~ean Instilute 01 Aro;;Mec15. All r1gh13 reserved. WARNING: ThIs AlA' Ooeumenl IsInll protected by U.S. Copyright Low llnd Inlen1ll11DnaITfGUlhl~.Unauthorlmd Illproduetlon or dlstrlbullon 01 this AlA' Document. or any porllon 01 It. mey 12 result In sevora ell/II and criminal pel'\llltlo15, end will be pro:MIcll1ed II:! th. mulmum enei'll possll:lle uncler the IIIW. This document WBll prodl,ll;l8d by AlA software at 17:04: 14 on Os/14120Gll unde< Order Na.l 0OO3J1l7~7_4 which 8"Pires on 112212009, and ~ not 'or resals. User Notes: (765026073)

Basis of compen9lalJon The basis of compensation is a stipulated sum of $4,428,799.00 to be paid in proportion to services perfonned wilhin each phase of

service in accordance Section 11.2.2 of this Agreement.

§ 11.2.2 Where compensation is based on a stipulated sum or percentage of Consrruction Cost, progress payments for Basic Services in each phase shall total the following percentages of the total Basic Compensation payable: (lnsen additional phases as appropriate.)

Schematic Design Phase: Fifteen percent ( 15 %) Design Development Phase: Twenty percent ( 20 %) Construction Documents Phase: Forty percent ( 40 %) Bidding or Negotiation Phase: Five percent ( 5 %) Consrruction Phase: Twenty percent ( 20 %)

Total Basic Compensation one hundred percent( JOO %)

§ 11.3 COMPENSATION FOR ADDITIONAL SERVlCES § 11.3.1 FOR PROJECI REPRESENTATION BEYOND BASIC SERVICES, as described in Section 3.2, compensation shall be computed as follows:

Per hourly rate schedule

§ 11.3.2 FOR ADDITIONAL SERVICES OF THE ARCHITECT, as described in Articles 3 and 12. other than (1) Additional Project Representation. as described in Section 3.2, and (2) services included in Article 12 as part of Basic Services, but excluding services of consultants, compensation shall be computed as follows: (lnsen basis ofcompensatian, including rates ond/or multiples ofDirect Personnel Expense for Principals and employees. and identify Principals and classify employees, ifrequired. Idenrify specific sefllices to which particular metllodsofcompensation apply, ifnecessary.)

§ 11.3.3 FOR ADDTIlONAL SERVICES OF CONSULTANTS, including additional s[fUctural, mechartical and electrical engineering services and those provided under Section 3.4.19 or identified in Article 12 as part of Additional Services, a multiple of one and five one-hundredths (1.05 ) times the amounts billed to the Architect for such services.

(Identify specific types ofconsultants in Article 12, ifreqllired.)

§ 11.4RElMBURSABLE EXPENSES § 11.4.1 FOR REIMBURSABLE EXPENSES, as described in Section 10.2, and any odler items included in Article 12 as Reimbursable Expenses, a multiple of one (1.0 ) times the expenses ineurred by the Archilect, the Architect's employees and consultants in the interest of the Project.

§ I1.SADOmONAL PROVlSIONS § 11.5.1 IF THE BASIC SERVICES covered by this Agreement have not been completed within Forty (40) months of lhe date hereof. through no fault of lhe Architect, extension of die Architect's services beyond thal time shall be compensated as provided in Sections 10.3.3 and 11.3.2.

§ 11.5.2 Payments are due and payable Sixty (60) days after the date of the Architect's invoice unless unforeseen disputes arise beyond the Owner's control. Amounts unpaid after that time shall bear interest al die rate entered

below, or in the absence thereof at the legal rate provided under Illinois law. (Insert rate ofinterest agreed upon.)

Seven percent 7% per annum

(Usury laws and requirements under the Federal Trulh in Lending Act, similar stale and local consumer credit laws and other regula/ions at the Owner's and Architect's principal places ofbusiness, the location ofthe Projecl and

AlA Documenl B141/CMa'" -1992. Copyright =1992 byThe American 1ru;~IlJ1aoi Arl;hilll'elS. All tights rBSllI'Ylld. WARNING: Thts AlA· oocumenl15Inlt. protected by U.S. Copyright Law and Inlemallonu.l Tnlslles. Unauthorlzecl reprodllcllon or dlstrlbullon ol\hls AlA· Documanl, or any portIon of II, may 13 te.sull tn 90llVllre clvil and erlmlnal pel\8lllea, and will be pro5e(:ulecl to the mllllimum u;lent poaslble under Ihe ta..... This docum.nl wuprocl'uoed by AlA 501tw1lte e117:04:14 on 0511412008 under On!er No.1000339767_4which expirllS on 1f22/2O'J9, and i$ nol lor re&aJe. U58r Notes: (785026073)

elsewhere may affect the validity o/this provision. Specific legal advice should be obtoined with respect to deletions or modifications. and also regarding requirements sucll as written disclosures or waivers.)

§ 11.5.3 The rates set fOM for Additional Services may be annually adjusted in accordance with nonnal salary review praetices of the Architect upon mutual agreement of the Parties.

ARTICLE 12 OTHER CONDITIONS OR SERVICES (Insert descriptions 0/other se11Jices, identify Additional Se11Jices included within Basic Compensation, and insert modificotions to (he payment and compensation terms included in '"is Agreement.)

12.1 The Architect and his eonsultants shall, based on a visual inspection, endeavor to understand the adequacy of the existing building systems and construction, if any, which bear on the final design and shall prepare all documents necessary to detail contiguous construction and systems connections. The Architect and his consultants shall

recommend specific detailed and independent testing/review of existing systems if warranted. The Architect and his consultants shall, consistent with the standard of professional skill and care, evaluate and alter the design of existing condition to confonn to the requirements of the Illinois State Board of Educalion, and all other laws, statutes, codes and regulations.

12.3 All directions, instruction. approvals and confirmations between the Owner and Architecl shall be confirmed in writing. Any written instructions provided by the Superintendent or Board of Education shall constitute written

direction.

12.4 The Architect and his consultants shall prepare for. and attend as requested by the Owner, up to three (3) meetings of the Owner's Board of Education. Ifadditional meetings are requested by the Owner, the Architect shBli be paid additional compensation as provided in Section 11.3 of this Agreement. The Architect and its consultants shBli

also prepare for. and attend up to three (3) City Plan Commission. Zoning Board, or City Council meetings relating to this project as part of Basic Services.

12.5 Architect shall execute certificates, in fonn acceptable to Owner, evidencing (I) Architect's compliance with the lllinois Human Rights Act (including without limitation those provisions relating the Architect's written sexual

harassment policy) and (2) Architcct's compliance with the [flinois Drug Free Workplace Act.

12.6 As pan of Basic Services, the Architeet shall make a written record of all meetings, conferences. discussions, and decisions made between or among the Owner, Architect and Construction Manager during the design phases of

the Project and concerning any material condition in the requirements, scope, performance and/or sequence of the Work and provide a copy of such records to the Owner upon request.

12.7 The Architect and its consuhants shall maintain at their own expense the foUowing minimum insurance coverage applicable to this Project, and shall presenl to the Owner proof thereof through properly exeeuted certificates of insurance in a fonn and substance satisfactory to Owner upon execution of this Agreement and upon renewal of

sueh eoverage during the period of this Agreement. The certificales of insurance shall include original copies of any amendatory riders to policies. The Owner, its board members, officers and administrators shall be named as additional insureds on such coverages except for professional liability errors and omissions and worker's compensation. The insurance policies shall be placed with insurance eompanies rated at least A by Best's Key Rating guide or with other insurance companies acceptable to the Owner, and shall ineorporate provisions requiring the insurance companies to provide written notice to the Owner at least thirty (30) days prior to the cancellation, nonrenewal, or reduction in

limits of liability endorsement, ehange in deductible per claim, or change in limits or exclusion of any such polieies. The insurance polieies shall also provide primary coverage and the Owner's insurance shall be non-contributory. The Arehitect shall only utilize consultants that maintain insurance coverage and provide certifieales of insuranee to the

Owner in accordance with this Section 12.7. The Architect shall notify the Owner prior to engaging the services of a consultant and shall assisl the Owner in obtaining the necessary insurance certifieates from the consultant.

a. Professional Liability Errors and Omissions - all eoverage shall be retroactive to the earlier of the dale of this Agreement or the commeneement of the Architect's services in relation to the Projeet. Coverage shall be maintained for a period of four (4) years after the date of substantial completion of the !Dtal Project.

