HomeMy WebLinkAbout1210 ResolutionRESOLUTION NO. 1210
WHEREAS, the City of Pasco and The ORB Organization wish to
enter into an agreement relating to the project of the Highland
Community Park located in the East Pasco Area; NOW, THEREFORE,
BE IT RESOLVED BY THE COUNCIL OF THE CITY OF PASCO:
That. the city council does approve the agreement between the
City of Pasco and The ORB -Organization, a copy of which is attached
hereto and by this reference incorporated herein, and authorizes the
mayor of the City of Pasco to execute said agreement with The ORB
Organization.
PASSED by the City Council of the City of Pasco this 4 day
of December , 1978.
w
Chet Bailie, Mayor
AT
Ev yn Wells, Deputy City Clerk
APPROVED AS TO FORM: +/
1S y
tl,�
De is J. De Velic6, ity.Attorney
AGREEMENT. BETWEEN
OWNER AND ARCHITECT
on a basis of a
FIXED FEE CONTRACT
AGREEMENT
made this day of November in the year of.Nineteen Hundred and.Seventy-
Eight
BETWEEN the Owner: The City of Pasco
City Hall
412 W. Clark
P.O. Box 293
Pasco, Washington 99301
and.the Architect:. The ORB Organization
Suite 510 Evergreen Building
Renton, Washington . 98055
i
for the following Project:
Highland Community Park located in the East
Pasco Area. Maximum construction cost is
The,Owner and the Architect agree as set forth below.
FIXED FEE
I. THE ARCHITECT shall provide professional services for the Project in
accordance with the Terms and Conditions of this Agreement.
11. THE OWNER shall compensate the Architect, in accordance with the Terms
and Conditions of this Agreement.
A. FOR BASIC DESIGN SERVICES, as described in Paragraph 1.1.1 through
1.1.6, Basic Compensation for a Single Stipulated Sum Contract shall
be computed on the basis of a Lump Sum of $11,200.00.
FOR BASIC CONSTRUCTION ADMINISTRATION SERVICES, as described in
Paragraph 1.1.7 through 1.1.18, Basic Compensation for a Single
Stipulated Sum Contract shall"be computed on the basis of a Lump
Sum of $3,100.00.
B. FOR ADDITIONAL SERVICES, as described.in Paragraph 1.3, compensation
computed as follows:
1. Principals' time at the fixed rate of forty dollars ($40.00) per
hour.
For the purpose of this Agreement, the Principals are:
ROBERT W. BIGNOLD
I '
2. Employees' time:(other than Principals) at a multiple of twp and
one-half (2.5) times the employees' Direct Personnel ExpeAse as '
defined in Article 4.
3. Services of professional consultants at a multiple of one and
one-tenth (1.1) times the amount billed to the Architect for such
services.
• ,r
C. FOR REIMBURSABLE EXPENSES, amounts expended as defined in Article 56
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III. THE OWNER AND ARCHITECT agree in accordance with the Terms and Conditions
of this Agreement that:
A. IF SCOPE of the Project is changed materially, compensation shall be
subject.to renegotiation.
B.. i,IF THE SERVICES covered by this Agreement have not been completed within
twelve (12) months of the date hereof, the amounts of compensation.,.
rates and multiples set forth in Paragraph 11 shall be subject to
renegotiation to the extent additional monies are needed to cover
increased costs to the Architect to provide the services described herein.
TERMS AND CONDITIONS OF AGREEMENT BETWEEN OWNER AND ARCHITECT
ARTICLE 1 ARCHITECTS SERVICES
1.1 BASIC SERVICES
The Architect's Basic Services consist of the four phases described below
and include normal structural, mechanical and electrical engineering
services and any other services included in Article 14 as Basic Services.
Design Development Phase
i:
.1.1.1 The Architect shall prepare from the approved Schematic Design
Studies, for approval by the Owner, the Design Development Documents
consisting of drawings and other documents to fix and describe the size aid
character _of the entire Project as to structural, mechanical and electric3l
systems, of
and such other essentials as may be appropriate.
1.1.2 The Architect shall submit to the Owner a further Statement of
Probable Construction Cost.
