Item 15

CITY COUNCIl REPORT Meeting Date: July 2, 2018 General Plan Element: Public Services and Facilities General Plan Goal: Provide city service facilities to meet the needs of the community.

ACTION

Award Design-Build , Design Phase Services Contract for the Multi- Use Event Center as part of the Scottsdale Stadium Renovations Project. Adopt Resolution 11166 authorizing contract 2018-078-COS with Hunt Construction Group, Inc., Inc. in the amount of $3,701,125 for design-build manager, design phase services for the Scottsdale Stadium Multi-Use Event Centers part of the Scottsdale Stadium Renovations Project.

BACKGROUND

The purpose of this action is to secure Design-Build Manager (DBM) services to provide design phase services for the Scottsdale Stadium Multi-Use Event Center Renovations(lmprovements project. Phase I. The total Project budget based on the recently completed masterplan is estimated to be around $60 million.

The existing Scottsdale Stadium is located on the northeast corner of Osborn Road and Drinkwater Boulevard, Scottsdale, . Scottsdale Stadium is home to the for Cactus League , the Arizona Summer League, and the of the (including the championship game at the end of November). The facility also hosts multiple year-round events.

Given the current age of the stadium, the increased demand of events and larger crowd attendance, the City, the San Francisco Giants and the Scottsdale Charros recognized the need for multiple upgrades to the stadium. On September 20, 2016, Council authorized Architectural Services Contract 2016-080-COS with Populous Group, LLC for master planning services for the Scottsdale Stadium and operations. This recently completed masterplan of the stadium included practice facilities and noted that the stadium is also an integral part of the downtown Scottsdale retail and entertainment district. The subject master plan identified and prioritized opportunities for the stadium upgrades to include greater multi-use activities that would benefit the overall downtown Scottsdale area throughout the year.

Action Taken City Council Report | Design-Build Services - Scottsdale Stadium Renovations Project

The City, the San Francisco Giants, and the Scottsdale Charros will work with the selected DBM to design and construct improvements to the Scottsdale Stadium. The design and construction improvements will be delivered as a phased, multi-year project that will commence design in the summer 2018 with the first phase of construction beginning in April 2019 through the end of December 2019. Some of the key project elements included will be a new two-story multi-use facility that will serve as Clubhouse for the spring training season and /multi-use event center throughout the year, shade improvements to the right field Charros Lodge area and Gate A off TS**^ street, upgrades to the main plaza adjacent to Drinkwater Boulevard, modifications to Leftfield berm areas, and other improvements determined to benefit the Giants and greater downtown Scottsdale users.

The work to be performed under this contract includes the refinement of Masterplan Concepts and completion of the Phase 1 design with a goal of beginning construction in April of 2019.

ANALYSIS & ASSESSMENT

Recent Staff Action On March 26, 2018, Capital Project Management staff solicited Requests for Qualifications from Design Build Manager Services for the Scottsdale Stadium Multi-Use Event Center as part of the Stadium Renovations Project. Four (4) responses were received on April 24, 2018. A panel of seven (7) City staff and stakeholder members evaluated the responses and conducted interviews with all four teams on May lA'*^ and May 15‘\ 2018. Based on the panel's recommendation, Flunt Construction Group, Inc. was selected for contract negotiations.

Community Involvement During the design-build preconstruction services phase, the design-build team and City staff will meet with the public, stadium stakeholders including the San Francisco Giants, Scottsdale Charros, Experience Scottsdale and other Downtown user groups for input.

RESOURCE IMPACTS

Available funding Funding for the design-build services is currently available in the Scottsdale Stadium Renovations CIP Project (PE05). This contract amount of $3,701,125 is within the proposed project budget for the requested services.

Staffing, Workload Impact The contract administrator responsible for enforcement of all provisions of the contract is Anna Leyva, Senior Project Manager, Public Works Division. Community Services staff will provide support to the Project Manager.

OPTIONS & STAFF RECOMMENDATION

Page 2 of 3 City Council Report | Design-Build Services - Scottsdale Stadium (SSMEC)

Recommended Approach Adopt Resolution 11166 authorizing contract 2018-078-COS with Hunt Construction Group, Inc. in the amount of $3,701,125 for design-build manager. Design Phase services for the Scottsdale Stadium Renovations Project.

Proposed Next Steps: Upon Council approval, services for the project will begin immediately and will be part of a phased, multi-year project that will commence design in summer 2018 with the first phase of construction from April 2019 through the end of December 2019.

RESPONSIBLE DEPARTMENTCS)

Community Services Division, Capital Project Management

STAFF CONTACT (S)

Anna Leyva, Sr. Project Manager, alevva(5)scottsdaleaz.gov, (480) 312-7769

APPROVED BY

ham B. Mur^y Cojmnpfiity Services Director Date -79^,Hf!^ i/f^y (^^ottsda leaz .gov

Daniel J. Worth, DiVecTor, Public Works Division Date (480) 312-5555, dworth(5)scottsdaleaz.gov

ATTACHMENTS

1. Resolution 11166

2. Location Map

3. Evaluation Matrix

4. Contract 2018-078-COS

Page 3 of 3 RESOLUTION NO. 11166

A RESOLUTION OF THE COUNCIL OF THE CITY OF SCOTTSDALE, MARICOPA COUNTY, ARIZONA, AUTHORIZING THE MAYOR TO EXECUTE CONTRACT NO. 2018-078-COS WITH HUNT CONSTRUCTION GROUP, INC. IN THE AMOUNT OF $3,701,125 FOR DESIGN-BUILD MANAGER, DESIGN PHASE SERVICES FOR THE SCOTTSDALE STADIUM MULTI-USE EVENT CENTER AS PART OF THE SCOTTSDALE STADIUM RENOVATIONS PROJECT.

WHEREAS, the City desires design-build services for needed upgrades to the Scottsdale Stadium Multi-Use Event Center; and WHEREAS, Hunt Construction Group, Inc. has been selected by the City to provide the requisite design-build services necessary to prepare the required documents and potentially subsequent construction services through a future contract; and

WHEREAS, Hunt Construction Group, Inc. is qualified to render the services desired by the City,

BE IT RESOLVED by the Council of the City of Scottsdale as follows;

Section 1. The Mayor of the City of Scottsdale is authorized and directed to Contract No. 2018-078-COS with Hunt Construction Group, Inc. in an amount not to exceed $3,701,125 for design-build manager, design phase services for the Scottsdale Stadium Multi-Use Event Center Improvements as part of the Scottsdale Stadium Renovations Project.

PASSED AND ADOPTED by the City Council of the City of Scottsdale this____day of , 2018.

CITY OF SCOTTSDALE An Arizona municipal corporation

ATTEST:

Carolyn dagger. City Clerk W. J. “Jim” Lane, Mayor

APPR^^D AS TO FORM: Office^ the City Attorney

Bruce Washburn, City Attorney By: Eric C. Anderson, Senior Assistant City Attorney

ATTACHMENT 1 \ mil 1111 1111

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I1 ttt W-iTSlTT—?^,

fiCfiii i tS Ji I

STADIUM FIELD

^^aTa3- PRACTICE FIELD

OSBORN ip: s.? r—fH*.;m 1.1 B.mm 18SQ011 - Design-Build Services Scottsdale Stadium Multi-Use Event Center Improvements

Company Rank

Gilbane, Gensler 3 Hunt, AECO, DWL, Populous 1 Mortenson, HKS 2 Okland, New Valley, SCI, Holly Street 4

ATTACHMENT 3 CONTRACT NO. 2018-078-COS

CITY OF SCOTTSDALE

DESIGN-BUILD PRECONSTRUCTION CONTRACT DESIGN PHASE SERVICES

SCOTTSDALE STADIUM MULTI-USE EVENT CENTER AS PART OF THE SCOTTSDALE STADIUM RENOVATIONS PROJECT

PROJECT NO. PE05

CONTRACT NO. 2018-078-COS

16580895V1 ATTACHMENT 4 CONTRACT NO. 2018-078-COS

TABLE OF CONTENTS RECITALS...... 1 ARTICLE 1 - BASIC DESIGN PHASE SERVICES...... 1 ARTICLE 2 - PERIOD OF SERVICES...... 17 ARTICLE 3 - CONTRACT AMOUNT AND PAYMENTS...... 18 ARTICLE 4 - CITY’S RESPONSIBILITIES...... 19 ARTICLE 5 - CONTRACT CONDITIONS...... 19 ARTICLE 6 - INSURANCE...... 31 ARTICLE 7 - INTELLECTUAL PROPERTY...... 35 ARTICLE 8 - FEDERAL AND STATE LAW...... 35 ARTICLE 9 - TERMS AND DEFINITIONS...... 37 EXHIBIT A - SCOPE OF WORK EXHIBIT B - HOURLY RATE SCHEDULE EXHIBIT C - SUBMITTAL REQUIREMENTS FOR THE GMP

Project Name SSMEC Project No. PE05 DBM Preconstruction (Rev. Dec. 2016) Page i 9613330V5 CONTRACT NO. 2018-078-COS

THE CITY OF SCOTTSDALE Capital Project Management

DESIGN-BUILD PRECONSTRUCTION CONTRACT DESIGN PHASE SERVICES PROJECT NO. PE05, CONTRACT NO. 2018-078-COS

THIS CONTRACT, entered this date of 2018, by the City of Scottsdale, an Arizona municipal corporation, (the “CITY”) and Hunt Construction Group, Inc., an Indiana corporation, the Design-Build Manager or “DBM.”

RECITALS

A. The Mayor of the City of Scottsdale, Arizona, is authorized by provisions of the City Charter to execute Contracts for professional services and construction services.

B. The City desires to construct the Scottsdale Stadium Multi-Use Event Center as part of the Scottsdale Stadium Renovations project, as described in Exhibit A attached, and referred to as the “Project”, located at the northeast corner of Osborn Road and Drinkwater Boulevard, Scottsdale, Arizona.

C. To assist with the design of the Project, the DBM has entered into a Contract with DWL Architects, who is referred to as the “Design Professional”.

D. The City desires to enter into this Preconstruction Contract with the DBM for the Preconstruction/Design phase services identified in this Contract. Upon the execution of this Preconstruction Contract, the City will enter into a separate Design-Build Construction Contract with the DBM for construction services.

CONTRACT

FOR AND IN CONSIDERATION of the parties mutual covenants and conditions, it is agreed by the City and the Design-Build Manager as follows:

ARTICLE 1 - BASIC DESIGN PHASE SERVICES

1.1. GENERAL

A. The DBM, to further the interests of the City, will perform the services required by, and in accordance with this Contract, to the satisfaction of the Contract Administrator, exercising the degree of care, skill and judgment a professional construction manager performing similar services in Scottsdale, Arizona would exercise at such time, under similar conditions. The DBM will, at all times, perform the required services consistent with sound and generally accepted construction management and construction contracting practice. The services being provided under this Contract will not alter any real property owned by the City. Project Name - SSMEC Page 1 of 43 Project No. PE05 DBM Preconstruction (Rev. Dec. 2016) 9613330V5 CONTRACT NO. 2018-078-COS

B. Initial Program Evaluation: The DBM will provide an initial written evaluation of the City’s Project with recommendations as to the requirements of the Project and the Project’s budget. The City and the DBM will identify an acceptable time frame by which the DBM will provide initial program evaluation.

C. Project Meetings; The DBM will attend Project Team meetings, which may include, but are not limited to, monthly Project management meetings, Project workshops. Special Project meetings, and Construction Documents rolling reviews.

D. The DBM will provide design phase services, described in Article 1.5, in a proactive manner and consistent with the intent of the most current Drawings and Specifications. The DBM will promptly notify the City in writing whenever the DBM determines that any Drawings or Specifications are inappropriate for the Project or cause changes in the Scope of Work requiring an adjustment in the cost estimate. Project Schedule, Guaranteed Maximum Price (GMP) Proposals or in the Contract Time for the Work, to the extent they are established.

E. The DBM, when requested by the City with reasonable notice, will attend, make presentations and participate as may be appropriate in public or community meetings, related to the Project. The DBM will provide drawings, schedule diagrams, budget charts and other materials describing the Project, when their use is required or appropriate in any public agency meetings.

1.2. CONSTRUCTION MANAGEMENT PLAN

A. The DBM will prepare a Construction Management Plan (CMP), which includes, but is not limited to, the DBM’s professional opinions concerning; (i) Project milestone dates and the Project Schedule, including the broad sequencing of the design and construction of the Project, (ii) plans for investigations, if any, to be undertaken to ascertain subsurface conditions and physical conditions of existing physical surface and subsurface facilities and underground utilities, (iii) alternate strategies for fast-tracking or phasing the construction, (iv) the number of separate subcontracts to be awarded to Subcontractors and Suppliers for the Project construction, (v) any Intergovernmental Contracts (IGA’s), (vi) permitting strategy, (vii) safety and training programs, (viii) construction quality control, (ix) a commissioning program, (x) the cost estimate and basis of the model, (xi) a matrix summarizing each Project Team member’s responsibilities and roles, and (xii) goal compliance strategy.

B. The DBM will add detail to its previous version of the CMP to keep it current throughout the design phase, so that the CMP is ready for implementation at the start of the construction phase. The update/revisions may take into account (i) revisions in Drawings and Specifications, (ii) the results of any additional investigatory reports of subsurface conditions, drawings of physical conditions of existing surface and subsurface facilities and documents depicting underground utilities placement and physical condition, whether obtained by the City, the Design Professional or the DBM, (iii) unresolved permitting issues, and significant issues, if any, pertaining to the acquisition of land and rights of way, (iv) the fast-tracking, if any, of the construction or other chosen construction delivery methods, (v) the requisite number of separate bidding documents to be advertised, (vi) the status of

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the procurement of long-lead time equipment (if any) or materials, and (vii) funding issues identified by the City.

1.3. PROJECT SCHEDULE

A. The fundamental purpose of the "Project Schedule" is to identify, coordinate and record the tasks and activities to be performed by all of the Project Team members and then for the Project Team to utilize the Deliverables as a basis for managing and monitoring all member’s compliance with the schedule requirements of the Project. Each Project Team member is responsible for its compliance with the Project Schedule requirements. The DBM will, however, develop, maintain and manage the "Project Schedule" on behalf of and to be used by the Project Team based on input from the other Project Team members. The Project Schedule is subject to City approval. The Project Schedule will be consistent with the most recent revised/updated Critical Path Method. The Project Schedule will use the Critical Path Method technique, unless required otherwise in writing, by the City. The DBM will use scheduling software to develop the Project Schedule that is acceptable to the City. The Project Schedule will be presented in graphical and tabular reports as agreed upon by the Project Team. If Project phasing as described below is required, the Project Schedule will indicate milestone dates for the phases once determined. The Project Schedule’s activities will directly correlate with the Schedule of Values specified in Article 1.9(A).

B. The DBM will include and integrate in the Project Schedule the services and activities required of the City, the Design Professional and the DBM including all construction phase activities based on the input received from the City and the Design Professional. The Project Schedule will detail activities to the extent required to show; (i) the coordination between conceptual design and various design phase documents, (ii) separate long-lead procurements, if any, (iii) permitting issues, (iv) land and right-of-way acquisition, if any, (v) bid packaging strategy and awards to Subcontractors and Suppliers, (vi) major stages of construction, (vii) start-up and commissioning, and (viii) City’s acceptance of the completed Work, The Project Schedule will include by example and not limitation, proposed activity sequences and durations for design, procurement, construction and testing activities, milestone dates for actions and decisions by the Project Team, preparation and processing of shop drawings and samples, delivery of materials or equipment requiring long-lead time procurement (if any), milestone dates for various construction phases, total float for all activities, relationships between the activities. City’s occupancy requirements showing portions of the Project having occupancy priority, and proposed dates for Substantial Completion and when the Work would be ready for final acceptance.

C. The Project Schedule will be updated, maintained and managed by the DBM throughout this Contract so that the schedule will not require major changes at the start of the construction phase to incorporate the DBM’s plan for the performance of the construction phase Work. The DBM will provide updated revisions to the Project Schedule for use by the Project Team, whenever required, but no less often than at the monthly Project Team meetings. The DBM will include with these submittals a narrative describing its analysis of the progress achieved to-date vs. that planned, any concerns regarding delays or potential delays, and any recommendations regarding mitigating actions, Project Name: SSMEC Page 3 of 43 Project No.PEOS DBM Preconstruction (Rev. Dec. 2016) 9613330V5 CONTRACT NO. 2018-078-COS

1. Project Phasing; At the City’s direction, the DBM will review the design and make recommendations for phased construction. If phased construction is considered appropriate and the City and Design Professional approve, the DBM will review the design and make recommendations regarding the phased issuance of Construction Documents to facilitate phased construction of the Work. The DBM will take into consideration such factors as natural and practical lines of work severability, sequencing effectiveness, access and availability constraints, total time for completion, construction market conditions, labor and materials availability, and any other pertinent factors.

1.4. PROJECT DESIGN

A. The DBM will, consistent with applicable state licensing laws, provide through qualified, licensed design professionals employed by the DBM, or procured from qualified, independent licensed design consultants, the necessary Design Services, including Design Build Manager (including landscape Design Build Manager), engineering and other design professional services, for the preparation of the required drawings, specifications and other design submittals to permit the DBM to complete the Work consistent with the Contract Documents. The DBM’s design professionals will seal with an Arizona registered professional seal all plans, works, and Deliverables prepared by them for this Contract as required by State law.

B. The DBM will provide a Project Schedule of the design activities within 7 days after the NTP.

C. The Project Schedule will provide 14 days to be used by the City or its designee for reviews and approvals for any interim design submissions.

D. Design activities will commence immediately after the Notice to Proceed (NTP) is issued and the DBM will monitor design efforts to ensure they are in accordance with the Project Schedule and will provide adequate time for the City's review and permitting processes along with construction activities. All work accomplished under the Design phase of the Work will be in accordance with Exhibit “A”, Project Description, attached and incorporated by this reference.

£. Upon the approval of the design/construction documents, the DBM will proceed with the Subcontractor selection process as required by Article 1.13.

F. The standard of care for all design professional services performed to execute the Work will be the care and skill ordinarily used by members of the design profession practicing under similar conditions at the same time and locality of the Project. Despite the preceding sentence, if the parties agree upon specific performance standards for any aspect of the services, the standards are to be stated in an exhibit to this Contract entitled "Performance Standard Requirements,’’ the design professional services will be performed to achieve these standards.

G. The DBM will be responsible for the completeness and accuracy of the plans, specifications, supporting data, and other work prepared or compiled under its obligation for this Project and will correct, at its expense, all willful or negligent errors, omissions and acts which may be discovered. Correction of willful or

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negligent errors, omissions and acts discovered on DBM or engineering plans and specifications will be the responsibility of the DBM. The cost of the design necessary to correct those errors attributable to the DBM will not be reimbursable costs to the DBM. Any damage incurred by the City as a result of additional construction cost caused by negligent, reckless, or intentional wrongful conduct will not be reimbursed to the DBM to the extent that the negligent, reckless, or intentional wrongful conduct falls below the standard of care and skill that a registered professional in Arizona would exercise under similar conditions. The fact that the City has accepted or approved the DBM’s product will in no way relieve the DBM of any of its responsibilities.

1.5. DESIGN SERVICES

A. The DBM will provide all interim design submissions and Deliverables as prescribed in the Design Standards and Guidelines provided by the City, and as shown on the Project Schedule.

1. Within 7 days after a scheduled submission, the DBM and the City will meet and confer about the submissions, with the DBM identifying during these meetings, among other things, the evolution of the design and any significant changes or deviations from the Contract Documents, or previously submitted design submissions.

2. The DBM will submit and distribute 10 hard copy sets of plans and specifications and one set of plans in AutoCAD format compatible with City of Scottsdale Capital Project Management Department Computer Aided Drafting and Design (CADD) technology.

3. Minutes of the meetings will be maintained by the DBM and provided within 5 days following the design review meeting to all attendees for review.

4. The City will review and approve the interim design submissions in a time that is consistent with the turnaround times stated in the DBM’s Project Schedule.

5. The DBM will not cause the design to proceed until the City approves the interim design submissions as provided in this Article. If the DBM allows the design to proceed without City approval, the cost of any resultant redesign is not a reimbursable cost.

6. The City’s review and approval of interim design submissions and the Construction Documents is for the purpose of mutually establishing a conformed set of Construction Documents compatible with the requirements of the Project. Neither the City’s review nor approval of any interim design submissions and Construction Documents will be considered to transfer any design liability to the City.

B. The Project design must meet all applicable (i) Maricopa Association of Government (MAG) Uniform Standard Technical Specifications and Uniform Standard Details and Drawings, latest revision; (ii) the City of Scottsdale Supplements, latest revision to the MAG Uniform Standard Technical

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Specifications, Details and Drawings; (iii) all City building standards; and (iv) will include all special provisions provided by the City.

C. The Project design criteria and specifications will be in accordance with the Design Standards and Guidelines provided by the City. Variances from the standards and guidelines must be identified in writing by the DBM and approved by the City. The DBM will identify conflicts between the Design Standards and Guidelines and the requirements in Article 1,4 above or Legal Requirements and will obtain concurrence with resolution of the conflict. The Design Standard and Guidelines or approval of variances or resolution of conflicts will not be considered to transfer any design liability to the City.

D. The DBM will not specify any construction materials known to be hazardous or potentially hazardous, including asbestos, lead or any derivative of them unless specifically approved in writing by the City.

E. The DBM will coordinate with private, public and City utilities (i.e.. Information Technology Department, Water Operations Department) regarding standard utility issues and incorporate pertinent information in the plans.

F. The DBM will be responsible for scheduling, submitting, obtaining approval and retrieving of ail required Construction Documents to the various required reviewing agencies.

G. The DBM will submit to the City Construction Documents stating in detail drawings and specifications describing the requirements for construction.

1. The Construction Documents will be consistent with the latest set of interim design submissions; as these submissions may have been modified in a design review meeting.

2. The DBM will provide the drawings in AutoCAD format compatible with City of Scottsdale Capital Project Management Department’s CADD technology using City layering standards.

3. The drawing format will be a 24” x 36” sheet size unless otherwise authorized in writing by the City.

4. The parties will have a design review meeting to discuss, and the City will review and approve, the Construction Documents in accordance with the procedures stated in this Article.

5. Before commencement of construction, the DBM will submit to the City the following:

■ Construction Drawings in AutoCAD format on electronic media (CD-ROM); ■ Five (5) print sets of approved Construction Drawings and 10 half-size sets; and ■ Fifteen (15) sets of specifications.

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To the extent not prohibited by Legal Requirements, the DBM may arrange for interim design submissions and Construction Documents for a portion of the construction to permit construction to proceed on that portion before completion of the Construction Documents for the entire construction.

1.6. DESIGN DOCUMENT REVIEWS

A. The DBM will evaluate periodically the availability of labor, materials/equipment, building systems, cost-sensitive aspects of the design; and other factors that may impact the cost estimate, GMP Proposals or the Project Schedule.

B. The DBM will recommend, with City approval, those additional surface and subsurface investigations that, in its professional opinion, are required to provide the necessary information for the DBM to construct the Project.

C. The DBM will meet with the Project Team as required to review designs during their development. The DBM will familiarize itself with the evolving documents through the various design phases. The DBM will proactively advise the Project Team and make recommendations on factors related to construction costs, and concerns pertaining to the feasibility and practicality of any proposed means and methods, selected materials, equipment and building systems, and labor and material availability. The DBM will also advise the Project Team on errors and omissions it has discovered in Drawings and Specifications related to proposed site improvements, excavation and foundation considerations as well as other errors and omissions the DBM has identified with respect to coordination of the Drawings and Specifications. The DBM will recommend cost effective alternatives.

D. The DBM will routinely conduct constructability and bid ability reviews of the Drawings and Specifications as necessary to satisfy the needs of the Project Team. The reviews will identify discrepancies and inconsistencies in the Construction Documents especially those related to clarity, consistency, and coordination of Work of Subcontractors and Suppliers as follows:

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

2. Bid ability Reviews: The DBM will check cross-references and complementary Drawings and sections within the Specifications, and in general evaluate whether (a) the Drawings and Specifications are sufficiently clear and detailed to minimize ambiguity and to reduce scope interpretation discrepancies, (b) named materials and equipment are commercially available and are performing well or otherwise, in similar installations, (c) specifications include alternatives

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in the event a requirement cannot be met in the field, and (d) in its professional opinion, the Project is likely to be subject to differing site conditions.

3. The results of the reviews will be provided to the City in formal, written reports clearly identifying all discovered discrepancies and inconsistencies in the Drawings and Specifications with notations and recommendations made on the Drawings, Specifications and other documents. If requested by the City, the DBM will meet with the City and Design Professional to discuss any findings and review reports.

4. The DBM’s reviews will be from a contractor’s perspective, and though it will serve to reduce the number of Requests for Information (RFIs) and changes during the construction phase, responsibility for the Drawings and Specifications will remain with the DBM and the Design Professional.

E. Notification of Variance or Deficiency: It is the DBM’s responsibility to assist the Design Professional in ascertaining that, in the DBM’s professional opinion, the Construction Documents are in accordance with applicable laws, statutes, ordinances, building codes, rules and regulations. If the DBM recognizes that portions of the Construction Documents are at variance with applicable laws, statutes, ordinances, building codes, rules and regulations, it will promptly notify the Design Professional and the City in writing, describing the apparent variance or deficiency. However, the Design Professional is ultimately responsible for the compliance with those laws, statutes, ordinances, building codes, rules and regulations.

F. Alternate Systems Evaluations: The Project Team will routinely identify and evaluate using value engineering principles any alternate systems, approaches, or design changes that have the potential to reduce Project costs while still delivering a quality and functional product. Throughout this Contract and upon the City’s instruction, the DBM will provide value engineering at various stages throughout the Project. The Project Team, with approval by the City, will decide which alternatives will be incorporated into the Project. The Design Professional will have full responsibility for the incorporation of the alternatives into the Drawings and Specifications. The DBM will include the cost of the alternatives into the cost estimate and any GMP Proposals.

1.7. PERMITS AND LICENSING

A. The City will be responsible for the payment or waiver of the following:

1. City review and permit(s) fees for building, encroachment, and demolition permits,

2. City review fees for grading and drainage, water, sewer, and landscaping.

3. Utility design fees for permanent services.

4. Obtaining Clean Water Act Nationwide 404 Permits.

5. City Development Fees,

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6. Environmental Permits and Licenses.

1.8. GOVERNMENTAPPROVALS AND PERMITS

A. Unless otherwise provided, the DBM will apply for and obtain or assist the City in obtaining all necessary permits, approvals and licenses required for the prosecution of the Work from any governmental or quasi-governmental entity having jurisdiction over the Project, Fees for City Building Permits and City Encroachment Permits will be waived by the City. The DBM is specifically required to obtain the necessary environmental permits and/or file the necessary environmental notices. All environmental permits and licenses will be paid by the City in accordance with the provisions of Article 1.7. All other fees and licenses are the responsibility of the DBM.

1. Scottsdale Revised Code, Chapter 31, Section 4, Division 3 prescribes the requirements for Building Permits. Permits must be obtained from the Development Services Office.

2. Scottsdale Revised Code, Chapter 47, Section 3, Division 2 prescribes the requirements for Encroachment Permits. Permits must be obtained from the Development Services Office.

3. Capital Project Management (CPM) inspection must be notified before the beginning of Work, and CPM inspection will represent the City for the purpose of inspecting the Work for conformance to Plans, Specifications and details as well as public safety requirements as authorized by City Code.

4. Development Fees applicable to the Contract will be pre-paid by the City.

B. Copies of all necessary permits and notices must be provided to the Contract Administrator before starting the permitted activity. This provision is not an assumption by the City of an obligation of any kind for any violation of the permit or notice requirements.

C. The DBM will be responsible for City plan review and making application for and obtaining permit(s) for building and demolition permits, but the fees will be paid by the City in accordance with Article 1.7. The DBM will also obtain any necessary regulatory or permitting related reviews for grading and drainage, water, sewer, and landscaping, but any fees will be paid by the City in accordance with Article 1.7. The DBM will be responsible for coordinating utility design work for permanent service to the Project and will ensure that the work takes place in a timely manner and does not impact the Project Schedule. Any utility design fees for permanent services to the Project will be paid by the City in accordance with Article 1.7.

D. The DBM will be responsible for all other review and permit fees not specifically listed in Article 1.7 above, or as qualified in the Preconstruction Agreement.

E. The DBM is responsible for the cost of construction related water meter(s), water and sewer taps, fire lines and taps, and all water bills on the project meters until Substantial Completion of the Project. Arrangements for construction water are the

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DBM’S responsibility. Construction water does not include "test water” required to complete new water line pressure tests.

F. The Maricopa Association of Governments (M.A.G.) Standard Specification 107.12 is modified to read as follows: "The DBM, at his own expense, is responsible for the acquisition of any necessary temporary easements for construction purposes, storage, maintenance and refuse haul-off as indicated upon the plans, which are required in addition to existing easements or rights of way secured by the City.”

1.9. COST ESTIMATES

A. The DBM will provide a Schedule of Values acceptable to the City including a detailed cost estimate and written review of the documents, within 14 days after the DBM’S receipt of the documents required for the various phases of design. The Design Professional and the DBM will reconcile any disagreements on the estimate to arrive at an agreed cost, if no consensus is reached, the City will make the final determination.

B. If any estimate submitted to the City exceeds previously accepted estimates or the City’s Project budget, the DBM will make appropriate recommendations on methods and materials to the City and Design Professional that he believes will bring the Project back into the Project budget. Major milestones on the Project include 30%, 60%, 90% submittals consistent with the City of Scottsdale’s Design Standards and Policies Manual.

C. In between these milestone estimates, the DBM will periodically provide a tracking report, which identifies the upward or downward movements of costs due to value engineering or scope changes. It will be the responsibility of the DBM to keep the City and Design Professional informed as to the major trend changes in costs relative to the City’s budget.

D. If requested by the City, the DBM will prepare a preliminary "cash flow” projection based upon historical records of similar type projects to assist the City in the financing process.

1.10. GUARANTEED MAXIMUM PRICE (GMP)

A. At the end of the preconstruction design phase or at a time determined by the City with reasonable notice, the City will request the DBM to provide a GMP, or series of GMP’s if the DBM determines phased construction would be in the City’s best interest. An example GMP form is provided in Exhibit C, attached and is made a part of this Contract by reference.

1. The DBM guarantees to bring the completion of the design and construction of the Project within the GMP or DBM alone will be required to pay the difference between the actual cost and the GMP.

2. Buy out savings are any savings of the DBM’s GMP at the conclusion of the selection of Subcontractors. Buy out savings may be used during construction by the City as a City Project Contingency. Unused savings will be retained by the City.

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B. Any savings of the DBM’s bid contingency used to buy out the construction at the conclusion of the selection of Subcontractors may be used during construction by the City as a Project contingency.

C. The Total Cost of the Work (Direct Costs), plus the DBM Indirect Costs, plus taxes, plus the City’s Project Contingency equals the Total GMP. The GMP is composed of the following actual costs, not-to-exceed cost reimbursable, fixed fee or lump sum amounts defined below:

1. Total Cost of the Work (Direct Costs) is a negotiated cost and is a not-to- exceed amount defined by the individual work items and their associated negotiated unit prices as a part of the hard construction work as defined in Article 9. It includes direct labor costs, subcontract costs, costs of materials and equipment incorporated in the completed construction, costs of other materials and equipment, materials testing, and warranty of the work together with self-performed work that the DBM established in the Sub-Contractor Selection Plan. The Cost of Work does not include the DBM’s Indirect Costs.

2. The DBM’s Indirect Costs include the General Conditions, Payment and Performance Bonds, Insurance, the DBM Construction Fee and Taxes.

a. The General Conditions Costs are a negotiated amount of project supervision and other indirect costs according to construction terms as defined in Article 9. These costs are not reflected in other GMP items. Costs may include, but are not limited to, the following: Project Manager, Superintendent, Full-time General Foremen, workers not included as direct labor costs engaged in support (e.g. loading/unloading, clean-up, etc.) and administrative office personnel. Other costs may include: temporary office, fencing and other facilities, office supplies, office equipment, minor expenses, utilities, vehicles, fuel, sanitary facilities, and telephone services at the site.

b. Payment Bonds, Performance Bonds and Insurance are actual costs applied to Cost of Work and General Conditions Costs as detailed in the GMP Proposal.

c. The DBM Construction Fee is a negotiated fixed fee that is proposed by the DBM for the project as defined in Article 9. It is for management and related services of the DBM Project.

3. Taxes include all sales, use, consumer and other taxes which are legally enacted when negotiations of the GMP were concluded, whether or not yet effective or merely scheduled to go into effect. Taxes are actual costs and are a not-to-exceed reimbursable amount.

To obtain a State of Arizona Privilege (Sales) Tax License Application, please go to the following website: http://\AWw.revenue.state.az.us/ADOR Forms/70- 79/74-4002 filiable.pdf

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To obtain a City of Scottsdaie Transaction (Sales) Tax License Application, please go to the following website: http://vmw.scottsdaleaz.qov/taxes/salestax:asp

4. The City’s Project Contingency is defined in Article 9. It is to be used at the sole discretion of the City to cover any increases in Project costs that result from City directed changes or unforeseen site conditions. The City's Project Contingency will be added to the GMP amount provided by the DBM, the sum of which will be the full contract price for construction. Taxes will be applied by the DBM at the time that the City's Project Contingency is used. The markup on changes using the City’s Project Contingency is an additional negotiated Construction Fee.

D. The GMP is cumulative. The amount of any GMP amendment will be negotiated separately and will reflect the DBM’s increased risk resulting from the amendment.

1.11. GUARANTEED MAXIMUM PRICE (GMP) PROPOSALS

A. The DBM will present the proposed GMP for the entire Work (or portions of the Work) in a format acceptable to the City, as set forth in Exhibit C, attached and by reference made a part of this Contract. The City may request a GMP Proposal for all or any portion of the Project and at any time with reasonable notice during the design phase. Any GMP Proposals submitted by the DBM will be based on and consistent with the current updated/revised cost estimate at the time of the request, the associated estimates for construction costs and include any clarifications or assumptions upon which the GMP Proposal(s) are based.

B. GMP Proposals for the entire Project will be the sum of the maximum Cost of the Work, and also include the DBM’s Construction Fee, General Conditions Costs, Taxes, Insurance, Bonds and Project Contingency.

C. The DBM, in preparing any GMP Proposal, will obtain from the Design Professional, 6 sets of signed, sealed, and dated plans and specifications (including all addenda). The DBM will prepare its GMP in accordance with the City’s request for GMP Proposal requirements based on the most current completed plans and specifications at that time. The DBM will mark the face of each document of each set upon which its proposed GMP is based. The DBM will send one set of those documents to the City’s Contract Administrator, keep one set and return the third set to the Design Professional.

D. The DBM will include an updated/revised Project Schedule with any GMP Proposal(s) that reflects the Scope of Work shown in the current set of design documents upon which the GMP Proposal(s) is based. Any Project Schedule updates/revisions will continue to comply with the requirements of Article 1.3.

E. If the Construction Services Contract is negotiated as a not-to-exceed amount, all GMP savings resulting from a lower actual Project cost than anticipated by the DBM, will be retained by the City.

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1.12. GUARANTEED MAXIMUM PRICE (GMP) REVIEW AND APPROVAL

A. The DBM will meet with the City and Design Professional to review any GMP Proposal(s) and review the written statement of its basis. In the event the City or Design Professional discovers inconsistencies or inaccuracies in the information presented, the DBM will make adjustments as necessary to the GMP Proposal, its basis, or both.

B. Upon receipt of any GMP Proposal from the DBM, the City may submit the same documents that were used by the DBM in developing its GMP to an independent third party or to the Design Professional for review and verification. The third party or Design Professional will develop an independent estimate of the Cost of the Work and review the Project Schedule for the associated scope of the GMP Proposals. If the DBM GMP Proposal is greater than that of the independent third party or Design Professional’s estimate, the City may require the DBM to reconfirm its GMP Proposal. The DBM will accept the independent third party’s or Design Professional’s estimate for the Cost of Work as part of its GMP Proposal or present a report identifying, explaining and substantiating the differences within 7 days of the City’s request.

C. If design changes are required during the review and negotiation of GMP Proposals, the City will authorize and cause the DBM to revise the Construction Documents to the extent necessary to reflect the agree-upon assumptions and clarifications contained in the final approved GMP Proposal. The revised Construction Documents will be furnished to the DBM. The DBM will promptly notify the Design Professional and City in writing if any revised Construction Documents are inconsistent with the agreed-upon assumptions and clarifications.

D. The DBM guarantees to complete the Project at a Cost that will not exceed the final approved GMP Proposal amount, and the DBM assumes the responsibility for paying any difference between the actual Cost of the Work and that amount.

E. The DBM may then be requested to, or at its own discretion, submit a revised GMP Proposal for consideration by the City. At that time the City may do one of the following;

1. Accept the DBM’s original or revised GMP Proposal, if within the City’s budget, without comment.

2. Accept the DBM’s original or revised GMP Proposal that exceeds the City’s budget, and indicate in writing to the DBM that the Project Budget has been increased to fund the differences.

3. Reject the DBM’s original or revised GMP Proposal in which event, the City may terminate this Contract or elect to not enter into a separate Contract with the DBM for the construction phase associated with the Scope of Work reflected in the GMP Proposal.

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1.13. SUBCONTRACTOR AND MAJOR SUPPLIER SELECTIONS

A. The DBM will select major Subcontractors and major Suppliers, subject to City’s prior approval. This may occur before or after submission of a GMP Proposal. Major Subcontractors may be selected based on qualifications or a combination of qualifications and price. Subcontractors will not be selected based on price alone. Except as noted below, the selection of major Subcontractors/Suppliers is the responsibility of the DBM. In any case, the DBM is solely responsible for the performance of the selected Subcontractors/Suppliers.

1. The DBM will prepare a Subcontractor/Supplier selection plan and submit the plan to the City for approval or the DBM may use the City’s plan as described in Article 1.13(B). This subcontractor selection plan will identify those subcontractor trades anticipated to be selected by qualifications only per Article 1.13(B) and those subcontractor trades anticipated to be selected by qualifications and competitive bid in accordance with Article 1.13(C). This plan will also identify those subcontractors that will not be selected through a formalized qualifications-based selection process. The subcontractor selection plan must be consistent with the selection requirements included in this Contract.

B. Selection by qualifications only - The City may approve the selection of a Subcontractor(s) or Suppliers(s) based only on their qualifications when the DBM can demonstrate it is in the best interest of the Project.

1. The DBM will apply the approved subcontractor selection plan in the evaluation of the qualifications of a Subcontractor(s) or Supplier(s) and provide the City with its review and recommendation. The selection plan will be the DBM’s own selection plan approved by the City or the City’s selection plan as approved in this Article 1.13(B).

2. The DBM will negotiate costs for services/supplies from the Subcontractor/ Supplier under the approved qualifications only method.

3. The DBM may elect to comply with the following procedures in its selection of Subcontractor(s) or Suppliers(s) based on qualifications only:

a. The Request for Qualifications (RFQ) will contain the best description of the services or material desired; and

b. A statement that only unpriced statements of qualifications will be considered; and

c. State the requirements for the project, such as drawings and descriptive literature; and

d. State the criteria for evaluating the qualifications; and

e. A closing date and time for receipt of a Statement of Qualifications and the location where the statements should be delivered or mailed; and

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f, A statement that discussions may be held; and

g. A statement that only statements of qualifications determined to be acceptable will be considered for award.

4. The RFQ may be amended after the submission of the statements of qualifications. Any amendment will be distributed only to bidders who submitted statements of qualifications. Those bidders will be permitted to submit new unpriced statements of qualifications or to amend statements already submitted.

5. Statements of Qualifications will not be opened publicly, but will be opened in the presence of the DBM. The contents of unpriced statements of qualifications will not be disclosed to unauthorized persons.

6. Statements of Qualifications will be evaluated solely in accordance with the criteria stated in the RFQ and will be determined to be either acceptable for further consideration or unacceptable. A determination that the statement is unacceptable will be in writing, state the basis of the determination and be retained by the DBM. The DBM will notify the bidder of the determination and the bidder will not be given an opportunity to amend its Statement of Qualifications further.

7. The DBM may conduct discussions with any bidder who submits an acceptable or potentially acceptable Statement of Qualifications. During discussions, the DBM will not disclose any information derived from any other bidder’s Statement of Qualifications.

8. The DBM will negotiate costs for services/supplies from the Subcontractors/Suppliers selected under this method.

C. Selection by qualifications and competitive bid - The DBM will apply the City’s subcontractor selection plan stated above if previously approved by the City in the evaluation of the qualifications of a Subcontractor(s) or Supplier(s) by providing the City with its process to prequalify prospective subcontractors and suppliers. Selection may not be based on price alone. All Work for major subcontractors and major suppliers will then be competitively bid to the prequalified subcontractors unless a Subcontractor or Supplier was selected in compliance with Article 1.13(B) above.

1. The DBM will develop Subcontractor and Supplier interest, submit the names of a minimum of 3 qualified Subcontractors or Suppliers for each trade in the Project and solicit bids for the various Work categories. If there are not 3 qualified Subcontractors/Suppliers available for a specific trade or there are extenuating circumstances warranting it, the DBM may request approval by the City to submit less than 3 names. Without first giving written notice to the City, no change in the recommended Subcontractors/Suppliers will be allowed.