AlA Document B141/CMaTlO _ l!iJ1l2. CopyTfglll C 1992.b~ The Ameriean Institute of An::hilecls. All rfghlll reserved. WARNING: this AlA" D\ll::umentlsInlt. prOlecled by U.S. Copyrfghl laW' end Inl"m.t1on.1 Treatl8!l. Uneulhorlzed reproduction or dlstrlbullon 01 this AlA" Document. or eny portion 0111, may 14

result In severe civil end crfmlnal panaltles, end will be prllS8cuted to the maximum "Illenl possible under the lew. This documenl Wi!& produced by AlA software el17:04:14 on 05/1412008 undBi Order No. 1000339761_4 ....hid'! eJq)jres on 1/22.12.009, and ~ not 'or resele. User Notee: (7B50:?6073)

Bodily Injury and Property Damage: Per claim $ 1,000,000.00 Aggregate $ 3,000,000.00

b. Comprehensive General Liability - including broad-fonn contract liability and complete operations.

Bodily Injury and Property Damage: Per claim $ 1,000,000.00 Aggregate $ 2,000,000.00

c. Comprehensive Automobile Liability -- including hired and non-owned vehicles, jf any.

Bodily Injury and Property Damage: Combined Single Limit $ 1,000,000.00

d. Worker's Compensation -there shall be no waiver of offieers or owners on the policy.

Each occurrence: Statutory Limits

Employer's Liability: Bodily Injury by Accident: Each acciden~ $ 500,000.00

Bodily Injury by Discase: Each employee $ 500,000.00

Bodily Injury by Disease: Each policy limit $ 500,000.00

e. Umbrella Liability C()verage under the Umbrclla Liability p()licy shall be in addition but se(:ondary t() thc primary minimum insurance covcrages as specified herein. All claims which are covcred undcr the C()mprchcnsive General Liability and C()mprchensivc Automobile Liability insurnnce policies shall also bc covered under the Umbrella Liability policy:

Prior to construction: Eaclt occurrence $ 5,000,000.00 Aggregate $ 5,000.000.00

During Construcu()n: Architect: Each occurrcnce $15,000,000.00 Aggregate $15,000,000.00

Consultants: Each oceurrence SlO,OOO,OOO.OO Aggregate SlO,OOO,OOO.OO

From date ()f substantial complcti()n f()r f()Uf years: Each occurrencc $ 5,000,000.00 Aggregatc $ 5,000,000.00

AlA Documenl B141/CMaT1lll 1992. Copyrlghl 1t11992 by The American 11'I.S~llJlo al ArchilllC15. All rlghllll1l!lorvlld. WARNING: This AlA- Document 15lnlt_ prolllCled by U.S. Copyright Law and Internallonal Tn~edes. Unauthorized rtlllroduetlon or dlstrtbuUon 01 this AJA- Document, or any portion of II, may 15 re9ull In !leVere civil and criminal penalUe5, and will be proseellled to Uwt maximum elrtent possible under the IIIW'. This document was produced by AlA sottware aI17:04:14 on 05l14!2008 under Order No.l000339767_4 which el\3ires on 1I22l2OO9, and le nOI ler re$<lle. User Nole:s: {785026073}

12.8 As part of Ihe Basic Scrvices, Architect shall review and return to Construction Manager or Contraetor for eorreetions as necessary marked up copies of the Contraet Drawings showing significant ehanges in the Work. made during construction

12.11 The Architect in perfonning this Agreement shall comply wilh all statulory employment requirements, including, but not limited to, the provisions of the "Illinois Fair Employment Practices Aet" 775 ILCS 512-101 and "An Act to prohibit discrimination and intimidation on account of race, creed, color, sec or national origin in the employmem under eontracts from public buildings or public works, 775 ILCS lO/1.

12.12 The Architect hereby agrees to indemnify, defend, hold harmless, and release the Owner, its board members, officers, adminiSlrntors, employees, agenlS, invitees, and volunteers (coUectively "Indemnities") from and against any and all losses, claims, demands, injuries, damages, liabilities, and eosts, including reasonable attorney's fees, that Indemnities may incur to the extent eaused by negligent or intentional act or omission of Architect, ilS offices, directors, employees, agents, or consuhants in the performance of Ihc services provided under this Agreement, or by the negligent or intention violation of any federal, state, or loca11aw, statute, ordinance, code, rule, or regulation. This indemnity shall survive Ihe termination of this Agreement.

12.13 The Owner may choose to disregard the advice of the Architect or may otherwise choose to deviate during construction from the primed documcnlS prepared by the Architect. Accordingly, Owner hereby

agrees to indemnify and hold harmless the Architect, ilS agents, employees and consultants from and against all claims, damages, losses, and eJlpenses, including hut not limited to reasonable attorney's fees, caused by the performance (or failure 10 perform) any aspect of construction of the Project, where the Owner has, over the Architeet's prior wrilten objeetion, knowingly authorized or pennitted a deviation from any document

prepared by Architect.

12.14 Schedule of Construction Administration Services: 1. Up to two (2) review of each shop dnIwing, product data item, sample and similar submittal of

the Contractor. 2. Up to two (2) visits per monlh by the Project EJlecutive. 3. Weekly visits by Ihe Project Managcr/Architect per project. 4. Weekly visits by the Architect's Construction Adminislrntive Representative per project.

12.15 Except with Ihe Owner's knOWledge and consent, the Architect shall not engage in any activity, or accept any employment, interest or contribution Ihat would reasonably appear to compromise Ihe Architect's professional judgment with respect to the ProjlX:L

12.16 The Architect shall meet wilh the Owner or Ihe Owner's aulhorized representative promptly after Substantial Completion to review Ihe need for facility operation services. Upon request of Ihe Owner, and prior to Ihe expiration of one year from Ihe date of Substantial Completion, Ihe Architect shall conduct a meeting wilh Ihe Owner and Ihe Owner's aulhorized representative to review Ihe facility operations and performance and to make appropriate recommendations to the Owner.

12.17 The Architect shall participate in weekly progress meetings wilh Ihe Owner or Owner's aulhorized representative, Ihe Construction Manager, Controctors, and any necessary subconlrnctors. Notice of weekly progress meetings will be given by the Construction Manager at least 48 hours' in advance of each meeting unless such notice is made impossible by conditions beyond his control. The purpose of such meetings will be to review the progress of Ihe Work, discuss problems and Iheir solutions, and coordinate future Work with all Conlrnctors.

12.18 The time parameters for the Project are: (identify, ifappropriate, milestone dates, duralions orfast track scheduling.) Final completion of new elementary schools and Sugar Creek Elementary School-August I, 2010.

Final Completion of new middle school- August 1,2011.

AlA Document B1411CMelll 1992. Copyright C 1992 by The American Institute or Architects. All rights reserved. WARNING: Thle AlA- Document I,Inll. protected by U.S. Copyright Law anef IntemallonaITl1Iatlll.5.UnaulhorlzBdreproductlonordl.trlbutlon 01 thl.ll AlA- Documenl, or eny portion 01 It, mey 16

re,ult In severe civil end criminal pel\llitles, anef will be proSllCLJ!.edlO the ma:dmum extent ponlble under the 11l'oY. This document was prtlduced by AtA. soJtwaro at 17:04:14 on 05(1412008 under Ordar No.1000339767_4 which erplres on 112:?J2009, and is not ror resalo. User NotM: {78502G01J}

This Agreement entered into as of the day and year first written above.

(Primed name and title)

AlA Documllnt B141/CMlITII 1992. Copyright C 1992 by Thll Amllrican Inslilulll 01 Ait:hIleels- All "ghlS reserved. WARNING: Thl8 AlA8 Document Is Inll protected by U.S. COPyrlllhllJlw end Intemetlonal Tl1latles. Unauthorized reproducllon or distribution 01 tills AlA- Documenl, or eny porllon 01 II, mey 17 I1lsult In severe clYIl and crimInal penalties, and wlll be prosecuted to the ma:clmum elltllnt pOll!llble unclarthe law. This document was produced br AlA software a117:04:14 on 0511412008 under Order No.IOOO339767_4 which expires on 1122/2009, and is llOllor resale. User Notes: {76502607:l)

Additions and Deletions Report for. '" AlA Document BI41/CMa - 1992

ThIs Additions and Deletions Report. as defined on page 1 or the associated document, reproduces below all text the author has added to the standard fann AlA document in order to complete it, as well as an)' text the author may have added to or deleted tram Ihe original AlA lext. Added leXl is shown underlined. Deleted lext Is indicated with a horizonlal Une through the original AlA text.