Construction Documents Phase
1.1.3 The Architect shall prepare from the approved Design Development
Documents, for approval by the Owner, Drawings and Specifications setting
forth in detail the requirements for the construction of the entire Project
including the necessary bidding information, and shall assist in the pre-
paration of bidding forms, the Conditions of the Contract, and the form of
Agreement between the Owner and the Contractor.
1.1.4 The Architect shall advise the Owner of any adjustments to previous .
Statements of Probable Construction Cost indicated by changes in require-
ments or general market conditions.
1.1.5 The Architect shall assist the Owner in filing the required documents
for the approval of governmental authorities having jurisdiction over the
Project.
Biddin-4 or Negotiation Phase
1.1.6 The Architect, following the Owner's approval of the Construction
Documents and of the latest Statement of Probable Construction Cost, shall
assist the Owner in obtaining bids or negotiated proposals, and in, awarding
and preparing construction contracts.
Construction Phase -Administration of the Construction Contract
1.1.7 The Construction Phase will commence with the award of the Construc-
tion Contract and will terminate when the Final Certificate for Payment is
issued to the Owner.. ;
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1.1.8 The Architect shall provide Administration of the Construction
Contract as set forth in AIA Document A201, General Conditions of the
Contract for Construction, and the extent of his duties and responsibilities
and the limitations of his authority as assigned thereunder shall not be
modified without his written consent.
1.1.9 The Architect, as the representative of the Owner during the
Construction Phase, shall advise and consult with the Owner and all of the
Owner's instructions to the Contractor shall be issued through the Architect.
The Architect shall have authority to act on behalf of the Owner to the
extent provided in the General Conditions unless otherwise modified in
writing.
1.1.10 The Architect shall at all times have access to the Work wherever
it is in preparation or progress.
1.1.11 The Architect shall make periodic visits to the site to familiarize
himself generally with the progress and quality of the Work and to determine
in general if the Work is proceeding in accordance with the Contract Documents.
On the basis of his on-site observations as an architect, he shall endeavor
to guard the Owner against defects and deficiencies in the Work of the
Contractor.. The Architect shall not be required to make exhaustive or
continuous on-site inspections to check the quality or quantity of the Work.
.The Architect shall not be responsible for construction means, methods,
techniques, sequences or procedures, or.for safety precautions and programs
in connection with the Work and he shall not be responsible for the ContracIor's
failure to carry out the Work in accordance with the Contract Documents.
1.1.12 Based on such observations at the site and on the Contractor's
Applications for Payment, the Architect shall determine the amount owing
to the Contractor and shall issue Certificates for Payment in such amounts.
The issuance of a Certificate for Payment shall constitute a representation
by the Architect to the Owner, based on the Architect's observations att e
site as provided in Subparagraph 1.1.11 and the data comprising the Applica-
tion for Payment, that the Work has progressed to the point indicated; that
to the best of the Architect's knowledge, information and belief, the
quality of the Work is in accordance with the Contract Documents (subject to r
an evaluation of the Work for conformance with the Contract Documents upon
Subtantial Completion, to the results of any subsequent tests required by.
the Contract Documents, to minor deviations from the Contract Documents
correctable prior to completion, and to any specific qualifications stated
in the Certificate for Payment); and that the Contractor is entitled to
payment in the amount certified. By issuing a Certificate for Payment, the -y
Architect shall not be deemed to represent that he has made any examination
to ascertain how and for what purpose the Contractor has used the moneys
paid on account of the Contract Sum.
1.1.13 The Architect shall be, in the first instance, the interpreter of
the requirements of the Contract Documents and the impartial judge of the
performance thereunder by both the Owner and Contractor. The Architect
.shall make decisions on all claims of the Owner or Contractor relating to
the execution and progress of the Work and on all other matters or questions
related thereto. The Architect's decisions in matters relating to artistic
effect shall be final if consistent with the intent of the Contract Docu-
ments.
1.1.14 The Architect shall have authority to reject work which does not
conform to the Contract Documents. Whenever, in his reasonable opinion,
he considers it necessary or advisable to insure the proper implementation
of the intent of the Contract Documents, he will have,authority to require
special inspection or testing of any Work in accordance with the provisions
of the Contract.Documents whether or not such Work be then fabrica ed,
installed or completed.