2. If the City objects to any nominated Subcontractor/Supplier or to any self- performed Work for good reason, the DBM will nominate a substitute Subcontractor/Supplier that is acceptable to the City.

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3. The DBM will distribute Drawings and Specifications, and when appropriate, conduct a prebid conference with prospective Subcontractors and Suppliers. The DBM will then review the price bids submitted by Subcontractors and Suppliers and make its selection based on the responsive and responsible bidder with the lowest price.

4. If the DBM desires to self-perform certain portions of the Work, it will request to be one of the approved Subcontractor bidders for those specific bid packages. The DBM’S bid will be evaluated in accordance with the process identified in the Invitation for Bids. If events warrant and the City concurs that in order to insure compliance with the Project Schedule or cost, the DBM may self-perform Work without bidding or re-bidding the Work. {For horizontal construction, as defined in A.R.S. §34-101(15), the DBM must self-perform not less than 45% percent of the Work as required by A.R.S. §34-605(G) (2).)

D. If after receipt of sub-bids or after award of Subcontractors and Suppliers, the City objects to any nominated Subcontractor/Supplier or to any self-performed Work for good reason, the DBM will nominate a substitute Subcontractor or Supplier, preferably if the option is still available, from those who submitted Subcontractor bids for the Work affected.

1. Any higher costs due to the City's rejection and substitution of a DBM’s nominated Subcontractor/Supplier or to any self-performed Work will be reflected in the Total GMP. The DBM’s proposed GMP for the Work or portion of the Work will be correspondingly adjusted to reflect the higher costs. The City at its sole discretion will either:

a. Correspondingly increase the DBM’s Total GMP; or

b. Correspondingly decrease the City’s Project Construction Contingency without change to the DBM's Total GMP.

2. Any lower costs due to the City’s rejection and substitution of a DBM’s nominated Subcontractor/Supplier or to any self-performed Work will be added to the City’s Project Construction Contingency.

3. Under no circumstances will the City’s objection or comment on any Subcontractor or Supplier relieve the DBM of its sole responsibility for control over the methods, means and processes by which the Work is accomplished.

1.14. APPROVED ALTERNATES

A. Plans and specifications may contain references to equipment or materials (patented or unpatented) or “approved alternate(s).’’ The references will be regarded as establishing a standard of quality, finish, appearance, performance or as indicating a selection or design based upon compatibility with existing equipment, materials or details of construction inherent to the Project design. These references will not be construed as limiting the selection to a specified item, source or design detail. The use of an alternate or substitute, item or source as an approved alternate will be permitted, subject to the provisions of this Article 1.14.

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B. The DBM and the Contract Administrator will evaluate the information submitted, perform tests when necessary and make comparisons in order to approve or reject the Proposal. If rejected, the DBM will give notice of rejection to the Bidder submitting the Proposal.

C. The DBM, if the Proposal is accepted, will issue a written addendum to the Invitation for Bid specifying the approved alternates and distribute the modification in the same manner as the original bidding documents.

D. The Specifications may reference equipment or materials “or alternate.” The reference to “or alternate” will be construed to mean "or approved alternate" in every instance. Use of an alternate or substitute item will be allowed only if approval was received as outlined in this Article.

E. Construction Document references to equipment, materials or patented processes by manufacturer, trade name, make or catalog number may be permitted, unless indicated that no substitutes or alternates may be permitted, subject to the following:

1. The DBM will certify that the substitution will perform the functions and achieve the results called for by the general design, be similar and of equal substance, and be suited to the same use as that specified.

2. The submittal will state any required changes in the Construction Documents to adapt the design to the proposed substitution.

3. The submittal will contain an itemized estimate of all costs and credits that will result directly or indirectly from the acceptance of the substitution including cost of design, license fees, royalties, and testing. The submittal will also include any adjustment in the Contract Time created by the substitution. Substitutions will only be considered if they do not extend Contract Time.

ARTICLE 2 - PERIOD OF SERVICES

2.1. The DBM will perform preconstruction and design phase services in this Contract in accordance with the terms and conditions of Article 1 and the most current update/revised Project Schedule. Failure on the part of the DBM to adhere to the Project Schedule requirements for activities for which it is responsible will be sufficient grounds for termination of this Contract by the City.

2.2. If the date of performance of any obligation or the last day of any time period provided for in this Contract should fall on a Saturday, Sunday, or legal holiday for the City, then the obligation will be due and owing, and the time period will expire, on the first day which is not a Saturday, Sunday or legal City holiday. Except as may otherwise be provided in this Contract, any performance provided for will be timely made if completed no later than 5:00 p.m. (Local time) on the day of performance.

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ARTICLE 3 - CONTRACT AMOUNT AND PAYMENTS

3.1. CONTRACT AMOUNT

Based on the preconstruction services fee proposal submitted by the DBM and accepted by the City (which by reference is made a part of this Contract); the City will pay the DBM a fee not to exceed $ 3,701,125 or option to provide hourly fee plus expenses as follows:

For the basic services described in Article 1, the DBM will receive a fee not to exceed: 3.596.125

Additional services and allowances: $. 105.000

Total Contract Amount, not to exceed, $ 3.701.125

3.2. PAYMENTS

A. Requests for monthly payments by the DBM for preconstruction/design phase services will be submitted to the Contract Administrator on the City's “Payment Request" form and will be accompanied by a progress report, detailed invoices and receipts, if applicable. Any requests for payment will include, as a minimum, a narrative description of the tasks accomplished during the billing period, a listing of any Deliverables submitted, and copies of any Subcontractors’ requests for payment, plus similar narratives and listings of Deliverables associated with their Work. Payment for services negotiated as a lump sum will be made in accordance with the percentage of Work completed during the preceding month. Services negotiated, as a not-to-exceed fee will be paid in accordance with the work effort expended on that service during the preceding month.

B. The fees for the DBM and any Subcontractors will be based upon the hourly rate schedule included as Exhibit B attached, and by reference made a part of this Contract.

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

D. If any service(s) executed by the DBM is abandoned or suspended in whole or in part, for a period of more than 180 days through no fault of the DBM, the DBM is to be paid for the services performed before the abandonment or suspension. If the City suspends the Work for 181 consecutive days or more, the suspension will be a Contract termination for convenience.

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ARTICLE 4 - CITY’S RESPONSIBILITIES

4.1 The City, at no cost to the DBM, will furnish the following information:

A. One copy of data the City determines pertinent to the Work. However, the DBM will be responsible for searching the records and requesting information it considers reasonably required for the Project.

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

C. The name of the City employee or City's representative who will serve as the Contract Administrator during the term of this Contract is stated in Article 5.13(A). The Contract Administrator has the authority to administer this Contract and will monitor the DBM’s compliance with all terms and conditions of this Contract. All requests for information from or decisions by the City on any aspect of the Work or Deliverables will be directed to the Contract Administrator. The Contract Administrator will provide the DBM with prompt notice if the Contract Administrator observes any failure on the part of the DBM to fulfill its contractual obligations, including any default or defect in the Project or non-compliance with the drawings or specifications. The Contract Administrator has the authority to authorize Change Orders up to the limits permitted by the City's Procurement Code.

4.2 The City additionally will;

A. Supply, without charge, all necessary copies of programs, reports, drawings, and specifications reasonably required by the DBM except for those copies whose cost has been reimbursed by the City.

B. Provide the DBM with adequate information in its possession or control regarding the City's requirements for the Project.

C. Give prompt written notice to the DBM when the City becomes aware of any default or defect in the Project or non-conformance with the Drawings and Specifications.

D. Notify the DBM of changes affecting the budget allocations.

4.3 The City’s Contract Administrator will have authority to approve the Project Budget and Project Schedule, and render decisions and furnish information the Contract Administrator considers appropriate to the DBM.

ARTICLE 5 - CONTRACT CONDITIONS

5.1 PROJECT DOCUMENTS AND COPYRIGHTS

A. City Ownership of Project Documents: All work products (electronically or manually generated) including but not limited to: cost estimates, studies, design analysis, original mylar drawings. Computer Aided Drafting and Design (CADD) file diskettes, and other related documents which are prepared in the performance of this Contract (collectively referred to as Project Documents) are to be and remain

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the property of the City and are to be delivered to the Contract Administrator before the final payment is made to the DBM; provided, however, the DBM is entitled to retain one record copy of all documents. In the event these Project Documents are altered, modified or adapted without the written consent of the DBM, which consent the DBM will not unreasonably withhold, the City agrees to hold the DBM harmless to the extent permitted by law, form the legal liability arising out of or resulting from the City’s alteration, modification or adaptation of the Project Documents.

B. DBM to Retain Copyrights: The copyrights, patents, trade secrets or other intellectual property rights associated with the ideas, concepts, techniques, inventions, processes or works of authorship pre-existing to this Contract or developed or created by the DBM, its Subcontractors or personnel, during the course of performing this Contract or arising out of the Project will belong to the DBM.

C. License to City for Reasonable Use: The DBM grants, and will require its Subcontractors to grant, a license to the City, its agents, employees, and representatives for an indefinite period of time to reasonably use, make copies, and distribute as appropriate the Project Documents, works or Deliverables developed or created for the Project and this Contract. This license will also include the making of derivative works, subject to the hold harmless provisions described above. In the event that the derivative works require the City to alter or modify the Project Documents, then Article 5.1(A) applies.

D. Documents to Bear Seal: When applicable and required by state law, the DBM and its Subcontractors will endorse, by an Arizona professional seal, all plans, works, and Deliverables prepared by them for this Contract, if any.

5.2 COMPLETENESS AND ACCURACY OF DBM’S WORK

The DBM will be responsible for the completeness and accuracy of its reviews, reports, supporting data, and all other design phase Deliverables prepared or compiled in compliance with its obligations under this Contract and will at its sole expense correct its Work or the Deliverables. The fact that the City has accepted or approved the DBM’S Work or the Deliverables will in no way relieve the DBM of any of its responsibilities under the Contract, nor does this requirement to correct the Work or Deliverables constitute a waiver of any claims or damages otherwise available by law or Contract to the City.

5.3 ALTERATION IN CHARACTER OF WORK

A. In the event an alteration or modification in the character of Work or Deliverables results in a substantial change in this Contract, materially increasing or decreasing the scope of services, cost of performance, or Project Schedule, the Work or Deliverables will be performed as directed by the City. Before any altered or modified Work begins, a Change Order or Amendment will be approved and executed by the City and the DBM. This Change Order or Amendment will not be effective until approved by the City.

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B. Additions to, modifications, or deletions from this Project may be made, and the compensation to be paid to the DBM may accordingly be adjusted by mutual agreement of the contracting parties.

C, No claim for extra Work done or materials furnished by the DBM will be allowed by the City except as provided in this Contract, nor will the DBM do any Work or furnish any material(s) not covered by this Contract unless the work or material is first authorized in writing. Work or material(s) furnished by the DBM without first delivering written authorization will be at the DBM's sole responsibility, cost, and expense, and the DBM agrees that without first delivering written authorization, no claim for compensation for the Work or materials furnished will be made.

5.4 DATA CONFIDENTIALITY

A. As used in this Contract, data means all information, whether written or verbal, including plans, photographs, studies, investigations, audits, analysis, samples, reports, calculations, internal memos, meeting minutes, data field notes, work product, proposals, correspondence and any other similar documents or information prepared by or obtained by the DBM or others in the performance of this Contract.

B. The parties agree that all data, including originals, images, and reproductions, prepared by, obtained by, or transmitted to the DBM in connection with the DBM’s performance of this Contract are confidential and proprietary information belonging to the City.

C. Except for Subcontractors, Material and Equipment Suppliers, Consultants or other like parties necessary to complete the Work or as required by the City, the DBM will not divulge data to any third party without first obtaining the written consent of the City. The DBM will not use the data for any purposes except to perform the services required under this Contract. These prohibitions will not apply to the following data:

1. Data which is or becomes publicly available other than as a result of a violation of this Contract;

2. Data v^^hich was in the DBM's possession legally and v^/ithout restriction before its performance under this Contract;

3. Data which was acquired by the DBM in its performance under this Contract and which was disclosed to the DBM by a third party, who to the best of the DBM’s knowledge and belief, had the legal right to make the disclosure and the DBM is not otherwise required to hold the data in confidence; or

4. Data, which is required to be disclosed by the DBM by virtue of law, regulation, or court.

D. In the event the DBM is required or requested to disclose data to a third party, or any other information to which the DBM became privy as a result of any other Contract with the City, the DBM will first notify the City as stated in this Article of the request or demand for the data. The DBM will timely give the City sufficient

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facts, so that the City can have a meaningful opportunity to either first give its consent or take any action that the City may consider appropriate to protect the data or other information from disclosure.

E. The DBM, unless prohibited by law, will promptly deliver, as stated in this Article, a copy of all data in its possession and control to the City within 10 calendar days after completion of services. All data will continue to be subject to the confidentiality provisions of this Contract.

F. The DBM assumes all liability for maintaining the confidentiality of the data in its possession and agrees to compensate the City if any of the provisions of this Article are violated by the DBM, its employees, agents or Subconsultants. Solely for the purposes of seeking injunctive relief, it is agreed that a breach of this Article will be considered to cause irreparable harm that justifies injunctive relief in court.

5.5 PROJECT STAFFING

A, Before the start of any Work or Deliverables under this Contract, the DBM will submit to the City an organizational chart for the DBM staff and Subcontractors and detailed resumes of key personnel listed in its response to the City’s Request for Qualifications or subsequent fee proposals (or revisions), who will be involved in performing the services described in the Contract. Unless otherwise informed, the City acknowledges its acceptance of personnel to perform these services under this Contract, In the event the DBM desires to change any key personnel from performing the services under this Contract, the DBM will submit the qualifications of the proposed substituted personnel to the City for prior approval. Key personnel will include, but are not limited to, principal-in-charge, contract administrator, superintendent, project director, design professionals or those persons specifically identified to perform services of cost estimating, scheduling, value engineering, and procurement planning. The City must approve all key personnel, and approval shall not be unreasonably withheld.

B. The DBM will maintain an adequate number of competent and qualified persons, as determined by the City, to ensure acceptable and timely completion of the scope of services described in this Contract throughout the period of those services. If the City objects, with reasonable cause, to any of the DBM’s staff, the DBM will lake prompt corrective action acceptable to tiie City and, if required, I remove the personnel from the Project and replace or add new personnel - acceptable to the City.

5.6 INDEPENDENT CONTRACTOR

The DBM is and will be an independent contractor and not an employee or agent of the City and whatever measure of control the City exercises over the Work or Deliverables in compliance with this Contract will be as to the results of the Work only. No provision in this Contract will give or be construed to give the City the right to direct the DBM as to the details of accomplishing the Work or Deliverables. DBM’s performance of the Work of this Contract will be in accordance with all applicable laws and ordinances.

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5.7 TERMINATION AND CANCELLATION

A. The City has the right to terminate this Contract or abandon any portion of the Project for which services have not been performed by the DBM.

B. Termination for Convenience: The City reserves the right to terminate this Contract or any part of it for its sole convenience with 30 days written notice. In the event of termination, the DBM will immediately stop all Work, and will immediately cause any of its Suppliers and Subcontractors to cease Work. Upon termination, the DBM will deliver to the City all drawings, special provisions, field survey notes, reports, and estimates, entirely or partially completed, in any format, including but not limited to written or electronic media, and other Work and Deliverables entirely or partially completed, together with all unused materials supplied by the City. The DBM will appraise the Work completed and submit an appraisal to the City for evaluation. The City will have the right to inspect the DBM's Work or Deliverables to appraise the Work completed. As compensation in full for services performed to the date of the termination, the DBM will receive its fee for the percentage of services actually completed. This fee will be in the amount to be mutually agreed upon by the DBM and the City, based on the agreed Scope of Work. If there is no mutual agreement, the Contract Administrator will determine the percentage of completion of each task detailed in the Scope of Work and the DBM’s compensation will be based upon this determination. The City will make this final payment within 60 days after the DBM has delivered the last of the partially completed items. The DBM will not be paid for any Work done after receipt of the notice of termination, nor for any costs incurred by the DBM’s Suppliers or Subcontractors, which the DBM could reasonably have avoided.

C. Cancellation for Cause: The City may also cancel this Contract or any part of this Contract after first giving 7 days written notice for cause in the event of any default by the DBM, or if the DBM fails to comply with any of the terms and conditions of this Contract. Unsatisfactory performance, despite a reasonable opportunity to cure as judged by the Contract Administrator, and failure to provide the City, upon request, with adequate assurances of future performance will all be causes allowing the City to cancel this Contract for cause. In the event of cancellation for cause, the DBM will be entitled to amounts due and owing under this Contract for Work performed, but the DBM will also be liable to the City for any and all damages available under this Contract sustained by reason of the default, which gave rise to the cancellation.

In the event the DBM is in violation of any Federal, State, County or City law, regulation or ordinance, the City may cancel this Contract immediately upon giving notice and an opportunity to cure to the DBM.

In the event the City cancels this Contract or any part of the services as provided in this Contract, the City will notify the DBM in writing, and immediately upon receiving this notice, the DBM will discontinue advancing the Work under this Contract and proceed to close its operations, and the expenditure, if any, of costs resulting from this cancellation, abandonment or cancellation. Upon termination, cancellation or abandonment, and with the exception of one record copy the DBM may retain, the DBM will deliver to the City all drawings, special provisions, field survey notes, reports, and estimates, entirely or partially completed, in any format.

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including but not limited to, written or electronic media, together with all unused materials supplied by the City. Use of incomplete data will be the City's sole responsibility. If through any cause, the DBM fails to fulfill in a timely and proper manner its obligations under this Contract, or if the DBM violates any of the covenants, agreements, or stipulations of this Contract, the City may withhold any payments to the DBM for the purpose of setoff until such time as the exact amount of damages due the City from the DBM is determined by the parties or by a court of competent jurisdiction.

D. The City and DBM agree to the full performance of the covenants contained in this Contract, except that the City reserves the right, at its discretion and without cause, to terminate, cancel or abandon any or all services provided for in this Contract, or abandon any portion of the Project for which services have been performed by the DBM.

E. The DBM, upon termination, cancellation or abandonment, will promptly deliver to the City all reports, estimates and other Work or the Deliverables entirely or partially completed, together with all unused materials supplied by the City.

F. The DBM will appraise the Work completed and submit an appraisal to the City for evaluation. The City will have the right to inspect the DBM’s Work or Deliverables to appraise the Work completed.

G. The DBM will receive compensation in full for services satisfactorily performed to the date of the cancellation. The fee will be paid in accordance with Article 3 of this Contract, and will be an amount mutually agreed upon by the DBM and the City. If there is no mutual agreement, the final determination will be made in accordance with Article 5.9, “Disputes”. However, in no event will the fee exceed that stated in Article 3 or as amended in accordance with Article 5.3, "Alteration in Character of Work". The City will make the final payment within 60 Days after the DBM has delivered the last of the partially or otherwise completed Work items and the final fee has been agreed upon.

H. If the City improperly cancels the Contract for cause, the cancellation for cause will be converted to a termination for convenience in accordance with the provisions of Article 5.7(B).

5.8 FUNDS APPROPRIATION

If the City Council does not appropriate funds to continue this Contract and pay for charges incurred, the City may terminate this Contract at the end of the current fiscal period. The City agrees to give written notice to the DBM at least 30 days before the end of its current fiscal period and will pay the DBM for ail approved charges incurred through the end of this period.

5.9 DISPUTES

In any unresolved dispute arising out of an interpretation of this Contract or the duties required, the final determination at the administrative level will be made by the Contract Administrator.

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5.10 WITHHOLDING PAYMENT

The City, in accordance with Title 34 of the Arizona Revised Statutes, reserves the right to withhold funds from the City’s progress payments up to the amount equal to the claims the City may have against the DBM, until such time as a settlement on those claims has been reached.

6.11 RECORDS/AUDIT

A. Records of the DBM’s direct personnel payroll, reimbursable expenses pertaining to this Project and records of accounts between the City and the DBM will be kept on a generally recognized accounting basis. The City, its authorized representative, or the appropriate federal agency, reserve the right to audit the DBM’s records to verify the accuracy and appropriateness of all pricing data, including data used to negotiate this Contract and any Change Orders. The City reserves the right to decrease the Contract Amount or payments made on this Contract if, upon audit of the DBM’s records, the audit discloses the DBM has provided false, misleading, or inaccurate cost and pricing data, if an audit in accordance with this Article, discloses overcharges, of any nature, by the DBM to the City in excess of 1% of the total contract billings, the actual cost of the City’s audit will be reimbursed to the City by the DBM. Any adjustments or payments which must be made as a result of audit or inspection of the DBM’s invoices or records will be made within a reasonable amount of time (not to exceed 90 days) from presentation of the City’s findings to the DBM.

B. The DBM will include a provision similar to this Article 5.11 in all of its Contracts with Subconsultants. Subcontractors, and Suppliers providing services under this Contract to ensure the City, its authorized representative, or the appropriate federal agency, has access to the Subconsultants’, Subcontractors’, and Suppliers’ records to verify the accuracy of cost and pricing data. The City reserves the right to decrease the Contract Amount or payments made on this Contract if the above provision is not included in Subconsultant, Subcontractor, and Supplier contracts, and one or more of those parties do not allow the City to audit their records to verify the accuracy and appropriateness of pricing data.

C. This audit provision includes the right to inspect personnel records as required by Article 8.1.

5.12 INDEMNIFICATION

A. To the fullest extent permitted by law, the DBM, its successors, assigns and guarantors, upon the assertion of a claim, will defend, indemnify and hold harmless the City of Scottsdale, its agents, representatives, officers, directors, officials and employees from and against all allegations, demands, proceedings, suits, actions, claims, damages, losses, expenses, including but not limited to, reasonable attorney fees, court costs, and the cost of appellate proceedings, and all claim adjusting and handling expense, investigation and litigation, for bodily injury or personal injury (including death), or loss or damage to tangible or intangible property caused, or alleged to be caused, in whole or in part, related to, arising from or out of, or resulting from any acts, omissions, negligence, recklessness, or intentional wrongful conduct to the extent caused by the DBM or any of its owners.

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officers, directors, agents, employees performing work or services under this Contract, including but not limited to, any Subcontractor or anyone directly or indirectly employed by any of them or anyone for whose acts any of them may be liable and any injury or damages by any of the DBM employees. This indemnity includes any claim or amount arising out of, or recovered under, the Worker’s Compensation Law or arising out of the failure of the DBM to conform to any federal, state, or local law, statute, ordinance, rule, regulation, or court decree. It is the specific intention of the parties that the City shall, in all instances, except for Claims arising solely from the negligent or willful acts or omissions of the City, be indemnified by the DBM from and against any and all claims. It is agreed that the DBM will be responsible for primary investigation, defense, and judgment costs where this indemnification is applicable. In consideration of the award of this contract, the DBM agrees to waive all rights of subrogation against the City, its officers, agents, and employees for losses arising from the work performed by the DMB for the City.

Insurance provisions stated in this Contract are separate and independent from the indemnity provisions of this Article and will not be construed in any way to limit the scope and magnitude of the indemnity provisions. The indemnity provisions of this Article will not be construed in any way to limit the scope and magnitude and applicability of the insurance provisions.

5.13 NOTICES

A. Unless otherwise provided in this Contract, demands under this Contract will be in writing and will be considered to have been duly given and received either (1) on the date of service if personally served on the party to whom notice is to be given, or (2) on the third day after the date of the postmark of deposit by first class United States mail, registered or certified, postage prepaid and properly addressed as follows:

To City: City of Scottsdale 7447 E. Indian School Road, Suite 205 Scottsdale, Arizona 85251 To DBM: Chris Willis, Project Executive Hunt Construction Group, Inc., Inc. 7720 North 16th Street, Suite 100 Phoenix, AZ 85020 To Design Professional: Steve Rao, President DWL Architects 2333 N. Central Avenue Phoenix, Arizona 85004 Copy to: Anna Leyva, Contract Administrator Capital Project Management 7447 E. Indian School Road, Suite 205 Scottsdale, Arizona 85251

Notice by facsimile or electronic (e-mail) will not be considered adequate notice as required by this Contract.

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5.14 INTELLECTUAL PROPERTY

1. The DBM will pay all royalties and license fees associated with its performance of services under this Contract.

2. The DBM will defend any action or proceeding brought against the City based on any claim that the Work, or any part of the Work, or the operation or use of the Work or any part of the Work, constitutes infringement of any United States patent or copyright, issued now or at some later date. The City will give prompt written notice to the DBM of any action or proceeding and will reasonably provide authority, information and assistance in the defense of this action. The DBM will indemnify and hold harmless the City from and against all damages, expenses, losses, royalties, profits and costs, including but not limited to, attorneys’ fees and expenses awarded against the City or the DBM in any action or proceeding. The DBM agrees to keep the City informed of all developments in the defense of actions. The City may be represented by, and actively participate through its own counsel in any suit or proceedings if it so desires.

3. If the City is enjoined from the operation or use of the Work, or any part of the Work, as the result of any patent or copyright suit, claim, or proceeding, the DBM will at its sole expense take reasonable steps to procure the right to operate or use the Work. If the DBM cannot procure the right within a reasonable time, the DBM will promptly, at the DBM’s option and at the DBM’s expense, (i) modify the Work so as to avoid infringement of any patent or copyright or (ii) replace the Work with Work that does not infringe or violate any patent or copyright.

4. Articles 5.14 (2) and 5.14 (3) above will not be applicable to the extent any suit, claim or proceeding based on infringement or violation of a patent or copyright (i) relating solely to a particular process or product of a particular manufacturer specified by the City and not offered or recommended by the DBM to the City or (ii) arising from modifications to the Work by the City or its agents after acceptance of the Work, or (iii) relating to the copyrights of any specification, drawing, or any Design documents provided by the City, the Design Professional, any Consultant retained by the City, or by a Subcontractor or Supplier.

5. The obligations stated in this Article 5.14 will constitute the sole Contract between the parties relating to liability for infringement of violation of any patent or copyright.

5.15 CONFLICT OF INTEREST

A. To evaluate and avoid potential conflicts of interest, the DBM will provide written notice to the City, as stated in this Article, of any Work or services performed by the DBM for third parties that may involve or be associated with any real property or personal property owned or leased by the City. Any notice will be given 7 business days before commencement of the Project by the DBM for a third party, or 7 business days before an adverse action as defined below. Written notice and disclosure will be sent to the Contract Administrator identified in Article 5.13(A).

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B. Actions that are considered to be adverse to the City under this Contract include but are not limited to:

1. Using data as defined in this Contract acquired in connection with this Contract to assist a third party in pursuing administrative or judicial action against the City; and

2. Testifying or providing evidence on behalf of any person in connection with an administrative or judicial action against the City; and

3. Using data to produce income for the DBM or its employees independently of performing the services under this Contract, without first obtaining the written consent of the City.

C. The DBM represents that except for those persons, entities and projects identified to the City, the services to be performed by the DBM under this Contract are not expected to create an interest with any person, entity, or third party project that is, or may be adverse to the interests of the City.

D. The DBM’s failure to provide a written notice and disclosure of the information as stated in this Article on Conflicts of Interest will constitute a material breach of this Contract

5.16 CONTRACTOR’S LICENSE

Before the award of the Contract, the DBM must provide to the City's Capital Project Management Office, its Contractor’s License Classification and number and its Federal Tax I.D. number and Federal W-9 Form.

5.17 SUCCESSORS AND ASSIGNS

This Contract will extend to and be binding upon the DBM, its successors and assigns, including any individual, company, partnership, or other entity with or into which the DBM will merge, consolidate, or be liquidated, or any person, corporation, partnership, or other entity to which the DBM sells its assets. No right covered by this Contract will be assigned in whole or in part without first obtaining the written consent of the City. In no event will any contractual relation be created or be construed to be created as between any third party and the City.

5.18 FORCE MAJEURE

Neither party will be responsible for delays or failures in performance resulting from acts beyond their control. The acts include, but are not limited to, acts of God, riots, acts of war, epidemics, labor disputes not arising out of the actions of the DBM, governmental regulations imposed after the fact, fire, communication line failures, (labor disputes not involving the DBM’s own forces), or power failures.

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5.19 TAXES AND INDEMNIFICATION

The fee listed in this Contract includes any and all taxes applicable to the activities authorized by this Contract. The City will have no obligation to pay additional amounts for taxes of any type. DBM and all subcontractors shall pay all Federal, state and local taxes applicable to its operation and any persons employed by the DBM, except as may be otherwise provided in this Contract. DBM shall, and require all subcontractors to hold the City harmless from any responsibility for taxes, damages and interest, if applicable, contributions required under Federal, and/or state and local laws and regulations and any other costs including transaction privilege taxes, unemployment compensation insurance, Social Security and Worker’s Compensation.

5.20 NON-WAIVER PROVISION

The failure of either party to enforce any of the provisions of this Contract or to require performance by the other party of any of the provisions of this Contract will not be construed to be a waiver of those provisions, nor will it affect the validity of this Contract or any part of it, or the right of either party to subsequently enforce each and every provision.

5.21 JURISDICTION

This Contract will be considered to be made under, and will be construed in accordance with and governed by the laws of the State of Arizona, without regard to the conflicts or choice of law provisions. An action to enforce any provision of this Contract or to obtain any remedy will be brought in the Superior Court, Maricopa County, Arizona, and for this purpose, each party expressly and irrevocably consents to the jurisdiction and venue of that Court, and the DBM hereby waives its right to have such action removed to Federal District Court.

5.22 SURVIVAL

All warranties, representations and indemnifications by the DBM will survive the completion or termination of this Contract.

5.23 MODIFICATION

Any amendment, modification or variation from the terms of this Contract must be in writing and will be effective only after approval of all parties signing the original Contract.

5.24 SEVERABILITY

If any term or provision of this Contract is found to be illegal or unenforceable, then despite that illegality or unenforceability, this Contract will remain in full force and effect and that term or provision will be considered to be deleted. In accordance with the provisions of ARS § 41-194.01, should the Attorney General give notice to the City that any provisions of the Contract violates state law or the Arizona Constitution, or that it may violate a state statute or the Arizona Constitution, and the Attorney General submits the offending provision to the Arizona Supreme Court, the offending provision(s) shall be immediately severed and struck from the Contract and the City

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and the DBM shall, within 10 days after such notice, negotiate in good faith to resolve any issues related to the severed provision(s).

5.25 INTEGRATION

This Contract constitutes the entire understanding of the parties and no representations or agreements, oral or written, made before its execution will vary or modify its terms.

5.26 TIME IS OF THE ESSENCE

Time of each of the terms, covenants, and conditions of this Contract is expressly made of the essence.

5.27 THIRD PARTY BENEFICIARY

All duties and responsibilities undertaken in compliance with this Contract are for the sole and exclusive benefit of the City and the DBM and not for the benefit of any other party.

5.28 COOPERATION AND FURTHER DOCUMENTATION

The DBM agrees to provide the City with other duly executed documents as may be reasonably requested by the City to implement the intent of this Contract.

5.29 CONFLICT IN LANGUAGE

The performance of all Work or Deliverables will conform to all applicable City of Scottsdale codes, ordinances and requirements as outlined in this Contract and consistent with the Scope of Work described herein. If there is a conflict in interpretation between provisions in this Contract and any Exhibits, the provisions in this Contract will prevail.

5.30 ATTORNEY’S FEES

In the event either party brings any action for any relief, declaratory or otherwise, arising out of this Contract, or on account of any breach of default of this Contract, the prevailing party will be entitled to an award from the other party of reasonable attorney’s fees and reasonable costs and expenses, determined by the court sitting without a jury, which will be considered to have accrued on the commencement of the action and will be enforceable whether or not the action is prosecuted to judgment.

5.31 HEADINGS

The headings used in this Contract, or any other Contract Documents, are for ease of reference only and will not in any way be construed to limit or alter the meaning of any provision.

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5.32 CITY’S RIGHT OF CANCELLATION

All parties to this Contract acknowledge that this Contract is subject to cancellation by the City of Scottsdale as provided by the provisions of Section 38-511, Arizona Revised Statutes.

5.33 COOPERATIVE USE OF CONTRACT In addition to the City of Scottsdale, this Contract may be extended for use by other municipalities, government agencies, and governing bodies, including the Arizona of Regents, and political subdivisions of this State. Any such usage by other entities must be in accord with the ordinances, charter, and/or rules and regulations of the respective entity and the approval of the DBM.

ARTICLE 6 - INSURANCE AND BONDS

6.1 INSURANCE REQUIREMENTS A. Concurrently with the execution of this Contract, the DBM must furnish the City a standard insurance industry ACORD form. The ACORD form must be issued by an insurance company authorized to transact business in the State of Arizona, or one that is named on the List of Qualified Unauthorized Insurers maintained by the Arizona Department of Insurance.

B. The DBM, Subcontractors and Subconsultants must procure and maintain until all of their obligations have been discharged, including any warranty periods under this Contract are satisfied, insurance against claims for injury to persons or damage to property, which may arise from or in connection with the performance of the Work by the DBM, his agents, representatives, employees, or Subcontractors.

C. The insurance requirements are minimum requirements for this Contract and in no way limit the indemnity covenants contained in this Contract.

D. The City in no way warrants that the minimum limits contained in this Contract are sufficient to protect the DBM from liabilities that might arise out of the performance of the services contracted for under this Contract by the DBM, his agents, representatives, employees. Subcontractors or Subconsultants and the DBM is free to purchase any additional insurance as may be determined necessary. The City will not pay for higher limits, but if the DBM pays for insurance with higher limits, the DBM will name the City as an additional insured on any of this insurance.

E. Claims Made. In the event any insurance policies required by this Contract are written on a "claims made” basis, coverage shall continue uninterrupted throughout the term of this Contract by keeping coverage in force using the effective date of this Contract as the retroactive date on all "claims made” policies. The retroactive date for exclusion of claims must be on or before the effective date of this Contract, and can never be after the effective date of this Contract. Upon completion or termination of this Contract, the “claims made” coverage shall be extended for an additional three (3) years using the original retroactive date, either through purchasing an extended reporting option; or by continued renewal of the original insurance policies. Submission of annual Certificates of Insurance, citing the

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applicable coverages and provisions specified herein, shall continue for three (3) years past the completion or termination of this Contract,

F, Self-Insured Retentions. Any self-insured retentions and deductibles must be declared and approved by the City. If not approved, the City may require that the insurer reduce or eliminate any self-insured retentions with respect to the City, its officers, officials, agents, employees, and volunteers.

6.2 MINIMUM SCOPE AND LIMITS OF INSURANCE

The DBM must provide coverage at least as broad and with limits of liability not less than those stated below.

A. Commercial General Liability - Occurrence Form

General Aggregate $2,000,000 Products-Completed Operations Aggregate $2,000,000 Personal & Advertising Injury $2,000,000 Each Occurrence $2,000,000 Fire Damage (Any one fire) $100,000 Medical Expense (Any one person) Optional

B. Automobile Liability-Any Auto or Owned, Flired and Non-Qwned Vehicles

Combined Single Limit Per Accident $1,000,000 For Bodily Injury and Property Damage

C. Workers' Compensation and Employers Liability

Workers’ Compensation Statutory Employers Liability: Each Accident $500,000 Disease - Each Employee $500,000 Disease - Policy Limit $1,000,000

D. Coverage Terms and Required Endorsements

1. The Commercial General Liability and Automobile Liability policies are to contain, or be endorsed to contain, the following provisions: The City of Scottsdale, its officers, officials, agents, and employees are additional insureds with respect to liability arising out of activities performed by, or on behalf of, the DBM including; Products and Completed operations of the DBM; and automobiles owned, leased, hired, or borrowed by the DBM.

2. The City, its officers, officials, agents, and employees must be additional insureds to the full limits of liability purchased by the DBM even if those limits of liability are in excess of those required by this Contract.

3. The DBM'S insurance coverage, including any excess insurance policies, must be primary insurance with respect to the City, its officers, officials, agents, and employees. Any insurance or self-insurance maintained by

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the City, its officers, officials, agents, and employees must be in excess of the coverage provided by the DBM and must not contribute to it.

4. The DBM'S insurance must apply separately to each insured against whom claim is made or suit is brought, except with respect to the limits of the insurer's liability.

5. Coverage provided by the DBM must not be limited to the liability assumed under the indemnification provisions of this Contract.

6. The policies must contain a waiver of subrogation against the City, its officers, officials, agents, and employees, for losses arising from Work performed by the DBM for the City.

7. The DBM, its successors or assigns, is required to maintain Commercial General Liability insurance as specified in this Contract for a minimum period of 3 years following completion and acceptance of the Work. The DBM must submit Certificates of Insurance evidencing the Commercial General Liability insurance during this 3 year period containing all the insurance requirements stated in this Contract including naming the City of Scottsdale, its agents, representatives, officers, directors, officials and employees as Additional Insured as required.

8. Workers’ Compensation and Employers Liability Coverage: The insurer must agree to waive all rights of subrogation against the City, its officers, officials, agents, employees, and volunteers for losses arising from Work performed by the DBM for the City.

9. If the DBM receives notice that any of the required policies of insurance are materially reduced or cancelled, it will be DBM’s responsibility to provide prompt notice to the contract administrator of same to the City, unless such coverage is immediately replaced with similar policies.

6.3 OTHER INSURANCE REQUIREMENTS A. Contractors Professional Liability: The DBM must carry Contractors Professional Liability insurance to cover the residual, contingent, and passive design exposures of the DBM.

B. Contractors Professional Limits of Liability: The DBM must carry limits of $1,000,000 each Project and $2,000,000 in the Aggregate under a stand-alone policy or included by endorsement under the Commercial General Liability policy. The DBM, its successors and or assigns, is required to maintain this Professional Liability insurance as specified in this Contract for a minimum period of 3 years following completion and acceptance of the Work. Certificates of Insurance citing that applicable coverage is in force and contains the provisions required by this Contract must be submitted for the 3-year period.

1. The DBM’S insurance coverage including any excess insurance must be primary insurance over any self-insurance maintained by the City. It is

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also agreed that any insurance or self-insurance coverage of the City is secondary to DBM's coverage and will not contribute to it.

2. The City of Scottsdale, its officers, officials, agents, and employees are additional insureds with respect to liability arising out of activities performed by, or on behalf of, the DBM.

6.4 NOTICE OF CANCELLATION

If the Contractor receives notice that any of the required policies of insurance are materially reduced or cancelled, it will be Contractor's responsibility to provide prompt notice to the contract administrator of same to the City, unless such coverage is immediately replaced with similar policies. Each insurance policy required by the insurance provisions of this Contract must provide the required coverage and must not be suspended, voided, canceled by either party, reduced in coverage or in limits except until after 30 days written notice has first been given, by certified mail, return receipt requested to:

6.5 ACCEPTABILITY OF INSURERS

Insurance is to be placed with insurers duly licensed or approved unlicensed companies in the State of Arizona and with an A. M. Best's rating of no less than B++6. The City in no way warrants that the above required minimum insurer rating is sufficient to protect the DBM from potential insurer insolvency.

6.6 VERIFICATION OF COVERAGE

A. The DBM must furnish the City Certificates of Insurance (ACORD form or equivalent approved by the City) and with original endorsements effecting coverage as required by this Contract. The certificates and endorsements for each insurance policy are to be signed by a person authorized by that insurer to bind coverage on its behalf. Any policy endorsements that restrict or limit coverages must be clearly noted on the Certificate of Insurance.

B. All certificates and endorsements are to be received and approved by the City before Work commences except for Builders’ Risk Insurance. Each insurance policy required by this Contract must be in effect at or before the earlier of commencement of Work under the Contract Documents or the signing of this Contract, except for Builders’ Risk Insurance which must be in effect before the start of Work and remain in effect for the duration of the Project. Failure to maintain the insurance policies as required by this Contract or to provide evidence of renewal is a material breach of this Contract.

C. All Certificates of Insurance required by this Contract must be sent directly to the City of Scottsdale, Capital Project Management. The project number and project description must be included on the Certificates of Insurance. The City reserves the right to require complete, certified copies of all insurance policies required by this Contract, at any time.

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6.7 APPROVAL

Any modification or variation from the insurance requirements in this Contract must be approved by the Scottsdale Risk Management Office, whose decision is final. This action will not require a formal contract amendment, but may be made by administrative action.

ARTICLE 7 - INTELLECTUAL PROPERTY

7.1 The DBM must pay all royalties and license fees associated with its performance of services.

7.2 The DBM must defend any action or proceeding brought against the City based on any claim that the Work, or any part of it, or the operation or use of the Work or any part of it, constitutes infringement of any United States patent or copyright, now or subsequently issued. The City will give prompt written notice to the DBM of any action or proceeding and will reasonably provide authority, information and assistance in the defense of any action or proceeding. The DBM will indemnify and hold harmless the City from and against ail damages and costs, including but not limited to attorneys’ fees and expenses awarded against the City or the DBM in any action or proceeding. The DBM agrees to keep the City informed of all developments in the defense of these actions.

7.3 if the City is enjoined from the operation or use of the Work, or any part of the Work, as the result of any patent or copyright suit, claim, or proceeding, the DBM must at its sole expense take reasonable steps to procure the right to operate or use the Work. If the DBM cannot so procure this right within a reasonable time, the DBM must promptly, at the DBM’s option and at the DBM’s expense, (i) modify the Work so as to avoid infringement of any patent or copyright or (ii) replace the Work with Work that does not infringe or violate any patent or copyright.