Note~ This Additions and Deletions Report Is provided forinfonnatlon purposes only and is nol incorporated Into orcanslilute any part or lhe associated AlA document. ThIs Additions and Dllietions Report and lis associated document were generated simultaneously by AlA software at 17:04:14 on 0511412008.

PAGE 1

AGREEMENT made as ertha Eleventh day of February in the year of Two Thousand Eight

McLean County Uni[ Districl No.5 1809W. Hovey Ave. Normal. Illinois 61761-4339

lZf Associates, Inc. 124 SW Adams Street. Suite 450 Peoria. Dlinois 61602

Normal Schools

New Middle School: Design a new 140.000 s.r. Middle School. The facility design will be complcted based on the 2008 Facility Design Guidelines prepared by Perkins + Will/lZf Associates, Inc.. dated January, 200B.

Two (21 New Elementary Schools: Design two (2) new 78,000 s.r. elemenlary schools. The design of the facilities will be completed based on the 200B Facility Guidelines prepared by Perkins +WillI LZf Associates. Inc .. dated January. 2008.

Sugar Creek Elementary School: Minor renovation of the exisling school with fin approximately 35,000 gsf addition for fI gymna."ium and c1a.ssroorm. A conversion of Mechanical Systems to Geothermal Mechanical Systems. The design will include the necessary phasing to allow the schoo11O function through the constIUction periQQ.,

The ConstIUction Manager is

Turner Construction Company 55 East Monroe Street. Suite 3100 Chicago. Illinois 60603

PAGE 2

§ 1.1.3 The J\felHteet'§ sef\1iees sllaU Be JleFfefBI:eli 85 e*Jleelit::iellsly 85 is eetl'SiSleRt with JlfefessieRal slalliuld eare and t1:Ie erElef!y 'fegress Bf the WeR.. Architect shall provide sufficient orgatlization. pel'5onnel. and management to carry out the requirements of this Agreement in an expeditious find economical manner consistent with professional

AddlUon, anel OfIlalloM Raport lor AlA Doclimani B141JCMlItIII 1&92. CC1pyrlghl G 1992 by The American Institute or Art:hilllClS. All rtghts l'8Servecl. WARNING:Thla AlA- Doc:umenlls prolecilld by U.S. Copyrlghll.8w lIOO Inlernellonlll TreaUOs. Unaultlortzed reproduclrOn or dlslrtbuUon of Ihlll AlA-Docllmenl, or any polIlon 01 II, mey rasull In lI6vara civIl enel crtmlnal panattlas, and will be proseculed 10 Ihe mulmum elCllll'lt poaslble under lhe law. The dol;:ument was produced by AlA software at 17:04:14 on 0511412008 urder Order No,1 000339767_4 whleh e:o:pllVll on 112212009, and Ie not lor resale, UlMtr NoIe.e: (785026073)

1

skill and care, !.he Qrderly orogressofthe Work. and the interests ofthe Owner. In no case shall the Owner's review or approvaJ of any Schematic Design Documents. Design Development Documents. Construction Documents. or other designs or services to be provided by the Architect under this Agreement release !.he Architect of its duty to provide its services in an expedilious and economical manner consistent with professional skill and care, the orderly progress of the Work. and the interests of the Owner. The Architect shall submit for the Owner's approval and the Construction Manager's information a schedule for the performance of the Architect's services which may be adjusted as the Project proceeds, and shall include allowances for periods of time required for the Owner's and Construction Manager's review and for approval of submissions by authorities having jurisdiction over the Project. Time limits eSlablished by this schedule approved by the Owner shall not, except for reasonable cause, be exceeded by the Architect or Owner.

§ 2,1.1 The Architect's Basic Services consist of those described in Sections 2.2 through 2.6 and any other services identified in Article 12 as part of Basic Services, and include normal structural, mechanical and electrical engineering serviees.services..

§ 2.2.1 The Architect shall review the program, schedule and construction budget furnished by !he Owner to asccrtain the requirements of the Project and shall arrive at a mutual underslaIlding of such requirements with the Owner. The Architeet shall consider the value of alternative materials, building systems and equipment together with other considerations based on the program. sehedule. budget and aesthetics in developing the design for the Project

§ 2.2.3 The Architect shall review with the Owner and Conslruction Manager alternative approaches to design and construction of the Project. Upon request of the Owner, the Architect shall make a presentation to explain the design of the Project to representatives of the Owper.

§ 2.2.4 Based on the mutually agreed-upon program, schedule and construetion budget requirements, the Architect shall prepare, for approval by !he Owner, Sehematic Design Documents consisting of drawings and other documents illustrating the scale and relationship of Project components. The Schematic Design DocumenlS shall include a conceptual site plan. if appropriate, and preliminary building plans. sections and elevations. At the Architect's option, the Schematic Design Documents may include srndy models. perspective sketches. electronic modeling or combinations of these media. Preliminary selections of major building systems and construction malerials shall be noted on !.he drawings or described in writing. The Architect shall, consistent with the standard of professional skill and care. design the Project in accordance with all aoplicable laws, codes. and regulations effective at the time the Schematic Design Documents are prepared and shall respond in the design of the Project to requirements imposed by governmental authorities having jurisdiction over the Project.

PAGE 3

§ 2.5.1 The Architect, following the Owner's approval of the Construetion Doeuments and of the Construction Manager's latest estimate of Construction Cost, shall assist the Construction Manager in eelaini:ng eiels SF Hegeaated JlF9flesals and B:5sist ia issuing hidding documenlS to hidders, conducting pre.bid conferences with prospeetive bidders. obtaining bids. and preparing conr.rac:ts for construetion.

§ 2.6.2 The Architect shall provide administration of the Contract for construction in cooperation with the Construction Manager as set forth below and in the edition of AIA Document A201fCMa. General Conditions of the Contract for Construction, Construction Manager·Adviser Edition, eurrent as of the date of this AgR!!emeBt.Agreement with such additions, deletions. and modifications as mutually agreed with the Owner,

§ 2.6.3 IMies;-Duties responsibilities and limitations of authority of the Architect as set forth herein and in the Contract Documents shall not be restricted, modified or extended without written agreement of the Owner and

Addillons Ind Dehrtlon, Report for AlA Document B141/CM,"" -11l1lz' COpyright ClI992 by The American lns~lule 01 ArehileelS. All rlghl:a reaanlllod. WARNING: Thl, f4JA· Doeum&lll19 proleeted by U.S. Copyright lBw and InternllliOflaI Trealles. Unauthorized ruproduellon or dl5trlbullon ollhls AlA-Documenl, or Iny portion alit, may ruultln seVel'e civil and crtmlnal penatUu, Ind \'0111 be prosecuted to the ma:dmum extant pOS3lble under 100 la\'O. This documenl wu ptDduc:ed by AlA soltwal'll aI17:04:14 on 05'14/2008 underOrd&r No.l0003397B7_4 which e~res on 1122/2009. and is nol lor l'IIIIIl!e. User NOIlls: (78502B073)

2

Nehfleet wim eaRseRt sf me CORtFastors ane! the CORstfUelioR MltRager, wRieh eORSeR! shB:ld Rot be llR:"easoRa91y withheld.Archilect.

PAGE 4

§ 2.6.5 The Architect shall visit lhe site at inlervals appropriate to lhe stage of construction or as olherwise agreed by lhe Owner and Architect in writing to become generally familiar wilh lhe progress and quality of the Work completed and to detennine in general iflhe Work is being performed in a manner indicating lhat the Work when completed will be in accordance with lhe Contract Documents. However, the Architect shall not be required to make exhaustive or continuous OR sito iRSJleet:iSfl:'i ts eheelr Ute q~a1iEy sr Ifllanf:it:y of the WoFlr. visits. On lhe basis of on-site observations as an architect, lhe Architect shall keep lhe Owner informed of the progress and quality of the Work, and shall endeavor to guard the Owner against defects and deficiencies in the Work. (More extensive site representation may be agreed to as an Additional Service, as described in Section 3.2.)