1.1.15 The Architect shall review and approve shop drawings, sariiptes, and
other submissions of the Contractor only for conformance with the design
concept of the Project and for compliance with the information given in the
Contract Documents. _
1..1.16 The Architect shall prepare Change Orders.
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The Architect shall conduct inspections to determine the Dates
,1.1.17
of Substantial Completion and Final Completion, shall receive and review
written guarantees and related documents assembled by the Contractor, and
shall issue a Final Certificate for Payment.
1.1.18 The Architect shall not be responsible for the acts or omissions of .:
the Contractor, or any.Subcontractors, or any of the Contractor's or Sub-
contractors' agents or employees, or any other persons performing any,of-the
Work.
1.2 PROJECT REPRESENTATION BEYOND BASIC SERVICES
1.2.1 If more extensive representation at the site than is described
under Subparagraphs 1.1.7 through 1.1.18 inclusive is required, and if the
Owner and Architect agree, the Architect shall provide one or more Full -Time
Project Representatives to assist the Architect.
':;..'.
1.2.2 Such Full -Time Project Representatives shall be selected, employed....!
and directed by the Architect, and the Architect shall be compensated.:,;
therefor as mutually agreed between the Owner and the Architect as set forth .,;.
-
in an exhibit appended to this Agreement.
1.2.3 The.duties, responsibilities and limitations of authority of such
Full -Time Project Representatives shall be set forth in an exhibit appended
to this Agreement.
1.2.4 Through the on-site observations by Full -Time Project Representatives
of the Work in progress, the Architect shall endeavor to provide further
protection for the Owner against defects in the Work, but the furnishing
of
such project representation shall not make the Architect responsible .fo.r;:::-
{.;,'
construction means, methods, techniques, sequences or procedures, or for.,:):
'
safety precautions and programs, or for the Contractor's failure to perform
the Work in accordance with the Contract Documents.
i;:>,; •,
1.3 _ADDITIONAL SERVICES
'w•``:
The following services shall be provided when authorized in writing by .
the Owner, and they shall be paid for by the Owner as hereinbefore provided. '.
1.3.1 Providing financial feasibility or other special studies, providing
planning surveys, site evaluations, environmental.studies or comparative
studies of prospective sites. ,
1.3.2 Providing design services relative to future facilities, systems
and equipment which are not intended to be constructed -as part of the
'
Project, or providing services to investigate existing conditions or
facilities or to make measured drawings thereof, or to verify the accuracy .
of drawings or other information furnished by the Owner.
1.3.3 Preparing documents for alternate bids or out -of -sequence services
requested by the Owner.
1.3.4 Preparing and submitting funding applications to obtain.funds„from
State and Federal Government..
.
1.3.5 Make revisions in Drawings, Specifications or other documents,
when such revisions are inconsistent with written approvals or instructions
previously given and are due to causes beyond thecontrol of the Architect.
1.3.6 Preparing supporting data and other services -in connection with
Change Orders if the change in the Basic Compensation resulting frgm the
adjusted Contract Sum is not commensurate with the services requir'd of the
Architect. 7
1.3.7 Making investigations involving detailed appraisals and valuations
of existing facilities, and surveys or inventories required In con.nection•:,:...':";..
with construction performed by the Owner's forces. --
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1.3.3 Providing consultation concerning replacement of any Work damaged
by fire or other cause during construction, and furnishing professional
f h f
services o t e type set Orth in Paragraph 1.1 as may be required in
connection with the replacement of such Work.
1.3.9 Providing professional services made necessary by the default of
the Contractor or by major defects in the Work of the Contractor in the
performance of the Construction Contract.
1.3.10 Preparing to serve or serving as an expert witness in connection
with any.public hearing, arbitration proceeding or legal proceeding.
1.3.11 Providing extensive assistance in the utilization of any equipment
or system such as initial start-up or testing, adjusting and balancing,
preparation of operation and maintenance manuals, training personnel for
operation and maintenance, and consultation during operation.
1.3.12 Providing services after issuance to the Owner of the Final Certifi-
cate for Payment.
1.3.13 Providing services of professional consultants for other than the
normal structural, mechanical and electrical engineering services for the
Project.