7.4 Articles 7.1 and 7.2 above will not be applicable to any suit, claim or proceeding based on infringement or violation of a patent or copyright (i) relating solely to a particular process or product of a particular manufacturer specified by the City and not offered or recommended by the DBM to the City or (ii) arising from modifications to the Work by the City or its agents after acceptance of the Work.

7.5 The obligations contained in this Article 7 will constitute the sole Contract between the parties relating to liability for infringement of violation of any patent or copyright.

7.6 EFFECTIVE DATE

This Contract will be in full force and effect only when it has been approved and executed by the duly authorized City officials.

ARTICLE 8 - FEDERAL AND STATE LAW

8.1 COMPLIANCE WITH FEDERAL AND STATE LAWS

The DBM understands and acknowledges the applicability to it of the American with Disabilities Act, the Immigration Reform and Control Act of 1986 and the Drug Free

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Workplace Act of 1989. The DBM agrees to comply with these laws in performing this Contract and to permit the City to verify compliance. The DBM will also comply with A.R.S. § 34-301, "Employment of Aliens on Public Works Prohibited”, and A.R.S. § 34- 302, as amended, "Residence Requirements for Employees”. The DBM will include the terms of this provision in all contracts and subcontracts for work performed under this Contract, including supervision and oversight.

Under the provisions of A.R.S. § 41-4401, the DBM warrants to the City that the DBM and all its subcontractors will comply with all Federal Immigration laws and regulations that relate to their employees and that the DBM and all its subcontractors now comply with the E-Verify Program under A.R.S. § 23-214(A).

A breach of this warranty by the DBM or any of its subcontractors will be considered a material breach of this Contract and may subject the DBM or Subcontractor to penalties up to and including termination of this Contract or any subcontract.

The City retains the legal right to inspect the papers of any employee of the DBM or any subcontractor who works on this Contract to ensure that the DBM or any subcontractor is complying with the warranty given above.

The City may conduct random verification of the employment records of the DBM and any of its subcontractors to ensure compliance with this warranty. The DBM agrees to indemnify, defend and hold the City harmless for, from and against all losses and liabilities arising from any and all violations of these statutes related to the performance of the Work.

The City will not consider the DBM or any of its subcontractors in material breach of this Contract if the DBM and its subcontractors establish that they have complied with the employment verification provisions prescribed by 8 USCA § 1324(a) and (b) of the Federal Immigration and Nationality Act and the E-Verify requirements prescribed by A.R.S. § 23-214(A). The “E-Verify Program” means the employment verification pilot program as jointly administered by the United States Department of Homeland Security and the Social Security Administration or any of its successor programs.

The provisions of this Article must be included in any contract the DBM enters into with any and all of its subcontractors who provide services under this Contract or any subcontract. “Services” are defined as furnishing labor, time or effort in the State of Arizona by a contractor or subcontractor. Services include construction or maintenance of any structure, building or transportation facility or improvement to real property. The DBM will take appropriate steps to assure that all subcontractors comply with the requirements of the E-Verify Program, The DBM’s failure to assure compliance by all its’ subcontractors with the E-Verify Program may be considered a material breach of this Contract by the City.

8.2 EQUAL EMPLOYMENT OPPORTUNITY

During the performance of this Contract the DBM will comply with all provisions of Executive Order 11246 of September 24, 1965, and the rules, regulations and relevant orders of the Federal government’s Affirmative Action guidelines to ensure that employees or applicants applying for employment will not be discriminated against because of race, color, religion, sex. sexual orientation, gender identity, or national

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origin. The DBM will take affirmative action to ensure that applicants are employed, and that employees are treated during employment without regard to their race, color, religion, sex, sexual orientation, gender identity, or national origin. Such action shall include, but not be limited to the following: Employment, upgrading, demotion, or transfer; recruitment or recruitment advertising; layoff or termination; rates of pay or other forms of compensation; and selection for training, including apprenticeship. The DBM agrees to post in conspicuous places, available to employees and applicants for employment, notices to be provided setting forth the provisions of this nondiscrimination clause. The DBM will include the terms of this provision in all contracts and subcontracts for work performed under this Contract, including supervision and oversight.

The DMB will, in all solicitations or advertisements for employees placed by or on behalf of the DBM, state that all qualified applicants will receive consideration for employment without regard to race, color, religion, sex, sexual orientation, gender identity, or national origin.

8.3 NO PREFERENTIAL TREATMENT OR DISCRIMINATION

In accordance with the provisions of Article II, Section 36 of the Arizona Constitution, the City will not grant preferential treatment to or discriminate against any individual or group on the basis of race, sex, color, ethnicity or national origin.

8.4 COMPLIANCE WITH AMERICANS WITH DISABILITIES ACT

The DBM acknowledges that, pursuant to the Americans with Disabilities Act (ADA), programs, services and other activities provided by a public entity to the public, whether directly or through a contractor, must be accessible to the disabled public. The DBM will provide the services specified in this Contract in a manner that complies with the ADA and any and all other applicable federal, state and local disability rights legislation. The DBM agrees not to discriminate against disabled persons in the provision of services, benefits or activities provided under this Contract, and further agrees that any violation of this prohibition on the part of the DBM, its employees, agents or assigns will constitute a material breach of this Contract.

8.5 NO BOYCOTT OF ISRAEL

By submitting a quote/proposal/bid and/or entering into a contract with the City, the vendor/company certifies that they are not currently engaged in and agrees for the duration of the Contract to not engage in a boycott of Israel as defined in A.R.S. § 35- 393.

ARTICLE 9 - TERMS AND DEFINITIONS

Addenda - Written or graphic instruments issued before the submittal of the GMP Proposal(s), which clarify, correct or change the GMP Proposal(s) requirements.

Allowance - means an agreed amount by the City and the DBM for items which may be required to complete the scope of work.

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

Change Order - A written order signed by an authorized representative of the City and DBM and which approves changes in the total compensation or time allowed for completion of services consistent with S.R.C. Sec. 2-200.

City ("Owner") - means the City of Scottsdale, an Arizona municipal corporation. Regulatory activities handled by the City of Scottsdale Development Services, Planning and Fire Departments or any other City department are not subject to the responsibilities of the City under this Contract.

City’s Project Contingency - means a fund to coyer cost growth during the Project used at the discretion of the City usually for costs that result from the City’s direct changes or unforeseen site conditions. The amount of the City’s Project Contingency may be set solely by the City and will be in addition to the project costs included in the DBM’s GMP packages. The City’s Project Contingency is an amount to cover changes initiated by the City, which may be incorporated into the GMP as an allowance at the City’s discretion.

Construction Documents - The plans, specifications and drawings prepared by the Design Professional after correcting for permit review requirements and incorporating addenda and approved Change Orders.

Contract (“Contract") - This written document signed by the City and the DBM covering the design phase of the Project, and including other documents itemized and referenced in or attached to and made a part of this Contract.

Contract Administrator- means the person designated in Article 5.13.

Contract Amount - The final approved not-to-exceed budget for this Contract as identified in Article 3.1(A).

Contract Documents - means the following items and documents in descending order of precedence executed by the City and the DBM: (i) all written modifications, addenda and Change Orders; (ii) this Preconstruction Contract, including all exhibits and attachments; (iii) the Design-Build Construction Contract; (iv) written Supplementary Conditions; (v) Construction Documents; and (vi) GMP Plans and Specifications.

Contract Time(s) - The number of days or the dates related to the contract time for the Preconstruction Design Phase Services Contract.

Cost of the Work - The direct costs necessarily incurred by the DBM in the proper performance of the Work. The Cost of the Work will include direct labor costs, subcontract costs, costs of materials and equipment incorporated in the completed construction, costs of other materials and equipment, whether provided by DBM or a third-party, building and licensing permit fees, materials testing, profit. Design Fee, and warranty work together with self-performed work that the DBM established in the Sub-Contractor Selection Plan. The Cost of the Work will not include the general conditions, DBM’s construction fee, taxes, bonds, or insurance costs.

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Day - Calendar day(s) unless otherwise specifically noted in the Contract Documents.

DBM Construction Fee - The DBM’s administrative costs, home office overhead, and profit, whether at the DBM’s principal or branch offices. This includes the administrative costs and home office costs and any limitations or exclusions that may be included in the General Conditions for the construction phase.

Deliverables - The work products prepared by the DBM in performing the Scope of Work described in Exhibit A of this Contract. Major deliverables to be prepared and provided by the DBM during the preconstruction design phase may include, but are not limited to: Plans and Specifications, Construction Management Plan, Project Schedule, Schedule of Values, alternative system evaluations, procurement strategies and plans, cost estimates, construction market surveys, cash flow projections, GMP Proposals, Subcontractor procurement plan. Subcontractor Contracts, Subcontractor bid packages. Supplier Contracts, and others as indicated in this Contract or required by the Project Team.

Design Build Manager (DBM) - The person, firm, corporation, or other approved legal entity with which the City has entered into this Contract.

Design-Build - means a project delivery method in which: (a) There is a single contract for design services and construction services, except that instead of a single contract for design services and construction services, the agent may elect separate contracts for preconstruction services and design services during the design phase, for construction and design services during the construction phase and for any other construction services. (b) Design and construction of the project may be either: i. Sequential with the entire design complete before construction commences. ii. Concurrent with the design produced in two or more phases and construction of some phases commencing before the entire design is complete. (c) Finance services, maintenance services, operations services, preconstruction services and other related services may be included.

Design Fee - means the amount paid to DBM for the production of complete construction documents and specifications approved and permitted by the City of Scottsdale.

Design Services - means all professional services to be performed or procured by the DBM to provide the required Project design under this Contract and any subsequent amendments.

Design Team - refers to licensed design professionals that have been selected to work on the Project by the DBM. The Design Team has a services contract to furnish design and may or may not provide professional inspections for the Project. The Design Team is led by DWL Architects, an Arizona Corporation.

Drawings (Plans) - Documents, which visually represent the scope, extent and character of the Work to be furnished and performed by the DBM during the construction phase and which are to be prepared or approved by the Design Professional, the DBM and the City. Drawings include such documents that have reached a sufficient stage of completion and released by the Design Professional solely for the purposes of review and/or use in performing constructability or bid ability reviews and in preparing cost estimates (e.g. conceptual design Drawings, preliminary

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design Drawings, detailed design Drawings at 30%, 60%, 90% or 100%), but "not for construction". Drawings do not include shop drawings.

Effective Date of this Contract - The date specified in this Contract on which the Contract becomes effective. If no such date is so specified, the effective date is the date on which the City executes this Contract.

General Conditions Costs - Costs incurred by the DBM during the construction phase includes, but is not limited to the following types of costs: payroll costs for contract administrator or construction manager but not both for Work conducted at the site; payroll costs for the superintendent and full-time general foremen; payroll costs for management personnel resident and working on the site; workers not included as direct labor costs engaged in support (e.g. loading/unloading, clean-up, etc.); administrative office personnel; costs of offices and temporary facilities including office materials, office supplies, office equipment, minor expenses; utilities, fuel, sanitary facilities and telephone services at the site; and costs of consultants not in the direct employ of the DBM or Subcontractors.

GMP Plans and Specifications - The plans and specifications provided pursuant to Article 1.11 upon which the Guaranteed Maximum Price Proposal is based.

Guaranteed Maximum Price or "GMP” - means the sum of the maximum Cost of the Work as given in the GMP proposal, including design and construction; the DBM’s Construction Fee; General Conditions; Taxes, Payment and Performance Bonds, Insurance Costs; DBM Indirect Costs, and Project Contingency as more fully described in Article 1.10 of this Contract.

Guaranteed Maximum Price (GMP) Proposal - The offer or proposal of the DBM submitted on the prescribed form stating the GMP prices for the entire Work (which includes Cost of the work, General Conditions, Taxes, Bonds, Insurance, and City’s Project Contingency) or portions of the Work to be performed during the construction phase. The GMP Proposal(s) are to be developed in compliance with Article 1.11 of this Contract.

Hazardous substance means: (a) Any substance designated pursuant to sections 311(b)(2)(A) and 307(a) of the clean water act. (b) Any element, compound, mixture, solution or substance designated pursuant to section 102 ofCERCLA. (c) Any hazardous waste having the characteristics identified under or listed pursuant to section 49-922. (d) Any hazardous air pollutant listed under section 112 of the federal clean air act (42 United States Code section 7412). (e) Any imminently hazardous chemical substance or mixture with respect to which the administrator has taken action pursuant to section 7 of the federal toxic substances control act (15 United States Code section 2606). (f) Any substance which the director, by rule, either designates as a hazardous substance following the designation of the substance by the administrator under the authority described in subdivisions (a) through (e) of this paragraph or designates as a hazardous substance on the basis of a determination that such substance represents an imminent and substantial endangerment to public health.

Indirect Costs - include the DBM Construction fee, the General Conditions, Payment and Performance Bonds, Insurance, and Taxes.

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Legal Requirements - means all applicable federal, state and local laws, codes, ordinances, rules, regulations, orders and decrees of any government or quasi-governmental entity having jurisdiction over the Project or Site, the practices involved in the Project or Site, or any Work.

Notice to Proceed (NTP) - A written notice given by the City to the DBM fixing the date on which the DBM will start to perform the DBM’s obligations under the Preconstruction Services Contract.

Payment Request - The form that is accepted by the City and used by the DBM in requesting progress payments or final payment and which will include any supporting documentation as is required by the Contract Documents and/or the City.

Preconstruction Services - means advice given during the design phase. Preconstruction Services will be contracted for between the City and the DBM, as required by A.R.S. § 34- 603(E). Services may include the following: design review, project scheduling, constructability reviews, alternate systems evaluation, cost estimates, GMP preparation, and subcontractor bid phase services.

Project - The scope of work as described in the Recital above and Exhibit “A” attached.

Project Team - Design phase services team consisting of the Design Professional, DBM, Contract Administrator, City’s representatives and other stakeholders who are responsible for making decisions regarding the Project.

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

Schedule of Values (SOV) - means the Document specified in the construction phase, which divides the Contract Price into pay items, so that the sum of all pay items equals the Contract Price for the construction phase Work, or for any portion of the Work having a separate specified Contract Price. The SOV may or may not be output from the Progress Schedule depending on whether the Progress Schedule is cost-loaded or not.

Shop Drawings - means drawings, diagrams, schedules and other data specially prepared for the Work by the DBM or a Subcontractor, Sub-subcontractor, manufacturer, supplier or distributor to illustrate some portion of the Work.

Site - means the land or premises on which the Project is located generally described as the approximately Scottsdale Stadium and located at northeast corner of Osborn Road and Drinkwater Boulevard, City of Scottsdale, Arizona. The DBM will include in its contract with subcontractors the street or physical address of the construction site.

Specifications - The section(s) of the Contract Documents for the construction phase consisting of written technical descriptions of materials, equipment, construction systems, standards and workmanship as applied to the Work and certain applicable administrative details.

Subcontractor - means any person or entity retained by the DBM as an independent contractor to perform a portion of the Work and will include materialmen and suppliers. All Subcontractors must be selected in accordance with the selection procedures stated in Article 1.13.

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Subconsultant - A person, firm or corporation having a Contract with the DBM to furnish services required as its independent professional associate or consultant with respect to the Project.

Substantial Completion - When the Work, or when an agreed upon portion of the Work, is sufficiently complete so that the City can occupy and use the Project or a portion of the Project for its intended purposes. This may include, but is not limited to: (a) approval by City Fire Marshall and local authorities (Certificate of Occupancy); (b) issuance of elevator permit; (c) demonstration to the City that all systems are in place, functional, and displayed to the City or its representative; (d) installation of all materials and equipment; (e) City review and acceptance of all systems; (f) City review and acceptance of draft O&M manuals and record documents; (g) City operation and maintenance training completed; (h) HVAC test and balance completed (provide minimum 30 days before the projected substantial completion); (i) completed landscaping and site work; and 0) final cleaning.

Supplier ~ A manufacturer, fabricator, supplier, distributor, materialmen or vendor having a direct contract with the DBM or with any Subcontractor to furnish materials or equipment to be incorporated in the construction phase Work by the DBM or any Subcontractor,

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

(SIGNATURES ON NEXT PAGE)

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THE PARTIES have executed this Contract on the day of. 2018.

DESIGN-BUILD MANAGER: HUNT CONSTRUCTION GROUP, INC.

Print Name:

Print Title:

CITY OF SCOTTSDALE, an Arizona municipal corporation ATTEST:

W. J. "Jim" Lane, Mayor Carolyn dagger. City Clerk

Dave Lipinski, City Engineer

Katherine Callaway Risk Management Director

RECOMMENDED:

Anna Leyva^Q^tract Administrator

APPROVED A«r1-0 FORM:

Washburn, City Attorney By: Eric C. Anderson Senior Assistant City Attorney

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EXHIBIT A

SCOPE OF WORK

Following is a brief description of the Project for which the design phase services specified in this Contract are to be performed:

This contract will provide design services for renovation and expansion of the Scottsdale Stadium Multi-Use Event Center to include but not limited to:

• refinement of the previously created Masterplan concepts • investigation of the existing building systems within the stadium including: o Water & Sewer o Structural o Electrical o Mechanical o Plumbing o Fire Suppression System • Conceptual designs for both Phase I and Phase II of the stadium construction • Creation of construction drawings and specifications for the construction of those improvements identified as Phase 1.

Following is the detailed cost estimate and scope document for Contract 2018-078-COS

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tel AECOM Hunt 602 225 9500 fax 7720 North Street, Suite 100 602 230 8590

AECONi HUNT Phoenix, AZ 85020 www.aecom.com www.huntconstructiongroup.com

June 18, 2018

Dave Lipinski, P.E. 7447 E. Indian School Rd, Suite 205 Scottsdale, AZ 85251

Project: Scottsdale Stadium Multi-Use Event Center Re: Facility Assessment, Programming/Concept, and Phase 1 Design Fee Proposal

Dear Dave,

We are very pleased for this opportunity to submit a scope and fee proposal for the Scottsdale Stadium Multi-Use Event Center Improvements. The scope of this project is to provide facility assessments, architectural and engineering design services (Concept Refinement, SD, DD, CD) for Phases 1 and 2 and a GMP for Phase 1 improvements at Scottsdale Stadium.

SCOPE OF WORK The design phase services by the Design-Build Team for the scope of work identified in Tasks 1 thru 5 below includes the following: 1. Provide assessments of the existing site for Phase land Phase 2. 2. Produce Phase 1 and Phase 2 design concept options and coordinate with City of Scottsdale and project partners for approval. 3. Produce Phase 1 SD, DD, and CD documents for full permit submittal to City of Scottsdale. The following design/engineering services shall be provided. Refer to the attached Attachment 3 for detailed sub-consultant scopes: a. Architectural - DWL Architects/Populous b. Civil - Dibble Engineering c. Landscape Architecture - Logan Simpson d. Structural - A.V. Schwan & Associates e. Mechanical, Plumbing, Electrical, Fire Protection - LSW Engineers f. IT, AV, Security/CCTV/DAS - LSW Engineers g. Geotechnical - Speedie & Associates h. Environmental-Terracon i. Food Service - Ricca Design j. Assessment of existing stadium utilities/infrastructure 4. Finalize a mutually acceptable design, construction, permitting, FF&E, and phasing schedule. Refer to the Attachment 4 for the initial proposed design schedule up through permitting. 5. Provide detailed cost estimates and value engineering options for: a. Phase 1 and Phase 2 concept drawings b. Phase 1 SD, DD, and CD documents 6. Finalize the total project cost for Phase 1 in preparation of the GMP. 7. Assist the City of Scottsdale with the FF&E packages, selection, and bidding.

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The following Tasks are included in this scope of work:

Task 1 A. Site Investigations • Sub-consultants LSW, Dibble, Logan Simpson and Ricca will provide separate site investigations to determine system capacities, condition, expected remaining life, and review relative to current code compliance for their scopes of work. Refer to their detailed proposals in Attachment 3. • Sub-consultants DWL, Populous, Schwan will review building materials, shade structures, stadium seating, and railings for condition and code compliance. Refer to their detailed proposals in Attachment 3. B. Geotechnical investigation/report • Includes soil borings and analysis by Speedie. Refer to Speedie's proposal in Attachment 3. C. Preliminary topographic Survey • Dibble will perform the topographic survey and basemap. Refer to Dibble's detail proposal in Attachment 3. D. Environmental Hazardous Material Study • Refer to Terracon's proposal in Attachment 3.

Each of the above items will be for the entire site necessary for design of this project (Phases 1 & 2).

Task 2 A. Existing Site Utility Exploration & Assessment of Capacity/Condition • AECOM Hunt will provide site utility investigations by potholing to locate utilities and the top of utility invert elevations. • AECOM Hunt has a survey allowance included for the site utility investigation. • Sub-consultants DWL, Dibble, LSW, and Schwan will perform their own site utility exploration and assessment for their scopes of work. B. The City of Scottsdale will provide as-built drawings. The team will manage, review, and verify to the best of our ability the drawings and conditions in the field to assess cost impacts for the proposed master planning concepts. C. Assess and provide design solutions to the following Facility Wide Maintenance and Code issues for determination of inclusion in Phase 1. All items listed are included in the Phase 1 scope through CD's. The City of Scottsdale may determine some of the SD/DD scope will be moved to Phase 2 once the investigations and concept designs are complete. • Existing fire alarm upgrades to existing stadium beyond the affected areas. ° LSW (with assistance from Firetrol) will review the existing system and coordinate with the City of Scottsdale fire department to determine what has to be completed to bring the system up to current code. • Additional wireless access points beyond the affected areas in the program. (LSW) • ADA upgrades outside the upgrades areas. Deliverable will be an 8 'A x 11 book report. (DWL) • Upgrades to existing / new stadium sound system (includes electrical upgrades and cabling and sound equipment). (LSW)

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• Upsize of existing equipment- replace all ac units outside affected areas identified in the program. (LSW) Add HVAC to all existing concessions. (LSW & Ricca) Upgrade fire protection bring to code in existing areas. (LSW with assistance from fire protection subcontractor) Add DAS (distributed antenna systems). (LSW) Campus upgrades for CCTV (including electrical power, security cabling and power) (LSW) Add access control at all stadium exterior doors. (LSW) (2) storm lift stations and (2) sewer ejectors stadium dugouts - add piping / reroute piping to Osborn Rd. (Dibble, LSW) Renovate/Refurbish press box elevator (DWL, Populous, LSW) Add wash stations in existing rest room. (DWL, LSW) EMS system upgrade - Niagara enforced for existing stadium. (LSW) POS of sale system (renovate existing and provide new). (LSW) Hand rails at stadium (replace existing with new). Deliverable will be drawings indicating location and concept details. (DWL, Populous) Left field bull pen walls not holding up berms / remove and replace. Deliverable will be drawings indicating location and concept details. (DWL, Populous, Schwan) Concourse concrete replacement. Deliverable will be drawings indicating location and concept details. (DWL, Schwan) Back of stadium restroom option expansion (in association with Charros scope). Deliverable will be drawings indicating location, product literature with details. (DWL, Populous, LSW) • Strip and repaint (miscellaneous flashings that are failing throughout concourse). Deliverable will be drawings indicating location & specification. (DWL, Populous)

Tasks 1 and 2 are anticipated to be completed 45 days from Notice to Proceed.

Note that Task 2 includes the assessment for the facility wide maintenance items. Once this is complete at the end of the 45 days, the City of Scottsdale will evaluate and determine which items will be included in the final Phase 1 and Phase 2 construction documents.

Task 3 Programming and Conceptual design for Phase 1 Scope of Work; A. New Clubhouse • 32,000 total SF Currently 28,000 SF is assumed for concourse level, 4,000 SF on upper level. • Potential demolition of existing main concourse clubhouse and ticketing structure (will have to include ticketing program if demolished). • New exterior patio on east side of clubhouse with new shade structure. New patio area of approximately 3,000 SF Shade structure of 3,000 SF as well. • Potential modifications to existing lower level clubhouse area. • New concourse area hardscape as required. • New landscaping around clubhouse area.

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B. Main Entry Plaza and Parking • The approximately 60,000 ft2 of exterior main entry and parking lot areas will be upgraded. • New entry gates. • New shade canopy. • New landscaping, including palm tree accents. • Demo existing structural trellis and replace with hardscape. • New marquee sign to be used in conjunction with new shade canopy (above gates) • Removal of existing palm tree court. • Existing corner marquee area to be enhanced with new landscaping and potential seat wall. • Modifications of parking lot based upon final configuration of new clubhouse - reduced parking and reconfiguration of parking lot edge on the east. • New parking lot lighting on perimeter of lot. • New lighting as needed.

C. Press and Administration Level Design Directives • Renovation of existing Administration area ■ Upgrade finishes - carpet, ceilings, etc. ■ Minor demolition of existing walls. ■ New administration expansion to the southeast which would build approximately 1,750 SF of new Administration area on existing deck area. « Existing Press Area ■ Upgrade finishes - carpet, ceilings, etc. ■ Upper writing press platform to be demolished and removed. City will use temporary tiered seating as necessary. ■ New restrooms will be built in existing press area conditioned footprint, currently planned to be adjacent to kitchen area (for easier access to plumbing). • New Concession Portable Area • Existing Upper Level Slab ■ Power, water, and data will be provided. ■ Slab will have to be modified, as required

D. Right Field Charros Shade Structures and Restrooms • The existing Charros area will be redeveloped with new shade structures. The existing roof of the Charros Lodge will be removed and a new shade canopy built. It is anticipated that the new shade canopy will allow for a temporary 2nd level to be built when desired. Will have temporary stair structure. The existing Charros' terraces will have a new shade structure. Additionally, the concourse to the west of the existing Charros Lodge will have a new shade structure as well as the concourse area to the south. • The existing restroom will be updated and expanded. It is the City's intent to use the existing footprint of the existing restroom/concession building. The concessions will

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A=COM HUNT

move to the newly created, existing, platforms, and the restrooms will be expanded into the existing concession area.

Task 3 is anticipated to be completed 60 days from Notice to Proceed.

Task 4 Programming and Conceptual design for Phase 2 Scope of Work:

A. Left Field/Berm and Deck This is a non-fixed seat area. New raised deck areas on the backside of the grass berm will provide access to the new/expanded concession areas that also accommodate multi-use event space throughout the year. Up to 20 new concession portable locations will be located on the new deck area. New trees will be added within new deck area as appropriate. The front of the berm will be regraded for a gentler slope and the field wall will be raised to accommodate the new grading. Underneath the new deck will be new storage opportunities.

B. Left Field Expanded Plaza Area The concourse level plaza area will be enhanced for improved spectator access, circulation, and a family friendly recreation zone. Storage ideas/options will be evaluated near and/or under the deck to address needs for the City (Giants, Charros, concessionaires, etc.) to organize/store and to facilitate access to equipment necessary to meet spring training and multi-functional event needs. With the existing restroom building being demolished, the footprint of the building will be replaced with new hardscape to supplement the existing plaza area. New landscaping will be added to enhance the area.

C. Left Field New Restroom Building A new approximately 3,000 sq. ft. 2 two-level restroom and concessions building will be constructed. Lower level of new building to align with concourse grade while the upper level will align with deck elevation. It is anticipated that this building will have an elevator for ADA access from the existing concourse to the new deck.

D. Left Field/Terraces The existing pavilion building will be demolished and a new group area will be constructed. Group area to be approximately 3,000 square feet, open air, with flexible seating options.

E. Seating Bowl Design Directives • Right field bleachers to be removed and replaced with structured seating. Concession portable courtyard to be under new seating section. Portables should have access to power, water, and data. • Replace all seating bowl and balcony handrails. • Left field bleachers to be removed and replaced with structured seating. Under structured seating will be 3,000 conditioned / enclosed meeting area / multi-use room. • New vomitory / access way through new seating section - both on the right and left field sides. Page 5 of 9 Contract No. 2018-078-COS Exhibit A Page 6 of 107

AECOM HUNT

• New seating rows / structure on both the first and third base sides, behind the existing upper seating rows. It is anticipated that the structure for this new seating will span from existing Column Line E to existing Column Line F. Behind the new seating will be a new walkway that connects to the upper home plate area. Seating for these new sections to be 21". • Modifications to existing press wall between Grid Lines D and E (approximately 3 bays). Modifications to include demo of existing suite wall and replace with a NanaWall system (or similar).

F. Seating Bowl Shade Structure New Canopy over seating bowl as shown in master plan. Approximately 3,500 square feet of new canopy. It is anticipated that the new canopy will be a combination of metal panel and trellis structure (or equivalent).

G. Broadcast Truck Docking Station A parking location for Broadcast trucks that includes portable power and data connections.

Task 4 (Phase 2) is anticipated to be completed 45 days from approval of Task 3 (Phase 1).

For Tasks 3 and 4, the design team will provide Architectural and Engineering Design Services to refine each of the above components and develop a final design concept for approval. Several concepts will be studied and priced and schedule(s) will be created to provide a clear project scope and path. Systems that cross the two phases of construction will be identified in the final design concepts; these systems will be presented to the City of Scottsdale for review on how to move forward with each item.

Tasks Provide Schematic Design, Design Development, and Construction Documents with book form Specifications for Phase 1 (Task 3 only), as defined above.

DELIVERABLES Deliverables for the previously described scope include; 1. Concept Designs - concept plans and 3D views necessary to convey the design intent for Phase 1 and Phase 2 2. Facility Assessment report in 8 /z x 11 format or full size drawings as necessary to convey the information 3. Geotechnical report 4. Environmental assessment report 5. Schematic Design for - 30% Design (Phase 1): Includes architectural plans, elevations, 3d views, interiors, and narrative. Narratives and plans for, structural, civil, mechanical, plumbing, electrical, fire protection. Food Service, AV and IT. Specifications are not included. 6. Design Development - 60% Design (Phase 1): Includes architectural, interiors, civil, structural, mechanical, plumbing, electrical, fire protection, food service, AV, security and IT. A design development specification shall be included.

Page 6 of 9 Contract No. 2018-078-COS Exhibit A Page 7 of 107

AECOM HUNT

7. Building Safety Submittal - 100% Construction Documents (Phase 1); Includes all necessary disciplines sufficient for bidding, permit. Corrections due to Building Safety Comments, are included. 8. Technical Specifications in 8 % x 11 book format (Phase 1) 9. Design Review Board submittal documents and materials 10. Estimates after each drawing submission (schematic design, design development, and construction documents) 11. Schedule with details for design, permitting, construction, FF&E, and phasing 12. GMP for Phase 1 Construction Costs 13. FF&E Report listing all items developed with assistance from City of Scottsdale and the Giants for Phase 1 areas.

All deliverables will be issued as hardcopies in quantities requested by the City of Scottsdale and in electronic format (pdf).

PROJECT STAFFING Refer to the attached tables in Attachment 2 for the AECOM Flunt staffing plan and rates. Hours are provided for project meetings, schedule development, estimate development, subcontractor selection, constructability reviews, value analysis, and GMP development. The AECOM Hunt team will inquire with the City of Scottsdale on a weekly basis to gain concurrence prior to starting each of the tasks described above. Meeting minutes will be generated by the AECOM Hunt team after weekly meeting.

The staffing plans and rates for the sub-consultants is provided in each sub-consultant proposal within Attachment 3.

ASSUMPTIONS AND CLARIFICATIONS 1. The construction contract delivery method is Design/Build. 2. This proposal assumes that the Concept/Programming documentation consists of two packages - one for Task 3 and one for Task4. 3. This proposal assumes that documentation for Construction Documents consists of two packages: one-early package consisting of underground utilities, site work, structural steel, and structural foundations for Phase 1 components. The second package will be the balance of all documents necessary to obtain a building permit for both Phase 1 & 2. This proposal includes the fee for Phase 1 Construction Documents. The Phase 2 Construction Documents fee will be included in a separate contract. 4. The facility wide maintenance items listed under Task 2 are included as part of this proposal. After the assessment of the maintenance items is complete, the City of Scottsdale shall provide direction if any of these items will be moved to Phase 2. 5. When analyzing the existing fire system, listed under Task 2, the design build team will engage and work with the City of Scottsdale fire department to determine what has to be completed to bring the system up to current code. 6. The left field bull pen walls listed under Task 2 will be assessed in Phase 1, but the work will not be complete until Phase 2.

Page 7 of 9 Contract No, 2018-078-COS Exhibit A Page 8 of 107

A=CONi HUNT

7. The design build team will not move forward to the next task until the City of Scottsdale provides consensus that the previous task is complete. 8. Fire Sprinkler and Fire Alarm are performance-based specifications. 9. Reimbursables include project related expenses such as travel, courier, WebEx, printing, and copying (in or out of office). A contingency allowance is proposed based on anticipated trips and similar project reimbursables. All Reimbursables, including travel and accommodations, shall be according to City of Scottsdale reimbursement policy R2- 195.2. Pre-approved by the Contract Administrator. Receipts & narratives shall be provided. 10. Sub-consultants pricing is included in this proposal. Please review Attachment 3 in this proposal. 11. Assistance in the design, selection, and procurement of FF&E is included in this proposal. 12. This proposal is based on a schedule that is agreeable by all parties involved. 13. The City of Scottsdale shall assist AECOM Flunt in expediting a building permit and Design Review Board (DRB) review. 14. All design services and documentation necessary to attempt LEED Gold certification and evaluation for the Clubhouse only are included in this proposal.

EXCLUSIONS In order to provide clarity and to prevent any misunderstandings, below is a list of items that are excluded from this proposal. If for any reason that the City of Scottsdale requires these services, we can provide them for additional compensation. 1. Tests or investigations requiring demolition of existing construction or other types of forensic investigation are not included in this proposal. 2. Building Safety (and other authorities having jurisdiction) review and permit fees are excluded. 3. Changes and revisions after 100% permit submittals are excluded, except for comments received through the City of Scottsdale plan review process. 4. Submittals, other than to the City of Scottsdale Building Safety Department, Design Review Board, and the county Health Department are excluded. 5. Photorealistic Renderings are excluded. 6. ALTA and NSPS Land Title Survey 7. Arc Flash Analysis 8. Signage & Graphics are excluded from Phase 2 components. They are included for SD, DD & CD in Phase 1. 9. Landscape design for "Clubhouse Upper Level Patio and Garden Spaces" and "Boulder N Green Garden Area" 10. Schematic Design through Construction Documents for Phase 2 components 11. The construction phase services, including Contract Administration services and Record Drawings, areexcluded from this proposal. These items will be included in the final GMP costs at a later date. 12. Special Inspections (structural, electrical, fireproofing, etc.) as required by Building Code are excluded. 13. Street road closure, dust control and SWPPP permits related to the site utility exploration and assessment. This also excludes road closure plans and city submissions.

Page 8 of 9 Contract No. 2018-078-COS Exhibit A Page 9 of 107

AECONi HUNT

PAYMENT SCHEDULE

Payments to the design build team shall be paid monthly as services are completed. Timing of payments shall be per the Design Build Preconstruction Agreement. A full accounting of actual costs will be provided prior to start of construction. Anticipated completion dates are estimated.

Due to the unknown nature of the planning/conceptual phase, this contract will be Time and Materials (T&M), not to exceed the values noted in this proposal. The exceptions to T&M will be the Speedie and Terracon proposals.

A detailed breakdown of costs for each Task listed above is provided in Attachment 1.

If you have any questions, please contact the undersigned.