§ 2.6.6 The Architect shall repon to the Owner deviations from lhe Contract Documents and from the most recent construction schedule submitted by the Contractor. The Archilect shall not have control over or charge of and shall not be responsible for construction means, methods, techniques, sequences or procedures, or for safcty pruautions and programs in connection wilh lhe Work, since these are the CeRtneton' Contractor's responsibility under lhe Contracts for Construction. The Architect shall not be responsible for lhe Contnl.clO~' schedules or failure to carry out the Work in accordance with the Contract DasllfBeAl:5. Documents provided lhe Architect exercises professional skill and care in fulfilHng its obligations specified herein. The Architect shall not be responsible for the perfonnance by the Construction Manager of lhe services required by the Construction Manager's agreement with me Owner. The Architect sball not have control over or charge ofacts or omissions of the Contracto~, SIlgeoRll'aetors, Subcontracts, or lheir agents or employees, or of any olher persons perfonning services or portions of lhe ~Work provided the Architect exercises professional skill and care in fulfilling its obligations specified herein.

§ 2.6,9 Based on lhe Architect's observations and evaluations of each Contractor's Application for Payment, the Architect shalt review and certify the amounts due the respective Contractors. The Architect shall maintain a record of the Contractor's Applications for Payment and shall provide copies thereof to me Owner or lhe Owner's aulhorired representative within seventy-two (12) hou~ ifregucsted by the Owner.

§ 2.6.9.1 The Architect's certification for payment shall constitute a represcntation to lhe Owner, based on lhe Architect's observations at me site as provided in Section 2.6.5, on me reconunendations of lhe Construction Manager and on the data comprising the Contractors' Applications for Payment, that, to lhe best oflhe Architect's knowledge, information and belief, me Work has progressed to lhe point indicated and lhe quality of the Work is in accordance with the Contract Documents. The foregoing representations are subject to an evaluation of the Work for confonnance with the Contract Documents upon Substantial Completion, to results of subsequenl tests and inspeetions, to minor deviations from me Contract Documents correctable prior to completion and to specific qualifications eXJlressed by !:he Arehileel agreed upon in wriling by the Architect and the Owner. The issuancc of a Certificate for Payment shall further constitute a representation that thc Contractor is entitled to payment in lhe amount certified.

§ 2,6.9.2 The issuance of a Certificatc for Payment shall not be a representation that the Architect has (1) made exhaustive or continuous ae site iesfleet:isfls te eResk !he fiJ:llalit:y sr fiJ:~imt:i~ af me Werk, visits to the site, (2) reviewed constnlction means, melhods, techniques, sequences or procedures, (3) reviewed copies of requisitions received from Subcontractors and material suppliers and other data requested by the Owner to substantiate the Contractor's right to payment or (4) ascertained how or for what purpose lhe Contractor has used money previously paid on account of lhc Contract Sum.

PAGE 5

§ 2.6.11 The Architect shall review and approve or take olher appropriate action upon Contractors' submituLls such as Shop Drawings, Product Data and SBJBflles, lni( ellly Samples for lhe Hmite&-general purpose of checking for conformance with iaOORRQHeR givee end the e!esigR esseeflt el£Jlressed iR the CoRl:raet DSe~ff\eRls. the infonnation givcn and the Contract Documents. Contractors shall be required to provide submittals 10 lhe Construction Manager and the Architect at such times so as to allow lhe Archilect at least 5-10 days for review or action. Thc Architect's

AddltlOQ D"d o.fetlana Aapart lor AlA Doellllleni B141/CMaT1lll 1992. Copyright 10 1992 by The American fns~llJlB of ArehitBCLS. All rights reserved. WARNING: Thfa AlA- t1oclIm.e'llls prolllc:tlld by U.S. Copyright '-- and Inlarl\llllonal TreatlllB. UnBlitharl2li!d reproduclion or dlatrlblltlan allhl!! ALA-Doelllllenl, Of nyportlon 0111, may re:illlt fn Hvere eMI and crlmfnal petlalUes, and will be proMeuled to the me..lmurn eltanl pOSillble under tha law. ThiBdoc:urn&nl was producod by AlA eollware al 17:04:14 on 05'1412D0811ooerOrderNa.1000339757_4 which e1pilllsofl 112212009, end Is nol for rasale. UHr Not,,: (785028073)

3

action shall be taken wilh such reasonable promplIless as to cause no delay in the Contractors' Work or in construction by the Owner's own forces, while allowing sufficient time in the Architect's professional judgment to pennit adequate review. Review of such submittals is not conducted for the purpose of de!ennining the accuracy and completeness of other details such as dimensions and quantities or for substantiating inslrUetions for installation or performance of equipment or systems designed by the Contracmrs. all of which remain the responsibilily of Ihe Contractors to Ihe extent required by Ihe Contract Documents. The Architect's review shall not constitute approval of safety precilutions 9f;-\JAless sUleFwis8 spesiReally sl:aEeel 9)' !:he Afebiteet, or of constnlction means, melhods. IeChniques. sequences or procedures. The Architect's approval ef.for a spedfic item shall not indicate approval of an assembly of which the item is a component. When professional certification of performance characteristics of materials, systems or equipment is required by the Contract Documents, lhe Archilect shall be entitled to rely upon such certification to establish that the materials, systems or equipment will mee( the performance criteria required by the Contract Documents. After its review. the Architect shall return submittals to Ihe Construction Manager for delivery to the Owner. The Architect shall maintain a record of Contractors' submittals and shall provide copies thereofto Ihe Owner or Ihe Owner's authorized representative within seventy-two (72) hours if requested by the Owner.

§ 2.6.12 The Architect shall review and sign or take olher appropriale action on Change Orders and Construction Change Directives prepared by the Construction Mam:lger for the Owner's approval and execution in accordance with the Contract Documents. The Architect shall mainlilin record~ relative to Change Orders and Conslruction Chilnge Directives and shall orovide copies thereoflo the Owner or the Owner's aulhorized representative within seventy-two {TIl hours ifreguested by the Owner.

§ 2.6.14 The ,".fE;lHteet; QSsisteei &y!:he C8RstruatieR MansgeF, Architect shall conduct inspections to determine the date or dates of Subswnial Completion and assist the Conslruction Manager in conducting inspections to detennine Ihe date of final completion. The f.rdliteet sliB:i1 ferwam Ie tl=Je OWRer wBfFafll::ies 8:Ael siEBilar SlllunittB:is reE/uired by the CSRl!;asll)s6YlBeRf,s whieh ka'/e BeeR Reei'/ed {rem the CeRstRJelisR MaRager. presence of the Construction Manger on these inspections shall not eliminate or olherwise reduce the Architect's duties and obligations described herein. When the Work is found 10 be substantially complete, the Architect shall inform Ihe Owner about the balance of the Contract Sum remaining 10 be paid the Contractor. including any amounts needed to pay for final completion or corrections of the WDrk. The Architect shall issue a final Project Certificate for Payment upon compliance with Ihe requirements of the Contract Documents.

§ :Ui.17 TR9 hehileet's e18sisi8Rs Sft matters felal:iag Ie ae;,thelis ewes! skall Be RRal if eSAsisEeRt with the inlent BJlpressed iR !JIB CeRl:I"aet DeeYmeBts.

§ 2.6.19 The Architect's decisions on claims, disputes or olher maners, including those in question between the Owner and CeRtnlaters, BKsepl fer these relaliRg Ie aestJlel::ie effect &5 prs'Iieleel: iR SealieR 2.a.11, sliaU ge sYBjeet IS Contractors may be subject to volumary arbitration as provided in this Agreement and in the Contract Documents.

PAQE6

§ 3.3.2 Providing services required because of significant changes in Ihe Project including, but not limited to, changes in size, qualily, complexily, the Owner's or Construction Manager's schedule, or Ihe melhod of bidding sr r.egetialiRg and contracting for construction, except for services required undcr Section 5.2.3.

PAGE 7

§ 3.3.6 Providing services made necessary by the termination or default of Ihe Construction Manager or a Contractor, by major defects or deficiencies in Ihe Work of a Contractor, or by failure of performance of either Ihe Owner or a Contractor under a Contract for CSRslAielisR.ConStnlctiQn, which are not due to Ihe Architect's lack of professional skill and care in fulfilling its oblieations specified herein.

Additions Bnd PelellorLS Report lor AlA Document B141ICMaTll -1992. COPY'l9hl =1992 by The American rnsUlule 01 Architects. All rights reserwd. WARNING; Thl' AlA- Document I, protected by U.S. CopyrIght lBw Bnd Inlernetlonal TreBII". Unattthorfzlld reproduction or dL!ltrlbutlon ollht, AlA-Document, or any portion 01 It, mey result In severe civil end criminal penellJes. erod will be proSGCtttlld 10 the maximum extent poulbre under Ihe 18W. This doeumenl ws.s produced by AlA sollwere 8117:04:14 on 05(1412008 und\ll" Orde< No.lll00339787_4which elpires on 1/2212009, and is not lor resale. User Not8ll: (785026073)

4

PAGES

§ 4.4 The Owner shall designate a represenlative authorized to act on the Owner's behalf with respect to the Project. The Owner or such authDr1zed represenlative shall render decisions in a timely manner penaining to documents submitted by the Architecl in order to avoid unreasonable delay in the orderly and sequential progress of the Architect's services. The Owner's designated representative retains the right (0 defer any such decision in accordance with the following sleDS:

Step I. The designated representative will defer the decision to the Construction Coordinator designated by the Owner.