1.3.14 Providing any other services not otherwise included in this Agreement
or not customarily furnished in accordance with generally accepted architec ural
practice.
ARTICLE 2 THE OWNER'S RESPONSIBILITIES
2.1 The Owner shall provide full information, including a complete program,
regarding his requirements for the Project.
2.2 The Owner shall designate, when necessary, a representative authorized
to act in his behalf with respect to the Project. The Owner shall examine
documents submitted by the Architect and shall render decisions pertaining
thereto promptly, to avoid unreasonable delay.in the progress of the
Architect's services.
2.3 The Owner shall furnish a certified land survey of the site giving, as
applicable, grades and lines of streets, alleys, pavements and adjoining .
property; rights-of-way, restrictions, easements, encroachments, zoning,
deed restrictions, boundaries and contours of the site; locations, dimensions
and complete data pertaining to existing buildings, other improvements, and
trees; and full"information concerning available service and utilities lines
both public and private,. above and below grade, including inverts and
depths.
2.4 The Owner shallfurnish the services of a soils engineer or other consultant
when such services are deemed necessary by the Architect, including reports,
test borings, test pits, soil bearing values, percolation tests, air and
water pollution tests, ground corrosion and resistivity tests and other
necessary operations for determining subsoil, air and water conditions, with
appropriate professional recommendations.
2.•5 The Owner shall furnish structural, mechanical, chemical and other labora-
tory tests, inspections and reports as required by law or the Contract
Documents.
2.6 The Owner shall furnish such legal, accounting, and insurance counseling
services as may, be necessary for the Project, and such auditing sejvices as
he may require to ascertain how or for what purposes; the Contractor has used
the moneys paid to him under the Construction Contract.
2.7 The services, information, surveys and reports required by Paragraphs 2.3
through 2.6 inclusive shall be furnished at the Owne'r's expense, and the:;. :'il
Architect shall be entitled to rely upon the accuracy and.completeness
thereof.
Page Five
2.8. If the Owner becomes aware of any fault or defect in the Project or non-
conformance with the Contract Documents, he shall give prompt written notice
thereof to the Architect.
2.9 The Owner shall furnish information required of him as expeditiously as
necessary for the orderly progress of the work.
ARTICLE 3 CONSTRUCTION COST
3.1" If the Construction Cost is to be used as the basis for determining the`
Architect's Compensation for Basic Services, it shall be the total cost or
estimated cost to the Owner of all Work designed or specified by the Architect.
The Construction Cost shall be determined as follows, with precedence A n'the
order listed.
3.1.1 For completed construction, the cost of all such Work, including .
costs of managing construction;
3.1.2 For Work not constructed, (1) the lowest bona fide bid received from.
a qualified bidder for any or all of such Work,.or (2) if the Work is not
bid, the bona fide negotiated proposal submitted for any or all of sucW; '
Work; or
3.1.3 For Work for which no such bid or proposal is received, (1) the
latest Detailed Estimate of Construction Cost if one is available, or. (2) .'I'.'
the latest Statement of Probable Construction Cost.
3.2 Construction Cost does not include the compensation of the Architect and
his consultants, the cost of the land, rights-of-way, or other costs which
are the responsibility of the Owner as.provided in Paragraphs 2.3 throug
2.6 inclusive.
;,
3.3 The cost of labor, materials and equipment furnished by the Owner for the
Project shall be included in the Construction Cost at current market rates
including .a reasonable allowance for overhead and profit.
3.4 Statements of Probable Construction Cost.and Detailed Cost Estimates
prepared by the Architect represent his best judgment as a design professional
familiar with the construction industry. It is recognized, however, that
neither the Architect nor the Owner has any control over the cost of labor„`.
materials or equipment, over the Contractors' methods of determining bid
prices, or over competitive bidding or market conditions. Accordingly; the
Architect cannot and does not guarantee that bids will not vary from any
Statement of Probable Construction Cost or other cost estimate prepared by
him.