Sincerely,

Chris M. Willis Project Executive

Enclosed: Attachment 1 - Payment Schedule, Attachment 2 - AECOM Hunt Staffing Plan & Rates, Attachment 3 - Sub-Consultant Proposals, Attachment 4 -Schedule

CC: Anna Leyva, Joe Amanino, Tab Baker, Melanie Lincoln, Cori Smith, File

Page 9 of 9 Contract No. 2018-078-COS Exhibit A Page 10 of 107

Attachment 1

Payment Schedule Contract No. 2018-078-COS Exhibit A Page 11 of 107

>\=COM HUNT

PROJECT: Scottsdale Stadium Multi-Use Event Center 6/18/2018 Program/Concept and Phase 1 Deliverable

PAYMENT SCHEDULE BUDGET Task 1 - Site Investigations AECOM Hunt $ 13,068 DWL / Populous $ 35,701 LSW $ 14,560 -AV Consultant $ 1,320 AV Schwa n $ 4,680 Dibble $ 16,972 - Water Flow Test $ 1,200 Logan Simpson $ 2,355 Ricca $ 5,000 Speedie (Geotechnical Report) $ 12,800 Terracon (Environmental Site Assessment) $ 8,700 Subtotal $ 116,356 AECOM Hunt Insurance $ 814 AECOM Hunt Fee $ 5,800 Total $ 122,970

Task! - Site Utility Exploration & Assessments AECOM Hunt $ 26,137 - AECOM Hunt Pot Hole/Repair & Survey (allowance) $ 75,000 DWL / Populous $ 162,029 LSW $ 24,950 -AV Consultant $ 6,600 AV Schwan $ 8,000 Dibble $ 11,966 $ Logan Simpson - $ Ricca - Speedie NA Terracon NA Subtotal $ 314,682 AECOM Hunt Insurance $ 2,203 AECOM Hunt Fee $ 15,686 Total $ 332,571 Contract No. 2018-078-COS Exhibit A Page 12 of 107

J^COM HUNT

PROJECT: Scottsdale Stadium Multi-Use Event Center 6/18/2018 Program/Concept and Phase 1 Deliverable

PAYMENT SCHEDULE BUDGET Task 3 - Phase 1 Programming & Concepts (60 days) AECOM Hunt $ 75,114 DWL/ Populous $ 87,815 LSW $ 23,550 -AV Consultant $ 2,970 AV Schwan $ 13,700 Dibble $ 16,322 Logan Simpson $ 9,630 Ricca $ 8,000 Speedie NA Terracon NA Subtotal $ 237,101 AECOM Hunt Insurance $ 1,660 AECOM Hunt Eee $ 11,819 Total $ 250,579

Task 4 - Phase II Programming & Concepts (45 days) AECOM Hunt $ 15,703 DWL / Populous $ 92,855 LSW $ 9,385 $ -AV Consultant - AV Schwan $ 15,113 Dibble $ 22,460 Logan Simpson $ 7,560 $ Ricca - Speedie NA Terracon NA Subtotal $ 163,076 AECOM Hunt Insurance $ 1,142 AECOM Hunt Fee $ 8,129 Total $ 172,346 Contract No. 2018-078-COS Exhibit A Page 13 of 107

AECOM HUNT

PROJECT: Scottsdale Stadium Multi-Use Event Center 6/18/2018 Program/Concept and Phase 1 Deliverable

PAYMENT SCHEDULE BUDGET Tasks - Phase 1 Permitted Construction Documents AECOM Hunt $ 439,754 DWL / Populous $ 965,515 -FF&E Assistance $ 62,000 LSW $ 506,240 -AV Consultant $ 82,500 AV Schwan $ 155,320 Dibble $ 280,782 Logan Simpson $ 117,520 Ricca $ 31,200 Speedie NA Terracon NA Subtotal $ 2,640,831 AECOM Hunt Insurance $ 18,486 AECOM Hunt Fee $ 131,636 Total $ 2,790,953

Reimbursable DWL/Populous - Printing, Courier, etc. $ 10,000 DWL/Populous - Travel (10 trips at $1,250 per trip) $ 12,500 AECOM Hunt - preconstruction reimbursables $ 7,500 Subtotal $ 30,000 AECOM Hunt Insurance $ 210 AECOM Hunt Fee $ 1,495 Total $ 31,705

TOTAL $ 3,701,125 Contract No. 2018-078-COS Exhibit A Page 14 of 107

Attachment 2

AECOM Hunt Staffing

Plan & Rates Contract No. 2018-078-COS Exhibit A Page 15 of 107

AECOM HUNT

PROGRAM / CONCEPT AND PHASE 1 DELIVERABLE QUANTITIES: CW PRICED: CW EXTENSIONS; Computer PROJECT: Scottsdale Stadium Multi-Use Event Center DATE: 6/17/2018 Revision #4 Building Size: TBD {Equip./Subs' : CODE- : . ' ...... DESCRIPTION ' . ■ Unit ^ ______LABOR-.: . :EXTENSION MATERIAL : {TOTAL . •rate;:|;.z " EXTENSION' {-RATE- . - RATE'; EXTENSION* ■; Preconstruction 510 HRS $147 $75,029 $0 $0 $75,029 Proiect Executive ■ Chris Willis 392 HRS $147 $57,669 $0 $0 $57,669 Pre-Construction Director-Cori Smith 814 HRS $99 $80,833 $0 $0 $80,833 Design Manager - Melanie Lincoln 756 HRS $121 $91,756 $0 $0 $91,756 Sr. Proiect Manager - Martin Sanchez 536 HRS $120 $64,266 $0 $0 $64,266 General Superintendent - David Gianetta 612 HRS $95 $58,072 $0 $58,072 Estimator - Arch/Structural - Tom Soper 348 HRS $95 $33,022 $0 . $0 $33,022 Estimator - MEP - Tonv Hopkins 396 HRS $95 $37,576 $0 $0 $37,576 Low Voltage Manager - CJ Rogers 288 HRS $88 $25,422 $0 $0 $25,422 Estimator - Qty Surveyor - TBD 252 HRS $98 $24,654 $0 $0 $24,654 MEP Coordinator-TBD 160 HRS $107 $17,065 $0 $0 $17,065 Project Scheduler - Michael Vaughan 80 HRS $55 $4,413 $0 $0 $4,413 Project Accountant - Susan Sekan 1 ALLOW $79,263 Existing Site Utility / MEP Investigation $569,776 $0 $0 $649,040 Subtotal Preconstruction $3,333 Preconstruction Reimbursable Expense $4,567 General Liability Insurance Total!Pfecohstructibn:SerSnces Fee.i. j __ . __; !' $656,940’ Contract No. 2018-07B-COS Psge16oM07Eihibtt A

A=COAi HUNT 6/16/2018

PROJECT: Scottsdale Stadium Multf-Use Event Center Program/Conccpl PROJECTProgram/Concept MEETINGS SD DD CD Preconstruction Services Total Site Investigation Site Asscssement Hours (45 days) (45 days) Tola (60tt days)Hrs Total (45 days] Tola 0 Hrs Total 0 Hrs Total tt Hrs Tola Total Duraton in Weeks » Hrs Total tt Hrs B Hrs Total Hrs 510 18 36 10 4 40 36 4 4 16 8 32 15 4 60 230 Project Executve - Chris Willis 392 9 2 0 9 4 0 7 4 26 9 4 0 2 4 6 8 4 32 6 4 32 100 Pre-Construction Director - Cori Smith ai4 18 36 10 4 40 36 4 4 16 8 4 32 15 4 60 230 Design Manager - Melanie Lincoln 756 9 2 0 9 4 0 7 4 28 9 4 0 6 4 24 16 4 64 15 4 60 176 Sr. Project Manager - Martin Sanchez 536 72 144 10 8 80 0 0 2 4 6 2 4 8 312 General Superintendent - David Gianetta 612 9 8 0 9 16 0 0 36 0 0 0 36 Estimator - Arch/Structural - Tom Soper 348 0 0 3 4 12 9 4 0 2 4 8 2 4 8 2 4 8 36 Estimator - MEP - Tony Hopkins 396 0 0 3 4 12 0 2 4 6 2 4 8 2 4 8 36 Low Voltage Manager - CJ Rogers 28B 0 0 0 0 0 0 0 0 Esbmator • Qty Surveyor - TBD 252 0: 0 0 0 O' 0 0 0 MEP Coordinator - TBD 160 0 0 0 0 0 0 0 0 Project Scheduler - Michael Vaughan 80 0 0 2 8 16 0 1 8 8 3 6 24 4 0 32 00 Project Accountant - Susan Sekan 5144 I.:216 t;-;68 IT.,26a 1,252 Subtotal Hours !_• 108 L 256 t .106 tL 208

Summary of Manhours Task 1 1 Project Meetngs TaskTasks 2 2 Schedule Development Task4 3 Estimate Development Tasks 4 Subcontractor Selection Plan 5 Constructability Revievvs 6 Value Analysis 7 GMP Development Contract No. 2018-07B-COS Exhibit A Page 17 of 107 A=CO/VI HUNT 6/18/2018

PROJECT: Scottsdale Stadium Multi-Use Event Center Program/Concept SCHEDULESO DEVELOPMENTDO CD Preconstruction Services Total Hours (60 days) tt Hrs Total Hrs Tota Total Duration in Weeks # Hrs Tota Hrs Total # Total Hrs 510 1 4 A 1 4 4 2 4 6 4 4 16 32 Project Executive - Chris Willis 392 0 0 0 0 0 Pre-Construction Director - Cori Smith 814 0 0 0 0 0 Design Manager - Melanie Lincoln 756 2 4 8 2 4 6 2 e 16 4 8 32 64 Sr, Project Manager - Martin Sanchez 536 0 0 2 6 16 4 8 32 48 Genera) Superintendent - David Gianetta 612 2 4 e 2 4 8 0 0 16 Estimator - Arch/Stnjctural - Tom Soper 348 0 0 0 0 0 Estimator - MEP - Tony Hopkins 396 0 0 0 0 0 Low Voltage Manager • CJ Rogers 288 0 0 0 0 0 Estimator - Qty Surveyor - TBD 252 0 0 0 0 0 MEP Coordinator-TBD 160 5 8 40 5 6 40 5 6 40 5 6 40 160 Project Scheduler - Michael Vaughan 60 0 0 0 0 0 Project Accountant - Susan Sekan 5144 rzL60 t: :r;60 l'...80 C-.120 32C Subtotal Hours

Summary of Manhours 1 Project Meetings 2 Schedule Development 3 Estimate Development 4 Subcontractor Selection Plan 672 5 Constructability Reviev« 460 6 Value Analysis 816 7 GMP Development Contract No. 2018-078-COS Exhibit A Page 18 of 107 A=COM HUNT 6M8/201B

PROJECT; Scottsdale Stadium Multl-Use Event Center Program/Conccpl Program/Concept ESTIMATE SDDEVELOPMENT DD CD Preconstruction Services Total Hours n(60 days)Hrs Total (45 days) Total Hrs Total Hrs Total 9 Hrs Total Total Durabon in Weeks tt Hrs # « Total Hrs 510 A 8 32 0 A 6 32 2 8 16 A e 32 112 Project Execufive - Chris Willis 392 4 8 32 0 A 8 32 4 8 32 A e 32 120 Pre-Construebon Director - Con Smith 814 6 8 64 0 5 8 40 8 8 64 10 e 80 246 Design Manager - Melanie Lincoln 756 8 8 64 0 2 8 16 2 8 16 8 8 64 160 Sr. Project Manager - Martin Sanchez 536 0 0 0 0 0 0 General Superintendent - David Gianetta 612 8 8 64 36 3 8 24 6 8 46 8 8 64 236 Esbmator- Arch/Slructural - Tom Soper 340 3 8 24 9 4 0 3 8 24 3 8 24 4 8 32 104 Esbmator - MEP • Tony Hopkins 396 3 8 24 0 3 8 24 3 8 24 4 8 32 104 Low Voltage Manager - CJ Rogers 280 6 8 48 0 3 8 24 6 8 48 8 8 64 104 Esamator - Qty Surveyor - TBO 252 0 0 0 0 0 0 MEP Coordinator-TBD 160 0 0 0 0 0 0 Project Scheduler • Michael Vaughan 60 0 0 0 0 0 0 Project Accountant - Susan Sekan 5144 r;352 IJ36 rz216 r :272 1,276 Subtotal Hours t. 400

Summary of Manhours Note: Each estimate includes 1 week of reconciliation effort 1 Project Meetngs 2 Schedule Development 3 Estimate Development 4 Subcontractor Selecton Plan 872 5 Constructability Reviews 480 6 Value Analysis 7 GMP Development Contract No. 2018-078-COS Eihlblt A Page 19 of 107 AE^COM HUNT 6/18/20ie

PROJECT; Scottsdale Stadium MulO-Use Event Center Pfogram/Concept SUBCONTRACTORSO SELECTIONDD PLAN CD Preconstruction Services Total Hours (45 days) Hrs Tola a Hrs Tota Total Duration in Weeks U Hrs Total n Hrs Total » Total Hrs 510 0 0 4 4 1 4 4 8 Project Executtve • Chris Willis 392 0 0 2 4 8 2 4 8 16 Pre-Construction Director - Con Smith 814 0 0 2 4 8 2 4 8 16 Design Manager - Melanie Lincoln 756 0 0 3 0 24 5 6 40 64 Sr. Project Manage! - Martin Sanchez 536 Qi 0 1 4 4 1 4 4 8 General Superintendent - David Gianetta 612 0 0 0 0 0 Estimator- Arch/Structural - Tom Soper 348 0 0 2 4 8 2 4 8 16 Estimator • MEP - Tony Hopkins 396 0 0 0 0 0 Low Voltage Manager - CJ Rogers 286 0 0 0 0 0 Estimator - Qty Surveyor - TBD 252 0 0 0 0 0 MEP Coordinator - TBD 160 0 0 0 0 0 Project Scheduler - Michael Vaugtian 80 0 0 0 0 0 Project Accountant - Susan Sekan 5144 irsK'O L'.z-56 126 Subtotal Hours tL- -.C

Summary of Manhours 1 Project MeeCngs 2 Schedule Development 3 Estimate Development 6 Subcontractor Selecton Plan 872 5 Constructability Reviev»s 480 6 Value Analysis 816 7 GMP Development Contract No. Z018-078-COS Exhibit A Page 20 oM07 AECOM HUNT 6/18/2018

PROJECT: Scottsdale Stadium Mulll-Use Event Center Program/Concep CONSTRUCTABILITYSD REVIEWSDO CD Preconstruction Services Total Hours (45 days) Total Hrs Tota tt Hrs Total Total Duration in Weeks # Mrs Tota tf Hrs « Total Hrs 510 0 8 2 8 16 2 6 16 40 Project Executive • Chris Willis 392 0 1 8 8 2 8 16 2 8 16 40 Pre-Construction Director - Cori Smith 814 0 1 8 16 10 8 80 4 6 32 128 Design Manager - Melanie Linooln 756 0 2 6 8 10 8 80 4 8 32 120 Sr. Project Manager - Martin Sanchez 536 0 1 8 8 10 a 80 4 8 32 120 General Superintendent - David Gianetta 612 0 1 8 8 10 8 80 4 8 32 120 Estimator - Arch/Structural - Tom Soper 348 0 1 8 6 10 4 40 4 4 16 64 Esbmaior • MEP • Tony Hopkins 396 0 1 8 16 10 6 80 4 0 32 128 Low Voltage Manager - CJ Rogers 288 0 2 8 0 0 0 0 Estjmotof - Qty Surveyor - TBD 252 0 0 10 8 80 4 a 32 112 MEP Coordinator • TBD 160 0 0 0 0 0 Project Scheduler - Michael Vaughan 80 0 0 0 0 0 Project Accountant • Susan Sekan 5144 MVlO rr:80 r L'.240 672 Subtotal Hours • 552

Summary of Manhours 1,252 1 Project Meetngs 320 2 Schedule Development 1,276 3 EsOmote Development 4 Subcontractor Selection Plan 5 Constructability Revievre 6 Value Analysis 7 GMP Development Contract No. 2018478-CO5 Eihlbtt A Page 21 of 107 AECOM HUNT 6/18/2018

PROJECT: Scottsdale Stadium Multi-Use Event Center Program/Concept VALUE ANALYSIS Preconstruction Services Total Hours (45 days) tt Hfs Total Total ff Hrs Tota Total Duration in Weeks # Hrs Total U Mrs Total Hrs 510 0 1 4 4 5 4 20 2 4 8 32 Project Executive - Chris Willis 392 0 5 4 20 5 4 20 5 4 20 60 Pre-Construction Director - Cori Smith 814 0 5 4 20 5 8 40 5 4 20 80 Design Manager - Melanie Uncoln 756 0 5 4 20 5 8 40 2 4 8 68 Sr. Project Monager - Martin Sanchez 536 0 0 0 0 0 General Superintendent - David Gianetta 612 0 6 4 20 5 8 40 5 8 40 100 Estimator - Arch/Structural - Tom Soper 348 0 2 4 8 2 4 8 2 4 8 24 Estimator - MEP - Tony Hopkins 396 0 2 4 8 2 4 8 2 4 8 24 Low Voltage Manager - CJ Rogers 288 0 0 0 0 0 Estimator - Qty Surveyor - TBD 252 0 5 4 20 4 8 32 5 8 40 92 MEP Coordinator - TBD 160 0 0 0 0 0 Project Scheduler - Michael Vaughan 60 0 0 0 0 0 Project Accountant - Susan Sekan 514/ mac rr.l20 r..'208 48C Subtotal Hours cl: 152

Summary of Manhours 1 Project Meefings 2 Schedule Development 3 Estmate Development 4 Subcontractor Selection Plan 872 5 Constructability Reviews 480 6 Value Analysis 816 7 GMP Development Comraet No. 2018-078-COS Exhibit A Page 22 ol107 AECOM HUNT

6M 8/2016 PROJECT: Scottsdale Stadium Multi-Use Event Center DEVELOP GMP Preconstruction Services Total Early GMP Final GMP Hours Hrs Total n Hrs Total Total Duration in Weeks ff Hrs Total « Hrs Total # Total Hrs 510 0 0 2 6 16 4 8 32 48 Project Executive - Chris Willis 392 0 0 2 6 16 4 6 32 48 Pre-Construction Director - Cori Smith 614 0 0 5 6 40 6 6 64 104 Design Manager - Melanie Lincoln 756 0 0 5 6 40 6 8 64 104 Sr. Project Manager - Martin Sanchez 536 0 0 2 6 16 4 8 32 48 General Superintendent - David Gianetta 612 0 0 5 6 40 8 8 64 104 Estimator - Arch/Structural - Tom Soper 346 0 0 5 8 40 8 8 64 104 Estimator - MEP - Tony Hopkins 396 0 0 5 8 40 8 8 64 104 Low Voltage Manager - CJ Rogers 288 0 0 5 6 40 8 8 64 104 Estimator - Qty Surveyor - TBD 252 0 0 2 6 16 4 8 32 48 MEP Coordinator - TBD 160 0 0 0 0 0 Project Scheduler - Michael Vaughan 60 0, 0 0 0 0 Project Accountant - Susan Sekan 5144 0 0 t...S12 816 Subtotal Hours 1 .'304

Summary ot Manhours 1 Project MeeDngs 2 Schedule Development 3 Estimate Development 4 Subcontractor Selecton Plan 5 Constructability Reviews 6 Value Analysis 7 GMP Development Contract No. 2018-078-COS Exhibit A Page 23 of 107

Attachment 3

Sub-Consultant Proposals Contract No. 2018-078-COS Exhibit A Page 24 of 107

June 11, 2018 Revised: June 18, 2018

DWL Chris M. Willis, LEED® BD+C ARCHlirCTS-Pl ANKERS .nt Project Executive Hunt Construction Group An AECOM Company 7720 North 16th Street, Suite 100 Phoenix, Arizona 85020

RE: Scottsdale Stadium Multi-use Event Center Improvements Architectural and Engineering Services Scope and Fee Proposal - Phase 1 -Programming/Concept, Construction Documents and Facility Assessment Phase 2- Programming/Concept only

Dear Chris:

We are very pleased for this opportunity to submit an Architectural and Engineering Services scope and fee proposal for the Scottsdale Stadium Multi-use Event Center Improvements. The scope of this project is to provide Architectural and Engineering Design Services (Concept Refinement, SD, DD, CD) for Phase one and Phase two improvements at Scottsdale Stadium. This scope includes the following services:

• Facility wide Assessment of Existing Stadium Utilities (a detailed report of findings / narrative condition of all services / systems) - Phase 1, Task 2 • Programming/Concept Refinement -Phase 1 8i 2, Tasks 3 8i 4 • Schematic Design through Construction Documents (Phase 1 (Task 3) and Facility upgrades based on Task 2 below) • Geotechnical Report • Environmental Study • Field Survey / Preliminary base map

This scope has been prepared in accordance with our understanding of the project based upon the City of Scottsdale's (COS) request, email from Dave Lipinski (6/7/18) and subsequent PRIflCIPALC discussions.

Sieve Hao, PJiJslOeni MarK Oao. E'«c VP Design/Engineering Services to be provided: Pelfli f'asai. E»cc VP DwiQht {Odd. fc«oc VP Sandra KuKia. t*cc VP Architectural (DWL/Populous) Adam Sprengot. E»flc VP Civil including base map survey (Dibble) Mlchoot Braun. E'ec VP Landscape Architecture (LSD) Michael Maake. Chairman Structural (AV Schawn) ASSOCIATES Mechanical, Plumbing, Electrical, Fire Protection (LSW) Philip Ralsiorr Kiyomi KurooKn IT, AV, Security/CCTV/DAS (LSW) IJMiiya Rachfll Joiiaraj Broadcast Sound System (LSW) MiiiK I'ulke Assessment of existing stadium utilities/infrastructure Mrtlisjva Woiioi Jenin lynn Geotechnical (Speedie) Sean WarNetd Environmental (Terracon) A\ha\an Rajasutidatam Food Service (Ricca) Mary Ann Mod/e>ew&Ki

2333 Noilli Conital Avenuo Phooniji, Ari?onn 8500J-1352 i 101 802.264.9731 lax 002.254.1928 | wwvMlwliircliilecls.com Contract No. 2018-078-COS Exhibit A Page 25 of 107

SCOPE OF WORK - PROJECT DEFINITION: There are still many questions related to the master plan design concepts that were distributed DWL as part of the RFQ package, along with the amended clarifications for additional work provided ARCHirrcis -PI AunfRs - as it relates to Section 12 of the program concept estimate and the FF and E matrix.

The following tasks are included in this scope of work: PHASE 1

Taskl • Site Investigations o DWL, Populous, Schwan - Buildings materials, shade structures, stadium seating, railings will be reviewed for condition and code (ADA) compliance, o Dibble, LSW, Ricca and LSD will perform a thorough field investigation to determine system capacities, condition, expected remaining life and review relative to current code compliance. • Geotechnical investigation/report - includes soil borings and analysis (Speedie) • Preliminary topographic Survey- includes site investigation to verify survey information such as visible manholes, vaults, etc. (Dibble) • Environmental Hazardous Material Study -Includes site investigation and survey which includes visual observations. (Terracon) Each of the above items will be for the entire site necessary for design of this project.

Task 2 • Existing Site Utility Exploration & Assessment of Capacity/Condition (DWL, Dibble, LSW, Schwan) • The COS will provide as-built drawings. The team will manage, review and verify to the best of our ability the drawings and conditions in the field to assess cost impacts for the proposed master planning concepts. (DWL, Populous, Dibble, LSW, Schwan) • Assess and provide design solutions to the following Maintenance and Code issues for determination of inclusion in Phase 1. All items listed are included in Phase 1 scope through CD’s. (The COS may determine some of this SD-DD scope will be moved to Phase 2 once the investigations and concept designs are completed) o Existing fire alarm upgrades to existing stadium beyond the affected areas. The analysis will review the existing system and coordinate with the COS fire department to determine what has to be completed to bring the system up to current code. (LSW with assistance from Firetrol) o Additional wireless access points beyond the affected areas in the program. (LSW) o ADA upgrades outside the upgrades areas. Deliverable will be an 8 'A x 11 book report. (DWL) o Upgrades to existing / new stadium sound system (includes electrical upgrades, cabling and sound equipment) (LSW) o Upsize of existing equipment- replace all ac units outside affected areas identified in the program. (LSW) o Add HVAC to all existing concessions. (LSW-Ricca) o Upgrade fire protection bring to code in existing areas. (LSW with assistance from subcontractor)

Z333 Noitli Cenliiil Avenue Plioenii, Aiijonn 85004-I3SZ I lei 602.264.9731 f.ii 002.264.1928 | vnvw.dwlatcliitocls.com Contract No. 2018-078-COS Exhibit A Page 26 of 107

o Add DAS (distributed antenna systems). (LSW) o Campus upgrades for CCTV (including electrical power, security cabling and power) (LSW) DWL o Add access control at all stadium exterior doors. (LSW) ARciiiiEcis.putinrRSi o (2) storm lift stations and (2) sewer ejectors stadium dugouts - add piping / reroute piping to Osborn Rd. (Dibble, LSW) o Renovate/Refurbish press box elevator. (DWL, Populous, LSW) o Add wash stations in existing rest room. (DWL, LSW) o EMS system upgrade - Niagra enforced for existing stadium. (LSW) o POS of sale system (renovate existing and provide new). (LSW) o Hand rails at stadium (replace existing with new). Deliverable will be drawings indicating location and concept details. (DWL, Populous) o Left field bull pen walls not holding up berms / remove and replace. Deliverable will be drawings indicating location and concept details. (DWL, Populous, Schwan) o Concourse concrete replacement. Deliverable will be drawings indicating location and concept details. (DWL, Schwan) o Back of stadium restroom option expansion (in association with Charros scope). Deliverable will be drawings indicating location, product literature with details. (DWL, Populous, LSW) o Strip and repaint (miscellaneous flashings that are failing throughout concourse). Deliverable will be drawings indicating location & specification. (DWL, Populous)

Tasks 1 and 2 are anticipated to be completed 45 days from Notice to Proceed. Task 2, once the assessment is complete at the end of the 45 days COS will evaluate and determine which items will be included in the final Construction documents. This proposal has made assumptions that all items listed will be designed through CD.s.

Task 3 Programming /Conceptual design for the following: (SD through CD will be completed under Task 5)

A. New Clubhouse. • 32,000 total s.f. Currently 28,000 s.f. is assumed for concourse level, 4,000 s.f. on upper level. • Potential demolition of existing main concourse clubhouse and ticketing structure (will have to include ticketing program if demolished). • New exterior patio on east side of clubhouse with new shade structure. New patio area of approximately 3,000 s.f. Shade structure of 3,000 s.f. as well. • Potential modifications to existing lower level clubhouse area. • New concourse area hardscape as required. • New landscaping around clubhouse area.

B. Main Entry Plaza and Parking. • The approximately 60,000 s.f. of exterior main entry and parking lot areas will be upgraded. • New entry gates. • New shade canopy.

J333 rionh Centinl Avenue Phoonii. ArUonn 85004-1352 I lei C02.264.9731 lav 602.264.1928 | www.dwlarchileels.com Contract No. 2018-078-COS Exhibit A Page 27 of 107

• New landscaping, including palm tree accents. • Demo existing structural trellis and replace with hardscape. • New marquee sign to be used in conjunction with new shade canopy (above gates) DWL • Removal of existing palm tree court. ARCfllTFCIS -n AfifJFRj; i-.c • Existing corner marquee area to be enhanced with new landscaping and potential seat wall. • Modifications of parking lot based upon final configuration of new clubhouse - reduced parking and reconfiguration of parking lot edge on the east. • New parking lot lighting on perimeter of lot. • New lighting as needed.

C. Press and Administration Level Design Directives. • Renovation of existing Administration area o Upgrade finishes - carpet, ceilings, etc. o Minor demolition of existing walls. o New administration expansion to the southeast which would build approximately 1,750 s.f. of new Administration area on existing deck area. • Existing Press Area o Upgrade finishes - carpet, ceilings, etc. o Upper writing press platform to be demolished and removed. City will use temporary tiered seating as necessary. o New restrooms will be built in existing press area conditioned footprint, currently planned to be adjacent to kitchen area (for easier access to plumbing). • New Concession Portable Area • On existing upper level slab. Power, water, and data will be provided. Slab will have to be modified as required

D. Right Field Charros Shade Structures and Restrooms. The existing Charros area will be redeveloped with new shade structures. The existing roof of the Charros Lodge will be removed and a new shade canopy built. It is anticipated that the new shade canopy will allow for a temporary 2"' level to be built when desired. Will have temporary stair structure. The existing Charros' terraces will have a new shade structure. Additionally, the concourse to the west of the existing Charros Lodge will have a new shade structure as well as the concourse area to the south.

• The existing restroom will be updated and expanded. It is the City’s intent to use the existing footprint of the existing restroom/concession building. The concessions will move to the newly created, existing, platforms, and the restrooms will be expanded into the existing concession area.

Task 3 is anticipated to be completed 60 days from Notice to Proceed. Note that Task 5, not included in this scope, is for the completion of Construction Documents for these scope items.

PHASE 2

Task 4 Programming and Conceptual design for:

23.13 Norih Conltal Ayenue f’lioani*, Aiiyona 85004-1352 j IcI 002,204.9731 lri» 602.204.1928 | wwvy.dwlaicliilecis.coin Contract No. 2018-078-COS Exhibit A Page 28 of 107

E. Left Field/Berm and Deck. This is a non-fixed seat area. New raised deck areas on the backside of the grass berm will provide access to the new/expanded concession areas that also accommodate multi-use event space throughout the year. Up to 20 new DWL concession portable locations will be located on the new deck area. New trees will be ARCHlir.CIS PI AlllirRS '• added within new deck area as appropriate. The front of the berm will be regraded for a more gentle slope and the field wall will be raised to accommodate the new grading. Underneath the new deck will be new storage opportunities.

F. Left Field Expanded Plaza Area. The concourse level plaza area will be enhanced for improved spectator access, circulation, and a family friendly recreation zone. Storage ideas/options will be evaluated near and/or under the deck to address needs for the City (Giants, Charros, concessionaires, etc.) to organize/store and to facilitate access to equipment necessary to meet spring training and multi-functional event needs. With the existing restroom building being demolished, the footprint of the building will be replaced with new hardscape to supplement the existing plaza area. New landscaping will be added to enhance the area.

G. Left Field New Restroom Building. A new approximately 3,000 sq. ft. 2 two-level restroom and concessions building will be constructed. Lower level of new building to align with concourse grade while the upper level will align with deck elevation. It is anticipated that this building will have an elevator for ADA access from the existing concourse to the new deck.

H. Left Field/Terraces. The existing pavilion building wiil be demolished and a new group area will be constructed. Group area to be approximately 3,000 square feet, open air, with flexible seating options.

I. Seating Bowl Design Directives. • Right fieid bieachers to be removed and replaced with structured seating. Concession portable courtyard to be under new seating section. Portables should have access to power, water, and data. • Replace all seating bowl and balcony handrails. • Left field bleachers to be removed and replaced with structured seating. Under structured seating will be 3,000 conditioned / enclosed meeting area / multi-use room. • New vomitory / access way through new seating section - both on the right and left field sides. • New seating rows / structure on both the first and third base sides, behind the existing upper seating rows, it is anticipated that the structure for this new seating will span from existing Column Line E to existing Column Line F. Behind the new seating will be a new walkway that connects to the upper home plate area. Seating for these new sections to be 21". • Modifications to existing press wall between Grid Lines D and E (approximately 3 bays). Modifications to include demo of existing suite wall and replace with a NanaWall system (or similar).

J. Seating Bowl Shade Structure. • New Canopy over seating bowl as shown in master plan. Approximately 3,500 square feet of new canopy. It is anticipated that the new canopy will be a combination of metal panel and trellis structure (or equivalent).

2333 Hotlli Ceiilial Avenue Plioenii, AiUona SSOOA-ISSZ | tol G03.26'1.9731 lav, G02.2C4.I928 | www.clwlarcliilacls.com Contract No. 2018-078-COS Exhibit A Page 29 of 107

K. Broadcast Truck Docking Station. • A parking location for Broadcast trucks that includes portable power and data connections.

ARCHirfCTS-PlAHNf.Rr.i..cDWL Task 4, Phase 2, is anticipated to be completed 45 days from approval of Task 3 Phase 1.

For Tasks 3 and 4 the design team will provide Architectural and Engineering Design Services to refine each of the above components and develop a final design concept for approval. Several concepts will be studied, priced by Flunt and scheduled leading to a clear project scope and path.

Our design team will: • Identify systems that cross phases of construction based on the assessment and concept designs. This will be presented to COS for review on how to move forward with each item. • Gain consensus and approval for each section of the project from the COS/Giants/Charros team • Finalize a mutually acceptable Design and Permitting schedule • Assist Flunt with a Construction, FF&E and Phasing schedule

Task 5 Provide Schematic Design, Design Development and Construction Documents with book form Specifications for Phase 1, Tasks 2 and 3 only, as defined above.

Additional Scope Services included with this proposal:

All design services and documentation necessary to attempt LEED Gold certification and evaluation for the Clubhouse only.(DWL, Populous, LSW) Evaluation of existing system and development of Broadcast Sound system (LSW) DAS design (LSW) Water flow test (Dibble) Assist Flunt Construction with value engineering options as necessary Assist in determining the ultimate project design and construction phasing Assist Fiunt Construction with review and verification of as-built drawings and field conditions Assist Hunt Construction in finalizing project costs and schedule Assistance with the design and selection of FF&E for Phase 1 Banquet facility design and coordination will be provided by Populous to ensure that the clubhouse functions as a true multipurpose facility related to ball room and banquet events.

Assumptions: 1. The Construction Contract delivery method is Design/Build. 2. This proposal assumes that the Concept/Programming documentation consists of two packages one for Task 3 and one for Task 4. 3. This proposal assumes that documentation for Construction Documents consists of two packages: one-early package consisting of underground utilities, site work and structural steel and foundations for Phase 1 components. The second package will be the balance of all documents necessary to obtain a building permit for both Phase 1 & 2. This proposal includes the fee for Phase 1 Construction Documents. 4. Fire Sprinkler and Fire Alarm are performance-based specifications.

2333 Noflh Central Avenue Phocnii, Ad/onn 85004-1352 | tcl G02.264.0731 far G02.264.1028 | wvnv.clwlarchilecis.coni Contract No. 2018-078-COS Exhibit A Page 30 of 107

5. Reimbursables include project related expenses such as travel, courier, WebEx, printing, and copying (in or out of office). A contingency allowance is proposed based on anticipated trips and similar project reimbursables. All Reimbursables including travel and accommodations shall be according to City of Scottsdale reimbursement policy R2-195.2. Pre-approved by the Contract Administrator. Receipts & narratives shall be provided. 6. Subconsultants are included in this proposal. Please review their attached proposals for further scope details.

AV Schwan Structural Engineering (Structural) LSW Engineers (Mechanical, Plumbing, Electrical, Fire Protection, IT, AV, Broadcast Sound System) Dibble Engineering (Civil) Logan Simpson Design (Landscape) Ricca (Food Service) Geotechnical (Speedie) Environmental (Terracon)

EXCLUSIONS:

In order to provide clarity and to prevent any misunderstandings, we want to identify items that are excluded from this proposal. If for any reason Flunt Construction requires these services, we can provide them for additional compensation.

1. Services from engineers or consultants not identified in this proposal and beyond this project’s scope will not be provided 2. Tests or investigations requiring demolition of existing construction or other types of forensic investigation are not included in this proposal. 3. Deliverables beyond those described below. 4. Building Safety (and other authorities having jurisdiction) review and permit fees are excluded. 5. Changes and revisions after 100% permit submittals are excluded. The revisions/corrections required by building safety are included until a building permit is received. 6. Submittals, other than to the COS Building Safety Department, Design Review Board and the county Flealth Department are excluded. 7. Cost Estimating is excluded. We assume Flunt Construction will provide cost estimating services. 8. LEED certification fee 9. LEED design and documentation for structures other than the Clubhouse are excluded. 10. Photorealistic Renderings are excluded. 11. ALTA Survey 12. Arc Flash Analysis 13. Signage & Graphics - excluded from Phase 2 components SD through CD - (included for SD, DD&CD Phase 1) 14. Landscape design for "Boulder N Green Garden Area and Clubhouse Upper level patio and Garden Space are excluded. 15. Schematic Design through Construction Documents for Phase 2 components Contract No. 2018-078-COS Exhibit A Page 31 of 107

16. All Construction phase services including special inspections (structural, electrical, fireproofing, etc. as required by Building Code), Construction Administration Services and as-built/record dravwings are not included in this proposal. DWL DELIVERABLES: ARCMItrCIS-Pl A»NfRr.

Deliverables for the previously described scope include: 1. Concept Designs - concept plans and 3D views necessary to convey the design intent. (Phase 1 and Phase 2) 2. Facility Assessment report in 8 K x 11 format or full size drawings as necessary to convey the information and recommended remediation. 3. Geotechnical report 4. Environmental assessment report 5. Schematic Design - 30% Design: includes architectural plans, elevations, 3d views, interiors, and narrative. Narratives and plans for, structural, civil, mechanical, plumbing, electrical, fire protection. Food Service, AV and IT. Specifications are not included. (Phase 1 only) 6. Design Development - 60% Design: Includes architectural, interiors, civil, structural, mechanical, plumbing, electrical, fire protection. Food Service, AV, security and IT. A design development specification shall be included. (Phase 1 only) 7. Building Safety Submittal - 100% Construction Documents. Includes all necessary disciplines sufficient for bidding, permit. Corrections due to Building Safety Comments, are included. (Phase 1 only) 8. Technical Specifications in 8 Vi x 11 book format. (Phase 1 only) 9. Design Review Board submittal documents and materials. (Phase 1 and Phase 2) 10. FF&E report listing all items developed with assistance from COS and the Giants. (Phase 1 only)

All deliverables will be issued as hardcopies in quantities requested by the City of Scottsdale and in electronic format (pdf).

COMPENSATION

We propose to provide the previously mentioned design services as a Time and Materials, Not- to-Exceed fee as follows:

Base Services Architectural Design Services - DWL/Populous $1,343,915 LSW Engineers M,E,P,FP,IT, AV, Access Control $ 578,685 AV Schwan -Structural $ 196,813 Dibble Engineering - Civil including survey $ 348,562 Logan Simpson -Landscape Architecture $ 136,275 Ricca - Food Service equipment $ 44,200 Geotechnical (Speedie) $ 12,800 Environmental Flazardous Materials Study $ 8,700 SUBTOTAL $2,669,950

Additional Services included Water Flow Test (Dibble) $ 1,200 New Broadcast Sound System design/evaluation(LSW) $ 93,390 FF&E Assistance, selection, specifications (Populous/DWL) $ 62,000 Subtotal Options $ 156,590

2333 Notlli Contial Avonue PlioenI*, Ailjomi e500-l.| 352 | Id 602.264,9731 In* 002.264,1928 I wwvMlwIiiidiilocIs.com Contract No. 2018-078-COS Exhibit A Page 32 of 107

**Reimbursable Expenses (printing, courier, etc.) $ 10,000 **Travel allowance (Estimated cost $l,250/trip) 10 trips $ 12,500 Total Reimbursables $ 22,500 DWL ARCIllIfCIS-PIAlIHrRSut **Aii Reimbursables inciuding travel and accommodations shaii be according to City of Scottsdaie reimbursement poiicy R2-195.2. Pre-approved by the Contract Administrator. Receipts & narrative shaii be provided.

We are very grateful for this opportunity and look forward to working with you and the Hunt/AECOM team. If you have any questions or require further explanation regarding any item, please do not hesitate to contact me or Adam Sprenger.

Sincerely,

DWL ARCHITECTS + PLANNERS, INC.

Steve Rao, AIA, LEED AP President

SR.vIr

Attachments

cc: Adam Sprenger Kathryn Maxwell

2333 North Ccntinl Avenue Phoenix, Arizona 85004>)352 ] Id G02.2G4.073l fax 002.204.1928 | www.U\vlntdiilef:ls.com Contract No. 2018^78-COS Exhibit A Page 33 of 107

1 *lVi U/J ■ IIIXH P^Cn 1I

fCOWPENSATIONlES'nMATEl

. AKOnI ifa'-CTURAlrBase fee,.

Task LABOR HOURS Task Descriplion

Sr.Architect Project BuildingPM Code - CADDTech Admin Project Director Sr Project Mgr QAiQC Sr. PM Interior Design Project Architect Sr. Field Mgr. Senior Specifier Hours164 per hr. Hours136 per hr. Hours129 per hr. Hours126 per hr. Hours135 per hr. Hours86 per hr. Hours111 per hr. Hours122 per hr. Hours109 per hr. Hours92 per hr. Hours69 per hr. Direct Cost Direct Cost Direct Cost Direct Cost Direct Cost Direct Cost Direct Cost Direct Cost Direct Cost Direct Cost Direct Cost :;3o. |-80» ..ou- -20- 100 l.'aeooi.. 1140' 10 10800 103M., .25M-.‘ • 0. 0 • •0 ‘ 70 , SS9.531 ,_ *• ! .. -6W J 35 70 180 1 60 .. 25 220 240 - 15S40 . ' 0 j O; : 42 JO ■ 100 40 V. ., Schematic Design 5390 9450 23220 7560 3375 18920 26640 0 4570 16560 2764 5118,457 '300; '300, './20 '680 20M ;-ieo- .9240', ■^IWOOO.! > 3. ' : 60 ; 100 ■ KW •' 13^-. ? • O'- 0 ‘ 180- .19620' ' > 1 * ■ ■ I-.,-4 . 10 40 ■ 40500 : 40 : 38700 ■ 40 ; .12^..: • 75480 0 0 10 20 :S52B . S461.088 . Sr““.'"Vr, 1540 5400 5160 5040 0 0 0 0 0 920 1382 819,442 -100 130' 150 '120' -0. 200 .•1u .3cib... 20 ; 20 : .. 25i0 J o...- :_54S0.„, 6 ; SO 70 .. 135M. 40 _ 16^0 .. 0 0 . .C2700 .. 30 ; 0 - 13320 ' 0 0 0 - 18400,r. 120 .. . 691 .. • 889,331 Project Administration 7700 9450 5160 0 0 2580 0 0 0 0 8291 833,161 205 770 240 145 1220 0 i4&() 280 7,432 T89ia)“ ■n99330 ~104920T: -0 “29648“ ,19347 ^8781.030” . 31570.-. . . 30240 — ■ 130980” — ” 226320r SUBCONSULTANTS'.- Base fee Discipline ______. .. Total Firm! Company Facility Assessment Task 68 breakout ArchKeclure/Deslan. ___ __ : : _ .PopulousLSW . L . *8562,8858578,685 $285,440$158,71 1 DIM. • Populous SinicluralMEP,FP,rr.AV,Access Cntrl/DAS AVSehwan)- 8196,813 $21,700 Civil/Survey Dibble 8348,562 ? $136,275 SO Landscape AretitlktuM I ' Logan Slmpsbn_. ‘ lndudea:aR.-3D ara'Dhtts''. RKxa $44,200 7 GeotechnicalFood Service Speedle $12,600 80 Terracoft. 80 Envifonmehtal Ha2ardous Mudy L • -.V’ ;■ ■ ■ 88.700 8465,851 i. ------—l_-J01AL '...r , ; , ,l *8i.au8j92a Jfifoul B.i.driljKl4|.»1669.9S

Additional Servlces'lncludedr. . lolal

Inctujdedln Base •. dvA/LSW/Pop. _ , Populous 862,000, .80 FF8E assistance, selection, specification LSW $93,390 Sroadcasl Sound System Dibble $1,200 Water flow test --.v:/....;:;__:_j Ir * 1 ' . . ___ _ :...... :: n- -.total L ..-$166,690 Relmbursables ' , . u. . • . Total ■V; TravelPrinting. Courier, etc. ’ „ 10lrlpsal81250/lrip . u810,000$12,500

—TotalZ-.l .. - .'-r'.-rii-.: I.;-.::....- - .. . Contract No. 2018-078-COS Eihlbit A Page 34 oM07 PROGRAMMINQ;CONCEP,TiANm^Bl7f/AS8E8SMEl ■ ;r. SG<3MSD¥l3ETSir.^DjDMllflP.lSfflEMENirS ‘.:Vc RHAS^2rCONCERTaSl9B ■

Task LABOR HOURS Task Oescripton

Sr.Ciaphic Designer Director QA70C Designer Designer Admin Sr. Project Sr, Project Sr. Design Sr. Arch. Sr Projecl Architect Project Architect Sr, Planner Arch. Designer Senior Spccilier 2M per hr. 2S0 net hi. 250 per hr. 310 oerhr. 235 per hr. ■w 40’ .20^ SO '30 ■90, .557 liado.. 25000J '■ii.60.1 .'send'-. '5109^ i 1 ■ I ^ . too .. IIYS^ . . 40<. 30 80 30 50 ... ., ^ ^ . ' 2.}. - - . ‘ to> LLinnfin , 30 ■.■..7050 . 60 25 . •' ft,' 35 IS 7500 25000 15000 9300 6250 8250 8000 7050 9600 5000 5425 * SchemaPC Design 1650 BO; ->90 :.‘i2^. ■•110 ■45. .8.. ;.io. ■ J 108,025 12500 “1 ■-.13200. 15000.:. -ee-«. -$15l,7(tt:-. 3 1 Design Devdopmenl i ,« ,25 ^ 4 30 30 20 20 80 95 0 80 no rwm ^ .225001 . . . 12375 - co-re. ■ 15 7500 27500 7500 6200 5000 13200 19000 0 9600 3000 0 1650 DU ,.1U 10; -«?« J10Q ISO irtm' rrrvr • JLl bi. ' ,U ■ “ , . U • n .• ! F«MI,^fese„,nen.T«k5B 3S 40 40 20 15 30 40 10 45 ‘ « ' 30 •’ '0 20 8 - ■ . « • • nrtm' ■ , * 8750 10000 10000 6200 3750 4950 nnnn 21W i4nn 3irvi &9D S6S.380 0 0 0 0 Q 0 0 0 0 ° 0 0 ° 0 ° D g g g 0 g g g SO 199 520 100 95 405 155 71 ..4y/bU:. C130000!! rrsTsoorr: rreffioor: :T45375r!: ..67000IT rr48fioor: „29000" -..24025’?: “7810TT “*862.885’T: L.. 25000 , •j. 22325- Contract No. 2018-078-COS Exhibit A Page 35 of 107 .LSW Engineers o ARIZONA, INCORPORATED

June 14, 2018

DWL Architects + Planners, Inc. 2333 N Central Ave Phoenix, AZ 85004

Attn; Steve Rao

Re: Scottsdale Stadium Multi-use Event Center Improvements Phase 1 LSW Proposal No. PR2018-221, Rev-02

Dear Mr. Rao:

We are pleased to offer our engineering services for improvements to the Scottsdale Stadium in downtown Scottsdale, Arizona.