SleD 2. If the decision is not made at Step 1! the Construction Coordinator will defer the decision to the Architectural Services Executive Committee designated by the Owner.

Step 3. If the decision is not made at Step 2, the Architectural Services Executive Committee will defer the decision to the Board of Education by placing thc matter on the agenda of the next regularly scheduled Board meeting.

The Owner shall not be considered in default of this provision if it acts in accordance with the above steps. provided that such decision is made in a timely manner. With respect to decisions made by the Board of Education. "timcly manner" shall be defined B.! twenty-four (24) hours after the next regularly scheduled BDard meetine.

§ 4.5 The Owner shall retain a construction manager to administer the Project. The Construction Manager's services, duties and responsibilities will be as described in the edition of AlA Document B80l/CMa, Standard Fonn of Agreement Between Owner and Construction Manager, current B.! of the dale oflhis Agreeflieet. Agreement with such additions, deletiDns, and modifications as requested by lhe Owner. The Terms and Conditions of the Agreement between Owner and Construction Manager shall be furnished to the Af€hi:Eeet lHlei shaH Hot be modifiet:l 'J'il:ho~1

wnfteR soesllRt of the At=eIHEeel:; 'lIhieh eORseRI sRall Rat 'oll \lnFeasoea'olij witfthel8. Archilect. The Architect shall not be responsible for actions taken by the Construction Manager.

§ 4.6 Tho O'lifleF shad' furniSH sl:Irveys eleseei'oiRg Jlhysieal ehareelefisees, legalliRl::ilar:ioRs a:Rell:ltil:i~, 'oeaa-oRs fer lAo sito of the Pfa.jeel:; UpDn written request of the Architect. the Owner shall furnish surveys Dr informaliDn describing physical characteristics, legallimitatiDns, utility locations, and a written legal description of the sitc. The surveys and legal iftfoAflatiOR sRan ieshule, as 8flflliea'ole, graaes lHlel'ines OfSlreelS, alleys, flavelBllRt5 ana sajoiH:iflg flFOflerty ana stAJeHires; aajaeeRt dfaiRage; or information shall include, as applicable. rights-of-way, restrictions, easements, encroachments, zoning, deed restrictions, BOlHlaaries lHlei eeRtolH'S of Ille site; laea!:ioRs, ai:meflsieRS aRa Reeessary t:lslB: pertaining to ejll[is~Rg B\lileiRgs, ol:heF ifflJlre'/emeRt5 ana rrees; and iRreFlftalieA E6ftCemiRg a\'ailaBle l:I~lity

services aRd !iRes, Bet8 fl\l'oJie Me )lAYale, aba'!e aRe belew gFaee, iee'l:IaiHg iRve~ aRe depths. All IRe iRreAflar:ieR OR !:he ailryey shaH 'oe FefeFeREea ta a PE&jeef beRchmark.and boundaries of the site.

§ 4.7 The Owner shall furnish the services of geotechnical engineers when such serviccs are requested by the Architect Such services may include but are not limited to any reasonably necessary test borings, lest pits, detenninations of 5Di! bearing values, percolatiDn tests, evaluations of hazardous materials, and gmund corrosion and resistivity tests, including necessary operations for anticipating subsDil conditions, with reports and appropriate professional n:cDmmendations.

PAGE 9

§ 4.9 The Owner shall furnish all legal, accounting. and insurance cDunseling services as may Be eecessa£)' at My time reF lAo PFejlle~ iB61\laieg S\lelia-Rg services tI:Ie OWfier may £eEJ:\lH=e te 'leeif)' the CORl:raeler's Aflfllisa~ee for Paymeet er 10 ascertain hew or Fer wil8t fll:lflloses Ihe CORtraeter has l:Iseeilhe FRoney flaid By 6F eR 'oehalf ef the OWfleF.deemed necessary by the Owner for the Project.

§ 5.2.1 The Archilect's revicw of the Owner's Project budgel and of preliminary estimoles Df Construction Cost or detailed estimales of Construction CDSI prepared by the Construction Manager is sDlely fDr the Architect's guidance in the Architect's preparation of the ConslructiDn Documents. Accordingly, thc Architect cannot and does not warrant

AddlUons end Delellone Report lor AlA Document 0141'CMe'" 1992. COpyright =1992 by The American Ins~l\J(e 01 Architects. All rtghtB reaer\lllld. WARNING: Thle AlA- Coc:umenlls protected by U.S. CopyrlghttJrw Bnd Internetlonal Treatln. UnButhorlzed reproduction or dlstrlbullon ollhls AlA-Document, or any pol'\lon 01 It, mey result In &evere civIl Bnd cr1mln.;ll penaltrM, end will be prosecuted to the rne:rlmum e:rtanl pOMlble under the ta..... Thlsdocumanl ....as pr<Xluced by AlA software 3117:04:14 on 0&"1412008 under Order No.1000339767_4 which ei<jJlres on 112212009. and is nollar resale. U,.,r NOtM: (785026073)

5

the aceuraey of the estimates of the Construction Manager, or warrant or represent that bids Ell' negardateel priees will not vary from the Owner's Project budget or from any estimate of Consuuction Cost or evalutltion reviewed by the Architect

PAGE 10

§ .5,2.3 In the event that the Construction Manager's es.timate or the lowest bona fide bid ar Flegal::iateel propesaJ received by the Owner exceeds the Owner's budget for reasons other than lho~ described in Seetion 3.3, the modification of Contraet Documents shall be lhe limit of the Archilect's responsibility. The Architect s.hall be entitled to compensation in accordance with this Agreement for a1l serviees perfonned whether or not lhe Construction Phase is commene«l.

ARTICLE 1 CLAIMS AND DISPUTES ARTICbii 7 t\RIiI:rRAlIQN § 1.1 Claims, disputes or other maners in question belween the parties to this Agreement arising out of or relating to this Agreement or breaeb thereof shallee slll3jeet ta BfllA e1eeiaee By arl3itFat:iaH lhat are not resolved by mediation may be decided by the institution of legal or equitable proceedings or by voluntary arbitration by agreement of the parties at the time of the dispute in accordance wilh the Consuuction Industry Arbitration Rules of lhe Americart Arbitration Association currently in effect unless the parties mutually agree otherwise.

§ 7,2 Demarla fuF afBit:t=ar:iaB saall be filed in Wrir:iRg '..lith the other paR:y la this Agreement amA with tae Ameriean .\:reitFal:ias AssEleiat:iaR. A e1emB:BeI fer Ilf'bit:t=aHaFl saallee maele WitJliFl a FeBSaRal3le Hme after the slaim, e1isJlllte aF ather maMer in E!:llesl::iaB lill:5 arisen. In na 8'Jent!oftall the e1emlHle fer arl3itfatiaRee made after the elate waeR institetiaFl arlegel er eiil:litaMe preeeeelings basee aR silea elaiRl, aisfJl:lte ar ataer Fl3:atter iB EJl:lestian 'lIalllelee ban:ea by the aJlplieaele statutes af liR:li~t:iaFl5.

§ 1.3 Na arl3ia:at:isn arising aill af ar Felaf:ing te th.is AgreeRleBt silall inehule, by c9RsaHelat:ian, jaiRder ar iR B:By ather AlaRfillr, aR aelliit:iaRel JleFSOn ar aRlily Bat a paHy te (flis AgreemeBt, eKeeJlt by writteR eaRseRt eant8:iRing a spesiee rere:fense ta this l.greefReRt sigReel by the QVlfieF, Areh.iteet, B:BeI any aUler fJers9R ar eRti1:y sal:lglllie be jaiRed. CeRSeBt ta arl3itfatiaA invEll'liFlg aa aeleliaanal peFliEla ar eRr:ity saall Bet CgflSHnlle eaRseRt ta aFbilJ'aliElR af any elailB, EliSJlllte ar ether matter iR Ejllesl::iaa Bat e1eseribed iR tile '..Kitten eeasenl ar with a persan ef eaHty Rat Rameel aF e1eseribed therein. The faregaiRg B:gfeEIDleat la arbia=ate aReI ether agreeR\eBts ta aFBit:t=ate ,....ita aft aelelil::iaeal pefSaR ar eRrdty e11l1:Y eaMeBleEl la by the paft:ies la !flis Ag~RleRt SHall be sfleeifieally eRfafeeable in aeeamaFtee \'.~ta

BJlpHeaBle la'll if!;my callR aa't'i:flgjl:lriseistiaR !flereaf.

