RES 83228 - Laserfiche WebLink

other projects, for additions to this Project, or for comple- tion of this Project by others provided the Architect is not in default under this Agreement, except by agreement in writing and with appropriate compensation to the Archi- tect. 8.2 Submission or distribution to meet official regulatory requirements or for other purposes in connection with the Proiect is not to be construed as publication in derogation of the Architect's rights. 9.1 relatin~ decided tion lion ally agree lating to joinder or in any a party to this taining a sF by the Architect, to be joined. Any ARTICLE 9 ARBITRATION claims, disputes and other matters in question the parties to this Agreement, arising out of or this Agreement or the breach thereof, shall be arbitration in accordance with the Construc- Arbitration Rules of the American Arbitra- then obtaining unless the parties mutu- No arbitration, arising out of or re- shall include, by consolidation, her manner, any additional person not r~ent except by written consent con- .~nce to this Agre~.ment and signed ~r, and any other person sought to arbitration involving an ditional person or person ;hall not constitute consent to arbitration of any dispute described therein or with any person not named or :ribed therein. This Agree- merit to arbitrate and ~ent to arbitrate with an additional person or persons consented to by the parties to this Agreement shall ecificaily enforceable under the prevailing arbitration 9.2 Notice of the demand for arbitr shah be filed in writing with the other party to this !ment and with the American Arbitration Association. demand shah be made within a reasonable time laim, dispute or other matter in question has arisen. In n event shah the demand for arbitration be made after the ate when institution of legal or equitable proceedings sed on such claim, dispute or other matter in question w Id be barred by the applicable statute of limitations. 9.3 .The award rendered by the arbi. tr~tors shall be al, ARTICLE 10 TERMINATION OF AGREEMENT 10.1 This Agreement may be terminated by either party upon seven days' written notice should the other party fail substantially to perform in accordance with its terms through no fault of the party initiating the termination. 10.2 This Agreement may be terminated by the Owner upon at least seven days' written notice to the Architect. :n thc cvcnt that the Project is pcrmanecqtly ab0ndoncd. 10.3 In the event of termination not the fault of the Ar- chitect, the Architect shall be compensated for all services performed to termination date, together with Reimburs- able Expenses then due. and all Tc'.'mination Ellpc,n~cs dcf;nod ;n Pe~re, gr-aph ,4 Termination Expen,~ec include oxpences directly at tri le to termination for which the Architect is not otherwis mpensated, plus an amount computed as a percentage o total Basic and Additional Compensa- tion earned to the of termination, as follows: .1 20 percent if term~ 'on occurs during the Sche- matic Design Phase; or .:2 10 percent if termination occu ring the Design Development Phase; or .3 5 percent if termination occurs during an bse- ARTICLE 11 MISCELLANEOUS PROVISIONS 11.1 Unless otherwise specified, this Agreement shall be governed by the law of the principal place of business of the Architect. 11.2 Terms in this Agreement shall have the same mean- ing as those in AIA Document A201, General Conditions of the Contract for Construction, current as of the date of this Agreement. 11.3 As between the parties to this Agreement: as to all acts or failures to act by either party to this Agreement, any applicable statute of limitations shall commence to run and any alleged cause of action shall be deemed to have accrued in any and all events not later than the rele- vant Date of Substantial Completion of the Work, and as to any acts or failures to act occurring after the relevant Date of Substantial Completion, not later than the date of issuance of the final Certificate for Payment. 11.4 The Owner and the A'rchitect waive all rights against each other and against the contractors, consult- ants, agents and employees of the other for damages cow ered by any property insurance during construction as set forth in the edition of AIA Document A201, General Con- ditions, current as of the date of this Agreement. The Owner and the Architect ea~:h shall require appropriate similar waivers from their contractors, consultants and agents. ARTICLE 12 SUCCESSORS AND ASSIGNS 12.1 The Owner and the Architect, respectively, bind themselves, their partners, successors, assigns and legal representatives to the other party to this Agreement and to the partners, successors, assigns and legal representa- tives of such other party With respect to all covenants of this Agreement. Neither the Owner nor the Architect shah assign, sublet or transfer any interest in this Agreement without the written consent of the other. ARTICLE 13 EXTENT OF AGREEMENT 13.1 This Agreement represents the entire and integrated agreement between the Owner and the Architect and supersedes all prior negotiations, representations or agree- ments, either written or oral. This Agreement may be amended only by written instrument signed by both Owner and Architect. AIA DOCUMENT B141 · OWNER-ARCHITECT AGREEMENT · THIRTEENTH EDITION · JULY lt)77 · AIA® · © 1977 8 B141-1977 THE AMERICAN INSTITUTE OE ARCHITECTS, 1735 NEW YORK AVENUE, N'vV., WASHINGTON, D.C. 20006