This contract (hereinafter ‘Agreement’) is between Prism Architecture, LLC. (PA) (License #AA26002852), having a principal place of business at One Financial Plaza, 100 SE 3rd Ave, #1000, Ft Lauderdale, FL 33394, and property owner

 In consideration of the premises and mutual covenants below, PA and Client agree as follows:

  • Definitions
    • “Work” means all services, design and documents whether complete or partially complete. This includes but is not limited to labor, materials, services provided by PA and may cover the whole or part of the Project.
    • “Project” means the total construction of Work performed under this Agreement that may be the whole or part and may include separate contractors.
    • “Design” / “Design Schematic” means but is not limited to any drawing created either by hand or in computer by PA.
    • “Drafting” means drawing in CAD (computer aided drafting) software such as AutoCAD.
    • “Construction Documents” (aka permit drawings) means the detailed signed and sealed construction drawings that can be submitted to the building department to obtain a building permit.
    • “Contractor” means the Project’s General Contractor OR Subcontractor(s)
    • “Project Manager” means the individual identified by PA to oversee and co-ordinate the Project. Responsibilities include reporting status in a timely manner, update and maintain the project manual and meet with the Client as requested.
    • “Notice to Proceed” means the document, signed by the client and PA authorizing Work to commence on the Project.
    • “Bid Administration” means assisting the Client in obtaining comparable cost estimates for each trade for Project.
    • “Construction Administration” means the coordination, over-sight/review, meetings, communications, etc in the day to day progress of the the Project with the Owner or Contractor.
    • “Programming” means establishing a written pragmatic approach to a Client’s goals and objectives.
    • “Existing Conditions Drawing(s)” means the drawings and/or documentation of the existing conditions of a space before any Work has been started.
    • “As Built drawings” means the drawing revisions necessary to the revise Construction Documents if any change is made during construction.
    • “RFI” / “Request for Information” means a process by which PA sends Construction Plans out for bid and when Contractor has to submit any questions they have by a certain due date.
  • PA’s Responsibilities
    • PA will provide the name of the Project Manager to the Client.
    • PA will provide a raised seal /certification as required by the building department for drawings that are only created by PA. Although PA will review/ comment and approve these shop drawings (truss drawings, signage drawings, pool drawings, etc) which are prepared by others, PA will only sign them “approved” but NOT provide a seal on drawings created by another architect/engineer.  This is an illegal activity.  If PA is preparing drawings and needs to verify shop drawings, then Client must provide said drawings upon request.  Construction Documents may be withheld until such information is obtained.
    • Interior design services, landscape/irrigation design services, civil engineering services (storm water drainage, paving, grading and utility plan), fire alarm/fire sprinkler drawings, site lighting photo metrics / electrical, mechanical, plumbing or any other specialty engineering services such as sound, wind, or marine is not included in this Agreement.    If Client desires to hire a company the above services, Client must provide a copy of the executed contract to PA for billing purposes.  Client agrees to pay PA 25% of contract value for coordination with Architectural Construction Documents.
    • Owner is solely responsible for any drainage, landscape or other site related design if not included in scope of work.  
    • In the event that Client or Contractor does not construct per the Construction Documents and additional or revised drawings are required “As Built Drawings” for reasons solely caused by Client or Contractor (i.e. excluding adjustments to Construction Documents consistent with the original design intent, etc.), Client must pay the hourly rates according to this agreement
    • PA will prepare a site plan from information supplied by the Client and therefore is reliant upon the accuracy of the information provided to PA, specifically the survey and engineers soil report.
    • The Construction Documents provided by PA will be complete for submittal for the permit process. In the event the building department has more than 2 rounds of comments, they will be made for hourly fees according to section 7.7 of this agreement.
    • If Contractor has any request for information (RFI) during their bidding process, PA will answer those requests for no charge to Client. If revisions to the Construction Documents are required, they will be made to the Construction Documents, they will be made for hourly fees according to this agreement.
    • In the event the building department requests for information that Client’s Contractor is required to provide, PA will retain it’s resubmittal documents until verifying that all building department’s request for information is complete.
    • Responding to any Contractor RFI’s or any Zoning, Planning or meetings with building department officials shall be billed in accordance of this agreement
    • PA is not responsible for any permitting, inspections or fees associated with permitting/inspections unless noted otherwise.
  • Client Responsibilities
    • Client will provide complete information for the Project including but not limited to objectives, constraints, budget and schedule in a timely manner. Once Client approves the design drawings and signs the Notice to Proceed, Client is aware of the potential construction cost associated with Project that may be above original budget discussed.   Obtaining construction cost estimates are Client’s responsibility.
    • Client is responsible for providing existing measurements of Project.   If Client request PA to preform a field measure /site visit, a fee of $99.00 will be charged. 
    • Client is responsible for obtaining and providing any soil reports, surveys or others as requested by PA
    • Client is responsible for obtaining conditional use / concurrency approval from governing municipality if required.
    • Client will provide proof that they have legally obtained the Design material for use by PA if Design is not part of the Scope of Work.
    • Client will be responsible for reviewing and approving the Construction Documents.
    • Client is responsible for paying all collection cost if necessary.
    • Scaled Models or Architectural Illustrations (renderings) are not included. Price available upon request.
    • Any ground shipping or overnight mailing is considered a reimbursable expense to PA at the rate of cost plus 25%.
  • Acceptance of Project Documents
    • Client agrees to sign the Notices to Proceed and the Construction Documents in a timely manner. Except as otherwise provided for in this Agreement, any changes made to the Project after the Notice to Proceed shall be billed at the hourly rates according to section 7.7 of this agreement.
  • Public Relations
    • Client will allow PA to place their sign on the Project site. Client also agrees to allow PA to refer to or use the name or picture of the Project in any announcement or advertisement.
  • Ownership and Licenses
    • Design and construction documents provided to Client under this agreement are the exclusive intellectual property of (PA). These designs and all documents containing the designs are protected by the Federal Copyright Laws.  PA retains ownership of the copyrights, patents, trade secrets, know-how and its other intellectual property right in the Design when Design is part of the Project.  It should be noted that no other firm shall be allowed to use any part of the design to make modifications or prepare construction drawings without the written consent of PA.
  • Fees and Discounts
    • Client will pay the fees for the Project per the Scope of Work listed as Attachment A.
    • Payment will be made by check to address listed above upon presentation of an invoice. Payments overdue 14 days will cause Work to cease until payment is received and interest will be accrued daily at 1.5%.
    • A Lien may be filed according to the state mechanic’s lien law if timely payment is not made or Client violates terms of contract.