§ 1.4 Thll awe Fenderee by t1:le aFbitfatar ar aFbitraters sllall 'ae fulal, anEljllElgmeRt may Be entefed lipan it ia aeeeroafle6 VA!:h BfIJllieable law in My C91lR eaving jll:riseistiaR theFeaf.

ARTICLE 8 TERMINATION, SUSPENSION OR ABANDONMENT § 8.1 This Agreement may be terminated by either party lipan Rat less (liaR seveR aays' written Rardse should the other party fail subst.1ntially to perfonn in accordance with the teons of this Agreement through no fault of the party initiating lhe termination provided written notice of default has been delivered in aeeQrdance with this section prior 10

termination. Such written notiee of default must soeeify the panicular provisions of this Agreement whieh have not been perfonned and must indicate thai the Agreement will be terminated unless such default is remedied by lhe defaulting party within not less than thirty (30) days from the re<;:eipt of the notice of default.

§ 8.3 This Agreement may be terminated by the Owner upon not less than seven days' written notice to the Architect in the event that the Project is pefFfIaReRt:ly abandoned. If the Project is abandeRe6 suspended by the Owner for more than 90 consecutive days, Ihe Architect may tenniml.\.e this Agreement by giving written notice.

PAGE "

AddlUol'Is el'ld OeleUonll Report lor AlA Documant B141/CMelll _1992. Copyright 10 1992 by The American Inslilule 0' ArehJlec~. All rlghlll r8llerYlld. WARNING: This AlAe DoclIment Is proleclad by U.S, Copyright Law and Il'Ilerl'l8tlonlll Trealllts. Unallthorlled reprolluctlol'l or dlstrlb",t1ol'1 ollhls AlA­Cocllmel'll. or any porllon 01 It. mey reSlll! In severo clvll 81'1d criminal penelUes, ol'ld wlll be prosecuted 10 Ille maldmum o:mll'lt po.s.slble unde, tho law. ThJsdocumant WolS produced by AlA softwata at 17:04:14 01'l1l5l1412<10e ul'dar Order No.l0003397&7_4 wt1ich expires on 1/2212009. and is nol lOf resale. User Noles: (78S026073)

6

§ 8.7 Termination Expenses are in addition to compensation for Basic and Additional Services. and include actual expenses wltich are directly attributable to termination.TeRB:iHsl:iOH EK~eRses sAaJll:le eoffitltlted as a i1efCl!Hl:age oft:he tsta! cO&lpe(lSaliOR fef Basic Sep.'ices afld AdelitisRM Services earned to thl! tift'll! of lenninaliefl, as fsHsws:

.1 TweR~ peree"l of the tsl:al eOR'lpeRSalio" fef Basic 8:AeI Aelditioflal Sl!fViees eB:ffteellO eall! if teHB:iAEtl3.SR seeUfS el!J"afe sr dl:KiBg the pfeelesigfl, site 8:Aal)'sis. or Seftefl'latie DesigA Phases; Of

.2 Ten pereeAt of the toEa! eOfl'lpeRsalisA fef Basie BRd Aeldilioflal Sl!fViees eamed to date if tefERiRatien eCelif5 rJwiflg the Design De'ieloilfl'le"l Phase; or

Fi'le perce"E sf the tol:al compeflsatioA fef Basil! and AddilioRad Sep.'iees earned 10 dale if teFIBiRaEiea eCCImi,3

§ 9.1 UfIless stherv.ois!! pF&'IiderJ. lhis Tltis Agreemem shall be governed by the law of the i1Iae!! where IRe Pfaject is looaleEl.Stale of Illinois.

§ 9.2 Tenns in mis Agreement shall have the same meaning as mose in the edition of AlA Document A201lCMa, General Conditions of me Contract for Conslruclion. Construction Manager-Adviser Edition, current as of the date of this AgreeffleRt.Agreemem with such additions, deletions, and modifications as requested by the Owner.

§ 9.3 Causes of action between me parties to this Agreement pertaining to acts or failures to aet sh:l.1l be deeffled to have BeeFtllld BAEI the BPIJueBele statutes sf li£BilatiORS s~all CSffifIleflce to fl:Ifl RaE lalllf !liaA either the liMe l<If SOOSlanlia! CSR'lj31etioR fer aelS Sf fajII!feS to ael oeCYR'1f1g i1ROr to SYBstBIllial CSfBjllel::ioH. Of the dale of is&'danee sf lhe HAalPrejeet Certifieale fef PayEBeHt fer aelS sr faik:lrl!s to aet oeeHFiiRg after SllbStaflEied CsmplelisR.commence to run in accordance wim n1inois law.

§ 8.4 The O'ffl'ler aRE! At:eB:iteet waive all R~ts agaifl5t eaCR Smef anI! agaiMt!lie CORsIR:llllieA MaRager, COHtme18fS. &eel thll eaflsu!laBlS, ageRts aBd efFll3!syees af 1H'ry' ef lliem for E!iil:R'Iages, Bllt OtH)' to the lll'ileBt osvefeE! By "property iElslH'Bilee lluriRg CIlRSHllcEiSR, elteept sueR i4gkr:s as lche)' may have IS ll'!l! i1rsoeeels ofsl:leh iRswaRoe as seE forth in the eelir:ioH af AlA DeellEBeflt A201tCMa. GeRefad CSRditioils sf the CeHl:faot for Ceils!rnOlisR, CsRy"'"lIel::icR MllHager AE!IJisefEEliasH, el:lITeRE as sf the date of this Agreemeflt. The Owaer Mil ,l.,£€B:iteot eeek shedl fefJllire simiIIH' 'lIllivers frem their CORs9'uetisH MaEiager. COfltraClers. e8Rsllltants, ageHts, BfI11 ~erssfls Sf eRtities awanled separate COillfilctli adEBiElistereelllilder tke OVlfler's own Ferees.

PAGE 12

§ 10.2.1.1 e7ipllRSe of traflSilonatiofl Aumorized transportation expenses in connection with the Project; expenses in connection wilh authorized out-Qf·town travel; long-distance communications; and fees paid for securing approval of authorities having jurisdiction over the Project.

§ 10,2,1.5 Expense of additional insurance coverage or limits, iRclllaiRg i1rsfessisRalliability iRSUFaAOe, ~

requested by me Owner in excess of that ROrmally cameel e)' the Arehiteel aHd Arehiteet's eeRSlJllaElts.those set forth in Section 12.7.

§ 10,3,1 AR iflitial payment as set ferth iA SectisfI 11.1 is (,he Ifl:iniR1llft'l paymeflt IIflder this ,....greeft'leRI.

§ 10,3,2 SllesefjlJeRt ~aymeRts Payments for Basic Services shall be made monthly and. where applicable. shan be in proportion to services pedormed within each phase of service. on the basis set forth in Section 11.2.2.

Addtllons Dnd OeleUons Aeport ror AtA Oocumanl B141/CMDnI 1992. Copyrighl (11992 by The Amarican lnsulule<:lf Archite<:ts. All rtghla rBSal'Yad. WAANtNG: Thl, AJA· O<:lcumanll, pr<:lIe<:lad by U.S. Copyrtght Law Dnd tnlernDUonol Trealta,. Unaulhorb:ad roproducllon or dl,trtbuUOn or thts AlA­Documenl, or eny portion 0111, mDy result In severD cIvil Dnd crtmtnal pllmetlte.s, and wltt be prosecU1ed to Ule me:l!mum exlenl po.sslble ul1der Ihal_. This documenlvras produced by AlA sotlWalll aI17;04:14 on 0511412008 und. Ordll'l" No.I000339767_4 which expillli on 112212009, and 15110t for llI!11l1a. Usar Notes: (78502&(73)

§ 10.3.4 When compensation is based on a percentage of Construction Cost and any portions of the Project are deleted or otherwise not conslructed, compensation for those portions of thc Project shall be payable 10 the extent substantial scrvices are performed on those portions, in accordance with the schedule set forth in Section 11.2.2, bascd on (J) the lowest bona fide bias SF Rsgstiatea JlfSJl8§&!S, bids, or (2) if no such bids or proposals are received, the most recent estimate of Conslruclion Cost prcpared by the Construction Manager for such portions of the Project.