PROJECT UNDERSTANDING

This project overall is understood to have a construction cost of approximately $43.5M and includes the scope outlined in the RFQ dated 26 March 2018 as follows:

PHASE 1

1. Clubhouse. A new approximately 32,000 ft^ two-level clubhouse will be constructed including training areas, weight room, laundry, kitchen and multi­ use/dining room. Our scope includes full MEP design, fire alarm and protection, A/V, data. Wifi, access control and camera surveillance.

2. Main Entry Plaza and Parking. The approximately 60,000 ft^ of exterior main entry and parking lot areas will be upgraded. Our scope includes lighting, miscellaneous power. Wifi, and infrastructure to support multi-use functions (portable power connections).

3. Press and Admin Level Design Directives. These include remodel of 9,000 ft^ and the addition of 1,750 ft^ Our scope includes full MEP design, and fire alarm and protection, A/V, data. Wifi, access control and camera surveillance. Design work for upgrades to the broadcast sounds system under this item is performed primarily by Jeremiah Associates, our Sub-consultant.

4. Right Field Charros Shade Structures and Restrooms. The existing Charros area will be redeveloped with new shade structures. Three new concessions platforms will be added. The existing restroom with be updated and expanded. Our scope includes lighting, miscellaneous power. Wifi, and concessions infrastructure (power/water/data).

2333 W Northern Ave, #9 . Phoenix, Arizona 85021-9334 . Telephone 602.249.1320 . Facsimile 602.336.3276 Contract No. 2018-078-COS Exhibit A Page 36 of 107 DWL Architects + Planners, Inc. LSW Proposal No. PR2018-221, Rev-02 o June 14, 2018 Page 2

5. Facility Wide Maintenance and Code Issues and Upgrades.

a. New sound system throughout stadium. Design work for this item is performed primarily by Jeremiah Associates, our Sub-consultant.

b. Wifi throughout stadium.

c. Replace all existing packaged AC units throughout stadium.

d. Storm water lift stations and piping at dugouts (electric power only).

e. Distribution antennae system (DAS) for public safety.

f. Replace restroom sinks with wash stations.

g. EMS upgrades to new City Standards.

h. Coordination of infrastructure for new point of sale (POS) system.

I. Camera surveillance / access control for stadium exterior doors and new clubhouse.

PHASE 2

6. Left Field/Berm and Deck. Up to 20 new concessions platforms will be added. Our scope includes lighting, miscellaneous power. Wifi, and concessions infrastructure (power/water/data).

7. Left Field Expanded Plaza Area. Our scope includes lighting, miscellaneous power. Wifi, and infrastructure to support multi-use functions (portable power connections).

8. Left Field New Restroom Building. A new approximately 3,000 ft\ two-level restroom and concessions building will be constructed. Our scope includes full MEP design, and fire alarm and protection.

9. Left Field/Terraces. The existing pavilion building will be demolished and a new group area will be constructed. Our scope includes lighting, miscellaneous power, and Wifi.

10. Seating Bowl Design Directives. These include a new 3,000 ft^ of conditioned multi­ use space and new portable concessions locations. Our scope includes full MEP design, and fire alarm and protection, A/V, data, and Wifi.

11. Seating Bowl Shade Structure. Our scope includes lighting and Wifi.

12. Broadcast Truck Docking Station. Our scope includes portable power and data connections. Contract No. 2018-078-COS Exhibit A Page 37 of 107 DWL Architects + Planners, Inc. LSW Proposal No. PR2018-221, Rev-02 o June 14, 2018 Page 3

Our mechanical, plumbing, electrical, and technology engineering services for this project will consist of the following. Services not indicated below are considered outside of our basic scope and will be provided upon request as an additional service.

It is our understanding that the design of this project will include deliverables as defined below. The design duration for this phase of the project is understood to be nine months.

Task 1 - Site Investigation

1. Site investigation to observe the systems associated with this project (site investigation is limited to accessible areas only).

Task 2 - Existing Site Utility Explorations & Assessment of Capacitv/Condition

1. Site investigation and reporting on the existing mechanical, plumbing, electrical, fire alarm, fire protection, and low voltage systems (Sound, AV, IT, CCTV, and Access Control) within the existing Stadium and including those items in the Facility Wide Upgrades scope. Our investigation includes assessing the existing system capacities, condition, expected remaining life, and review of the existing installation relative to current codes and standards. This scope includes a report of our findings and recommended remediation.

Task 3 - Phase I Programming / Conceptual Design

2. Assist the architectural design team with the engineering systems space requirements for Phase 1 in the development of the program and concepts.

3. Written narrative describing the engineering systems intended for Phase I of this project.

4. Assist the Owner and Design-build team in developing scope of work recommendations for the Facility Wide Upgrades.

Task 4 - Phase II Programming / Conceptual Design

5. Assist the architectural design team with the engineering systems space requirements for Phase II in the development of the program and concepts.

6. Written narrative describing the engineering systems intended for Phase II of this project. Contract No. 2018-078-COS Exhibit A Page 38 of 107 DWL Architects + Planners, Inc. LSW Proposal No. PR2018-221, Rev-02 o June 14, 2018 Page 4

Task 5 - Phase I Construction Documents (CD'sJ

1. Prepare conduction documents for the Phase I scope items. The task is comprised of two components, identified as follows:

a. Task 5a includes the Clubhouse, Main Entry Plaza and Parking, Press and Admin Level Design Directives, and Right Field Charros Shade Structures and Restrooms

b. Task 5b includes the Facility Wide Maintenance and Code Issues and Upgrades as listed in Task 2 DWL cover letter.

2. The following milestones are anticipated:

a. Site Plan/Design Review Board Submittal

1) Plans depicting new site electrical equipment and site lighting layout with photometric calculations. 2) Lighting fixture cut sheets for review.

b. Schematic Design

1) Basic schematic level design drawing showing the engineering systems intended for this project. 2) Written narrative describing the engineering systems intended for this project. Assisting the architectural design team with the engineering systems space requirements in the development of the schematic building floor plan.

Design Development

Design development drawings showing all main engineering systems equipment locations and sizes. Equipment weights will be shown as needed for the Structural Engineer. 2) Engineering systems equipment cut sheets for review. 3) Routing of mechanical duct mains. 4) Mechanical zoning layout and thermostat locations for review. 5) Routing of main plumbing utilities and invert elevations as needed for the Civil Engineer. Assist the architectural design team in the development of the ceiling plan. 7) Routing of cable tray. 8) Routing of site electrical and technology duct banks.

d. Construction Documents

1) Completion of the engineering design drawings. Contract No. 2018-078-COS Exhibit A Page 39 of 107 DWL Architects + Planners, Inc. LSW Proposal No. PR2018-221, Rev-02 o June 14, 2018 Page 5

2) Completion of the engineering specifications.

SCOPE OF WORK

Mechanical

The mechanical scope for this project is anticipated to include:

1. Complete heating, cooling, and ventilation load calculations.

2. Design of the mechanical HVAC system, and all associated ductwork, air distribution, condensate piping, and controls.

3. Design of dedicated split system DX cooling in MDF/IDF and elevator machine rooms, including piping and controls.

4. Designs of restroom exhaust systems, and all associated ductwork, exhaust inlets, and controls.

5. Design of the kitchen hood exhaust and make-up air systems. The kitchen exhaust hoods and air flow requirements are sized, selected, and sealed by your Kitchen Consultant.

Plumbing

The plumbing scope for this project is anticipated to include:

1. Selection of plumbing fixtures as located on the Architectural plans and the sizing and routing of the associated domestic cold/hot water and the waste and vent piping for these fixtures to 5'-0" beyond the building perimeter.

2. Sizing and selection of the domestic water heater system.

3. Sizing and routing of the domestic cold/hot water and the waste and vent piping for the kitchen equipment. The kitchen equipment and utility requirements are provided by your Kitchen Consultant. A grease interceptor and grease waste piping will be sized and located to connect to the required fixtures.

4. Sizing and routing of the domestic cold/hot water and the waste and vent piping for the laundry equipment. The laundry equipment and utility requirements are provided by your Laundry Consultant.

5. Sizing and routing of the roof primary drains, overflow drains and associated drain piping to 5'-0" beyond the building perimeter. The roof plan and locations of the roof primary/overflow drains are provided by your office.

6. Sizing and routing of the natural gas piping for connection to the gas appliances from the gas meter. Contract No. 2018-078-COS Exhibit A Page 40 of 107 DWL Architects + Planners, Inc. LSW Proposal No. PR2018-221, Rev-02 o June 14, 2018 Page 6

7. Water use calculations as required by the City for permitting.

Electrical

The electrical scope for this project is anticipated to include:

1. Design of the electrical power distribution for this project, including connection to the equipment, receptacles, lighting, and Owner equipment. Our design includes coordination with the local power utility company, sizing and location of the main service entrance section and distribution switchgear to the extent that new electric service or upgrades to existing electrical services is deemed necessary.

2. General Lighting: Our design includes selection of lighting fixtures, locating the lighting fixtures and the associated switching/control of the lighting systems.

3. Lighting system illumination and energy compliance calculations for lighting fixtures selected by LSW are included if required by the local jurisdiction.

4. Site Lighting: Our design includes the overall site lighting, including exterior building mounted lighting, walkway lighting, and parking area lighting.

Technology Systems

The technology scope for this project is anticipated to include:

1. Site Design: Our design includes intended conduit and/or duct bank routing, manhole/vault layout, and building entrance locations.

2. Passive Network Cabling: Our design service includes cabling system design from outlet locations to the Main Equipment Room (MER) or Telecommunications Room (TR), cable support and pathway system, and outside plant fiber optic and multiple pair copper cabling. Specification of network electronics (network routers, switches, etc.) is not included in our scope.

3. Buildout of the MER/TR Rooms: Our design includes room/rack layout, cable support and pathway system, telecommunication grounding, passive component rack layouts, and coordination of active network components (as provided by the Owner IT department).

4. CATV Distribution: Our design service includes community antenna television distribution design, including coax cabling to the termination point in the MER/TR Rooms and specifications for distribution electronics (transceivers, amplifiers, etc.).

5. Intercommunication System: Our design service includes the building paging and/or mass communication system, including specifications for the electronic equipment, including distribution amplifiers, input/output modules, phone interface modules, microphones, and speakers. Contract No. 2018-078-COS Exhibit A Page 41 of 107 DWL Architects + Planners, Inc. LSW Proposal No. PR2018-221, Rev-02 o June 14, 2018 Page 7

6. A/V Systems: Our design includes design of meeting and multi-use area audio/visual systems.

7. Access Control/Security System: Our design service includes the access control, intrusion detection, card reader, door monitoring, door control, motion sensor, duress systems, and associated control panels. The door hardware will be specified by the Architect.

8. Camera Surveillance: Our design includes camera layout and associated cabling and pathways, camera specification, and video recording requirements.

9. Distributed Antenna System (DAS): Our design includes the layout and specification of the DAS including head end equipment, antenna locations, and conduit/cable routing for public safety and mobile carrier requirements as coordinated with the selected DAS vendor (selected by the General Contractor).

10. Broadcast and sound system throughout the Stadium: LSW will utilize an Audio- Visual sub-consultant for design of these systems and provide any MEPT infrastructure required to support those systems.

Fire Sprinkler

The fire sprinkler scope for this project is anticipated to include:

1. Performance based specification addressing the fire sprinkler system design for bidding purposes. The installation drawings (including detailed piping drawings and calculations) will be a deferred submittal by the Fire Sprinkler Contractor.

Fire Alarm

The fire alarm scope for this project is anticipated to include:

1. Performance based fire alarm system design for bidding purposes, including device placement, a typical riser diagram, and specifications. The installation drawings (including detailed wiring diagrams, load calculations, voltage drop calculations, etc.) will be a deferred submittal by the Fire Alarm Contractor.

GENERAL

Our scope will include the following general engineering services for the project:

1. Attend up nine (9) meetings during the design phase of this project.

2. Design services associated with attaining LEED v4 Gold certification for the new Clubhouse only, including:

a. Mechanical and plumbing LEED prerequisites.

b. Preparation of the proposed and baseline building energy models. Contract No. 2018-078-COS Exhibit A Page 42 of 107 DWL Architects + Planners, Inc. LSW Proposal No. PR2018-221, Rev-02 o June 14, 2018 Page 8

c. Assistance with input for non-MEP credits.

d. Complete applicable on-line mechanical, plumbing, and electrical forms.

e. Fundamental commissioning and verification is understood to be provided by the City contracted third party commissioning agent.

3. Design using Revit. Our Revit design includes uploads of our model on a bi-weekly basis. It is anticipated that we will receive a "frozen" architectural model background 14 days before each milestone deliverable.

4. Provide one final set of signed and sealed drawings in electronic portable document format (PDF).

5. Provide one final set of signed and sealed specifications in electronic portable document format (PDF).

PROFESSIONAL FEE

Our fee for the work outlined above is an Houriv-not-to-exceed (HNTE) aggregate limit of $680,330. These are broken out by task for your reference.

Engineering Services LSW Sound* Total Task 1 - Site Investigation 14,560 1,320 15,880 Task 2 - Existing Assessments 24,950 6,600 31,550 Task 3 - Phase 1 Programming/Concepts 23,550 2,970 26,520 Task 4 - Phase II Programming/Concepts 9,385 - 9,385 Task 5a - Phase 1 CD's 285,440 33,000 318,440 Task 5b - Facility Wide Upgrade CD's 220,800 49,500 270,300

$ 578,685 $ 93,390 $ 672,075

* Specialty Sound and Broadcast Sub-consultant Allowance

NOTE: This fee includes all travel expenses incurred within the metropolitan Phoenix area. Travel outside the metropolitan Phoenix area will be billed as a reimbursable expense, including, but not limited to, travel, rentals, meals, lodging, and reasonable incidental expenses.

This fee does not include plotting or printing of sets of our drawings or other discipline's drawings for interprofessional coordination or distribution.

This fee is quoted on a lump sum basis. The breakdown of the fee into phases or tasks is for your convenience. The fee will be billed 100% at the end of the project, unless the scope of the project is changed by written agreement. Contract No. 2018-078-COS Exhibit A Page 43 of 107 DWL Architects + Planners, Inc. LSW Proposal No. PR2018-221, Rev-02 o June 14, 2018 Page 9

CLIENT SERVICES

Services requested of the Client and/or Owner includes the following:

1. Provide the following as required to assist us in the site investigation of existing conditions: facility access and an escort, ladders or other means to access overhead systems and equipment, and authorization for the use of cameras.

2. Provide copies of the existing construction documents.

3. Provide access to the building maintenance staff to answer questions.

4. Provide all connection requirements for kitchen, laundry, and Owner-provided equipment.

5. Provide a project title block and updated Revit model in a timely manner to meet the established project deliverables.

6. Provide the following building and Owner information;

a. Building Occupancy Classification.

b. Building Construction Type.

c. Building Hazard Classification.

d. Building Seismic and Risk Category.

e. Owner’s Fire Suppression Insurance Requirements.

7. Provide a PDF set of the drawings at each established deliverable.

EXCLUSIONS

1. Arc Flash Hazard Analysis

2. Construction Phase services.

3. Engineering design services associated with changes in project budget or schedule durations noted above.

4. Cost estimating.

5. Meetings or teleconference meetings beyond those listed.

6. Building Information Modeling (BIM) beyond an LOD-200 or clash-free modeling including COBie, Uniformat, MasterFormat, OmniClass, etc., input data.

7. Documenting energy code compliance of the building envelope or other systems not in our scope of services described above. Contract No. 2018-078-COS Exhibit A Page 44 of 107 DWL Architects + Planners, Inc. LSW Proposal No. PR2018-221, Rev-02 o June 14, 2018 Page 10

8. Utility company energy rebate data collection and/or submission.

9. Life cycle cost analysis.

10. Value engineering services or changes after completion of the associated design development documents.

11. Any design services caused by scope changes.

12. Commissioning services.

13. Preparation of Revit or BIM record drawings. These drawings are assumed to be provided by the Contractor.

14. Preparation of fire sprinkler record drawings which were designed by the installing Fire Sprinkler Contractor.

15. Work in relation to the delinquency or insolvency of the Contractor(s).

16. Project partnering meetings.

ADDITIONAL SERVICES

Additional services will be performed on an hourly basis at our standard billing rates or a separate fixed fee contract as determined by your firm. Our current rate structure is shown for your reference. Hourly contracted work will be invoiced based on our published LSW rate structure matching the time frame when the work is being completed.

2018: Principal $185./hour Sr. Engineer $165./ hour Engineer $140./ hour Senior Designer $120./ hour Field Observer $115./hour Designer $90./ hour CAD Operator $80./ hour Clerical $75./ hour Outside Services Our cost plus 10%

This proposal is effective for not more than 90 days.

LSW accepts the AIA C401 contract and requests that you prepare this document reflecting the terms and conditions of this proposal for our mutual execution prior to our beginning work. Contract No. 2018-078-COS Exhibit A Page 45 of 107 DWL Architects + Planners, Inc. LSW Proposal No. PR2018-221, Rev-02 o June 14, 2018 Page 11

We appreciate this opportunity and look forward to working with your firm on this project.

Regards,

LSW ENGINEERS ARIZONA, INC.

Adam J. Bagby, P.E. Vice President

AJBmj

Please indicate your acceptance of this proposal by signing and returning one copy of this letter for our files.

APPROVED; DATE:

YOUR PROJECT / REFERENCE NO.:_

F:\MKT\01 - PROPOSAL\2018\PR2018-221 - City of Scottsdale Giants Spring Training Stadium\PR2018-221 fee Scottsdale Stadium Phase 1, Rev-2.docx Contract No. 2018-078-COS Exhibit A Page 46 of 107 Fee Calculation, Long Form Date: May 22. 2018

PR2018-221 Proposal No.: Proposal Name: Scottsdale Stadium Multi-use Event Center Improvements Phase 1

Site Investigation Task ID: 1 Mechanical/Plumbing Electrical Special Systems SubTotal staff Type Hours Cost Hours Cost Hours Cost Engineer 140.00 8.0 1,120.00 8.0 1,120.00 4.0 560.00 2,800.00 120.00 24,0 2,880.00 24.0 2,880.00 8.0 960.00 6,720.00 Senior Designer Designer 90.00 24.0 2,160.00 24.0 2,160.00 8.0 720.00 5,040.00 56.0 6,160.00 6,160.00 20.0 2,240.00 Task Totals 56.0 14,560.00

Existing Assessments Task ID: 2 Mechanical/Plumbing Electrical Kate Special Systems SubTotal Staff Type Hours Cost Hours Cost Hours Cost 165.00 2.0 330,00 2.0 330.00 2.0 330.00 990.00 Senior Engineer Engineer 140.00 16.0 2,240.00 16.0 2,240.00 8.0 1,120.00 5,600.00 120.00 24.0 2,880.00 24.0 2,880.00 5,760.00 Senior Designer Designer 90.00 40.0 3,600.00 40.0 3,600.00 40.0 3,600.00 10,800.00 Clerical 75.00 8.0 600.00 8.0 600.00 8.0 600.00 1,800.00 90.0 Task Totals 9,650.00 90.0 9,650.00 58.0 5,650.00 24,950.00

Phase I Program/Concept Task ID: 3 Mechanical/Plumbing Electrical Rate Special Systems SubTotal staff Type Hours Cost Hours Cost Hours Cost 165.00 2.00 330.00 2.00 330.00 2.00 330.00 990.00 Senior Engineer Engineer 140.00 16.00 2,240.00 16.00 2,240.00 16.00 2,240.00 6,720.00 120.00 36.00 4,320.00 36.00 4,320.00 24.00 2,880.00 11,520.00 Senior Designer Designer 90.00 16.00 1,440.00 16.00 1,440.00 16.00 1,440.00 4,320.00

Task Totals 70.0 8,330.00 70.0 8,330.00 58.0 6,890.00 23,550.00

Phase II Program/Concept Task ID: 4 Mechanical/Plumbing Electrical Rate Special Systems SubTotal Staff Type Hours Cost Hours Cost Hours Cost 165.00 1.0 165.00 2.0 330.00 2.0 330.00 825.00 Senior Engineer Engineer 140.00 4.0 560.00 8.0 1,120.00 8.0 1,120.00 2,800.00 120.00 8.0 960,00 24.0 2,880.00 16.0 1,920.00 5,760.00 Senior Designer Task Totals 13.0 1,685.00 34.0 4,330.00 26.0 3,370.00 9,385.00

Phase 1 CD's 5a Mechanical/Plumbing Electrical Rate Special Systems SubTotal Staff Type Hours Cost Hours Cost Hours Cost 165.00 96.0 15,840.00 84.0 13,860.00 36.0 5,940.00 35,640.00 Senior Engineer Engineer 140.00 240.0 33,600.00 176.0 24,640.00 80.0 11,200.00 69,440.00 120.00 440.0 52,800.00 360.0 43,200.00 160.0 19,200.00 Senior Designer 115,200.00 Designer 90.00 160,0 14,400.00 160.0 14,400.00 64.0 5,760.00 34,560.00 80.00 160.0 12,800.00 160.0 12,800.00 40.0 3,200.00 28,800.00 CAD Operator Clerical 75.00 8.0 600.00 8.0 600.00 8.0 600.00 1,800.00 Task Totals 1,104.0 130,040.00 948.0 109,500.00 388.0 45,900.00 285,440.00

Facility Wide Upgrades 5b Input Hours per Observation % of Total Fee: 38.16% Mechanical/Plumbing Electrical Rate Special Systems SubTotal Staff Type Hours Cost Hours Cost Hours Cost 165.00 80.0 13,200.00 40.0 Senior Engineer 6,600.00 80.0 13,200.00 33,000.00 Engineer 140.00 120.0 16,800.00 80.0 11,200.00 120.0 16,800.00 44,800.00 120.00 240.0 28,800.00 120.0 14,400.00 160.0 19,200.00 62,400.00 Senior Designer Designer 90.00 200.0 18,000.00 160.0 14,400.00 160.0 14,400.00 46,800.00 80.00 160.0 12,800.00 120.0 9,600.00 120.0 9,600.00 32,000.00 CAD Operator Clerical 75.00 8.0 600.00 8.0 600.00 8.0 600.00 1,800.00 808.0 90,200.00 Task Totals 528.0 56,800.00 648.0 73,800.00 220,800.00

Engineering Services Grand Total 2,141.0 246,065.00 1,726.0 194,770.00 388.0 64,050.00 578,685.00 Contract No. 2018-078-COS Exhibit A Page 47 of 107

A. V. SCHWAN & ASSOCIATES CONSULTING STRUCTURAL ENGINEERS 6000 E. Thomas Road, Suite 1 Scottsdale, Arizona 85251 Phone (602) 265^331 Fax (480) 663-1788 www.avschwan.com Stephen A, Schwan, P.E., President Mo Kateeb, P. E, Associate Nathan L. Kline, P.E. Associate )une 14, 2018

Steve Rao, AIA, LEED AP President l)\Vt. .Ai'chilcrt.s + IMiiiiiier.s. liir. 2333 N.Ccnlial Avenue | I’hoeni.N, Arizona .S5004 602 264.973 1 I |•uo@dwla|•ehilects.coll1

sent via email; rao&.dwiarchitects. com

Updated Proposal: Scottsdale Ballpark Ballpark Improvements Scottsdale, AZ

Steve: Thank you for the invitation to propose Structural Engineering Services for the subject project. Proposal based on DWL letter to Hunt Construction dated June 11, 2018. Scope for the $43.5M improvements is detailed below.

Our structural design will include: A] Work out an acceptable Structural System for the buildings. B] Preparation of all required Structural drawings and details to be incorporated into the final project set, including a fully dimensioned Foundation Plan where applicable. C] Preparation of all required Structural Engineering Calculations reflecting the final design. D] Structural sections preparation of the specifications for conformance with the design. E] Complete review of all final Architectural prepared by others, with Structural drawings for Structural correctness. F] Review of shop drawings pertinent to the Structural Engineering for conformance. G] Site trips during construction as needed. Maximum of 10 site trips for phase 1 services. Site is 5 minutes from our office. H] Normal Construction Administration; shop drawings, field questions, RFls. To be included at a later date. I] Drawings to be completed with AutoCAD or Revit Structures. ]) Reimbursable’s costs are not anticipated. Contractor to provide printing for shop drawing review. All communication and shop drawing submittals will be conducted electronically.

Scottsdale Stadium - Improvements Contract No. 2018-078-COS Exhibit A Page 48 of 107

Structural Engineering and Drafting Time for SD, DP & CD:

Phase I:

1. Task 1: Site Investigations Principals; 24hr@$195/hr $4,680.00

2. Task 2: 12. Facility Assessment; Budget for SD/DD/CD

HVAC Upgrades... $4,900.00 Lift Stations/Elevator Structure Review...$2,000.00 Hand Rail... $4,000.00 Left Field Bull Pen Wall... $6,000.00 Concourse Slab Replacement... $4,800.00

3. Task 3: New Clubhouse:

Principal; 130 hr. @$195/hr. ^ $25,350.00 Project Engineer: 170 hr.@ $165/hr. ^ $28,050.00 Senior Drafting: 260 hr. @$135/hr. $35,100.00 Draftsman: 80 hr. @ $90/hr. = $7,200.00 Clerical: 6 hr. (2) $50/hr. = $300.00

Schematic Design... $14,000.00 Design Development... $23,000.00 Construction Documents... $59,000.00

9. Main Entry Plaza:

Principal; 10 hr. @$195/hr. $1,950.00 Project Engineer: 10 hr. @$165/hr. $1,650.00 E.I.T.: 0 hr. @ $95/hr. = $0.00 Senior Drafting: 15 hr. @ $135/hr. = $2,050.00 Draftsman: 10 hr. @$90/hr. = $900.00

Schematic Design... $1,100.00 Design Development... $2,200.00 Construction Documents... $3,250.00

7. Press & Admin Level:

Scottsdale Stadium - Improvements Contract No. 2018-078-COS Exhibit A Page 49 of 107

Principal; 25 hr. $4,875.00 Project Engineer: 47 hr. $7,755.00 E.I.T.: 22 hr. $2,090.00 Senior Drafting: 50 hr. $6,750.00 Draftsman: 30 hr. $2,700.00 Clerical: 2 hr. $100.00

Schematic Design... $3,200.00 Design Development... $6,600.00 Construction Documents... $14,470.00

5. Charros Improvements:

Principal; 50 hr. @$195/hr. $9,750.00 Project Engineer; 70 hr. @$165/hr. $11,550.00 Senior Drafting: 40 hr. @$135/hr. $5,400.00 Draftsman: 20 hr. (S) $90/hr. $1,800.00

Schematic Design... $2,800.00 Design Development... $4,800.00 Construction Documents... $20,900.00

PHASE 2:

4. Task 4: Phase II Programing only. Excludes SD/DD/CD/CA:

1. Left field/Berm-Deck & Left Field Plaza:

Program ing... 20hr@$l 95/h r $3,900.00

2. Left Field Expanded Plaza Area:

Programing... 14.5hr@$195/hr $2,828.00

3. Left Field Restroom Building:

Programing...8hr@$195/hr 1,560.00

4. Left Field Terraces:

Programing...4hr@$195/hr $780.00

6. Seating Bowl Directives:

Scottsdale Stadium - Improvements Contract No. 2018-078-COS Exhibit A Page 50 of 107

Programing...22hr@$l 95/hr $4,290.00

8. Seating Bowl Shade Structure:

Programing...9hr@$195 $1,755.00

11. Broadcast Station: NA

5. Task 5: Phase 2 SD, DD, CD & CA: Future/NIC

Each of the aforementioned services to be performed to our interpretation of the structural provisions to City of Scottsdale, [2012 IBC] and the Structural Design Standards of the materials used.

Special Structural Inspection, as required by the IBC, will be additional services and is not included in this proposal. A proposal can be generated once the scope of work is clearly defined.

Billing for all services will be monthly with payment due Net 30 days.

If this proposal meets with your approval, please sign below and return to our office.

Respectfully submitted.

Stephen A. S, President

ACCEPTED this, day of ^2018 by______

Scottsdale Stadium - Improvements Contract No. 2018-078-COS Exhibit A 7878 North 16*^ Str*^|e 51 of 107 Suite 300 Phoenix, Arizona 85020 Dibble p 602.957.1155 Engineering' www.dibblecorp.com Phoenix-T ucson-Goodyear-Denver

June 14, 2018

Steve Rao, AIA, LEED AP DWL Architects + Planners 233 North Central Avenue Phoenix, Arizona 85004

RE: Scottsdale Stadium - Phase I & II Northeast Corner of Drinkwater Boulevard & Osborn Road in Scottsdale, Arizona Survey & Civil Engineering Services Proposal

Steve,

Thank you for the opportunity to submit this proposal to provide survey and civil engineering services. This proposal has been prepared based on our understanding of the project as described in the Project Understanding and Scope of Work sections. We look forward to partnering with your team for a successful project.

PROJECT UNDERSTANDING: Project summary • This project is Phases I and II of the improvements to the Scottsdale Stadium per the attached exhibit provided by DWL Architect & Planners • The Stadium Improvements include the Left Field Berm & Deck; Left Field Expanded Plaza Area; Left Field New Restroom Building; Right Field Charros/Restrooms; Seating Bowl Design; Press & Administration; Seating Bowl Shade; Main Entry Plaza/Parking; Clubhouse/Event Center; Broadcast truck Dock; Facility Wide Code & Systems Upgrade • The civil scope of work also includes civil infrastructure for dumpsters; storm water lift stations for dugouts; coordination with City of Scottsdale utilities (water, sewer & storm drain); infrastructure investigation (water, sewer & storm drain) • The offsets are fully developed and no off-site improvements are anticipated as a part of this project

Grading & Drainage • The existing site is fully developed and it is anticipated that this project will maintain exiting retention facilities and/or replace those that are displaced by this project. It is not anticipated that the storm water retention requirements for the site will change as the site is fully developed

Existing/proposed utilities: • It is anticipated that existing on-site utilities will be reused as a part of this project • It is anticipated that some on-site utilities may need to be relocated or replaced as a part of this project • It is not anticipated that this project will require any off-site utility improvements

Adjacent roadway infrastructure: • Adjacent roadways are fully improved and therefore there are no expected off-site roadway improvements

Parcel summary • The parcel(s) making up this project are all owned by the City of Scottsdale and no lot combinations or additional easements are expected Contract No. 2018-078-COS Exhibit A Steve Rao Page 52 of 107 DWL Architects & Planners June 14, 2018 Page 2

CONDITIONS: • Architect will provide electronic files (AutoCAD) of the proposed site and building improvements for use as the basis of the civil design • The Client will provide a Geotechnical Report with recommendations for pavement sections and percolation rates to complete the civil design for this project • Submittals will be made via pdf documents and printing if required will be done by others or reimbursed at cost to Dibble Engineering • Submittal and review fees will be paid by Owner/Architect at the time of submittal • Client will provide a current Title Report including Schedule 'B' items • Meetings and construction phase site observation are per the Meetings section of the below Scope of Services

DESIGN STANDARDS/PERMITTING AGENCY Design will conform to the following Authorities Having Jurisdiction (AHJ). • City of Scottsdale Design will be reviewed and permitted by the following AHJ(s) • City of Scottsdale

SCHEDULE: • Dibble Engineering is prepared to begin immediately and will conform to the project schedule as stipulated by the Owner/Architect

SCOPE OF SERVICES: TASKl 1.0 Survey Services 1.1 Topographic Survey Project Control Dibble Engineering will perform Project Control Survey services including: • Dibble Engineering will set the project control for the site • Basis of Elevation: Elevations shall be tied to the City of Scottsdale datum • Basis of Coordinates: Coordinates (Northing and Easting) shall be based upon the City of Scottsdale datum

Topographic Survey & Basemap Preparation Dibble Engineering will perform Topographic Survey & Basemap services including: • Prepare design ready AutoCAD base file including existing utilities and existing site features based on available utility as-built and quarter section drawings as well as conventional topographic survey. Limits of survey are per the attached exhibit. • Aerial survey sub-consultant will perform aerial mapping at a scale of 1" = 20' with 0.5' contours to be included in the topographic survey and provide a color ortho photograph

TASK 2 2.0 Facility Assessment Phase • Assess requirements for storm water lift stations at dugouts • Assess availability of water sewer & storm water systems to serve the new Phase I & Phase II facilities • Coordination with Owner, Contractor, Architect & Plumbing Engineer • Meetings {estimate 2 meetings) Contract No. 2018-078-COS Exhibit A Steve Rao Page 53 of 107 DWL Architects & Planners June 14, 2018 Page 3

TASK 3 3.0 Programing & Concept Design Phase I • Assist the Design/Build Team in development of the conceptual plans for the following elements o New Clubhouse o Main Entry Plaza & Parking o Right Field Charros Shade Structures & Restrooms • Coordination with Owner, Contractor, Architect, Plumbing Engineer & Landscape Architect • Meetings (estimate 3 meetings)

TASK 4 4.0 Programing & Concept Design Phase II • Assist the Design/Build Team in development of the conceptual plans for the following elements o Left Field/Berm and Deck o Left Field Expanded Plaza Area o Left Field New Restroom Building o Left Field Terraces o Seating Bowl Design o Broadcast Truck Docking Station • Coordination with Owner, Contractor, Architect, Plumbing Engineer & Landscape Architect • Meetings (estimate 6 meetings)

TASK 5 (including items from Tasks 2, 3 ) 5.0 Schematic Design Phase 5.1 Pre-Application / Preliminary Site Plan Dibble Engineering will perform Pre-Application / Preliminary Site Plan services including: • Assist the Architect in development of the site plan • Prepare a preliminary grading and drainage plan illustrating the following: Existing contours Grades on adjacent top of curb Proposed site grading with spot elevations, flow arrows, and finish floor elevation Proposed size and depth of retention area(s) and underground retention Retention calculations to support the information provided above • Meetings (estimate 3 meetings)

5.2 Design Review Dibble Engineering will perform Design Review services including: • Assist the Architect with the refinement of the site plan • Prepare a preliminary grading and drainage plan illustrating the following: Update of the grading plan submitted for the pre-application addressing any comments Addition of all required information for the design review submittal • Meetings (estimate 3 meetings)

5.3 Schematic Design Documents Dibble Engineering will prepare Schematic Design documents including: • Develop on-site plans including site demolition plan, civil site plan, grading & drainage plan and utility plan • Develop design of horizontal control of the site elements of the project including walls, hardscape, drives, and drainage features • Develop design of water, sewer, and fire protection services • Develop design of storm water conveyance and retention/detention facilities • Develop draft drainage statement for the site for inclusion on the civil cover sheet Contract No. 2018-078-COS Exhibit A Steve Rao Page 54 of 107 DWL Architects & Planners June 14, 2018 Page 4

• Coordinate dry utilities by acquiring design plans from design team and illustrating dry utility alignment on civil plans, for reference only • Coordination with Owner, Contractor, Architect, Plumbing Engineer & Landscape Architect • Meetings (estimate 8 meetings)

6.0 Design Development Phase 6.1 Design Development Documents Dibble Engineering will prepare Design Development documents including: • Refine on-site plans including site demolition plan, civil site plan, grading & drainage plan, utility plan, cross sections and details • Refine design of horizontal control and vertical design & control of the site elements of the project including walls, hardscape, drives, and drainage features • Refine design of water, sewer, and fire protection services • Refine design of storm water conveyance and retention/detention facilities • Refine draft drainage statement for the site for inclusion on the civil cover sheet • Coordinate dry utilities by acquiring design plans from design team and illustrating dry utility alignment on civil plans, for reference only • Coordination with Owner, Contractor, Architect, Plumbing Engineer & Landscape Architect • Meetings (estimate 8 meetings)

7.0 Construction Document Phase 7.1 Construction Documents Dibble Engineering will prepare Construction Documents including: • Finalize on-site plans including site demolition plan, civil site plan, grading & drainage plan, utility plan, cross sections and details • Finalize design of horizontal control and vertical design & control of the site elements of the project including walls, hardscape, drives, and drainage features • Finalize the design of water, sewer, and fire protection services • Finalize design of storm water conveyance and retention/detention facilities • Prepare final drainage statement for the site for inclusion on the civil cover sheet • Coordinate dry utilities by acquiring design plans from design team and illustrating dry utility alignment on civil plans, for reference only • Coordination with Owner, Contractor, Architect, Plumbing Engineer & Landscape Architect • Meetings (estimate 10 meetings)

7.2 Storm Water Management Plan Dibble Engineering will prepare a Storm Water Management Plan including: • Research and prepare an NOI (Notice of Intent) for ADEQ (Arizona Department of Environmental Quality) • Prepare the SWMP (Storm Water Management Plan) in cooperation with the Contractor meeting the requirements of ADEQ and the City of Scottsdale • Assist the Contractor in submitting the SWMP/NOI to and coordinate with ADEQ and the City of Scottsdale

8.0 Bid apermitting Phase Services 8.1 Bidding/Permitting Dibble Engineering will perform Bidding/Permitting services including: • Coordinate City of Scottsdale provided civil review comments and meet with staff to resolve civil comments • Respond/address City of Scottsdale civil comments • Prepare civil permit resubmittal Contract No. 2018-078-COS Exhibit A Steve Rao Page 55 of 107 DWL Architects & Pianners June 14, 2018 Page 5

• Assist Owner/Contractor/Architect in acquiring civil construction permits • Respond to bidding Contractor/Sub-Contractor civil related questions and incorporate required plan modifications into the City of Scottsdale resubmittal plan set • Meetings (estimate 2 meetings)

ALLOWANCE/SUB-CONSULTANTS 9.0 Fire Flow Test (allowance) • Fire flow test for building fire flow calculations (preliminary design phase)

10.0 Additional Survey • Additional field survey of critical areas • Coordination with design/build team for locations of critical areas

11.0 ALTA/NSPS Land Title Survey Dibble Engineering will perform ALTA/NSPS Land Title Survey services including: • Dibble Engineering will prepare an ALTA/NSPS Land Title Survey in accordance with the 2016 Minimum Standard Detail Requirements for ALTA/NSPS Land Title Surveys sealed by an Arizona Registered Professional Land Surveyor • This survey will include all or portions of parcels 130-24-001A, 130-24-001D, 130-24-002C, 130-24- 003D and 130-24-003E • Included Optional Table A Items 2, 3, 4, 5, 6a, 7a, 9,11, 15 & 16. • Perform field work to acquire the necessary data • Prepare design ready AutoCAD base file including the field survey of the project area, property boundaries, existing utilities based on information from the field survey and available utility as-built information

EXCLUSIONS: Unless noted otherwise within the Scope of Services the following services are excluded from this proposal Cost of permits or fees Survey Services including: Re-plat/Lot Combinations, legal descriptions & exhibits Traffic Study/Traffic impact analysis/ design Roadway signing & striping design Sub-surface exploration (utility pot-holing) Environmental investigations/Geotechnical investigation Pavement section design & percolation tests (To be provided by Geotechnical Engineer) Design of off-site/public street, sidewalk, water, or sewer improvements except as noted in this proposal Eloodplain analysis/modification/permitting, 404 permitting, off-site hydrology/hydraulics study Electrical design, natural gas design, structural design including walls, landscaping and irrigation design Construction staking/Construction inspection As-built survey/Certification of finish floor elevation Public participation

FEES; Contract No. 2018-078-COS Exhibit A Steve Rao Page 56 of 107 DWL Architects & Planners June 14, 2018 Page 6

TASKl 1.0 Survey Services 1.1 Topographic Survey (including aerial mapping) $16,972

TASK 2 2.0 Facility Assessment Phase 2.1 Facility Assessment $11,966 TASK 3 3.0 Programing & Conceptual Design Phase I 3.1 Conceptual Design $16,322

TASK 4 4.0 Programing & Conceptual Design Phase II 4.1 Conceptual Design $22,460

TASK 5 (Items from Tasks 2, 3 & 4) 5.0 Schematic Design Phase 5.1 Pre-App/Preliminary Site Plan $19,876 5.2 Design Review $26,558 5.3 Schematic Design Documents $36,370 6.0 Design Development Phase 6.1 Design Development Documents $77,666 7.0 Construction Document Phase 7.1 Construction Documents $89,592 7.2 Storm Water Management Plan $5,228 8.0 Bid & Permitting Phase Services 8.1 Bidding/Permitting $25,492 For the services described above Lump Sum Fee $348,562

ALLOWANCES 9.0 Fire Flow test $1,200 10.0 Additional Survey $11,832 11.0 ALTA/NSPS Land Title Survey $6,844

STANDARD BILLING RATES (January 1, 2018) Project Manager 187.00 QA/QC Manager 182.00 Project Engineer (PE) 160.00 Assistant Project Engineer (EIT) 130.00 Designer 116.00 Land Surveyor (RLS) 150.00 Survey Technician 96.00 Survey Crew 185.00 Administrative Assistant 79.00 Contract No. 2018-078-COS Exhibit A Steve Rao Page 57 of 107 DWL Architects & Planners June 14, 2018 Page 7

ADDITIONAL SERVICES: If the Consultant/Engineer is required to perform services in addition to those outlined in the Scope of Work, by reason of substantial changes ordered by the Owner or Architect or for any reason beyond the Consultant's/Engineer's control, they are to receive compensation for such services. Compensation for additional services not included in the Scope of Work for the basic services shall be based on time expended. Additional services must be approved by the Owner prior to the start of such work.