3.5 When a fixed limit of Construction Cost is established as a condition -of
this Agreement, it shall be in writing signed by the parties and shall
include a bidding contingency of ten percent unless another amount is agreed
upon in writing. When such a fixed limit is established, the Architect
shall be permitted to determinewhat materials, equipment, component systems
and types of construction are to be included in the Contract Documents;' and
to make reasonable adjustments in -the scope of the Project to bring it
within the fixed limit. The Architect may also include in the Contract
Documents alternate bids to adjust the Construction Cost to the fixed limit.
3.5.1 If the Bidding or Negotiation Phase has not commenced within six”
months after the Architect submits the Construction Documents to the Owner,
any fixed limit of Construction Cost established as a condition of this
Agreement shall be adjusted to reflect any change in the general level
of prices which may have occurred in the construction industry forthe area
in which the Project is located. The adjustment shall reflect chaiges `'
between the date of submission of the Construction Documents to th� Owner
and the date on which proposals 'are sought.
Page Six.
3.5.2 When a fixed limit of Construction Cost, including .the Bidding
'.contingency (adjusted as provided in Subparagraph 3.5.1, if applicable), is
established 'as a condition of this Agreement and is exceeded by the lowest
bona fide bid or negotiated proposal, the Detailed Estimate of Construction,'
Cost or the Statement of Probable Construction Costs the Owner shall, (1)
give written approval of an increase in such fixed limits or (2) authorize
"; rebidding the Project within a reasonable time, or (3) 'cooperate-in revisin
the Project scope and quality as required to reduce the Probable Construc
tion Cost. In the case of (3) the Architect, without additional charge,
shall modify the Drawings and Specifications as necessary to bring the
J Construction Cost within the fixed limit. The providing of such service
shall be the limit of the Architect's responsibility in this regard, and
having done so, the Architect shall be entitled to compensation in accordance-.
with this Agreement.
;.:. ARTICLE 4 DIRECT PERSONNEL EXPENSE
Direct Personnel Expense is defined as the salaries of professional, technical
.,and clerical employees engaged on the Project by the Architect, and the cost of
their mandatory and customary benefits such as statutory employee benefits,,'
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insurance, sick leave, holidays, vacations•, pensions and similar benef.i'ts.
ARTICLE 5 REIMBURSABLE EXPENSES
5.1.;
Reimbursable-Expenses-are in addition to the Compensation for Basic and
Additional Services. and include actual expenditures made by the Architect,
his employees, or'his professional consultants in the interest of the
Project for the expenses listed in the following Subparagraphs:
5.1.1 Expense of fees paid for securing approval of authorities having '
jurisdiction over the Project.
5.1.2 Expense of reproductions, postage and handling of Drawings and
Specifications excluding duplicate sets at the completion of each Phase for
the Owner's review and approval.
5.1.3 If authorized in advance by the Owner, expense of overtime work`
requiring higher than regular rates and expense of renderings or models -for
the Owner's use.
5.1.4 Expense of transportation and traveling, long distance telephone"
cal`-ls and telegrams in connection with additional services as described .in
Ra-r'ag raph 1.3.
ARTICLE 6 PAYMENTS TO THE ARCHITECT
6.1 Payments on account of the Architect's Basic Services shah be made as
follows:
6.1.1 Payments for Basic Services shall be made monthly in proportion to
services_ performed so that the compensation at the completion of. each Phase
shall equal the following percentages of the total Basic.Compensation:
Design Development Phase 0.$ 5,000
`Construction Documents Phase :,............ $ 5,600
Bidding or. Negotiation Phase ............. $ 600
SUBTOTAL
$ 11,200 i
Construction Phase $ 3,100 _...
TOTAL FEE $ 14,300 i,
6.1.2 If the Contract time initially established in the Construction
Contract or such extended contract time allowed due to strike, weather, or
' other unforeseeable causes beyond the control of the contractors is exceeded
by more than thirty days through no fault of the Architect, compensation
l'
for Basic'Services performed by Principals, employees and professional con-
sultants required to complete the Administration of the Construction
Contract beyond the thirtieth day shall be computed as set forth in Para-
graph 11 for.Additional Services. ,
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6.2 Payments for Additional Services of the Architect as defined in Paragraph
1.3, and for Reimbursable Expenses as defined in Article 5, shall be made
monthly upon presentation of the Architect's statement of services rendered..:
6.3 No deductions shall be rude from the Architect's compensation on account
` of penalty,.liquidated damages, or other sums withheld from payments to
contractors.