§ 10.5.1 No deductions shall be madc from the Architect's compensation on account of penalty, Ijquidated damagcs or other sums withheld from payments to Contractors, or on account of the cost of changes in the Work other than those which are due to the Architect's lack of professional skill and care in fulfilling its obligations specified herein or for which the Architect has been found to be liable.

§ 10.6.1 Records of Reimbursable Expenses and expenscs pertaining to Addilional Services and services performed on the basis of a multiple of Direct Personnel Expense shall be a:vailable provided to the Owner or the Owner's authorized representative at IHlitlially teRVeRieRI tiffie§.within seventy-two (12) hours if requested by the Owner.

§ 11.11\NINlTIAL PAYMl:!i~1Taf ($) shall be made li~SR 8/'ie6ul:iaa efthis AgreemeRt aRa 6Ft!sitea Ie the O'.'ffisr's aeealiftt at fifled paymeRI.

PAGE 13

Basis of compensation Phase{s) Ie whi&R aJlplisaa[e The basis of compensalion is a stipulated sum of $4.428,199.00 to be paid in proportion to services oerformed within each phase of service in accordance Section 11.2.2 of this Agreement.

Schematic Design Phase: Fifteen percent ( li %) Design Development Phase: Twenty percent ( 20 %) Construction Documents Phase: Forty percent ( 40 %) Bidding or Negotiation Phase: Five percent ( ;;: %) Construction Phase: Tv.renw percent ( 20 %)

Per hourly rate schedule

§ 11.3.3 FOR ADDITIONAL SERVICES OF CONSULTANTS, including additional structurnl, mechanical and electrical engineering services and thosc provided under Section 3.4. I9 or identified in Article 12 as part of Additional Services, a multiple of one and five one-hundredths (~ times the amounts billed to the Architect for such services.

Addtuons end Dell,lIona Report for AlA Document B141/CMeT1ll -1992. Copyrl;tll CO 1992 byThe American InsliMll of ArchlleclS. All rtghlS f$Served. WARNING: This AlA- Documenlls protected by LLS. Copyright Law and International Treaties. Unauthorlud reproduction or dlslributlon 01 this AJA-Documant, or any portion or It, may resull.ln seysre clyll end criminal penarues, and will bII prosecuted 10 the msxlmum exlenl posslblll under the law. This docurnenl was produced by AlA sollW3re eI17:04:14 on 05'1412008 underOrcler No.101Xl33976L4 which expires on 1f2212009, and 15 nollor rllsaJa. U~r Nol$S; (7SSll26073)

8

§ 11.4.1 FOR REIMBURSABLE EXPENSES. as described in Section 10.2, and any oth~r items included in Article 12 as Reimbursable Expenses, a multiple of ~( ~ times the expenses iocurred by the Architecl, lhe Architect's cmployees and consulumts in the interest of the Project.

§ 11.5.1IFTHE BASIC SERVICES covered by this Agreement have not been completed within Forty ( 40 ) months of the date hereof, through no fault of the Architect, extension of the Architect's services beyond that time shall be compensated as provided in Seetions 10.3.3 and 11.3.2.

§ 11.5.2 PaymenLS are due and payable ( ) e1aj'S HSR'l the elate sf lhe ArcJ:iiteel's ifWsiee. AmS~Rt5 unpaid ( ) days after the in'/siee e1iHe Sixty ( 60 ) days after the date of the Architect's invoice unless unforeseen disoutes arise beyond the Owner's controL Amounts unpaid after thal time shall bear interest at the rate enlered below, or in the absence thereof at the legal rate pre'/ail:iag frem tifFIe ts ame allhe priaeiflal fllaee sf 1'llisiHess 8f the AfEIHEeet.provid~d under Illinois law.

Seven oerc~nl 7% per annum

PAGE 14

§ 11.5.3 The rates BIlEI m~ltiples sel forth for Additional Services sRatl-may be annually adjusted in accordance with nonnal salary review practices of !he ,h.F6Feiteet.of the Architect upon mutual agreement of the Pmties.

12.1 The Architect and his consultants shall. based on a visual inspection, endeavor 10 understand the adequacy of the existing building systems and construction, if any, which bear on the final design and shall prepare all documents necessary to detail contiguous construction and syslems connections. The Architect and his consultants shall recommend specific detailed and independent testing/review of existing svstems if warranted. The Architect and his consultants shall, consislent with the standard of professional skill and care, evaluate and aller lhe design of existing condition to conform lO the requirements of the Illinois State Board of Education, and all other laws. statutes, codes and regulations.

12.3 All directions. instruction, approvals and confirmations between the Owner and Architect shall be confirmed in writing. Any written instructions provided by the Superintendent or Board of Education shall constitute written direclion.

12.4 The Architect and his consultaoLS shall prepare for, and attend as requested by the Owner. up to three (3) meetings of the Owner's Board of Education. Ifadditional meetings are requested by lhe Owner, the Architect shall be paid additional comoensation as provided in Section 11.3 of this Agreement. The Architect and its consultants shall also prepare for, and attend up to three (3) City Plan Commission. Zoning Board, or City Council meetings relating to this project as part of Basic Services.

12.5 Architect shall execute certificates. in fonn accemable to Owner, evidencing (I) Architect's compliance with the lllinois Human Rig/Its Acl (including without limitation lhose provisions relating the Architect's written sexual harassment policy) and (2) Architect's compliance with !.he lllinaLf Dntg Free Warkplace Act.

12.6 As pan of Basic Services. the Architect shall make a written record of all meetings, conferences. discussions, and decisions made belween or among !.he Owner, Architect and Construction Manager during the design phases of the Project and concerning any material condition in the requirements, scope, performance andlor sequence of the Work and provide a copy of such re:::ord~ to the Owner upon request.

12.7 The Architect and its consultants shall maintain at their own expense the following minimum insurance coverage applicable to this Project, and shall present to the Owner proofthereoftttrough properly execuled certificates of insurance in a fonn and substance satisfactory to Owner upon execution of this Agreemem and upon renewal of

AddltlOlU and Delallons Raporttor AlA Doc::umant B141LCMaTIIII 1992. Copyright (I 1992 byTha Amllrican Inllilule 01 Architects. Att rights resarvad. WARNtNG: Thla AlA- Doc::ument [s prolDCIDd by U.S. Copyright Lo...... and lnlarna!lonat TreaUes. Unsulhortud repnlductlon or dts(rlbutlon 01 lhla AlA- 9 Doc::umenl, or sny ponlon 01 [I, mBY rBSul1 In Bevere c::lvJJ lind c::rlmlnal penalties, lind witt be proMc::uted to tM ma.lmum e]((enl possible under the la...... This c:locoJmenl was produced by AlA sottware at 17:04'.14 on 05'1412008 under Order No.1000339757_4 which e,,;pires on 1i221200'3. and Is not lor resale. UMr HolM: (785026073)

such coverage during the period of this Agreement, The cenificates of insurance shall include original copies of any amendalOfy riders to policies. The Owner, its board members, officers and administr.lIors shall be named as additional insureds on such coverages except for profes.sionalliability errors and omissions and worker's comoensation. The insurance policies shall be placed with insurance companies rated at least A by Best's Key Rating guide or wilh olher insurance companies acceptable to lhe Owner, and shall incorporate provisions requiring the insurance companies to provide wrinen notice to the Owner at least 'him (30) days prior to the cancellauon, nonrenewal. or reduction in limits of liability endorsement change in deductible per claim, or change in limil~ or exclusion of any such policies. The insurance policies shall also provide primary coverage and lhe Owner's insurance shall be non-conlributory, The Architect shall only utilize consultants that maintain insurance coverage and provide certificates of insurance 10 the Owner in accordance with this Section 12.7. The Architect shall notify the Owner prior 10 engaring lhe services of a consultant and shall assist the Owner in obtaining the necessary insurance certificates from the consultant.

a. Professional Liability Errors and Omissions all coverage shall be retroactive 10 the earlier of the date of this Agreement or the commencement of the Architect's services in relation 10 the Projecl. Coverage shall be maintained for a period of four (4) years after the date of substantial completion of the total Projecl.

Bodily Injury and Property Damage: Per claim $ 1,000.000.00 Aggregate $ 3,000,000.00

b. Comprehensive General Liabilitv including broad-form conlnlclliability and complete operations.