Invoices will be submitted monthly based on the percentage of the survey and civil engineering services that are complete. These invoices will be due and payable upon receipt and will be considered past due if not paid within seven days after Client's receipt of payment from the Owner.

If you have any questions, please feel free to call us at (602) 957-1155.

Sincerely, Dibble Engineering

Kent E. Norcross, PE Vice President, Land Development

If this proposal including the attached back-up documents is acceptable, please so indicate by signing and dating below. The return of this signed document shall serve as our notice to proceed with this project.

Name (Print), Title

Signature Date DWL Architects + Planners Contract No. 2018-078-COS Exhibit A Steve Rao Page 58 of 107 DWL Architects & Planners June 14, 2018 Pages

Project Area

PHASE I AND MASTER PLAN

HOW,.PHASE , relates TO OTHER AREAS OF STADIUM AND MASTER tit'" piJa n

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l]*NOSCA I SRA;DE elements

► materials

. (O PROJECT » eOLORS ^ AREA

► FORMS

lit! ."’tS.f'Si'trj'": * ’V!:~3 Contract No. 2018-078-COS Exhibit A Steve Rao Page 59 of 107 DWL Architects & Planners June 14, 2018 Page 9

Limits of Survey

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&14‘2018 6'5il9AM Coptracf No. 2018-078-COS Exhibit A Page 60 of 107

SURVEY,;";" .'.'MANACEft'.’: SURVETORIRis) -TECHNldANi' Scottsdale Stadium ' ., QAyoc;' - iENC[NEER[PE]iiPROJECT' ' - ’^ST-PHOJ.;" • . LANO'"i ■ ' ' SURVEY'"' ■ r------ADMIN,".I ' • .•.ASSl'sTAMT . .. ! fee Proposal WCIN£EH(lfn'. . , . , . . .DKtGNERl...... • CREw:.;i.,. , . DIBBLE ENGINEERING . ' 'fEE 1 HOURS.. : ;Sia7.oo:-.T. i.. :SlB2.00.' . ... ! .tSiMJO,. . • - .r.-SlU.00-'. . u . SlSO.00 • ' . '■>•‘•■-'■$96.00 - . / *• .... SU5.00j :^.■.$79.ootr^. r

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Concept Design . ling & Concept Design Phase II;. ElE Schematic Design Phased Pce-AppHtacion/PrelifTiinarYSitePUn:' .

Schematic Design Documents

Design Development Docum. - -

Construction Docun

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ALIQWANCE/SUB-CONSULTAWTS BREAKDOWN BV PHASE

Additional Survey. big A Concept Design Pt ALTA/NSPE land Title Survey . trig & Concept Design Phase II Aerial Maying $6,500 Schematic Design Phase. (Aarial Mapping Including In tc Design Development Phase . Construction Document Phase' . eU & Permitting Phase Services ■

LUMP SUM TOTAL- AUOWANCE/SUB

-TOTAL COWTRACT t: $36alM

XI1SOS23 bM4a Pm M»r> 4s Contract No. 2018-078-COS Exhibit A Page 61 of 107 • A • TTY LOGANSIMPSON

June 12, 2018 REVISED 6/14/2018

Steve Rao, AIA, LEED AP President DWL Architects + Planners, Inc. 2333 North Central Avenue Phoenix, Arizona 85004

Re: Scottsdale Stadium Multi-Use Event Center Improvements - SOUtlSSQOll Landscape Architectural Services - Phase One - Programming/Concept and Facility Assessment REVISED Scope and Fee Proposal

Dear Steve:

Based on your email yesterday with the City of Scottsdale comments, I have revised our scope and fee proposal. I have removed Alternative #1, as the City does not anticipate landscape on the Clubhouse upper level patio. Also, I have revised our fee from lump sum fixed fee to Not-To-Exceed (T&E NTE) Fee. For the submission of the City of Scottsdale Resolution 6644 (LEED GOLD) for the Clubhouse, I do not anticipate additional landscape and irrigation design services. Additional hours for completing any online LEED credit submission have been included in the 95% construction document stages of the project.

Logan Simpson is pleased to submit our scope and fee proposal for phase one of the Scottsdale Stadium Multi- Use Event Center Improvements. Our general understanding of the scope is for Logan Simpson will participate in all phase one design stages to prepare the landscape architectural documents (existing plant inventory and salvage, landscape, and irrigation plans, specifications, and estimate of probable cost) through Final 100% City of Scottsdale Permit Construction Documents. During the programming, schematic, and design development stages, it is anticipated that Logan Simpson will assist the project design team with the design of hardscape site improvements (conceptual layout of paving materials and site furnishings), which will be detailed and documented by others. It is anticipated the project will be delivered as a phased, multi-year design-build project.

I have enclosed the following requested information:

1. Exhibit 'A' - Scope and Fee Proposal 2. Exhibit 'B' - BASE PROGRAM AND SERVICES Fee Breakdown by Personnel and Tasks 3. Exhibit 'C - ALTENATIVE PROGRAM AND SERVICES Fee Breakdown by Personnel and Tasks

Once the project agreement is executed through the City of Scottsdale, this proposal shall become part of the agreement between Logan Simpson and DWL. Logan Simpson's work will be billed monthly based on a percentage of completion of each task. Please contact me if you wish to discuss this proposal or need more information. I look forward to seeing you in a project kick-off meeting next month.

Respectfully,

Jerry Moar, ASLA, LEED AP BD +C Wayne Colebank, PLA Director of Landscape Architecture Vice President/Principal Landscape Architect

51 West Third Street, Suite 450 Tempe, AZ 85281 Phone:(480)967-1343 Fax:(480) 966-9232 e-nnail: [email protected] Contract No. 2018-078-COS Exhibit A Page 62 of 107

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EXHIBIT 'A'

SCOTTSDALE STADIUM MULTI-USE EVENT CENTER IMPROVEMENTS - SOLftlSSQOll Landscape Architectural Services - Phase One - Programming/Concept and Facility Assessment REVISED Scope and Fee Proposal

PROJECT DESCRIPTION The City of Scottsdale (City) and San Francisco Giants is improving their Scottsdale Stadium Multi-Use Event Center Improvements (Project) located at Drinkwater and Osborn Road. The Project site is bounded to the south by Osborn Road, to the east by residential development, to the west by Drinkwater Boulevard and Honor Health Hospital, and on the north by Civic Center Library, Civic Center Mall and City Hall. The design and construction improvements will be delivered as a phased, multi-year project that will commence design in summer 2018 with the first phase of construction starting April 2019 through December 2019. The on-site and off-site (right-of- way) components as defined in the RFQ are as follows:

1. Left Field/Berm and Deck 2. Left Field Expanded Plaza Areas 3. Left Field New Restroom Building 4. Left Field/Terrace 5. Right Field Charros Shade Structure and Restroom 6. Seating Bowl Design Directives 7. Press and Admin Level Design Directives 8. Seating Bowl Shade Structure 9. Main Entry Plaza and Parking 10. New Clubhouse (32,000 Sf.) 11. Broadcast Truck Docking Station 12. Facility Wide Maintenance and Code issues and Upgrades

The City, San Francisco Giants, and the Project Team (Design-Build Contractor/Manager and Design Team) will work together to determine the construction phases. The construction activities will need to consider the ongoing use of the facility outside of the Spring Training season including over seeding winter grass in September and non-interruption for 's Arizona Fall League October - November along with other events and activities. The project delivery method will be design/build with a final guaranteed maximum price given by the general contractor. The total size of the project site is approximately 17.75 acres. The anticipated construction budget is approximately $60.3 million.

DESIGN SCOPE OF SERVICES BY TASKS AND PROJECT DOCUMENTATION The owner of the project is the City of Scottsdale (City) in-conjunction with the San Francisco Giants. The project scope is based on the upon the City's RFQ March 26, 2018. AECOM HUNT (HUNT) is the Design-Build Contractor/Manager for the project. Logan Simpson will be contracted with DWL Architects (DWL) who will be the prime design consultant for the "design team." DWL will be responsible for continuously providing Logan Simpson with updates to base information and services; including architectural illustrations and plans, updated engineering plans showing proposed street and parking areas, vertical and horizontal controls for site elements, structures, on- and off-site utilities, site lighting, and any other engineering data (i.e. topographic and Alta survey, flood plains, geotechnical report, soil fertility, fire flow testing, etc.). DWL and/or other design team members will be responsible for any permit fees and submittals to the City's One Stop Shop. All drawings will be developed in AutoCAD 2016 and/or Autodesk's Revit 2016/2018 for Building Information Modeling (BIM).

Logan Simpson SCOTTSDALE STADIUM MULTI-USE EVENT CENTER IMPROVEMENTS -SOL#18SQ011 June 12, 2018 SCOPE AND FEE PROPOSAL - PHASE 1 - PROGRAMMING/CONCEPT AND FACILITY ASSESSMENT REVISED: 6/14/2018 Landscape Architecture Services Page 2 of 8 Contract No. 2018-078-COS Exhibit A Page 63 of 107

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DESIGN SCOPE OF SERVICES Logan Simpson will prepare the construction documents in accordance with the most current City Design Standards and Policy Manual (DSPM); San Francisco Giants Design Guidelines, City Planning and Engineering Standards; City Supplemental Maricopa Association of Governments (MAG) Specifications and other relevant standards such as American Disability Act (ADA) and Crime Prevention through Environmental Design (CPTED). Plans will be prepared using AutoCAD, and will be shown on the DWL's plan sheet template.

Logan Simpson will be responsible for the landscape architectural design from the programming/concept development, schematic design (SD), design development (DD) stages and through the final 100% Construction Document (CD) City Permit submittal. It is anticipated that during the DD stage of the project that the illustrative design plans will be submitted for the required City Design Review Board (DRB) presentation. At each stage of design, Logan Simpson will submit their documents electronically (PDFs) to DWL for design team, FlUNT, and City stakeholder review. Logan Simpson will incorporate review comments and responses into each subsequent submittal. The following tasks and project documentation are included in the proposed scope of services. It is anticipated that all phase one design stages will be completed in 8-12 months.

Progress/Coordination Meetings (22 total) - Logan Simpson will participate in project team coordination meetings to review the status of the project, collaborate on the design, coordinate with other project disciplines, and discuss project action items and schedule. It is anticipated that there will be twenty two (22) total meetings throughout the design of the project and that all meetings will held at DWL's office or at FlUNT's office in Phoenix.

City Stakeholder Meetings (4 total) - Logan Simpson will participate in Owner/Project Stakeholder presentation or comment resolution meetings. Based on the DSPM, the meetings will include a City Pre-Application Conference; Design Review Board Presentation Meeting; a landscape presentation/coordination meeting, and a construction document permit review meeting. It is anticipated that these meetings will be held at City of Scottsdale Development Services.

Project Due Diligence and Site Visit (2 total) - During the SD stage, Logan Simpson will study the design guidelines, standards, and requirements of the project. Logan Simpson will visit the existing project facilities with the FlUNT and the design team to evaluate the existing conditions, understand overall water management and maintenance, and to review goals of the phase one improvements. During the DD stage, Logan Simpson will visit the project site to identify and evaluate the existing plant material on the project site. It is anticipated that the City will require a Native and Non-Native Preservation Plan (NPPP) for phase one permit.

City of Scottsdale Native and Non-Native Plant Preservation Plan: Logan Simpson will prepare a "City of Scottsdale Native and Non-Native Plant Preservation Plan" (NPPP) for the within the phase one limits and areas 10 feet beyond the construction limit. Logan Simpson will evaluate each existing plant material affected by construction during the “Project Due Diligence and Site Visit" described above. The vegetation inventory will provides a clear comprehensive overview and listing of plant materials, their conditions, size, and their physical location. The NPPP will allow for salvage, preservation, transplanting and/or replacement following the requirements and review process found on the City of Scottsdale Native Plant requirements and checklist.

Phase One and Two - Hardscape Design Assistance Only - As part of the Phase one SD and DD Stages of the project, Logan Simpson will assist the design team with the hardscape design and provide input on overall site sustainability and low impact design (LID) techniques that may be incorporated into the project. Overall, Logan Simpson's focus will be to integrate the landscape and/or "softscape" seamlessly with the hardscape and

Logan Simpson SCOTTSDALE STADIUM MULTI-USE EVENT CENTER IMPROVEMENTS -SOL#18SQ011 June 12, 2018 SCOPE AND FEE PROPOSAL - PHASE 1 - PROGRAMMING/CONCEPT AND FACILITY ASSESSMENT REVISED: 6/14/2018 Landscape Architecture Services Page 3 of 8 Contract No. 2018-078-COS Exhibit A Page 64 of 107

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building programs (designed by others). The programmed hardscape for phase one will focus on the following areas:

A. New Clubhouse (32,000 S.F) - concourse level, exterior patio with new shade structure, and pedestrian connectivity areas (i.e. site furnishing, concrete walkway, accent lighting), and palm tree court B. Main Entry Plaza and Parking lot (approximately 60,000 S.F) - with new gates, shade structure, shade trellis, marquee sign, palm tree accents, and pedestrian connectivity areas associated with Drinkwater and Osborn Road C. Press and Administration Level Design Directives - upgrades to press areas with new restrooms, new administration expansion (approximately 1,750 SF), minor demolition to exterior walls, new concession portable areas, D. Right Field Charros Shade Structure and Restroom - redeveloped with new shade structures on both ground level and concourse area, renovated restroom/concession building.

The programmed hardscape for phase two will focus on the following areas:

E. Left Field Berm and Deck - non fixed seat areas with new raised deck areas on the back side of the grass berm, up to 20 new concession portable areas, enhanced berm, under the deck will be storage opportunities. F. Left Field Expanded Plaza - concourse level plaza areas to improve spectator access, family friendly recreation zone G. Left Field Restrooms (3,000 S.F) - two level restroom and concession building H. Left field Terrace - new group area /. Seating Bowl Directives - new concession portables, new dormitory/access way through seating section, replacement of right field and leftfield beachers with new structured seating J. Seating Bowl Shade Structure (3,500 S.F) - metal and trellis panels K. Broadcast Truck Docking Station - new/upgraded parking area with power and data

Logan Simpson will select and layout of the hardscape components relating to the landscape (i.e. planters, planter pots, trellis, etc.). It is anticipated that DWL and/or other design team members will design the paving (color, texture, and materials), fencing and walls, bollards, shade structures, accent/security lighting, and the selection of pre-manufactured site furnishings (planter pots, benches, tables with umbrellas, trash receptacles, and bike racks). Also, it is anticipated that all site branding and logo graphics will be done by other design team members.

Phase One Landscape Design and Construction Documents - During the SD and DD stages, Logan Simpson will prepare a conceptual landscape design based on the existing site conditions to remain and the layout of on-site and right-of-way hardscape/site improvements. The landscape design will focus on the "softscape" that will be integrated into the hardscape program areas described above. Also, Logan Simpson will incorporate landscape corrections to existing landscape areas based on the required facility wide maintenance code issues and upgrades. The landscape improvements do not include any renovations or enhancements to the ballfields. Overall the landscape design approach is to provide the "Scottsdale Stadium" and a "Downtown Scottsdale" themed cohesive landscape environment with plant material that is aesthetically pleasing, seasonally colorful, and that is sustainable in the low desert, drought tolerant environment. It is anticipated that the conceptual landscape plan will be submitted to the City's as part of both the Pre-Application and the Design Review Board (DRB) Presentation Submittal.

Logan Simpson SCOTTSDALE STADIUM MULTI-USE EVENT CENTER IMPROVEMENTS -SOL#18SQ011 June 12, 2018 SCOPE AND FEE PROPOSAL - PHASE 1 - PROGRAMMING/CONCEPT AND FACILITY ASSESSMENT REVISED; 6/14/2018 Landscape Architecture Services Page 4 of 8 Contract No. 2018-078-COS Exhibit A Page 65 of 107

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Through the CD stages, the landscape plan will identify the final locations of inert groundcover for dust control and the location of salvaged and/or contractor-supplied plant materials. The plan will also include a complete plant key, materials schedule, and quantities. Logan Simpson will provide installation details for all landscape components. Logan Simpson will coordinate any grading aesthetics (i.e. berming, water harvesting swales, and retention) for integration within DWL/civil engineer's grading and drainage. Logan Simpson will coordinate the intent of landscape accent lighting with the design team's electrical designer. The site electrical construction documents depicting component layout and power service of the landscape lighting will be prepared by the DWL/Electrical Engineer.

Irrigation Design and Construction Documents - Logan Simpson will develop an irrigation design that meets the water management goals for the on-site and off-site improvements of the project. It is anticipated that the new improvements will be connected to the Scottsdale Stadium Multi-use Event Center's existing irrigation system. The irrigation design will responds to the landscape improvements (described above) and corrections to existing landscape areas based on the required facility wide maintenance code issues and upgrades. The irrigation improvements do not include any renovations or enhancements to the ballfields.

The irrigation plans will identify all necessary piping and equipment required for a fully functioning drip and spray irrigation system. In addition, the irrigation plans will identify all necessary electrical wiring details and diagrams for the system to operate. The irrigation system (water meter, backflow device, valves, etc.) will be sized and the irrigation piping will be broken down by schedule and size. Logan Simpson will provide installation details for all irrigation components. The new power source power source/controller will be coordinated with the electrical engineer. All active (i.e. irrigation water storage tanks) water harvesting will be coordinated and then prepared by DWL/mechanical and civil engineer.

Landscape Pre-Application Technical Narrative and 2-D Plan Graphics for City/Stakeholder Review - Logan Simpson will prepare a landscape technical narrative as required for the City pre-application technical narrative. During the SD and DD stages, Logan Simpson will prepare illustrative plan graphics to showcase the intent of the landscape design. The illustrative landscape plan will include a plant and inert materials site material boards proposed for the project.

Preliminary Construction Estimate, Technical Specifications, and Quality Control Review - At each design submittal (SD, DD, and CDs) Logan Simpson will prepare a preliminary estimate of probable cost of construction for the hardscape, landscape, and irrigation. The components will be itemized and quantified with unit prices. Logan Simpson will prepare specifications for all hardscape, landscape, and irrigation components shown on their plans. The specifications will be provided in MS Word, using the design team's CSI standard format. Also, at each submittal phase, Logan Simpson will complete the project's quality control review and document all internal comments from the Principal and Project Manager.

DESIGN SCOPE OF SERVICES At each stage of design, Logan Simpson will submit their documents electronically (PDFs) to DWL for Design Team, HUNT, and City Stakeholder submittal and review. Logan Simpson will incorporate review comments and responses into each subsequent submittal. The deliverables and associated tasks for each phase will be provided as follows:

1.0 Initial Phase One Site Due Diligence and Investigations (T&E NTE) • Attend Progress/Coordination Meeting (1) • Project due diligence - review project programming requirements • Complete site visits - document existing project site with Owner Stakeholders and Project Team

Logan Simpson SCOTTSDALE STADIUM MULTI-USE EVENT CENTER IMPROVEMENTS -SOL#18SQ011 June 12, 2018 SCOPE AND FEE PROPOSAL - PHASE 1 - PROGRAMMING/CONCEPT AND FACILITY ASSESSMENT REVISED: 6/14/2018 Landscape Architecture Services Page 5 of 8 Contract No. 2018-078-COS Exhibit A Page 66 of 107

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2.0 Initial Site Utility Exploration (No Work Anticipated for Logan Simpson)

3.0 Phase One Programming/Conceptual Design (60 Days -T&E NTE) • Participate in Progress/Coordination Meeting (6) • Assist with Hardscape/Landscape Design Collaboration • Prepare Preliminary Landscape Palette and Tree/Saguaro Layout

4.0 Phase Two Programming/Conceptual Design (45 Days - T&E NTE) • Participate in Progress/Coordination Meeting (4) • Assist with Hardscape/Landscape Design Collaboration • Prepare Preliminary Landscape Palette and Tree/Saguaro Layout

5.1 Phase One Schematic Design (30% Submittal - City Pre-Application Submittal - T&E NTE) • Participate in Progress/Coordination Meeting (2) • Site Visit - Evaluate Trees within the Project Limit • Prepare City's Native and Non-Native Plant Inventory Plan (NPPP) • Assist w/ SD Hardscape Plan (flatwork materials, entry monument, and furnishings schedule) • Prepare SD Landscape Plan (tree layout only with proposed plant and inert material schedule) • Prepare SD Irrigation Plan (mainline layout only and proposed irrigation component schedule) • Provide Project Quality Control Review on Internal Documents prior to Submittal • Participate in City's Pre-Application Review Meeting (1)

5.2 Phase One Design Development (60% Submittal - DRB Review and Presentation Submittal - T&E NTE) • Participate in Progress/Coordination Meeting (4) • Assist with Final Hardscape Design showing layout of materials • Prepare DD and DRB Landscape Plan with Illustrative 2-D Plan Graphics and Materials Board • Prepare Outline of Technical Specification • Prepare Preliminary Cost Estimate • Participate in City/Stakeholder Review Meeting (1) • Participate in DRB Presentation Meeting (1) • Provide Project Quality Control Review on Internal Documents prior to Submittal

5.3 Phase One Construction Document (95% Submittal - T&E NTE) • Participate in Progress/Coordination Meeting (4) • Prepare 95% Landscape Construction Documents including Technical Specs and Cost Estimate • Prepare 95% Irrigation Construction Documents including Technical Specs and Cost Estimate • Provide Project Quality Control Review on Internal Documents prior to Submittal

5.4 Construction Document (Final 100% Permit/Bid Document Submittal - T&E NTE) • Participate in Progress/Coordination Meeting (1) • Participate in City Comment Resolution Meeting (1) • Prepare 100% Construction Documents including Technical Specs and Cost Estimate • Provide Project Quality Control Review on Internal Documents prior to Submittal

Logan Simpson SCOTTSDALE STADIUM MULTI-USE EVENT CENTER IMPROVEMENTS -SOL#18SQ011 June 12, 2018 SCOPE AND FEE PROPOSAL - PHASE 1 - PROGRAMMING/CONCEPT AND FACILITY ASSESSMENT REVISED: 6/14/2018 Landscape Architecture Services Page 6 of 8 Contract No. 2018-078-COS Exhibit A Page 67 of 107

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PROPOSED FEE: Logan Simpson proposes to complete the work described above for a total fee of $130,315.00. Due to the unknown nature of the final project scope the contracted fee will be Time and Material, Not-To-Exceed (T&E NTE) Fee. Direct reimbursable expenses (printing and mileage) are part of the fee. All other tasks will be lump sum fixed fee. The Exhibit 'B' for the fee breakdown showing personnel, rates, and hours associated with each task.

ADDITIONAL SERVICES Logan Simpson will provide project-related services in addition to those identified above if requested in writing by DWL. Such services shall be considered additional services. Logan Simpson's fees for additional services shall be based on an amendment to this agreement and/or on the firm's standard hourly rates. Expenses incurred in conjunction with the provision of additional services shall be reimbursed at cost. The rates below represent Logan Simpson's hourly rates for 2018. Logan Simpson reviews and adjusts rates on an annual basis at the beginning of the calendar year. These rates are subject to change for additional services requested.

DESIGN TEAM PERSONNEL HOURLY RATES Principal Landscape Architect $222.00 Senior Project Manager $138.00 Landscape Designer III $99.00 Landscape Designer II $75.00 Irrigation Designer III $102.00

ASSUMPTIONS: Specifically excluded from Logan Simpson scope of services are any professional design services required by statute or regulation to be performed by other professionals such as architect, civil, electrical, structural or geotechnical engineer (e.g. buildings, earthwork, piped drainage systems, etc.). Also excluded is the generation of any special studies, investigations, reports, or documents, and other items as listed below:

Revit Modeling 3-D Graphics or Video Flythrough Bid Alternates and/or Value Engineering Artist Collaboration Hardscape Construction Documents (i.e. Site Furnishing, Signage, Planters, Shade Structures) Water Features Wayfinding Signage Rooftop Gardens SITES Accreditation (Design and Online Application/Documentation) Neighborhood Meetings and/or Community Involvement Value Engineering and Phasing Plans Irrigation Pump System Baseball Field Improvements Landscape and irrigation Maintenance Program Post Design Services (in-House CA Services, Site Visits, Compliance Reviews) Post Construction Services (As-Builts and O&M Review)

Logan Simpson SCOTTSDALE STADIUM MULTI-USE EVENT CENTER IMPROVEMENTS -SOL#18SQ011 June 12, 2018 SCOPE AND FEE PROPOSAL - PHASE 1 - PROGRAMMING/CONCEPT AND FACILITY ASSESSMENT REVISED: 6/14/2018 Landscape Architecture Services Page 7 of 8 Contract No. 2018-078-COS Exhibit A Page 68 of 107

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ALTERNATIVE DESIGN TASKS: Alternative ttl - Boulder 'N' Green Garden Area - Logan Simpson will assist the design team with the overall appearance of the Boulder 'N' Green Garden Area located north of the surface parking lot off of Osborn Road. The garden spaces will be "Sonoran" themed with bold cacti accent intermixed with planters, boulders, seating elements, and accent lighting. The goal of the garden is to provide photo opportunities and education signs for visitors to learn more about the desert flora. During the CD stages, Logan Simpson will prepared plans that provide desert educational content, graphics, and details for one (1) overall education sign and all plant identification signs. All landscape lighting will be coordinated with DWL/Electrical Engineer. It is anticipated that DWL and/or design team members will be responsible for the hardscape construction documents (i.e. paving, site walls, and site furnishings).

Logan Simpson proposes to complete the work described above for a total fee of $16,170.00. There are no additional direct reimbursable expenses (printing and mileage) that are part of the fee. It is anticipated that this alternative program would run concurrent with the rest of the project design schedule and there is no additional services for repackaging the construction documents. The Exhibit 'C' for the fee breakdown showing personnel, rates, and hours associated with each task.

Alternative #2 - 3-D Illustrative Graphics for City/Stakeholder Review - Logan Simpson will prepare illustrative graphics to showcase the final project design with a focus on the new hardscape and landscape. It is anticipated that Logan Simpson will model (3-D Sketch-up/Lumion) the design and prepare four (4) vignette renderings that focus on the high profile areas of the project. Logan Simpson will collaborate with the design team to utilize the existing base and building models for the integration of the landscape components of the project.

Logan Simpson proposes to complete the work described above for a total fee of $6,750.00. There are no additional direct reimbursable expenses (printing and miieage) that are part of the fee. The Exhibit 'C for the fee breakdown showing personnel, rates, and hours associated with each task.

Logan Simpson SCOTTSDALE STADIUM MULTI-USE EVENT CENTER IMPROVEMENTS -SOL#18SQ011 June 12, 2018 SCOPE AND FEE PROPOSAL - PHASE 1 - PROGRAMMING/CONCEPT AND FACILITY ASSESSMENT REVISED: 6/14/2018 Landscape Architecture Services Page 8 of 8 Contract No. 2018-078-COS Exhibit A-Page 69 of 107 Scottsdale Stadium Multi-Use Event Center Improvements - SOU18SQ011 Request for Proposal - Landscape Architectural Services REVISED;6/14/2018Fee Breakdown

0 G A N S EXHIBIT'S' TASK DESCRIPTION...... Logan Simpson Logan Simpson LoganDesigner Simpson LoganDesigner Simpson LoganIrrigation Simpson . Sr.-Project ' Manager ' : Designer Hi , Designer II ■ Designer III , ::uS7 ,7:;' 1 i-o:. ■ Initial Phase One Site Due Diligence and Investigations (FIXED FEE);.: ______: _ ...... ■______: '.7 ^ __7-_ 1.:: ..$2,355: Participate in Progress/Coordination Meeting (1)'L 7 ' •• ' '■ ' • 2 - 3 2 - Project Due Diligence-review project programming requirements -I > 4 , . 7 .: ^ Site.Visitr document existing project site with Owner Stakeholders and Project Team 4 - 4 •; 'M2.. , .-

: 2.0 initial Site Utility Exploration (No Work Anticipated for.Logan Simpson)' ‘ ' ' ------•' '• ...... ■ 777.'" ::..;• $o. 7 ^7.:_l.Z"7'' 7-M:77_77-,...... :7“::::S9,63o Phase One Programming/Conceptual Design (60 Days r T&E NTE) v ; *7 ^ 'rT'::: '7 ■'77:.r .7.'-7'r .7 .. ■' ...>12 ...... 16' Participate in Progress/Coordination Meeting (6),.:'... : ' •. -4 , • Assist with Hardscape/Landscape Design Collaboration ; ...... ' 24 : . ; 7 -2,; , 1420 ,. ■4624„ ... PreparePreiiminarvLandscapePaletteandTree/SaguaroLayout, • » . i . 10 . .. ■ 7:7:-.77.:$7,560‘ '.AO _ PhaseJwoProgrammlng/ConceptualDe$ign(45Days.-..T&ENTE). 7..-. L i. ji _____ ' , j L7 ,i.i_'.;77.’’ : 7 ;'7 ,7:7,7 .4 . •’ Participate'in Progress/Coordination Meeting (4)'/.!, , . ’ , . ' ' ^ . '■ '] 3812 ...... Assist with Hardscape/Landscape Design Collaboration - , _ . 208 ,. .18 • • Prepare Preliminarv Landscape Kalette and;l ree/baguaro Layout • . ' , ■ . ■ ' . 10' . . . 18 PhaseOneSchemat(cDesign(30%SubmittalrCityPre*ApplicationSubmrttal-:FlXfcD.FEE) ~ ' ' '• •4- 6 , ,7-7$32;lb0 Participate in Progress/Coordination Meeting (2) . ' ; , .* . 4 , 2 - ■ - ; - rjS714^ SiteVisit.-EvaluateTreeswithintheProiectLimit ’ • 7 . . 224 . .8 , ’ Prepare City's Native and Non-Native Plant Inventory Plan (NPPP)-,'.. • i-. .. M ■ 2 ; .•.-2-• 6 . 30 • Assist w/ SD Hardscape Plan (flatwork materials, entry.monument, and furnishings schedule) .1 ..44 , .2 48. . ... 95 , . , Prepare SD Landscape Plan (tree layout only with proposed plant and inert material schedule) 7 : 50 • 100 . . . 153’ . i 10 iiii Prepare SD Irrigation Plan (mainline layout only and proposed Irrigation component schedule) . ' 2 ,2 . . , . 2 ' ... ' - , . 6 . j ■ *; Provide Project Quality Control Review on, Internal Documents prior to Submittal 2 ;• 4 .. . 5.2'.' Participate In City's Pre-Application KeviewMeeting (1)';; ^ * ...v ' ■2. : 7, .. .2 Phase Une Design Development (bU% Submittal - DRB Review and Presentabon Submittal - FIXED FEE)..^.'.’j . l526,805 ■ ... - '...1 . ' .-r.' . '. .■2.... ‘J- .... . Participate in Progress/Coordination Meeting (4) . . ' . ; 8 “ ■ 4 . - 14 . . Assist with Final Hardscape Design showing layout of,materials .. . : ' ■ ■^30 ■ .2 •4594 . L . . 13675 ...... Prepare DD and DRB Landscape Plan with illustrative 2-D Plan Graphics and Materials Board 2 . 40 2 :jas' Prepare Outline of Technical Specification ;i ' ^ , 1 .4.4. . ■ . : 7 . ■ 8 . Prepare Preliminary Cost Estimate :.7‘- - .... . 4; .7 ■ 2 , -112 - ''■7e Participate in City/Stakeholder Review Meeting (1): ; .; . ' . , ’ 2 - •2 Participate in DRB Presentation Meeting (1) r ; ; ' 2 •■■■. : :■■■ 1S27G 2 7.4 <—:,„_.1S996; Z'lS'.ir- Provide Project Quality Control Review on Internal Documents priorto Submittal.; , . r. ; 'i ' . 76 . ,$34;860i phaseOneConstructlonDocument(95%SubmIttalfT&ENTE j-'-" -7 i *r ... r" 'T 71 r 8. 14 Participate in Progress/Coordination Meeting (4)-. 7.; 7 ; .' - -■ • •' ■ - ■ .4 • . . 2' . Prepare 95% Landscape Construction Documents IncludingTechnicalSpecs and Cost Estimate , ’ 2 . 72 -> • >6 .. , ; 194 274 , rv,7:ii Prepare'95% Irrigation Construction Documents including Technical Specs and Cost Estimate , ■3 • - , , 4 ; . 48 527 . Provide Project Quality Control Review on Internal Documents prior to Submittal 4 , '5:4. • •' , , .i • 7^7-.7JS16.1S5 Construction Document (Final 100% Permit/BIdDocumentSubmlttal-lT&ENTE) ._.. 7 _ i -...... ;_, ’____7 27_7;.J 77..;..'7.. --T'. 7'7. '7_--.._.7 Participate in Progress/Coordination Meeting (1) . , , . .<. • .. 2.. - ■ 4 . ■’ 7' ‘S.438, Participate in City Comment Resolution Meeting (1)" , ' ' , , ■■ Sl.581 1 ,40:.2 : .8 ' 841 :■ 12 ' 13215 . Prepare 100% Construction Documents IncludingTechnicalSpecs and Cost Estimate , . 4'... Provide Project Quality Control Review on Internal Documents prior to Submittal - - - 2 6 . . 685 1241 .*. :' . .. , estimated hours- $222.00. 16. '. - 428': ; _ -7 734: . ; •$102.00-78' • ' ■ DIREa HOURLY RATE $59,064.00• $138.00 • $102.00 : • $81.00 ‘ $7,956.00 r ' . ■. r*^• •

TASK' DESCRIPTION...... ' ■ ‘ ’ V. Login SImpion login Simpson Login Simplon login Simpson LoginIrrigatiori Simpson ;*;r;-TOTAi:;- Principal/U - Sr.Manager- Project.. ' Designer Designer ' ..HOURS,-TOTAL -: ,hLABbRC6ST^ , DesigheHl,, . Deslgnerlli;: ^2.0;.; 1*]. DesigneMII ; :':”7.$i6,i7o; ALTERNATIVE #2- Boulder,'N'lGreen Garden Area (FIXED.FEE)r r.” ■ _.. ;t r-' V Participate in Progress/Coordination Meeting (1) , .i, " ‘ ' 2 . ’ . 2. a ' ..::32. DD -Hardscape/Lahdscape Collaboration and Preparation of Plans - ' ,4. ' <20 ■ 112 CD -.Hardscape/Lahdscapc Collaboration and Preparation of.Plans;Details; and Specifications' 20 . , • 4 • , - 84 ■'> 4-. ■ ■ 2 2 : -vli Provide Project Quality Control Review on Internal Documents prior to Submittal ■ - ;■ . '4'.is:'. ' Post Design Services-.Construction Observation {i.e.*in-house/site visit, arid plant approval) .-: . .12 , . .r;.:4 ... • ... L.'"-. 56,750: Alternative »i/5:D Illustrative Graphics tor.atv/stakeriolderRevlew (FIXED FEE),. . ..j’-: .' ; r ■" ‘“.l : ■”'J -7:7‘.T,:86.”:,'7 "7"; itl. . 4 , 10..2 • . 80 ’ ' ; ■...... ^ESTIMATED HOURS’; ■ $222.00. ;21 , '..$138.00_ . 48. ' : ,$75.00-190 . $102.00- .'.6 . , ' :_::2S6 ^ .. V; ' ' . -• . - . • DIRECT HOURLY RATE $6,624.00 • $990.00$99.00 • •. ... r . ' . ' ^ LABOR COST ■ $444.00 $14,250.00 • - . $612.00 -• '.-i: -AtSUK fi.

. ' Printing $ -•- ■. ■ - ■): • ^ .--Mileage $...... SSPmCT EXPENSE COST TOTAL FEE $ 22,920 Contract No. 2018-078-COS Exhibit A Page 71 of 107 ricca lii design

S T U 13 I O S

PROPOSA17AGREEMENT

THIS PROPOSAL7AGREEMENT made as of

REVISED: June 14, 2018 Version 2 REVISED: June 11, 2018 REVISED: May 31, 2018 Date: May 24, 2018

Between: DWL ARCHITECTS + PLANNERS, INC 2333 N. Central Avenue Phoenix, Arizona 85004

Contact: Mr. Steve Rao, AIA, LEED AP Phone: 602.264.9731 Email: [email protected]

(hereinafter referred to as "Client")

And: RICCA DESIGN STUDIOS 5325 South Valentia Way Greenwood Village, CO 80111

Contact: Ted Doyals Title: Principal Phone: 405.673.7994 Cell: 405.206.0019 Email: [email protected] or Contact: Lauren Bartos Title: Marketing Director Phone: 303.928.1338 Cell: 518.225.7040 Fax: 303.221.0600 Email: [email protected]

(hereinafter referred to as "Consultant" or "Ricca")

For the following Project: RICCA PROJECT #18154.F00

SCOTTSDALE STADIUM Culinary Design Consulting Scottsdale, AZ

5325 S. Valentia Way, Greenwood Village, CO 80111 I p. 303.221.0500 I f. 303.221.0600 I www.ricca.com Contract No. 2018-078-COS Exhibit A Page 72 of 107 RICCA DESIGN STUDIOS PROPOSAL TO: DWL ARCHITECTS + PLANNERS, INC. RE; SCOTTSDALE STADIUM DATE: 6.11.18

CULINARY DESIGN

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CULINARY DESIGN - SCOPE OF WORK Ricca Design Studios (Ricca) proposes to provide culinary design services for the Scottsdale Stadium located in Scottsdale, AZ. Based on an email from Steve Rao on 6.8.18 and a sketch dated 3.14.18, Ricca understands the scope of work to include the following areas:

PHASE I 1A: LEFT FIELD / BERM AND DECK 20 Portable Concessions (Programming and Conceptual Design Phases ONLY)

1C: LEFT FIELD NEW RESTROOM BUILDING A Fixed Cooking Concession Area (Programming and Conceptual Design Phases ONLY)

4; PRESS AND ADMINISTRATION LEVEL DESIGN DIRECTIVES 2-4 Portable Concessions

6: CLUBHOUSE Full-Service Kitchen on Concourse Level

8: FAQLITY WIDE ASSESSMENT FOR FOODSERVICE RELATED CODE ISSUES Ricca will visit the site and assess and document code related issues. Please note: upgrades required as a result-of this assessment will be address with add service proposals and are not included at this time.

1A: LEFT FIELDTeERMAND DECK 20 Portable Conce35fo«s^5Z?- sesONLY)

1C: LEFT FIELTiNaftTKESTROOM BUILDING ixed Cooking Concession Area (SD-CD Phases O

Please note: no portables in the Left Field Expanded Plaza Area are included at this time.

1.0 CULINARY DESIGN - SCOPE OF SERVICES Ricca Design Studios will provide the following professional culinary design Scope of Services:

1.1 PROGRAMMING/CONCEPT PHASE

1.1.1 Program Confirmation With the Client and design team, Ricca will review and/or clarify functional goals and objectives, design capacities, space allocations, overall operational approaches, schedules and budget parameters. Ricca will also review preliminary architectural plans and make recommendations to refine and finalize programmatic plans. Please note: this does not pertain to the work in the Left Field Berm/Deck or New Restroom building.

5325 5. Valentia Way, Greenwood Village, CO 80111 I p. 303.221.0500 I f. 303.221.0600 I www.ricca.com

2 Contract No. 2018-078-COS Exhibit A Page 73 of 107 RICCA DESIGN STUDIOS PROPOSAL TO: DWL ARCHITECTS + PLANNERS, INC. RE: SCOTTSDALE STADIUM DATE: 6.11.18

CULINARY DESIGN

1.1.2 Basis of Design Ricca will review the existing conditions and make recommendations that will become the basis for the project. Initial findings and basis of design outline will be reviewed by the Client and adjusted accordingly. The narrative description will include the findings, the recommendations and the drivers for each.

1.1.3 Concept Design Upon completion of Program Confirmation and Basis of Design, Ricca will prepare a concept plan providing the location and identification of foodservice elements and critical adjacencies in preliminary form; indicating the flow of personnel and goods. Plans will be amended as necessary to obtain approval of the Client and design team.

1.1.4 Foodservice Guidelines for Architects and Engineers Ricca will submit Foodservice Guidelines for Architects and Engineers for use in coordinating with foodservice equipment and developing final building systems. These Guidelines are based on historical design considerations and best practices within the foodservice industry.

1.1.5 Preliminary Equipment Cost Estimates Ricca will prepare and submit for approval, an order-of-magnitude equipment cost estimate based on the space program and industry standard square footage costs based on professional experience.

1.1.6 Concept Design Submittal Ricca will submit final Concept Design documents, as noted above, to Client and/or end-user for final approval before proceeding to the next phase.

1.2 SCHEMATIC DESIGN PHASE Upon completion of Program Confirmation, Ricca will prepare a schematic plan providing the location and identification of foodservice elements and critical adjacencies in preliminary form indicating the flow of personnel and goods. Plans will then be amended as necessary to obtain approval of the Client and design team.

1.2.1 Foodservice Guidelines for Architects and Engineers Ricca will submit Foodservice Guidelines for Architects and Engineers for the team's use in coordinating with foodservice equipment needs and for developing final building systems. These Guidelines are based on typical design considerations and best practices within the foodservice industry.

1.2.2 Preliminary Equipment Cost Estimate Ricca will prepare and submit for approval, an order-of-magnitude equipment cost estimate based on the project's space program and industry standard square footage costs based on professional experience.