6.4 If the Project is suspended for more than three months or abandoned in 'whole
or in part, the Architect shall be paid his compensation for services .
' performed prior to receipt of written notice from the Owner of such suspension
or abandonment, together with Reimbursable Expenses then due.' If the
Project is resumed after being suspended for more than three months, the
Architect's compensation shall be subject to renegotiation.
6.5 Payments due the Architect under this Agreement shall bear interest at the
legal rate commencing sixty days after the date of billing.
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ARTICLE 7 ARCHITECT'S ACCOUNTING RECORDS
Records of Reimbursable Expenses and expenses pertaining to Additional Services
on the Project and for services performed on the basis of a Multiple of Direct
Personnel Expense shall be kept on a generally recognized accounting basis and
shall be available to the Owner or his authorized representative at.mutually
convenient times.
ARTICLE 8 TERMINATION OF AGREEMENT
8.1 This Agreement may be terminated by either party upon seven days' written
notice should the other party fail substantially to perform in accordance
with its terms through no fault of the party initiating the termination.
8.2 In the event of termination due to the fault of parties other than the
Architect, the Architect shall be paid his compensation for services performed
to termination date, including Reimbursable Expenses then due.
8.3 Termination Expenses are defined as Reimbursable Expenses directly attributable
to termination, plus an amount computed as a percentage.of the total compen-
sation earned to the time of termination.
ARTICLE 9 OWNERSHIP OF DOCUMENTS
Drawings and Specifications as instruments of service are the property of the
Owner whether the Project for which they are made is executed or not. They are
not to be used by the.Owner on other projects except by agreement in writing with
the Architect.
ARTICLE 10 SUCCESSORS AND ASSIGNS
The Owner and the Architect each binds himself, his partners, successors,
assigns and legal representatives to the other party to this Agreement and to the
partners, successors, assigns and legal representatives of such party with
respect to all covenants of this Agreement. Neither the Owner nor the Architect I.
shall assign, sublet or transfer his interest in this Agreement without the
written consent of the other.
ARTICLE 11 ARBITRATION
11.1 All claims, disputes, and other matters in question between the purities
to this Agreement, arising out of, or relating to this Agreement or the
breach thereof, may be decided by arbitration in accordance with the
Construction Industry Arbitration Rules of the American Arbitration Associa-
tion then obtaining unless the parties mutually agree otherwise: No arbitra-,.
tion, arising out of, or relating to this Agreement, shall include, by
consolidation, joinder or in any other manner, any additional party.not`a'
party to this Agreement except by written consent containing a specific
Page Eight
reference to this Agreement and signed by all the parties hereto. Any
consent to arbitration involving an additional party or parties shall not
constitute consent to arbitration of any dispute not described. therein or
with any party not named or described therein.. This Agreement to arbitrate
and any agreement to arbitrate with an additional party or parties duly:
consented to by the parties hereto shall be specifically enforceable under,.
the prevailing arbitration law.
11.2 Notice of the demand for arbitration shall be filed in writing.with the .
other party to this Agreement and with the American. Arbitration Association.
The demand shall be made within a reasonable time after the claim, dispute.
or other matter in question has arisen. -An no event shall the demand for
arbitration be made after the date when institution of legal or equitable
proceedings based on such claim, dispute or other matter in question would
be barred by the applicable statute of limitations.
11.3 The award rendered. by the arbitrators shall be final, and judgment may
be entered upon it in accordance with applicable law in any court having
jurisdiction thereof.
ARTICLE 12 EXTENT OF AGREEMENT ,
This Agreement represents the.entire and integrated agreement between the
Owner and the Architect and supersedes all prior negotiations, representations
or agreements, either written or oral. This Agreement may be amended only by
written instrument signed by both Owner and Architect.
ARTICLE 13 GOVERNING LAW.
Unless otherwise specified, this Agreement shall be governed by the law of. the
principal place of business of the.Architect.
ARTICLE 14 OTHER CONDITIONS OR SERVICES
NONE
This Agreement executed the day and year first written above.
OWNER ARC ffECT
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