Bodily Injury and Property Damage: Per claim $ 1,000,000.00 Aggregate $ 2,000.000.00

c. Comprehensive Automobile Liability -- including hired and non-owned vehicles. if any.

Bodily Injury and Prooerty Damage: Combined Single Limit $ 1,000,000.00

d. Worker's Compensation there shall be no waiver of officers or owners on the policy.

Each occurrence: Statutory Limits

Employer'So Liabilily: Bodily Injury by Accidenl: Each accident: $ 500,000.00

Bodily Injury by Disease: Eaeh employee $ 500,000.00

Bodily Injury by Disease: Each policy limit $ 500,000.00

e. Umbrella Liability Coverage nnder the Umbrella Liability policy shall be in addition but secondary to the primary minimum insurance coverages as specified herein. All claims which are covered under the Comprehensive General Liability and Comprehensive Automobile Liability insurance policies shall also be covered under the Umbrella Liability policy:

Prior to construction: Each occurrence $ 5,000,000.00

Addlthmalnd DelaUons Repon lor AlA Document B141/CMal1Ol _1992. COpyrtght C 1992 by The AmeriC3tllnstituie 01 Arehllec15. All rlghlB rellerved. WARNING: Th1~ AlAI Document Is protected by U.S. CopyrlghllllW end Intemallonal Treelloes, Unauthorized reproductlon or dlslrlbuUon olthla AlAI 10 Document, or /lily portIon 01 It, may result In severe civil and criminal penallJes, and wJ1l be prOSllCUled to the mulmum e:rtent po.sslble under the ",w, This document W8$ pnxluced by AlA solTw.!.re 1117:04:14 on05l14/2008 underOrdar No.100lXl39767_4which elpires all 112212009, and is nol lor l8$aJe. USllr Notes: (785025073)

Aggregate $ 5,000,000,00

During ConSlnIction: Architect: Each occurrence $15,000,000.00 Aggregate $15,ooo,Q.Q!1OO

Consultants: Each occurrence $10,000,000,00 Aggregate $10,000,000,00

From date of substantial completion for four years: Each occurrence $ 5,000,000,00 Aggregate $ 5,000,000,00

12.8 As part of the Basic Services. Architect shall review and return to Construction Manager or ConlTactor for corrections as necess3O' marked up copies of the Contract Drawings showing significant changes in the Work made during construction

12.11 The Architect in perfonning this Agreement shall comply with all statutory employment requirements, including, but not limited to, the provisions of the "minois Fair Employment Practices Act" 775 ILCS 512·101 and "An Act to prohibit discrimination and intimidation on account of race, creed, color, sec or national origin in the emoloyment under contracts from public buildings or public works, 775 ILCS 10/1.

12,12 The Architect hereby agrees to indemnify, defend, hold hannless, and release the Owner. its board members. officers, administrators, employees. agents. invitees, and volunteers <collectively "Indemnities") from and aeainst any and all losses. claims, demands, injuries, damages, liabilities, and costs, including reasonable attorney's fees. that Indemnities may incur to lhe extent caused by negligent or intentional act or omission of Architect. its offices, directors, employees, agent~. or consultants in the performance of the services provided under this Agreemenl. or by the negligent or imention violation of any federal. state. or local law, statute, orrlinance. code, rule, or regulation. This indemnity shall survive the lennination of lhis Agreement.

12.13 The Owner may choose to disregard the advice of the Archilect or may otherwise choose to deviate during conslnIction from the printed documents preoared by the Architect. Accordingly, Owner hereby agrees to indemnify and hold harmless the Architect, its agents, employees and consultants from and against all claims, damages, losses, and expenses, including but nm limited lO reasonable attorney's fees, caused by the oerformance (or failure to perform) any asoect of construction of lhe Project, where the Owner has. over the Architecl's urior written objection, knowingly authorized or permitted a deviation from any document prepared by Architecl.

12.14 Schedule of Construction Administration Services: I. Up to two (2) review of each shop drawing, product data item, sample and similar submittal of

the Contractor, 2, Up to two (2) visits per month by the Project Executive. 3, Weekly visits by Ihe Project Manager/Architect per project. 4. Weekly visits by the Architect's Construction Adminislrntive Representative per prokct.

12.15 Except with the Owner's knowledge and consent, the Architect shall not engage in any activity. or accept any employment, interest or contribution that would reasonably appear to compromise the Architect's professional judgment with respect to the Project.

12,16 The Architect shall meet with the Owner or the Owner's authorized representative promplly after Substantial Completion to review the need for facility operation services. Upon request of the Owner, and prior to the expiration of one year from the date of Substmltial Completion, the Architect shall conduct a meeling with the Owner and the Owner's aulhorized representative to

Addltlons and DeletIons Report lor AtA Document a141/CMaTll_ 1992. COpyrIght C 1992 by The American Instilule 01 An;hiIBClB. All "ghlll rnel'Ylld. WARNING: ThIs AlAS Pocument la prot8cled by U.S. CopyrIght Law and Inlernatlonst Treatlu. Uneulhorlzl!d reprodUCllon or dlslrlbullon C'Jllhls AlAS 11 Documenl, or any portIon or It, may ra5ull In IMlvara clvtt and crImInat penallln, and witt be prosecull!d to the minImum s.tenl pos.slblll under lhlllaw, Thia documenl was produced by AlA soltware al 17:04:14 on 05'14/2008 uroer Order No, 1000039767_4 wflich elqliJ8S on 1122J2009, and is nollor resale. UlMlr Noln: (785026073)

review the faeility operations and performance and to make appropriate recommendations to the Owner.

12.17 The Architect shall participa!e in weekly progreSS meetings with the Owner or Owner's authorized representative. the Construction Manager. Contractors. and any necessary subcontractors. Notice of weekly progress meetings will be given by the Construction Manager at least 48 hours' in advance of each meeting unless such notice is made impossible by conditions beyond his control. The purpose of such meetings will be to review the progress or the Work. discuss problems and their solutions. and coordinate future Work with all Contractors.

12.18 The time parameters for the Project are: (identify, ifappropriate, milestone dates, durations or [a.v//rack scheduling. ) Final comoletion of new elementary schools and SugarCreek Elementary School- August 1.2010. Final Completion of new middle school August I. 2011.

PAGE 17

David J. Henebry. Principal

AddlUons and DeleUollS Raport for AlA Documllnt B1411CMa'" 199:l Copyrrgllt C 1992 by The Amerlcao Institute 01 An::hilec15. All rights reserwd. WARNING: This AlA- Document Is prot~l'd by U.s. CopyrIght Law and Intllmallonal Treaties. Unauthorized reproducllon or distribution 01 thIs AlA- 12 Document, or any portion 01 It, may fesulf In severe ciVil end crImInal penalUlls. and will bll pro5llculed to the maximum emn! possible under Ihe Ia.w. This documenl was produced by AlA sol1ware ill 17:1>4:14 on 0511.0112009 under Order Na.l000339787_' which ellpires on 112212009. and is nat lor resale. UNr Noles: (785026073)

Certification of Document's Authenticity AIA@ Document D401 1M - 2003

I, David J. Henebry, N.A, hereby certify, to the best of my knowledge, information and belief, that I created the attached final documem simuhaneously with its associated Additions and Delelions Repon and this certification at 17:04:14 on 0511412008 under Order No. 1000339767_4 from N.A Contract Documents software and that in preparing the attached final document I made no changes (0 the original text of AlA'" Document B 14l1CMa™ - 1992 • Standard Form ofAgreement Between Owner and Architect where the Construction Manager is NOT a ConstruclOr, as published by the AIA in its sohware, other than those additions and deletions shown in the associated Additions and Deletions Report.

(Title)

2:2. t(Dated)

AlA Documllnt DID' .... -2tIQ3. CopyrlghlC1992 and 2003 byThll Amencan Institule or Architects. All rlghts nlSe....ed. WARNING: This ALA· Document Is protected by u.s. CoPyrlllht lew and Inlernatlonal Tnlatlas. U/lJlulhorlzed reproduc1lon or dl1itrlbudon ollhls AJA· Oocumenl, or any por/lon 01 It, may rll!lull In !lBvera dvll and crlmlnel pe/IJIltles, end will be prosecuted 10 the mulmum eldenl poBllbltl under It.- Ill'W. This documenl was produced by AlA soflwale 8t17:04:1" on OS/l<11:!OOa under Order No.1 000339767_" which expires on 112212009, and Is not lor resale. User Notes: (1S502G073)

1