1.2.3 Preliminary Utility Loads Based on the schematic design plan, Ricca will prepare bulk MEP utility loads by area for use by the team's engineers in developing major system utility requirements.

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3 Contract No. 2018-078-COS Exhibit A Page 74 of 107 RICCA DESIGN STUDIOS PROPOSAL TO: DWL ARCHITECTS + PLANNERS, INC. RE: SCOTTSDALE STADIUM DATE: 6.11.18

CULINARY DESIGN

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1.2.4 Value Engineering Coordination and revisions to meet Client's budget objectives are included until final approval of schematic design documents is achieved.

1.2.5 Schematic Design Submittal Ricca will submit final schematic design documents, as noted above, to the Client for final approval before proceeding to the next phase.

1.3 DESIGN DEVELOPMENT PHASE Upon written approval of the schematic design documents, Ricca will proceed with design development documentation that includes the following:

1.3.1 Operator/End-User Equipment Selection and Review Upon request, Ricca will conduct a design charrette for a detailed examination of plans, sketches, and manufacturer brochures required to obtain final comments and adjustments by the design team.

1.3.2 Foodservice Equipment Plans Prepare scaled 1/8" (1:100) or 1/4" (1:50) equipment plans that provide the location and identification of all equipment and component systems. These plans will include adequate detail for recognition of equipment, as well as a coordinated schedule that will contain equipment item numbers, quantities and descriptions. These progress drawings will be prepared in Revit/CAD and will show sufficient detail for approval by the Client, design team and governing agencies.

1.3.3 Equipment Manufacturer Data Book A foodservice equipment data book will be prepared for review and final approval by the Client. Data sheets will be marked to include identification of manufacturer, model number, utility requirements and selected options/accessories. The approved data sheets will become the basis for all equipment specifications.

1.3.4 Equipment Estimates of Probable Costs Ricca will provide an itemized estimate of probable costs, reflecting the finalized design development equipment plans for approval by the Client.

1.3.5 Itemized Utility Loads Itemized MEP utility loads will be developed reflecting the finalized design development equipment plans. These loads will be keyed to the equipment list, floor plans and equipment brochures defining utility requirements for each piece of foodservice equipment.

1.3.6 Value Engineering Coordination and revisions to meet Client's budget objectives are included until final approval of design development documents is achieved.

1.3.7 Design Development Submittal Ricca will submit final design development documents, as noted above, to the Client for final approval before proceeding to the next phase.

5325 S. Valentia Way, Greenwood Village, CO 80111 Ip. 303.221.0500 I f. 303.221.0600 I www.ricca.com Contract No. 2018-078-COS Exhibit A Page 75 of 107 RICCA DESIGN STUDIOS PROPOSAL TO; DWL ARCHITECTS + PLANNERS, INC. RE: SCOTTSDALE STADIUM DATE: 6.11.18

CULINARY DESIGN m. VtiiW

1.4 CONSTRUCTION DOCUMENTS PHASE Upon written approval of design development documents, Ricca will prepare construction documentation for solicitation of valid foodservice equipment bids as follows:

1.4.1 Final 1/4" (1:50) Scale Equipment Plans Final 1/4" (1:50) scale equipment plans (based on dimensioned architectural, interior design and engineering plans provided to Ricca as background for work within its scope) will be prepared identifying equipment and component systems approved for use on this project. These plans will include adequate detail for recognition of equipment, as well as a schedule that will include the item number, quantity, and a brief description.

1.4.2 Building Conditions Plans Ricca will provide building conditions plans that identify building requirements to accommodate equipment, such as floor recesses, critical clearances, conduit or sleeve locations, raised pads, unique load-bearing requirements, floor troughs and floor penetrations.

1.4.3 Plumbing/Electrical Connection Plans Ricca will provide plumbing and electrical connection plans that identify size and identify connection points for water, gas, steam, drains, electrical and other utilities required for the foodservice equipment within our scope of work.

1.4.4 Exhaust Hood Requirements Ricca will provide exhaust hood locations, sizing and specifications to the project architects and engineers. Documents related to exhaust hoods are limited to: 1) exhaust and supply duct connection sizes; 2) CFM requirements; and 3) static pressure. It is the responsibility of the assigned project engineers to design and document all building mechanical systems, including sequencing, supporting the exhaust hoods in a balanced and fully functional manner.

1.4.5 Servery Counter Cladding Details Based on detailed sketches, design direction and finish selection by the Architect or its assigned interior designer. Consultant will provide the following:

1.4.5.1 Fabrication Details Provide detailed Revit/CAD plan drawings, sections and elevations for reference-use in the construction of counters, cabinetwork and other millwork details for the servery areas. These drawings are not intended to be used by the fabricator as shop drawings, but to convey design intent and coordination needs in relation to the foodservice equipment only. Millwork specifications are to be provided by the Architect or its interior designer.

1.4.5.2 Counter Detail Submittal Review Review of submittals and shop drawings to verify conformance with design intent, specifications and millwork details.

5325 S. Valentia Way, Greenwood Village, CO 80111 I p. 303.221,0500 I f. 303.221.0600 I www.ricca.com Contract No. 2018-078-COS Exhibit A Page 76 of 107 RICCA DESIGN STUDIOS PROPOSAL TO: DWL ARCHITECTS + PLANNERS, INC. RE: SCOTTSDALE STADIUM DATE: 6.11.18

CULINARY DESIGN

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1.4.6 Specifications for Bid Ricca will provide specifications for bid covering all equipment to be installed within Consultant’s scope of work to be included in the overall project bid set. These documents will include full descriptions of each piece of equipment and provide general foodservice conditions. Ricca's specifications are written in typical US AIA standards with general conditions referencing current codes and industry standard processes. Any required deviation from our typical specification format in either our general conditions section or itemized section may result in an hourly add-service request to Client.

1.4.7 Foodservice Equipment Elevations Ricca will provide foodservice equipment elevations at 1/2" (1:25) = I'-O" (1:1) scale as required for Client review of all major areas. These elevations will include both manufactured and custom fabricated equipment items, excluding front-of-house decorative finishes/millwork that is typically detailed by the assigned interior design professional.

1.4.8 Standard Fabrication Details Ricca will provide standard fabrication details for use by the awarded Kitchen Equipment Contractor (KEC) for bidding and development of shop drawing submittals. These details are prepared for design- intent only and are not for use by the fabricator as shop and/or construction details.

1.4.9 Supplemental Drawings Ricca will provide supplemental drawings that detail engineered foodservice equipment systems, such as a refrigeration rack system (where appropriate) when specified as a part of the foodservice equipment.

1.4.10 Equipment Estimates of Probable Costs Ricca will provide an itemized estimate of probable costs reflecting the finalized construction document equipment plans for approval by the Client.

1.4.11 Value Engineering Coordination and revisions to meet Client's budget objectives are included until final approval of construction documents is achieved.

1.4.12 Regulatory Agency Reviews Ricca will assist its Client and /\/E team in their responsibility for preparing documents required for approval by health department/hygiene authorities having jurisdiction over the project. Such assistance will include copies of construction documents and clarification of any questions regarding equipment within its scope of work. As a result of the Client's submittal, any modifications to the foodservice equipment plans required by such authorities will be provided at no additional fee provided this submittal occurs prior to the assignment of contract to KEC.

1.4.13 Addenda As required, addenda will be prepared by Ricca during contractor bidding that can include, but may not be limited to, supplementary drawings and/or specifications.

5325 S. Valentia Way, Greenwood Village, CO 80111 Ip. 303.221.0500 I f. 303.221.0600 I www.ricca.com Contract No. 2018-078-COS Exhibit A Page 77 of 107 RICCA DESIGN STUDIOS PROPOSAL TO: DWL ARCHITECTS + PLANNERS, INC. RE: SCOTTSDALE STADIUM DATE: 6.14.18

CULINARY DESIGN a ' W ^

1.4.14 Bid Assistance and Review Upon request, Ricca will submit a list of recommended contractors/bidders for Client's use in bid issuance. Upon receipt of bids, Ricca will assist the Client in a line-item review of all foodservice equipment bids. Ricca will also review and respond to alternates submitted during bidding.

1.4.15 Post-Bid Services After construction documents are completed and approved, any time spent coordinating with bidding sub-contractors is included in Basic Services. However, any post-bid document revisions resulting from equipment substitutions would be the responsibility of the KEC.

2.0 BIM LEVEL OF DEVELOPMENT (LOD) Ricca Design Studios Revit documentation conforms with LOD 200-400 as defined by BIM Forum 2013, Section E1010.30, in the following manner:

LOD 200 - Design Development Foodservice equipment will be conveyed in shapes that are easily recognizable based on their function, size, and critical clearance requirements. No individual cost metric will be included in the Revit family, but rather will be provided separately from the model as tagged. BIMXP design performance standards are not included in Foodservice documentation.

LOD 300 - Construction Documents Foodservice equipment will be graphically represented within the Model as a specific system, object, or assembly accurate in terms of quantity, size, shape, critical clearances, location, and orientation. Utility requirements at the connection will be provided in text format. All pathway design between foodservice equipment, such as refrigeration piping, beverage systems, central C02/oils, ductwork, or any other such equipment, is not included in Ricca plans and are the responsibility of the MEP engineer. Non­ graphic information may also be attached to the Model Element at this level of development. However, no individual cost metric will be included in the Revit family, but rather provided separately from the model as tagged. No serial numbers or asset management parameters will be included.

LOD 400 - Construction Documents- Supplementary Components While not used for Fabrication Documents, we will add to the project model any detailing, fabrication, assembly, and/or field installation information that we deem necessary for the communication of design intent. The selected Kitchen Equipment Contractor is to provide full Fabrication Submittals based on actual construction techniques used by the vendor. No serial numbers or asset management parameters will be included.

3.0 FOODSERVICE OPTIONAL OR ADDITIONAL SERVICES The following services are not included in Basic Services. However, Ricca is pleased to provide them if authorized and confirmed in writing by the Client, and they shall be paid for by the Client, in addition to the compensation for Basic Services.

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7 Contract No. 2018-078-COS Exhibit A Page 78 of 107 RICCA DESIGN STUDIOS PROPOSAL TO: DWL ARCHITECTS + PLANNERS, INC. RE: SCOTTSDALE STADIUM DATE: 6.11.18

CULINARY DESIGN wm

3.1 CONTRACT ADMINISTRATION PHASE During this phase, Ricca will assist the Architect and provide the following services for the administration of the construction documents. For expanded on-site foodservice Contract Administration services, see additional services (2.0).

3.1.1 Shop Drawing Review Ricca will review contractor submittals within the scope of its work with the Client, Operator and Kitchen Equipment Contractor in order to validate conformance to the construction documents and design intent.

3.1.2 Requests for Information Ricca will review and respond to RFIs. This may include coordination and clarification of construction documents, submittals and/or field conditions. All requests for information regarding foodservice equipment and installation will be answered in a timely manner.

3.1.3 Site Inspections Ricca will conduct a preliminary "introduction to the project" site visit and meeting with assigned site contractors and site superintendents to familiarize the site team with drawings and design issues, and generally assist in the kick-off of the construction phase. Ricca will then conduct a site inspection after all areas within section 11400 scope of work have been roughed-in, walk-in boxes are installed, and exhaust canopies are hung. Ricca will then conduct a final site inspection after all areas within the scope of work are completed and are ready for occupation, following contractor certification of readiness. This will include an inspection of all foodservice equipment specified under Ricca's construction documents, as well as a review of related architectural, mechanical, plumbing and electrical work to determine that the installation is in accordance with Ricca's construction documents and local health/hygiene codes. Ricca will then prepare and issue a written site inspection report noting discrepancies and recommendations for remedy.

3.1.4 Post-Construction Record Documents Based on the General Contractor field redlines, Ricca will provide a final set of foodservice post­ construction record drawings indicating all changes made to construction documents throughout the construction and installation phases. This includes all changes to equipment resulting from RFI's, change orders. Client directives and value engineering exercises.

3.1.5 Pre-Design As-Built Drawings Ricca can produce a set of existing conditions "as-built" drawings prior to the commencement of design work.

3.1.6 Existing Equipment Survey Report Ricca can survey and inventory existing foodservice equipment for potential reuse as appropriate to this project. This inventory would include digital photographic representation, dimensions, utility information, where available and general equipment condition and recommendation. This service includes a site visit with written report, and may, where appropriate, include a service agency representative.

5325 S. Valentia Way, Greenwood Village, CO 80111 I p. 303.221.0500 I f. 303.221.0600 I www.ricca.com

8 Contract No. 2018-078-COS Exhibit A Page 79 of 107 RICCA DESIGN STUDIOS PROPOSAL TO: DWL ARCHITECTS + PLANNERS, INC. RE: SCOTTSDALE STADIUM DATE: 6,14.18

CULINARY DESIGN

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3.1.7 Dimensioned Floor Penetrations While typically provided by the KEC, Ricca can provide dimensioned sleeve penetration plans for conduit and waste piping from center line of steel drawings when requested.

3.1.8 Dimensioned Rough-ins While typically provided by the KEC, Ricca can prepare 1/4" (1:50) scale drawings which include complete information on the scope of the construction documents, with references to equipment as provided by others. Please note, this service is for informational purposes only; the drawings are design drawings and not intended to be used in construction. They will be dimensioned for design intent for coordination for trades responsible for identifying final locations of exhaust hood duct collars, stubs, and floor and wall sleeves, for ventilation, plumbing, steam, electrical, refrigeration lines, and concrete base/curb dimensions, as required.

3.1.9 Bid Process Management Ricca can provide management of the foodservice bid process on behalf of its Client. Ricca will prepare and distribute bid documents, including bidder instructions, to prospective foodservice dealer/installer; facilitate a pre-bid meeting; and issue, receive and level bids for review by its Client. Ricca can also participate in negotiation and award of this project to the foodservice equipment dealer/installer.

3.1.10 Additional Trips Time associated with trips and travel to destinations outside the Ricca's local office are beyond what is outlined in the Basic Services herein.

3.1.11 Revisions to Work Previously Approved Time spent on significant revisions to work previously approved; these revisions include work performed to accommodate cost reductions on the project which were previously approved.

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9 Contract No. 2018-078-COS Exhibit A Page 80 of 107 RICCA DESIGN STUDIOS PROPOSAL TO: DWL ARCHITECTS + PLANNERS, INC. RE; SCOTTSDALE STADIUM DATE: 6.14.18

COMPENSATION

4.0 BASIS FOR COMPENSATION The Client shall compensate the Consultant for the scope of work and Scope of Services (Basic Services) provided, in accordance with this paragraph Basis for Compensation, and the other terms and conditions of this agreement, as follows:

4.1 FEE SCHEDULE FOR BASIC SERVICES Compensation for culinary design services will be on an hourly not-to-exceed basis for the previously indicated scope of work and Scope of Services, excluding reimbursable expenses and service of consultants. The hourly not-to-exceed fee will be broken down as follows:

Phase I: Hourly Not-to-Exceed Site Visit to Assess Facility Wide Code Related Issues Pertaining to Foodservice $ 5,000.00 Programming/Concept Design Phase $ 8,000.00 Schematic Design Phase $ 8,425.00 Design Development Phase $ 11,855.00 Construction Documents Phase______$ 10,920.00 Total Phase I: Hourly Not-to-Exceed Design Fee: $ 44,200.00

The above culinary design fee includes the time associated with up to seven (7) one-person meetings/trips from Ricca's Phoenix, AZ and/or Dallas, TX and/or Denver, CO offices to the project site and/or Client offices.

Schematic Design $ 9,505.00 Design Development Phase $ 13,375.00 Construction Documents Pha $ 12,320.00 Total^ha§6Jl:-hloqrly~WoMo-Exceed Design Fee:

The above culinary design fee includes the time associated with up to four (4) one-person meetings/trips from Ricca's Phoenix, AZ and/or Dallas, TX and/or Denver, CO offices to the project site and/or Client offices. NOT INCLUDEpToFfroFratrSgRViCES^ Construction Administmtiriii Pliil'ii nniirly I'l i F $ 7,940.00

Note that there is no necessary connection between fees quoted and area estimated to be designed. This proposal also assumes a congruent, and not a phased design process.

4.2 REIMBURSABLE EXPENSES Reimbursable expenses are in addition to the above fees. Reimbursable expenses include, but are not limited to, items such as airfare, lodging, food, transportation, reproductions, mailings/postage, video conferencing, plot and disk expenses, delivery costs, materials associated with color boards, etc., requested by the Client and required in the interest of this project. Invoices shall be submitted at cost plus 10% administrative service fee.

Note: Airfares are booked at the lowest fare available at the time of booking. These tickets are generally non-refundable; therefore, if meetings/trips are cancelled after booking, the price of the non - refundable ticket will still be billed and considered a reimbursable expense. Consultant will always attempt to re-use the ticket for Client's next scheduled meeting or trip, with payment of any change fee required by the airline passed along as a reimbursable expense as well.

4.3 COMPENSATION FOR ADDITIONAL SERVICES Should services beyond those listed under Basic Services be authorized in writing by the Client and agreed to by Consultant, they shall be paid for by Client in addition to amounts due for Basic Services compensation. Such compensation shall be computed on an hourly time charge basis using Consultant's standard billing rates as listed below:

5325 S. Valentia Way, Greenwood Village, CO 80111 I p. 303.221.0500 1 f. 303.221.0600 I www.ricca.com

10 Contract No. 2018-078-COS Exhibit A Page 81 of 107 RICCA DESIGN STUDIOS PROPOSAL TO: DWL ARCHITECTS + PLANNERS, INC, RE: SCOTTSDALE STADIUM DATE: 6.14.18

COMPENSATION

Executive Principal $265.00/hour Principal $250.00/hour Project Director $175.00/hour Project Manager/Project Designer $140.00/hour Project Associate/Revit Associate $110.00/hour

4.4 PAYMENT TERMS

4.4.1 Billings Ricca will submit invoices monthly for Basic Services, Additional Services and reimbursable expenses reflecting the work accomplished in the billing period.

4.4.2 Carrying Costs Invoices are due and payable upon receipt. To cover the costs in carrying receivables in excess of thirty (30) days after receipt of Ricca's invoice, the Client agrees to pay a charge of 1-1/2% per month on any portion of its account remaining unpaid. Should it become necessary that an unpaid invoice be referred to Ricca's attorneys for collection, it is agreed that Client will pay the attorney's reasonable fee for such work as well as any litigation costs.

4.4.3 Payments Withheld Deductions shall not be made from Consultant fees on account of penalty, liquidated damages or other sums withheld from payments to contractors, or on account of the cost of changes in the project, other than those for which Consultant is legally responsible, in accordance with these terms and the scope of work and Scope of Services outlined herein.

5.0 INSURANCE Consultant maintains insurance covering claims, which may arise in the performance of the services outlined under this agreement; i.e., errors, omissions or negligent acts for which Consultant may be legally liable.

5.1 Consultant maintains the following insurance policies; should the Client require additional insurance coverage or limits, the expense of same shall be by Client:

General Liability: $2,000,000 per Occurrence, $4,000,000 Aggregate Automobile Liability: $1,000,000 CSL for Hired and Non-Owned Automobiles Worker's Compensation: $2,000,000 each Accident, $2,000,000 Disease Policy Limit Professional Liability: $3,000,000 per Claim, $3,000,000 Aggregate Excess/Umbrella Liability: $5,000,000 per Occurrence, $5,000,000 Aggregate

6.0 MISCELLANEOUS PROVISIONS

6.1 STOPPAGE OF WORK Consultant's income results from the time invested in its professional services. Although Consultant will make every effort to avoid doing so. Consultant may discontinue work when payments exceed sixty (60) days from billing and reserve this action as its right under this contract.

6.2 INTERRUPTION OF WORK Should Consultant's work for this project be postponed and then re-started for a period exceeding ninety (90) days from the date of written notice to stop work. Consultant reserves the right to renegotiate remaining fees.

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COMPENSATION

6.3 TERMINATION Consultant recognizes Client's right to terminate this contract at any time. However, in the event of termination of this contract, Client agrees to pay Consultant in full for services performed to the termination date, plus reimbursable expenses and any costs associated with collection of fees.

6.4 USE OF CONSULTANT'S DOCUMENTATION The use of Consultant's documents for purposes other than those defined in the scope of work on this project is prohibited. These documents shall remain the property of the Consultant. The Client shall be permitted to retain copies, including reproducible copies, for information and reference only. In the case of computer-generated documents, only copies of the original version made by Consultant are entitled for use on this project.

6.5 ARBITRATION Claims, disputes or other matters in question between Consultant and the Client are subject to and will be decided by arbitration in accordance with the Construction Industry Arbitration Rules of the American Arbitration Association currently in effect.

If this proposal/agreement meets with Client's approval, please sign, date and return one (1) copy to Consultant.

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

This Agreement may be withdrawn or amended if not executed within sixty (60) days of the date first written above.

RICCA DESIGN STUDIOS DWL ARCHITECTS + PLANNERS, INC.

Kathleen H. Seelye, FFCSI, LEED By: CEO Title: Date:

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Geotechnical • Environmental • Materials Engineers

May 24, 2018

Mr. Steven Rao, AIA DWL Architects & Planners 2333 North Central Avenue Phoenix, AZ 85004

RE: Proposal for Geotechnical Investigation Scottsdale Stadium Improvements 5802 Eat Osborn Road Scottsdale, AZ Proposal No. 65066 S

Mr. Rao:

Speedie & Associates, Inc. (S&A) is honored that DWL Architects & Planners has provided us the opportunity to join your Design Team in assisting you with the design and successful construction of the proposed facility improvements at the Scottsdale Stadium in Scottsdale, Arizona. In response to your request for proposal, we hereby provide our scope of work, qualifications and cost proposal to provide Geotechnical Engineering services for this project that will meet local industry standards including conducting a subsurface soil investigation at the above referenced site that will assist your team in developing cost effective site development and foundation design requirements.

ASSUMPTIONS

We understand that design and construction will consist of a several improvements to the existing stadium. Improvements include 32,000sf clubhouse, struetured seating to replace the bleachers in right and left field, several shade canopies, restroom building, stadium entries and hardscape/landscaping in new plaza areas. Structural loads will be light to moderate and no special considerations regarding settlement tolerances known at this time. Adjacent areas will be landscaped or paved to support moderate volumes of auto and truck traffic. Landscaped areas will be utilized for storm water retention and disposal.

QUALIFICATIONS and PROJECT TEAM

Incorporated as an Arizona Corporation in 1980, S&A have 38+ years of local experience. We have provided engineering services on thousands of projects over this time period including numerous projects in the immediate area of this site. Our current staff level is on the order of 120 people in three Arizona offices with current annual gross billings exceeding $ 12 million dollars. We share a philosophy ofproviding our clients with cost efficient designs that add value to the project. This allows us to provide you with the benefits and cost savings of that working relationship. Our complete company profile is available on request.

All work on this project will be carried out by our forces located in our Phoenix office under the overall supervision of Gregg A. Creaser, P.E., who is the President of the firm and a registered Professional Engineer in the state of Arizona. The only outside services will be contract drilling by a qualified drilling subcontractor under the direct supervision of our field engineer/geologist. We share an informal partnering agreement with several drilling contractors to provide us with the best possible equipment to meet any schedule that out client Contract No. 2018-078-COS Exhibit A Page 84 of 107

I Geotechnical • Environmental • Materials Engineers demands. This provides your design team with local control over all problem-solving issues. The following is a list of the primary personnel that will be assigned to work on or support this project. Resumes of key staff are available on request. All personnel will be made available on an as-needed basis to complete this project on time and respond to questions throughout the design.

Geotechnical Engineering Services Gregg A. Greaser, RE. - Principal in Charge - Geotechnical Services Keith R. Gravel, RE. - Project Manager Brian Lingnau, Ph.D., RE. - Sr. Geotechnical Project Engineer Ken Euge - Project Coordinator Ray Markley, E.l.T. - Staff Engineer - Field Logging Joel Miller, E.l.T. - Staff Engineer - Field Logging

S&A has conducted investigations for thousands of commercial developments across the Phoenix Metro area. Additionally we have completed investigations for Spring Training Facilities in Maryvale (Brewers), Surprise (Royals & Rangers), Goodyear (Reds & Indians), (Dodgers & White Sox), Peoria (Mariners & Padres), Mesa Riverview (Cubs) and Mesa Hohokam (A’s). A list of projects is available on request. Accordingly we are very familiar with the soils in the location of this project. This unique and relative experience allows us to provide very quick response to questions about the local soil conditions and timely completion of this investigation.

S&A is committed to providing a high level of service to its clients, according to their needs. If some portion of this proposal does not meet the current needs or desires of DWL and your design team, S&A is willing to consider appropriate modifications, subject to the standards of care which we adhere to as professionals. Modifications in the scope, methodology, or other terms and conditions may result in changes in the estimated fees and changes in the risks which the client will necessarily assume.

The intent of this investigation is to provide the best possible information within the allotted budget. It is our opinion that the least costly investigation may not result in the most cost-effective design. This project is too important to cut corners in favor ofprice. The scope of work anticipated has been broken down as follows:

SCOPE of WORK

The following Tasks are anticipated to meet the design needs of this project:

TASK 1 - Project Preparation The site is located at the Scottsdale Stadium located in the Old Town area of Scottsdale, Arizona. We will meet locally or otherwise communicate with the design team to finalize a boring and sampling plan. Once established, we will make a site reconnaissance to mark the boring locations in the field, adjust for field conditions as necessary and obtain AZ811 underground utility clearances. In addition, a private utility locator will be subcontracted to locate privately owned traceable underground utilities. As-built drawings should be reviewed to ensure vital utilities are not damaged by boring operations. It is assumed that client will provide/obtain right of entry to the site.

TASK 2 - Field Investigation-Auger Borings We will drill and sample the test borings requested to determine subsoil conditions and provide samples for laboratory testing. Sufficient laboratory tests will be conducted to classify the soils encountered and provide data for engineering,design. We presently anticipate drilling ten to fourteen (10.to 14) structural borings to depths of 10 to 30 feet below existing ground surface or auger refusal, whichever comes first. Once complete,

DWL Architect.s & Planners Proposal No. 65066 S Scottsdale Stadium Improvements May 24, 2018 -Page 2 Contract No. 2018-078-COS Exhibit A Page 85 of 107

Geotechnical • Environmental • Materials Engineers the borings will be backfilled with cuttings and patched as needed. Access to the site by conventional truck- mounted drilling equipment is assumed to be free and unencumbered.

TASK 3 - Lab Testing Sufficient laboratory tests will be conducted to properly classify the soils encountered and provide data for engineering design. The following tests may be conducted;

a. Grain Size Analysis b. Plasticity index c. Consolidation/Collapse d. Swell Test e. Moisture Density Relations (Proctor) f Direct Shear g. Corrosion

TASK 4 - Report We will analyze the data obtained from field and laboratory testing and prepare a draft report presenting all data obtained, together with our conclusions and recommendations regarding the following.

1. Design data, allowable bearing pressure and depth, for shallow spread footings. 2. Alternate foundation systems and design data as indicated by soil conditions and foundation loads. 3. Settlement estimate for each foundation system considered. 4. Seismic Site Classification based on borings and published ground motion data. 5. Lateral pressures on temporary and permanent retaining and foundation walls. 6. Groundwater conditions, if any, to the depths which will influence design and/or construction of the proposed development. 7. Swell potential of in-situ and compacted soils and recommendations for control if highly expansive. 8. Pavement design to provide economy and adequate service. 9. Suitability of site soils for use as compacted fill and preferred earthwork methods, including clearing, stripping, excavation and construction of engineered fill. 10. Local excavation and trenching conditions and stability considerations. 11. Corrosion potential of subsoils.

Once the client and/or design team has reviewed the draft report, we will issue a final report with agreed upon comment resolutions.

FEES

We propose to provide the design services set forth herein for the following estimated amount, which includes all testing, engineering, reimbursable expenses, one hard copy of the report and an electronic PDF fonnat file emailed upon completion. Should we be informed that additional copies of the report are needed after it has been finalized, there will be an additional charge of $25.00 per report.

Geotechnical Investigation with Report $ 12,800.00

The lump sum amounts included in this proposal do not include delays in the field not caused by S&A and its subcontractor. The amount does not include client meetings, additional consultation or other services not

DWL Architects & Planners Proposal No, 65066 S Scottsdale Stadium Improvements May24, 2018 -Page3 Contract No. 2018-078-COS Exhibit A Page 86 of 107

Geotechnical • Environmental • Materials Engineers specifically stated in this proposal. Should our studies encounter conditions, which warrant additional investigation and/or testing, such conditions will be reviewed with you prior to proceeding. SERVICE SCHEDULE

We have the staff available to begin work immediately upon notice to proceed. About 7 working days are required to mark, obtain utility clearances and begin auger borings. Fieldwork for auger borings should take 3 to 4 days to complete (access and weather permitting). Lab testing will require about two weeks. We can provide preliminary information a few days after drilling the site. The complete draft report will be issued within seven days of lab testing completion. As always, we stand ready to make reasonable adjustments to this schedule to meet our clients' needs.

We appreciate the opportunity to submit this proposal for your consideration. If the terms set forth are satisfactory, please sign a copy and return it for our records, or attach this scope of work to your standard agreement for professional engineering ser\'ices.

Respectfully submitted, APPROVED AND ACCEPTED Si’EEDii- & Associates, Inc. For: DWL Architects & Planners

By; Kenneth M. Huge II (Printed Name & Position) Project Coordinator

(Signature) President

(Date)

DWL Architects & Planners Propo.sal No. 65066 S Scottsdale Stadium Improvements May 24, 2018 - I'age 4 Contract No. 2018-078-COS Exhibit A Page 87 of 107

AND A! Geotechnical ■ Environmental ■ Materials Engineers

ENGINEERING SERVICES 2016 Fee and Rate Schedule

Fees for services will be based upon the time worked on the project at the following rates:

... 1■Title , ...,Rate Per Hour Principal $ 130.00 Project Manager 100.00 Sr. Geologist/Engineer 100.00 Project Engineer/Geologist 90.00 Environmental Specialist 85.00 Architectural Special Inspector 85.00 Structural Special Inspector 75.00 Staff Engineer/Geologist 70.00 Sr. Engineering Technician 55.00 Draftsman 50.00 Materials Testing Technician 45.00 Clerical/Administrative 40.00

REIMBURSABLE EXPENSES Light Truck Mileage Rate: $0.50 per mile The following items are reimbursable to the extent of actual expenses plus 10%: 1. Transportation, lodging and subsistence for out of town travel 2. Special mailings and shipping charges 3. Special materials and equipment unique to the project 4. Duplication or reprinting/copying reports

TEST BORINGS AND FIELD INVESTIGATIONS On projects requiring test borings, test pits, or other explorations, the services of reputable contractors to perform such work shall be obtained.

SUBCONTRACTORS/SUBCONSULTANTS CHARGES Any charges for subcontractors/subconsultants are subject to a 15% handling fee if invoiced by Speedie & Associates or such charges can be directly paid by the CLIENT.

SPECIAL RATES The following rates may be subject to a 35% increase: > Overtime - time over 8 hours per weekday and on Saturday > Sunday and Holidays > Rush orders

EXPERT WITNESS Deposition and testimony; 4-hour minimum, $250.00 per hour.

The following Terms and Conditions are included and hereto made a part of this agreement.

Page 1 of 1 Initials. Revised 1/1/14 Initials Contract No. 2018-078-COS Exhibit A Page 88 of 107 !DII AND ASSOCIATE! Geotechnical ■ Environmental ■ Materials Engineers

TERMS AND CONDITIONS 1. STANDARD OF CARE In performing our professional engineering services, Speedie & Associates, Inc. (S&A) will use the degree of care and skill ordinarily exercised by members of our profession currently practicing in the same locality under similar conditions. No warranty, expressed or implied, is made or intended by our proposal for consulting services, our contract, oral or written reports, or services.

2. SCOPE OF SERVICES

2.1 “ON-CALL” SERVICES Unless otherwise agreed by both parties in writing, all construction materials testing will be performed on an “on-calT basis. Both parties agree that test results for “on-call” testing, where the CLIENT does not request S&A’s continuous construction and field observation, will be based only on the representative sample or limited location tested.

2.2 CONSTRUCTION/FIELD OBSERVATION OR REMEDIATION OBSERVATION If the CLIENT desires more extensive or full-time project observation to help reduce the risk of problems arising during construction, the CLIENT shall request such services as “Additional Services” in accordance with the terms of this agreement. Should the CLIENT for any reason choose not to have S&A provide construction or field observation during the implementation of S&A’s specifications or recommendations, or should the CLIENT unduly restrict S&A’s assignment of observation personnel, CLIENT shall, to the fullest extent permitted by law, waive any claim against S&A, and indemnify, defend, and hold S&A harmless from any claim or liability for injury or loss arising from field problems allegedly caused by findings, conclusions, recommendations, plans or specifications developed by S&A. CLIENT also shall compensate S&A for any time spent or expenses incurred by S&A in defense of any such claim. Such compensation shall be based upon S&A’s prevailing fee and rate schedule.

3. OWNERSHIP OF DOCUMENTS All reports, plans, specifications, field data, notes and other documents prepared by S&A shall remain the property of S&A. Any reuse of such documents for other purposes must be with the written consent of S&A.

SAFETY While on a CLIENT’S jobsite, S&A’s personnel have no authority to exercise any control over any construction contractor, any other entity, or their employees in connection with their work, health or safety precautions. The CLIENT agrees that the General Contractor is solely responsible for jobsite safety and warrants that this intent shall be made evident in the CLIENT’S agreement with the General Contractor. The CLIENT may be charged for additional work for interruption, downtime required, or safety measures required by hazardous job conditions.

5. INSURANCE Upon request, S&A will furnish certificates of insurance for Workers Compensation, General and Auto insurance, and Professional Errors or Omissions insurance. S&A is not responsible for damage of any cause beyond the coverage of its insurance.

6. INDEMNIFICATION

6.1 ENVIRONMENTAL SERVICES It is understood and agreed that should the CLIENT hire S&A in matters involving the actual or potential presence of hazardous substances, the CLIENT will indemnify S&A, and its employees and representatives, from and against claims that are the result of negligent acts or omissions on the part of the CLIENT, its employees or representatives. S&A will indemnify the CLIENT from and against claims that are solely the result of negligent acts or omissions on the part of S&A, its employees or representatives.

Page 2 of 3 Initials. Revised 1/1/12 Initials Contract No. 2018-078-COS Exhibit A Page 89 of 107 IDII AND A! Geotechnical ■ Environmental > Materials Engineers 6.2 NON-ENVIRONMENTAL SERVICES Both parties agree that S&A’s scope of services will not include asbestos, hazardous or toxic materials. Should it become known in any way that such materials may be present at the jobsite or adjacent area that may affect the performance of S&A’s services, S&A may suspend its services without any liability until the CLIENT retains appropriate consultation to identify, abate, and/or remove the asbestos, hazardous or toxic materials and warrants that the jobsite is in compliance with applicable laws and regulations. The CLIENT will indemnify S&A and his employees and representatives from and against claims that are the result of negligent acts or omissions on the part of the CLIENT, his employees and representatives. S&A shall indemnify the CLIENT from and against claims, which are solely the result of negligent acts or omissions on the part of S&A, its employees and representatives.

LIMITS OF LIABILITY The CLIENT agrees that S&A shall not be liable for losses caused by or arising from any acts of the CLIENT, his employees or subcontractors. Should any of S&A’s employees be found to have been negligent in the performance of professional services rendered, the CLIENT agrees that the maximum aggregate amount of S&A’s liability shall be limited to $50,000.00 or the amount of the fee paid to S&A for professional services, whichever amount is greater.

WAIVER OF LIMITATION OF PROFESSIONAL LIABILITY In the event the CLIENT is unwilling or unable to limit liability in accordance with the paragraph above, then CLIENT shall agree to pay S&A a sum equivalent to an additional 20% of the total fee to be charged for the professional services. Said sum is to be called “Waiver of Limitation of Liability Charge.’’ This charge will in no way be construed as being a charge for insurance of any type, but will be increased consideration for the greater risk involved in performing the work up to the limit of proceeds available from S&A’s professional insurance coverage.

SAMPLE DISPOSAL

9.1 NON-HAZARDOUS SAMPLES Test samples are substantially altered during testing and are disposed of immediately upon completion of tests. Drilling samples are disposed of thirty (30) days after submission of our report. If requested in writing, samples can be held after thirty (30) days for an additional storage fee, or returned to the CLIENT.

9.2 HAZARDOUS SAMPLES If toxic or hazardous substances are involved, S&A will return such samples to the CLIENT. Or using a manifest signed by the CLIENT, S&A will have such samples transported to a location selected by the CLIENT for final disposal. The CLIENT agrees to pay all costs for storage, transport and disposal of samples. The CLIENT recognizes and agrees that S&A is acting as a bailee and at no time assumes title to samples involving hazardous or toxic materials.

PAYMENT Progress invoices will be submitted to the CLIENT monthly with a final billing at completion of services. Invoices are due and payable upon receipt. The CLIENT agrees to pay a finance charge of 1.5 % per month on all past due accounts over thirty (30) days. The CLIENT’S obligation to pay for all work contracted is in no way dependent upon the CLIENT’S ability to obtain financing, zoning approval, or the CLIENT’S successful completion of the project. S&A reserves the right to suspend work under its agreement if the CLIENT fails to pay invoices as due. The CLIENT agrees to pay all costs for collection of payment, including attorney’s fees.

LITIGATION In the event of litigation between parties to this agreement, if S&A is the prevailing party, S&A shall be entitled to recover all related costs, expenses, and reasonable attorney fees.

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June 14, 2018 llerracan DWL Architects+Planners 2333 North Central Avenue Phoenix, AZ 85004-1324

Attn: Mr. Steve Rao P: (602) 264-9731 E: [email protected]

RE: Proposal for a Phase I Environmental Site Assessment Giants Spring Training Facility 3629 North Drinkwater Boulevard Scottsdale, Arizona 85251 Terracon Proposal No. P65187328

Dear Mr. Rao:

Terracon Consultants, Inc. (Terracon) appreciates the opportunity to submit this proposal to DWL Architects+Planners (Client) to conduct a Phase I Environmental Site Assessment (ESA) of the above-referenced site. We understand the site is the San Francisco Giants Spring Training facility located at 3629 North Drinkwater Boulevard in Scottsdale, Arizona. The existing Clubhouse, Stadium, Concessions, and Restroom Buildings are scheduled for renovations.

Scope of Services Phase I ESA consistent with ASTM El 527-13 (see Section 2.0 of attached 0 Chain of Title/Environmental Lien Search is not included proposal detail) in this fee. o Additional items: Asbestos Survey, Visual Observations of Mold, Lead- Based Paint Survey, Hazardous Materials Survey. Schedule 15 to 20 business days (see Section 2.4 of attached proposal detail) Compensation Lump sum of $8,700 (see Section 3.0 of attached proposal detail)

If this proposal meets with your approval, work may be initiated by returning a fully executed copy of the attached Agreement for Services and User Questionnaire attached to this proposal to our Phoenix office. Please provide site contact information with the signed agreement.

0^^ Terracon Consultants, Inc. 4685 S Asti Ave, Ste H-4 Tempe, AZ 85282-6767 0 P 480-897-8200 F 480-897-1 133 terracon.com

Environmental Facilities Geotechnical Materials Contract No. 2018-078-COS Exhibit A Page 91 of 107 Proposal for Phase I Environmental Site Assessment Giants Spring Training Facility ■ Scottsdale, Arizona IlGrracon June 14, 2018 m Terracon Proposal No. P65187328

The terms, conditions, and limitations stated in the Agreement for Services and sections of this proposal incorporated therein, shall constitute the exclusive terms and conditions and services to be performed for this project.

We appreciate the opportunity to provide this proposal and look forward to working with you on this project. If you have any questions or comments regarding this proposal or require additional services, please give me a call.

Sincerely, Terracon Consultants, Inc.