ACCORDING TO FLORIDA’S CONSTRUCTION LIEN LAW (SECTIONS 713.001-713.37, FLORIDA STATUTES), THOSE WHO WORK ON YOUR PROPERTY OR PROVIDE MATERIALS AND SERVICES AND ARE NOT PAID IN FULL HAVE A RIGHT TO ENFORCE THEIR CLAIM FOR PAYMENT AGAINST YOUR PROPERTY. THIS CLAIM IS KNOWN AS A CONSTRUCTION LIEN. IF YOUR CONTRACTOR OR A SUBCONTRACTOR FAILS TO PAY SUBCONTRACTORS, SUB-SUBCONTRACTORS, OR MATERIAL SUPPLIERS, THOSE PEOPLE WHO ARE OWED MONEY MAY LOOK TO YOUR PROPERTY FOR PAYMENT, EVEN IF YOU HAVE ALREADY PAID YOUR CONTRACTOR IN FULL. IF YOU FAIL TO PAY YOUR CONTRACTOR, YOUR CONTRACTOR MAY ALSO HAVE A LIEN ON YOUR PROPERTY. THIS MEANS IF A LIEN IS FILED YOUR PROPERTY COULD BE SOLD AGAINST YOUR WILL TO PAY FOR LABOR, MATERIALS, OR OTHER SERVICES THAT YOUR CONTRACTOR OR A SUBCONTRACTOR MAY HAVE FAILED TO PAY. TO PROTECT YOURSELF, YOU SHOULD STIPULATE IN THIS CONTRACT THAT BEFORE ANY PAYMENT IS MADE, YOUR CONTRACTOR IS REQUIRED TO PROVIDE YOU WITH A WRITTEN RELEASE OF LIEN FROM ANY PERSON OR COMPANY THAT HAS PROVIDED TO YOU A “NOTICE TO OWNER.” FLORIDA’S CONSTRUCTION LIEN LAW IS COMPLEX, AND IT IS RECOMMENDED THAT YOU CONSULT AN ATTORNEY.

  • Fees for repeat/reuse of the Design/Construction Documents at a differ Project location than described in the Scope of Work will be 35% of this contract with no changes.
  • All payments and fees are non-refundable or non-transferable. Payments are to be paid as invoiced. Payments shall be due within 5 days upon issuance of invoice. Final payment shall be made at delivery of sealed Construction Documents, not issuance of permit. 
  • If the Work is suspended or abandoned in whole or in part for a period of more than 45 calendar days from last significant communication from Client to PA, this agreement is subject to termination or renegotiation following a demand for services rendered to that date and reimbursables accrued likewise. PA is entitled to charge re-start fees to re-assemble the Work, Project manager, and Project team.
  • All time will be billed in 15-minute increments. Hourly rates if applicable are as follows: 
    • Architect / Design / Principal - $225.00 USD/hr .
    • Project Manager - $175.00 USD/hr.
    • Drafting/CAD - $85.00 USD/hr.
    • Clerical / Administrative - $40.00 USD/hr.
    • Any official letter will be billed at $500 per letter.
  • Warranty and Indemnification
    • PA is 100% liable for the life safety and structural integrity of the structure for the Project.
  • Term and Termination
    • This Agreement shall be effective as of the date on the signature page and shall continue until completion of Work. PA or Client may cancel this agreement with ten (10) days written notice, and payment shall be made to PA for the full 10 days.   Time involved in case shall be awarded to prevailing party
    • Survival After termination or Expiration                                                         

 The provisions of section 6.0 “Ownership and Licenses,” 8.0 “Warranty and Indemnification,” 9.0 “Term and Termination,” 10.0 “Limitation of Liability,” 11.0 “Compliance with Laws,” 12.0 “Force Majeure,” 13.0 “General,” shall survive and continue beyond any expiration or termination of this Agreement.

  • If either party terminates this agreement, terminating party shall be responsible for all legal fees.
  • If Client starts any construction work without issuance of permit, PA reserves the right to terminate this contract immediately and Client shall pay PA for any work completed and for attorneys fees.
  • Limitation of Liability
    • In no event will either party be liable to the other for any incidental or special damages, lost profits, lost savings, or any other consequential damages regardless of the form of action, even if such party has been advised of the possibility of such damages, resulting from the subject of this Agreement.
    • The compliance and method of structural design is solely up to PA. If client decides to change the method of construction during the Construction Document phase, then PA reserves the right to charge for such changes. If no agreement is reached in a timely manner, PA reserves the right to stop work and Client must pay the full contract amount within 5 days.
  • Compliance with Laws
    • Each party will comply with all applicable laws and regulations and ordinances and appropriate governing bodies for the Work.
  • Force Majeure
    • Neither party shall be liable for its failure to perform any of its obligation hereunder during any period in which such performance is delayed by circumstances beyond its reasonable control, including but not limited to: fire, act of nature, embargo, or the intervention of any government authority, provided that the party suffering such delay immediately notifies the other party of the delay.
  • General
    • Any controversy arising out of, or relating to this Agreement, including any claim for damages or equitable relief, or both, shall be settled by arbitration in Broward County, Florida, in accordance with the rules of the American Arbitration Association. Any arbitration award shall be final, binding and conclusive and may be enforced by entry as a judgment of any court having jurisdiction over any party. Time involved in case is billable per section 7.7 of this agreement.
    • Each party, including its servants, agents and employees, is deemed to be an independent contractor and not an agent, joint venture, employee, or representative of the other. Neither party may create any obligations or responsibilities on behalf of or in the name of the other party.
    • Notices under this Agreement shall be addressed to addresses listed above.
    • If any provision of this Agreement is held illegal or unenforceable by any court of competent jurisdiction, such provision shall be modified to the minimal extent required to make it legal and enforceable, consistent with the spirit and intent of the Agreement.
    • If this contract is based on a square footage rate, once the Client signs the Notice to Proceed, the project is then locked in on the adjusted amount. If client revises the design once the Notice to Proceed is signed, except as otherwise provided herein, an hourly rate according to Section 2.8 will occur for the revision of the Design or Construction Documents.
    • Dimensions and details may change due to field conditions, construction techniques and other variables which shall not be charged against PA for omissions or error. PA to provided supplemental and/or as built drawings for these items without additional charge.
    • Client may not assign any of its rights or obligations under this Agreement to any third party without the express written consent of PA, except that Client may assign the use and drawing rights referred to in this Agreement to any subsequent purchaser of the subject property.
    • Nothing contained in this Agreement shall prevent either party from entering into agreements with third parties which are similar to this Agreement, or from independently developing (either through third parties or their own employees), or from acquiring Projects that are similar to and competitive with that of the other party.
    • Except for actions to recover payments under the Agreement, no actions, regardless of form, arising out of this Agreement may be brought more than one (1) year after the cause of action has arisen. The parties agree that arbitration proceedings must be instituted within ninety (90) days after notice of claim is given. Failure to institute arbitration within such period shall constitute an absolute bar to any proceedings concerning that claim and a waiver of such claim.
    • Neither party shall disclose the existence or terms and conditions of the agreement to third parties except in response to order of a court or government agency.
    • Client understands that there are many variables to determine a construction cost and dependent on the complexities of the Project. Client understands that PA did not represent, warranty or guaranty any particular cost or cost limit for the construction of the project, except as follows: _N/A_.
    • This Agreement shall be governed by the Laws of the State of Florida applicable to agreements made and performed entirely within such jurisdiction except that the conflict of laws provisions of the State of Florida relating to determination of the applicable forum law to be used shall not apply.
    • This Agreement expresses the entire agreement and understanding of the parties with respect to the subject matter hereof and supersedes all prior oral or written agreements, commitments and understandings pertaining to the subject matter hereof. Any modification of or changes to this Agreement shall be in writing and signed by both parties.
    • If in any event Client decides to begin construction prior to obtaining the Permit, PA reserves the right to abandon the project and Client will forfeit all fees. It is agreed by Client and PA that PA does not take any responsibility for work done outside of permitting.
    • If any existing conditions present themselves that are originally unknown to PA, then PA reserves the right to bill for required plan revisions for said conditions.
    • PA provides no warranty if a construction cost estimate is provided. The only warranty of a Project Cost will come from a licensed general contractor.
    • Pursuant to Florida State Statue 558.0035, an individual employee or agent may not be held individually liable for negligence.