Eric Lyding, E.l. Brent M. Borchers, P.E. Project Environmental Engineer Regional Manager

Attachments: ASTM El 527-13 User Questionnaire Detailed Scope of Services Client Provided Map Agreement for Services

Responsive 0 Resourceful s Reliable Contract No. 2018-078-COS Exhibit A Page 92 of 107 Client/User Required Questionnaire ”1|lBrr3C!On

Person Gohipletihg,Questionnaire Name: Phone: Company: Email: Site Name Giants Spring Training Facility

SiteAddressi 3629 North Drinkwater Boulevard, Scottsdale, Arizona 85251

Point of Contact for Access Name: Phone: Company: Email: Access Restrictions or Speciai Site _No ___Yes (If yes, please explain) Requiremente? Cdhfidentiaiity Requifemehts? _No ___Yes (If yes, please explain)

Current Site Owner Name: Phone: Company: Email: Current Site Operator Name: Phone: Company: Email: Reasons for ESA (e.g., financing, acquisition, lease, etc.) Anticipated Future Site Use

Relevant Documehts? Please provide Terracon copies of prior Phase I or II ESAs, Asbestos Surveys, Environmental Permits or Audit documents. Underground Storage Tank documents. Geotechnical Investigations, Site Surveys, Diagrams or Maps, or other relevant reports or documents. ASTM User Questionnaire In order to qualify for one of the Landowner Liability Protections (LLPs) offered by the Smaii Business Relief and Brownfieids Revitalizaiion Act of 2001 (the "Brownfieids Amendrherits”), the user must respond to the foliowing questions. Failure to provide this information to the.envirohmental pfofessiphal may result in sigriificant data gaps, which may limit our ability to identify recognized environmental conditions resulting in a determination that "all appropriate inquiry” is not complete. This form represents a type of interview and as such, the user has an obligation to answer all questions in good faith, to the extent of their actual knowledge. 1) Did a search of recorded land title records (or judicial records where appropriate) identify any environmental liens filed or recorded against the property under federal, tribal, state, or local law (40 CFR 312.25)? ____No ___Yes (If yes, explain below and send Terracon a copy of the title records or judicial records reviewed.) 2) Did a search of recorded land title records (or judicial records where appropriate) identify any activity and use limitations (AULs), such as engineering controls, land use restrictions, or institutional controls that are in place at the property and/or have been filed or recorded against the property under federal, tribal, state, or local law (40 CFR 312.26)? ___No ___ ^Yes (If yes, explain below and send Terracon a copy of the title records or judicial records reviewed.) 3) Do you have any specialized knowledge or experience related to the site or nearby properties? For example, are you involved in the same line of business as the current or former occupants of the site or an adjoining property so that you would have specialized knowledge of the chemicals and processes used by this type of business (40 CFR 312-28)? ___No ___ Yes (If yes, explain below) 4) Do you have actual knowledge of a lower purchase price because contamination is known or believed to be present at the site (40 CFR 312.29)? ___ No ___ ^Yes ___Not applicable (If yes or Not applicable, explain below) 5) Are you aware of commonly known or reasonably ascertainable information about the site that would help the environmental professional to identify conditions indicative of releases or threatened releases (40 CFR 312.30)? ___No ___Yes (If yes, explain below) 6) Based on your knowledge and experience related to the site, are there any obvious indicators that point to the presence or likely presence of contamination at the site (40 CFR 312.31)? ___No ___ Yes (If yes, explain below) Comments or explanations:

Please return this form with the signed authorization to proceed. Proposal No. P65187328

Responsive 0 Resourceful o Reliable Contract No. 2018-078-COS Exhibit A Page 93 of 107 Proposal for Phase I Environmental Site Assessment Giants Spring Training Facility □ Scottsdale, Arizona June 14, 2018 o Terracon Proposal No. P65187328 llerracon

DETAILED SCOPE OF SERVICES

1.0 PROJECT INFORMATION

We understand the site is the San Francisco Giants Spring Training facility located at 3629 North Drinkwater Boulevard in Scottsdale, Arizona. The existing Clubhouse, Stadium, Concessions, and Restroom Buildings are scheduled for renovations. There is an attached map identifying the specific locations to be assessed. We further understand that the anticipated future use of the site is not expected to change and the purpose of the ESA is to assist the client with renovations of the facility. If this is not accurate, or if you have additional useful information, please inform us as soon as possible.

2.0 SCOPE OF SERVICES

2.1 Base Phase I ESA Services

The ESA will be performed consistent with the procedures included in ASTM E1527-13, Standard Practice for Environmental Site Assessments: Phase I Environmental Assessment Process. The purpose of this ESA is to assist the client in developing information to identify recognized environmental conditions (RECs - as defined below) in connection with the site as reflected by the scope of this proposal.

ASTM E1527-13 contains a new definition of "migrate/migration," which refers to “the movement of hazardous substances or petroleum products in any form, including, for example, solid and liquid at the surface or subsurface, and vapor in the subsurface.” By including this explicit reference to migration in ASTM E1527-13, the standard clarifies that the potential for vapor migration should be addressed as part of a Phase I ESA and will be considered by Terracon in evaluation of RECs associated with the site. If modifications to the scope of services are required, please contact us to discuss proposal revisions.

REC Definition

Recognized environmental conditions are defined by ASTM El 527-13 as “the presence or likely presence of any hazardous substances or petroleum products in, on, or at a property: 1) due to any release to the environment, 2) under conditions indicative of a release to the environment, or 3) under conditions that pose a material threat of a future release to the environment. De minimis conditions are not recognized environmental conditions.”

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Physical Setting

The physical setting for the site will be described based on a review of the applicable USGS topographic quadrangle map, USDA soil survey, and selected geologic reference information.

Historical Use Information

A review of selected historical sources, where reasonably ascertainable and readily available, will be conducted in an attempt to document obvious past land use of the site and adjoining properties back to 1940 or when the site was initially developed, whichever is earlier. The following selected references, depending on applicability and likely usefulness, will be reviewed for the site.

a Historical topographic maps 0 Aerial photographs (approximate 10 to 15 year intervals) a City directories (approximate 5 year intervals) a Fire (Sanborn) insurance maps s Property tax file information

□ Site title search information, if provided by client m Environmental liens, if provided by client □ Building department records □ Zoning records B Prior environmental reports, permits and registrations; or geotechnical reports, if provided by the client

Pursuant to ASTM El527-13, DWL Architects+Planners should engage a title company or title professional to undertake a review of reasonably ascertainable recorded land title records (or judicial records where appropriate) for environmental liens and activity and use limitations currently recorded against or relating to the site. If the client is unable to provide land title records (or judicial records where appropriate), an abstract firm may be contracted by Terracon to perform a review of land title records (or judicial records where appropriate) for an additional fee. Documentation of environmental liens and activity and use limitations, if recorded, will be provided in the land title records (or judicial records where appropriate). Note, however, unless specifically requested within three days of project commencement, Terracon will rely on the client to provide land title records (or judicial records where appropriate). If land title records (or Judicial records where appropriate) are not provided for review in a timely manner, Terracon may conclude that the absence of records represents a data gap, which must be evaluated and documented in the final report.

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The client and the current owner or their representative will be interviewed to provide information regarding past uses of the site and information pertaining to the use of hazardous substances and petroleum products on the site. Additionally, a reasonable attempt will be made to interview past owners, operators, and occupants of the site to the extent that they are identified within the scope of the ESA and are likely to have material information that is not duplicative of information already obtained through the assessment process.

Regulatory Records Review

Consistent with ASTM El527-13, outlined below are the following federal, state, and tribal databases, where applicable are typically reviewed for indications of RECs, and the approximate minimum search distance of the review from the nearest property boundary. A database firm will be subcontracted to access governmental records used in this portion of the assessment. Additional federal, state, and local databases may be reviewed if provided by the database firm. Determining the location of unmapped facilities is beyond the scope of this assessment.

: Governmental Records Search Distance Federal NPL Site List 1.0 mile Federal NPL (Delisted) Site List 0.5 mile Federal CERCLIS Site List 0.5 mile Federal CERCLIS NFRAP Site List 0.5 mile Federal RCRA Corrective Actions (CORRACTS) TSD Facilities List 1.0 mile Federal RCRA Non-CORRACTS TSD Facilities List 0.5 mile Federal RCRA Generators List Site and Adjoining Federal Institutional Control/Engineering Control Registries Site Only Federal ERNS List Site Only State and Tribal-Equivalent NPL Site Lists 1.0 mile State and Tribal-Equivalent CERCLIS Lists 0.5 mile State and Tribal Landfill and/or Solid Waste Disposal Site Lists 0.5 mile State and Tribal Leaking LIST Lists 0.5 mile State and Tribal Registered LIST Lists Site and Adjoining State and Tribal Institutional Control/Engineering Control Registries Site Only State and Tribal VCP Site Lists 0.5 mile State and Tribal Brownfield Site Lists 0.5 mile Tribal databases will only be evaluated if the site is located in an area where a recognized tribe has jurisdiction for environmental affairs.

In addition to the database review and if customary practice for the site location, an attempt will be made to review reasonably ascertainable and useful local lists or records such as Brownfield sites, landfill/solid waste disposal sites, registered storage tanks, land records, emergency release reports, and contaminated public wells. A reasonable attempt will also be made to interview at least one staff member of any one of the following types of local government agencies: fire department, health agency, planning department, building department, or

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environmental department. As an alternative, a written request for information may be submitted to the local agencies.

The scope of work proposed herein includes up to two hours of regulatory agency file and/or records review, including client-provided reports and files. If the results of this initial review appear to warrant a more extensive review of applicable regulatory agency files and/or records, a cost estimate will be provided to the client for pre-approval. Review of regulatory files and/or records, when authorized, will be for the purpose of identifying RECs. Please note that all requested files may not be available from regulatory agencies within the client’s requested project schedule.

Site and Adjoining/Surrounding Property Reconnaissance

A site reconnaissance will be conducted to identify RECs. The reconnaissance will consist of visual observations of the site from the site boundaries and selected interior portions of the site. The site reconnaissance will include, where applicable, an interview with site personnel who the client has identified as having knowledge of the uses and physical characteristics of the site. Pertinent observations from the site reconnaissance will be documented including:

s Site description 0 General site operations

□ Aboveground chemical or waste storage B Visible underground chemical or waste storage, drainage, or collection systems B Electrical transformers □ Obvious releases of hazardous substances or petroleum products

The adjoining property reconnaissance will consist of visual observations of the adjoining/surrounding properties from the site boundaries and accessible public rights-of-way.

Report Preparation

A PDF-formatted copy of the final report will be submitted that presents the results of this assessment, based upon the scope of services and limitations described herein. The final report will be signed by an environmental professional responsible for the Phase I ESA, and the report will contain an environmental professional statement as required by 40 CFR 312.21(d). Recommendations will be developed as part of the Phase I ESA scope of services. Prior to final report issuance, the client may request paper copies at a charge of $50.00 per report copy.

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2.2 Additional Services Beyond Base ESA

At the direction of the client, the following additional services beyond the scope of the base Phase I ESA have been included.

Asbestos Survey (prior to renovation/demolition)

Terracon will perform an asbestos survey of the identified buildings on the site. We understand the purpose of this survey is to identify and quantify asbestos-containing materials (ACM) present in the buildings. It is proposed that Terracon will collect a maximum of 400 samples for analysis. If requested by the client, additional samples will be collected for a fee of $20 per sample.

The asbestos survey will be performed by a State-certified and/or Asbestos Hazard Emergency Response Act (AHEFlA)-accredited asbestos building inspector as required by 40 CFR Part 61, National Emissions Standards for Hazardous Air Pollutants (NESHAP). Terracon will conduct a visual assessment of the site buildings to identify materials suspected of containing asbestos (suspect ACM) such as thermal system insulation, surfacing materials, and miscellaneous materials (e.g., floor tile, ceiling tile). Suspect materials will be physically assessed for friability and evidence of damage or degradation. Samples of suspect ACM will be collected for laboratory analysis. Bulk sample collection will be conducted in general accordance with the sampling protocols outlined in 40 CFR 763.86.

Sample collection will result in some isolated damage to building materials; however, attempts will be made to limit such damage to the extent necessary for sample collection. Terracon will not be responsible for repair or touch-up of sample locations. Sampling will be limited to readily visible and accessible suspect building materials. Terracon will not perform sampling which requires demolition or destructive activities such as knocking holes in walls, dismantling equipment or removing protective coverings. Reasonable efforts to access suspect materials within known areas of restricted access (e.g., crawl spaces) will be made provided these areas are not determined to be permit-required confined spaces, or to pose a health or safety risk to Terracon personnel. Sampling will not include suspect materials which cannot be safely reached with provided ladders or man-lifts. Unless specifically requested by the client, exterior building materials such as roofing will not be sampled. If roof sampling is requested by the client, the client must agree to defend and hold Terracon harmless from subsequent liability and damages that may result. Terracon will apply temporary patching to roof sample locations, but the client is advised to obtain a roofing contractor to repair areas damaged by client-requested roof sampling.

The samples will be analyzed for asbestos content by polarized light microscopy (PLM). The percent asbestos, where applicable, will be determined by visual estimation. No other analyses such as point counting or transmission electron microscopy (TEM) will be conducted as part of

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Terracon will prepare a separate, written report describing the sampling methodology and the results of the asbestos survey. The report will describe the number, type, and location of suspect ACM samples, the analytical results, the estimated quantity and the condition of materials identified as ACM. At the request of the client, drawings depicting the location and extent of ACM and estimates of ACM removal costs can be provided to the client for an additional fee.

Visual Observations for Mold

Terracon will observe the interior of the on-site buildings for obvious indications of significant water infiltration and/or and visible mold growth. Where required by state/local regulations, the limited visual observations will be performed by appropriately trained and accredited personnel. This will include observations of visibly accessible surfaces in the building areas visited, and will not include observations of hidden conditions such as inaccessible areas, interior of wall cavities, interior of heating, ventilation and air conditioning (HVAC) systems, or behind intact wall coverings. The scope of the visible mold observations should not be construed as a mold assessment. The results of the observations will be presented in the ESA report.

Lead-Based Paint Survey

The lead survey will consist of sampling accessible painted surfaces at the facility. The lead sampling will serve to assist the facility owner in the identification of lead-containing paint (LCP) at the site. Terracon EPA-certified lead-based paint Inspectors and/or Risk Assessor will collect paint chip samples from various painted and/or coated components. Representative building component surfaces that may be sampled include, but are not necessarily limited to; woodwork/molding; door jambs and trim; window sills and sashes; cabinets; walls; ceilings; counter tops; stair railings; floors; balcony railings; and baseboards. At least one paint chip sample will be collected per unique painted surface and we anticipate up to 20 paint chip samples will be collected. The paint chip samples will be submitted to an accredited laboratory for lead content analysis by atomic absorption spectrometry (AAS) per ERA Method SW 846 3050B/7000B. Limited LCP sampling will result in damage to a small area (approximately 2 square inches) of the painted surface at each sample location. Terracon will not be responsible for re-painting sampled surfaces.

LCP sampling will be limited to readily observable and accessible surfaces. Terracon cannot guarantee a building or property to be LCP free as the possibility exists that LCP coated surfaces may be hidden from sight or in inaccessible locations, or the homogeneous construction areas identified may not be truly homogeneous. The survey report will document LCP sampling results and will identify building component surfaces confirmed as LCP. It should

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be understood that this limited LCP survey is not considered to be comprehensive in nature, and the results are not intended to be used to determine lead hazards, develop abatement plans, or prepare detailed cost estimates for abatement.

Hazardous Materials Survey

Terracon v\/ill also visually identify other possible building hazards which may be present at the facility such as polychlorinated biphenyl (PCB) containing equipment and materials, mercury- containing devices, chlorofluorocarbon (CFC)-containing equipment, batteries, and tritium exit signs.

The presence, location, and condition of suspect PCB-containing equipment such as fluorescent light ballasts, hydraulic elevators and lifts, and electrical transformers and equipment will be assessed and discussed in the report. Such readily accessible equipment will be inspected for external labels indicating PCB-content and serial numbers and for signs of leakage. Up to 3 samples of caulk will be collected and submitted to an accredited and state-licensed analytical laboratory for PCB analysis by EPA Method 8082. Sampling of fluid in reservoirs or stained soils for PCBs is n^ included in the fees for this scope of service.

2.3 Additional Services Not Included

The following services, although not specifically required by ASTM El527-13, may also be performed concurrently with ESAs and may be beneficial for the evaluation of environmental conditions and/or an evaluation of specific business environmental risks at the site. At your direction, these services have not been included as part of the scope of services for this ESA. Please note that this list is not all-inclusive. If you seek additional services, please contact us for a supplemental proposal and cost estimate.

□ Radon Records Review

B Short-Term Radon Testing 0 Lead in Drinking Water Records Review ta Limited Lead in Drinking Water Sampling

□ Wetland Records Review s Threatened/Endangered Species Records Review

□ Historic Properties/Archaeological Resources Review □ ASTM E 2600-15 Vapor Encroachment Screen

At the client's request, Terracon can also provide proposals for facility engineering services including property condition assessments, roofing inspections, curtain wall evaluations, structural surveys and mechanical surveys.

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2.4 Schedule

Services will be initiated upon receipt of the written notice to proceed. The final report will be submitted within 15 to 20 business days after receipt of your written notice to proceed, assuming site access can be obtained within three days after the notice to proceed.

In order to comply with the proposed schedule, please provide the following items at the time of notification to proceed.

s A signed Agreement for Services evidencing acceptance of this scope of services.

B The completed ASTM E1527-13 User Questionnaire, supplied as an attachment to this proposal. m Right of entry to conduct the assessment, including access to building interiors.

o Notification of any restrictions or special requirements (such as confidentiality, scheduling, or on-site safety requirements) regarding accessing the site. 0 An accurate legal description and/or a diagram of the site such as a surveyor’s plat map or scaled architect’s drawing (if such diagrams exist). m Current site owner, property manager, occupant information (including tenant list), and contact information for persons knowledgeable about the site history including current and historical use of hazardous substances and petroleum products on site (e.g., names, phone numbers, etc.). Q Copies of environmental reports, permits and registrations, and geotechnical reports that were previously prepared for the site. El Information relating to known or suspect environmental conditions at the site, including commonly known or reasonable ascertainable information within the local community about the site that is material to RECs in connection with the site. a Information about environmental liens and activity and use limitations for the site, if any. s Specialized knowledge or experience that is material to RECs in connection with the site, if any.

m Knowledge that the purchase price of the site is significantly less than the purchase price of comparable properties.

0 Land title records. Please note that requested regulatory files or other information may not be provided to Terracon by the issuance date of the report. Consideration of information not received by the issuance date of the report is beyond the scope of this ESA.

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2.5 Reliance

The ESA report will be prepared for the exclusive use and reliance of DWL Architects+Planners. Reliance by any other party is prohibited without the written authorization of the client and Terracon.

If the client is aware of additional parties that will require reliance on the ESA report, the names, addresses, and relationship of these parties should be provided for Terracon approval prior to the time of authorization to proceed. Terracon may grant reliance on the ESA report to those approved parties upon receipt of a fully executed Reliance Agreement (available upon request) and receipt of information requested in the Reliance Agreement. If, in the future, the client and Terracon consent to reliance on the ESA by a third party, Terracon may grant reliance upon receipt of a fully executed Reliance Agreement, requested information and receipt of an additional minimum fee of $350.00 per relying party.

Reliance on the ESA by the client and all authorized parties will be subject to the terms, conditions, and limitations stated in the Agreement for Services, sections of this proposal incorporated therein, the Reliance Agreement, and ESA report. The limitation of liability defined in the Agreement for Services is the aggregate limit of Terracon’s liability to the client and all relying parties.

Continued viability of the report is subject to ASTM El 527-13 Sections 4.6 and 4.8. If the ESA will be used by a different user (third party) than the user for whom the ESA was originally prepared, the third party must also satisfy the user’s responsibilities in Section 6 of ASTM El 527-13.

2.6 Scope and Report Limitations

The findings and conclusions presented in the final report will be based on the site’s current utilization, the anticipated future use of the site, if provided to Terracon, and the information collected as discussed in this proposal. Please note that we do not warrant database or third party information (such as from interviewees) or regulatory agency information used in the compilation of reports.

Phase I ESAs, such as the one proposed for this site, are of limited scope, are noninvasive, and cannot eliminate the potential that hazardous, toxic, or petroleum substances are present or have been released at the site beyond what is identified by the limited scope of this ESA. In conducting the limited scope of services described herein, certain sources of information and public records will not be reviewed. It should be recognized that environmental concerns may be documented in public records that are not reviewed. This ESA does not include subsurface or other invasive assessments, vapor intrusion assessments or indoor air quality assessments (i.e. evaluation of the presence of vapors within a building structure), business environmental risk evaluations, or other services not particularly identified and discussed herein. No ESA can

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An evaluation of significant data gaps will be based on the information available at the time of report issuance, and an evaluation of information received after the report issuance date may result in an alteration of our opinions and conclusions. We have no obligation to provide information obtained or discovered by us after the date of the report, or to perform any additional services, regardless of whether the information would affect any conclusions, recommendations, or opinions in the report. This disclaimer specifically applies to any information that has not been provided by the client.

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3.0 COMPENSATION

Base Phase 1 ESA Services Fee

Base Phase 1 ESA Services - Lump Sum (Includes items outlined in Section 2.1. Cost to contract an abstract firm to $2,500 develop a chain of title or environmental lien search is not included in this fee.)

Additional Services Fee

Asbestos Survey (prior to renovation/demolition) $4,000 Visual Observations for Mold Included Radon Records Review * Short-Term Radon Testing ■k Visual Observations for Suspect Lead-Based Paint * Limited Lead-Based Paint Sampling $1,200 ASTM E 2600-15 Vapor Encroachment Screening * Regulatory Agency File Review * Lead in Drinking Water Records Review * Limited Lead in Drinking Water Sampling * Wetland Records Review * Threatened/Endangered Species Records Review ★ Historic Properties/Archaeological Resources Review * Hazardous Materials Survey $1,000

Additional Services r Subtotal $6,200

Lump Sum Total $8,700 * Not included in the scope of services per the client’s direction.

The fee is valid for 90 days from the date of this proposal and is based on the assumption that all field services will be performed under safety Level D personal protective procedures and that only one site visit will be made by Terracon personnel. The lump sum fee is based on the assumptions and conditions provided at the time of this proposal.

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AGREEMENT FOR SERVICES This AGREEMENT is between DWL Architects+Planners (“Client”) and Terracon Consultants, Inc. ("Consultant”) for Services to be provided by Consultant for Client on the Giants Spring Training Facility project (“Project”), as described in Consultant’s Proposal dated 05/25/2018 (“Proposal”), including but not limited to the Project Information section, unless the Project is otherwise described in Exhibit A to this Agreement (which section or Exhibit is incorporated into this Agreement). 1. Scope of Services. The scope of Consultant’s services is described in the Proposal, including but not limited to the Scope of Services section (“Services”), unless Services are otherwise described in Exhibit B to this Agreement (which section or exhibit is incorporated into this Agreement). Portions of the Services may be subcontracted. Consultant’s Services do not include the investigation or detection of, nor do recommendations in Consultant's reports address the presence or prevention of biological pollutants (e g., mold, fungi, bacteria, viruses, or their byproducts) or occupant safety issues, such as vulnerability to natural disasters, terrorism, or violence. If Services include purchase of software. Client will execute a separate software license agreement. Consultant’s findings, opinions, and recommendations are based solely upon data and information obtained by and furnished to Consultant at the time of the Services. 2. Acceptance/ Termination. Client agrees that execution of this Agreement is a material element of the consideration Consultant requires to execute the Services, and if Services are initiated by Consultant prior to execution of this Agreement as an accommodation for Client at Client’s request, both parties shall consider that commencement of Services constitutes formal acceptance of all terms and conditions of this Agreement. Additional terms and conditions may be added or changed only by written amendment to this Agreement signed by both parties. In the event Client uses a purchase order or other form to administer this Agreement, the use of such form shall be for convenience purposes only and any additional or conflicting terms it contains are stricken. This Agreement shall not be assigned by either party without prior written consent of the other party. Either party may terminate this Agreement or the Services upon written notice to the other. In such case. Consultant shall be paid costs incurred and fees earned to the date of termination plus reasonable costs of closing the Project. 3. Change Orders. Client may request changes to the scope of Services by altering or adding to the Services to be performed. If Client so requests. Consultant will return to Client a statement (or supplemental proposal) of the change setting forth an adjustment to the Services and fees for the requested changes. Following Client’s review. Client shall provide written acceptance. If Client does not follow these procedures, but instead directs, authorizes, or permits Consultant to perform changed or additional work, the Services are changed accordingly and Consultant will be paid for this work according to the fees stated or its current fee schedule. If project conditions change materially from those observed at the site or described to Consultant at the time of proposal. Consultant is entitled to a change order equitably adjusting its Services and fee. 4. Compensation and Terms of Payment. Client shall pay compensation for the Services performed at the fees stated in the Proposal, including but not limited to the Compensation section, unless fees are otherwise stated in Exhibit C to this Agreement (which section or Exhibit is incorporated into this Agreement). If not stated in either, fees will be according to Consultant’s current fee schedule. Fee schedules are valid for the calendar year in which they are issued. Fees do not include sales tax. Client will pay applicable sales tax as required by law. Consultant may invoice Client at least monthly and payment is due upon receipt of invoice. Client shall notify Consultant in writing, at the address below, within 15 days of the date of the invoice if Client objects to any portion of the charges on the invoice, and shall promptly pay the undisputed portion. Client shall pay a finance fee of 1.5% per month, but not exceeding the maximum rate allowed by law, for all unpaid amounts 30 days or older. Client agrees to pay all collection-related costs that Consultant incurs, including attorney fees. Consultant may suspend Services for lack of timely payment. It is the responsibility of Client to determine whether federal, state, or local prevailing wage requirements apply and to notify Consultant if prevailing wages apply. If it is later determined that prevailing wages apply, and Consultant was not previously notified by Client, Client agrees to pay the prevailing wage from that point forward, as well as a retroactive payment adjustment to bring previously paid amounts in line with prevailing wages. Client also agrees to defend, indemnify, and hold harmless Consultant from any alleged violations made by any governmental agency regulating prevailing wage activity for failing to pay prevailing wages, including the payment of any fines or penalties. 5. Third Party Reliance. This Agreement and the Services provided are for Consultant and Client's sole benefit and exclusive use with no third party beneficiaries intended. Reliance upon the Services and any work product is limited to Client, and is not intended for third parties other than those who have executed Consultant’s reliance agreement, subject to the prior approval of Consultant and Client. 6. LIMITATION OF LIABILITY. CLIENT AND CONSULTANT HAVE EVALUATED THE RISKS AND REWARDS ASSOCIATED WITH THIS PROJECT, INCLUDING CONSULTANT'S FEE RELATIVE TO THE RISKS ASSUMED, AND AGREE TO ALLOCATE CERTAIN OF THE ASSOCIATED RISKS. TO THE FULLEST EXTENT PERMITTED BY LAW, THE TOTAL AGGREGATE LIABILITY OF CONSULTANT (AND ITS RELATED CORPORATIONS AND EMPLOYEES) TO CLIENT AND THIRD PARTIES GRANTED RELIANCE IS LIMITED TO THE GREATER OF $25,000 OR CONSULTANT'S FEE, FOR ANY AND ALL INJURIES, DAMAGES, CLAIMS, LOSSES, OR EXPENSES (INCLUDING ATTORNEY AND EXPERT FEES) ARISING OUT OF CONSULTANT'S SERVICES OR THIS AGREEMENT. PRIOR TO ACCEPTANCE OF THIS AGREEMENT AND UPON WRITTEN REQUEST FROM CLIENT, CONSULTANT MAY NEGOTIATE A HIGHER LIMITATION FOR ADDITIONAL CONSIDERATION IN THE FORM OF A SURCHARGE TO BE ADDED TO THE AMOUNT STATED IN THE COMPENSATION SECTION OF THE PROPOSAL. THIS LIMITATION SHALL APPLY REGARDLESS OF AVAILABLE PROFESSIONAL LIABILITY INSURANCE COVERAGE, CAUSE(S), OR THE THEORY OF LIABILITY, INCLUDING NEGLIGENCE, INDEMNITY, OR OTHER RECOVERY. THIS LIMITATION SHALL NOT APPLY TO THE EXTENT THE DAMAGE IS PAID UNDER CONSULTANT'S COMMERCIAL GENERAL LIABILITY POLICY. T. Indemnity/Statute of Limitations. Consultant and Client shall indemnify and hold harmless the other and their respective employees from and against legal liability for claims, losses, damages, and expenses to the extent such claims, losses, damages, or expenses are legally determined to be caused by their negligent acts, errors, or omissions. In the event such claims, losses, damages, or expenses are legally determined to be caused by the joint or concurrent negligence of Consultant and Client, they shall be borne by each party in proportion to its own negligence under comparative fault principles. Neither party shall have a duty to defend the other party, and no duty to defend is hereby created by this indemnity provision and such duty is explicitly waived under this Agreement. Causes of action arising out of Consultant's Services or this Agreement regardless of cause(s) or the theory of liability, including negligence, indemnity or other recovery shall be deemed to have accrued and the applicable statute of limitations shall commence to run not later than the date of Consultant’s substantial completion of Services on the project. B. Warranty. Consultant will perform the Services in a manner consistent with that level of care and skill ordinarily exercised by members of the profession currently practicing under similar conditions in the same locale. EXCEPT FOR THE STANDARD OF CARE PREVIOUSLY STATED, CONSULTANT MAKES NO WARRANTIES OR GUARANTEES, EXPRESS OR IMPLIED, RELATING TO CONSULTANT'S SERVICES AND CONSULTANT DISCLAIMS ANY IMPLIED WARRANTIES OR WARRANTIES IMPOSED BY LAW, INCLUDING WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE. 9. Insurance. Consultant represents that it now carries, and will continue to carry: (i) workers’ compensation insurance in accordance with the laws of the states having jurisdiction over Consultant’s employees who are engaged in the Services, and employer’s liability insurance ($1,000,000); (ii)

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commercial general liability insurance ($1,000,000 occ / $2,000,000 agg); (iii) automobile liability insurance ($1,000,000 B.l. and P.D. combined single limit); and (iv) professional liability insurance ($1,000,000 claim / agg). Certificates of insurance will be provided upon request. Client and Consultant shall waive subrogation against the other party on all general liability and property coverage. Client and Owner are additional insured with respect to general and auto liability. 10. CONSEQUENTIAL DAMAGES. NEITHER PARTY SHALL BE LIABLE TO THE OTHER FOR LOSS OF PROFITS OR REVENUE; LOSS OF USE OR OPPORTUNITY; LOSS OF GOOD WILL; COST OF SUBSTITUTE FACILITIES, GOODS, OR SERVICES; COST OF CAPITAL; OR FOR ANY SPECIAL, CONSEQUENTIAL, INDIRECT, PUNITIVE, OR EXEMPLARY DAMAGES. 11. Dispute Resolution. Client shall not be entitled to assert a Claim against Consultant based on any theory of professional negligence unless and until Client has obtained the written opinion from a registered, independent, and reputable engineer, architect, or geologist that Consultant has violated the standard of care applicable to Consultant's performance of the Services. Client shall provide this opinion to Consultant and the parties shall endeavor to resolve the dispute within 30 days, after which Client may pursue its remedies at law. This Agreement shall be governed by and construed according to Arizona law. 12. Subsurface Explorations. Subsurface conditions throughout the site may vary from those depicted on logs of discrete borings, test pits, or other exploratory services. Client understands Consultant's layout of boring and test locations is approximate and that Consultant may deviate a reasonable distance from those locations. Consultant will take reasonable precautions to reduce damage to the site when performing Services; however. Client accepts that invasive services such as drilling or sampling may damage or alter the site. Site restoration is not provided unless specifically included in the Services. 13. Testing and Observations. Client understands that testing and observation are discrete sampling procedures, and that such procedures indicate conditions only at the depths, locations, and times the procedures were performed. Consultant will provide test results and opinions based on tests and field observations only for the work tested. Client understands that testing and observation are not continuous or exhaustive, and are conducted to reduce - not eliminate - project risk. Client shall cause all tests and inspections of the site, materials, and Services performed by Consultant to be timely and properly scheduled in order for the Services to be performed in accordance with the plans, specifications, contract documents, and Consultant's recommendations. No claims for loss or damage or injury shall be brought against Consultant by Client or any third party unless all tests and inspections have been so performed and Consultant's recommendations have been followed. Unless otherwise stated in the Proposal, Client assumes sole responsibility for determining whether the quantity and the nature of Services ordered by Client is adequate and sufficient for Client's intended purpose. Client is responsible (even if delegated to contractor) for requesting services, and notifying and scheduling Consultant so Consultant can perform these Services. Consultant is not responsible for damages caused by Services not performed due to a failure to request or schedule Consultant’s Services. Consultant shall not be responsible for the quality and completeness of Client’s contractor’s work or their adherence to the project documents, and Consultant's performance of testing and observation services shall not relieve Client’s contractor in any way from its responsibility for defects discovered in its work, or create a warranty or guarantee. Consultant will not supervise or direct the work performed by Client's contractor or its subcontractors and is not responsible for their means and methods. The extension of unit prices with quantities to establish a total estimated cost does not guarantee a maximum cost to complete the Services. The quantities, when given, are estimates based on contract documents and schedules made available at the time of the Proposal. Since schedule, performance, production, and charges are directed and/or controlled by others, any quantity extensions must be considered as estimated and not a guarantee of maximum cost. 14. Sample Disposition, Affected Materiais, and Indemnity. Samples are consumed in testing or disposed of upon completion of the testing procedures (unless stated otherwise in the Services). Client shall furnish or cause to be furnished to Consultant all documents and information known or available to Client that relate to the identity, location, quantity, nature, or characteristic of any hazardous waste, toxic, radioactive, or contaminated materials (“Affected Materials") at or near the site, and shall immediately transmit new, updated, or revised information as it becomes available. Client agrees that Consultant is not responsible for the disposition of Affected Materials unless specifically provided in the Services, and that Client is responsible for directing such disposition. In no event shall Consultant be required to sign a hazardous waste manifest or take title to any Affected Materials. Client shall have the obligation to make all spill or release notifications to appropriate governmental agencies. The Client agrees that Consultant neither created nor contributed to the creation or existence of any Affected Materials conditions at the site and Consultant shall not be responsible for any claims, losses, or damages allegedly arising out of Consultant’s performance of Services hereunder, or for any claims against Consultant as a generator, disposer, or arranger of Affected Materials under federal, state, or local law or ordinance. 15. Ownership of Documents. Work product, such as reports, logs, data, notes, or calculations, prepared by Consultant shall remain Consultant's property. Proprietary concepts, systems, and ideas developed during performance of the Services shall remain the sole property of Consultant. Files shall be maintained in general accordance with Consultant's document retention policies and practices. 16. Utilities. Client shall provide the location and/or arrange for the marking of private utilities and subterranean structures. Consultant shall take reasonable precautions to avoid damage or injury to subterranean structures or utilities. Consultant shall not be responsible for damage to subterranean structures or utilities that are not called to Consultant’s attention, are not correctly marked, including by a utility locate service, or are incorrectly shown on the plans furnished to Consultant. 17. Site Access and Safety. Client shall secure all necessary site related approvals, permits, licenses, and consents necessary to commence and complete the Services and will execute any necessary site access agreement. Consultant will be responsible for supervision and site safety measures tor its own employees, but shall not be responsible for the supervision or health and safety precautions for any other parties, including Client, Client’s contractors, subcontractors, or other parties present at the site.

Consultant; Terracon Consultants, Inc. Client: DWL Architects+Planners By: Date: 6/14/2018 By: Date: Name/Title: Brent M. Borchers, P.E. / Regionai Manager Name/Title: Steve Rao / President Address: 4685 S Ash Ave, Ste H-4______Address: 2333 N Central Ave Tempe, AZ 85282-6767______Phoenix, AZ 85004-1324 Phone: (480) 897-8200 Fax: (480) 897-1133 Phone: (602) 264-9731 Fax: Email: [email protected] Email: [email protected]

Page 2 of 2 Rev. 4-18 Contract No. 2018-078-COS Exhibit A Page 106 of 107

Attachment 4

Schedule Comrett No. 2018-078-COS Exhibit A Page 107 of 107

Scottsdale Stadium Multi-use Event Center Prgposed Schedule (or Design Services

Revised: lune 18, 2018 cor SOME

ASSESSMENT

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Notes: Idwl « Submittal to Bldg. Safety must wait for DRB approval • DRB process must start before completion of SB's POPULOUS AECOM hunt (requires materials, Drainage report, Site Photometries) • Actual duration for DRB not fully known - It is dependent on City Review and Requirements • Building Safety Review times are estimated • Each Design phase will proceed on approval from Hunt & COS (duration shown is estimated) • There is a risk starting CD's before DRB approval CONTRACT NO. 2018-078-COS

EXHIBIT B

HOURLY RATE SCHEDULE

The schedule of hourly labor rates for employees of the DBM and its Subconsultants are based on the approved proposal submitted to the City on the 18th day of June, 2018 and are included as a part of Exhibit A.

Note: Any changes in Project Staffing will require City of Scottsdale approval.

Project Name: SSMEC Page 1 of 1 Project No. PE05 DBM Preconstruction (Rev. Dec. 2016) 9613330v5 CONTRACT NO. 2018-078-COS

EXHIBIT C

SUBMITTAL REQUIREMENTS FOR THE GMP

GMP submittal, one copy for review.

Two (2) copies will be requested by Capital Project Management prior to contract execution.

GMP Cost Model Exhibit Contents:

1. Scope of Work 2. Summary of the GMP 3. Schedule of Values - Direct and Indirect cost summary; Unit prices and quantity take­ offs using the City’s standard pay items; Details of all allowances and unit price work shown and specified in the detailed design documents; All fixed equipment, site improvements, and utility and equipment installations; Field Office overhead; Home Office overhead; Bonds, taxes, insurance; The DBM Contractor’s fee {percentages for self-performed work and subcontractor work when different). 4. List of Plans and Specifications used for GMP Proposal 5. List of clarification and assumptions 6. Subcontractor Bids on Subcontractor Letterhead 7. Project Schedule showing critical path construction items

A. Scope of Work will consist of a brief description of the work to be performed by DBM and major points that the DBM and the City must be aware of pertaining to the scope, (normally one paragraph is sufficient.)

B. A summary of the GMP with a total for each of the components of the GMP as listed in its definition in Article 9 as shown in the table below:

B1. The General Conditions are costs incurred by the DBM during the construction phase. General Conditions includes, but is not limited to the following types of costs: payroll costs for project manager or construction manager, but not both, payroll costs for the superintendent and full-time general foremen, payroll costs for management personnel working on the site, workers not included as direct labor costs engaged in support (e.g. loading/unloading, clean-up, etc.), administrative office personnel, costs of offices and temporary facilities including office materials, office supplies, office equipment, minor expenses, utilities, fuel, sanitary facilities and telephone services at the Site, costs of liability insurance premiums not included in labor burdens for direct labor costs, costs of bond premiums, costs of consultants not in the direct employ of the DBM or Subcontractors, fees for permits and licenses allowed in the contract. Charges for some home office administrative personnel may be included in General Conditions if agreed upon by both DBM and City.

Project Name: SSMEC Page 1 of 3 Project No. PE05 DBM Preconstruction (Rev. Dec. 2016) 9613330v5 CONTRACT NO. 2018-078-COS

EXHIBIT C

C. Schedule of Values - spreadsheet with the estimated bid or cost organized by subcontract categories, allowances, bid contingency, general conditions costs, taxes, bonds, insurances, and the DBM's construction phase fee. The supporting document for the spreadsheet must be provided in an organized manner that correlates with the schedule of values, if applicable; Material costs equipment costs, labor costs, hourly labor rates, and total cost. Labor costs shall include the employee classification, benefits, payroll taxes and other payroll burdens; The total cost for any portion of the work to be performed by subcontractors shall include subcontractor overhead and profit. Production rates, transportation and other facilities and services necessary for the proper execution of the Work, whether temporary or permanent, and whether or not incorporated or to be incorporated into the Work. Copies of quotations from subcontractors and suppliers; Memoranda, narratives, consultant’s reports and all other information used by the DBM Contractor to arrive at the GMP. The GMP must include all assumptions, descriptions and a breakdown of all allowances.

The backup information shall consist of the request for bids, bids received, and clarification assumptions used for the particular bid item listed on the schedule of values, if applicable.

bub-Contractors Cost of the Work (Labor, Materials, $ Equipment, Warranty, Insurance, Profit) DBM Self-Performed Cost of the Work (Labor, Materials, B Equipment, Warranty) C Total Cost of the Work (A+B)

General Conditions (Negotiated Amount) Total Cost of the Work + General Conditions Fee $ (C+D) Payment and Performance Bonds (On Cost of the Work + General Conditions Fee) Insurance (Additional CMAR's Insurance not provided in the Total Cost of the Work) Subtotal Direct + Indirect Costs (E+F+G) DBM Construction Fee (Negotiated Fixed Fee) Taxable Project Subtotal (H+l) Taxes (Actual Reimbursable limited by Not to Exceed) $ Project Subtotal (J+K)

TOTAL GMP (Not to Exceed) (L+M)

Project Name: SSMEC Page 2 of 3 Project No. PE05 DBM Preconstruction (Rev. Dec. 2016) 9613330V5 CONTRACT NO. 2018-078-COS

EXHIBIT C

D. A list of the Plans and Specifications with latest issuance date including all addenda used in preparation of the GMP proposal. The plans used for the GMP must be date stamped and signed by DBM, Design Consultant, and Project Manager using the format below.

Plans Used for Preparation of GMP No.

DBM Date

Design Consultant Date

Project Manager Date

E. A list of the clarifications and assumptions made by the DBM in the preparation of the GMP proposal, to supplement the information contained in the documents.

F. All Subcontractor Bids for the project on the Subcontractor’s Letterhead.

G. A Critical Path Method diagram construction schedule.

NOTE: The submittal package must be kept as simple as possible all on 8V2 x 11 sheets. Color or shading must be kept to a minimum. If used, make sure the color or shading will not affect the reproduction of the submittal in black and white.

Final GMP submittal will consist of the following:

1. Two (2) Copies of the GMP (perforated as requested by Bids & Specifications) Velo or 3- hole punched.

2. One copy of the plans and technical specifications used to arrive at the GMP (signed by Design Consultant, DBM and Project Manager).

Project Name: SSMEC Page 3 of 3 Project N0.PEO5 DBM preconstruction (Rev. Dec. 2016) 9613330V5