HomeMy WebLinkAbout1997-123 Contract - Linhart Powers
CONSULTANT SERVICES CONTRACT
Consultant services contract made on the date specified below in Recital A between
the City and Consultant as follows:
Recitals:
A. The following information applies to this contract:
CITY: City of Ashland CONSULTANT: Unhart Petersen
City Hall Powers & Associates, Inc.
20 East Main Street 3855-3 Wolverine Street NE
Ashland, OR 97520 Salem, OR 97305
(541) 488-5309 Telephone: (503) 371-2212
FAX: (541) 488-5311 FAX: (503) 371-3853
Date of this agreement: October 31, , B: RFP date:
1997 Proposal date: October 13, 1997
, 2.2. Contracting officer: Mike Broomfield, Building Official
, 2.4. Project: Building Construction Plan Review
, 6.1. Consultant's representative: Jim Kenworthy
, 8.3. Maximum contract amount:
B. On the date noted above, City issued a request for proposals (RFP) for consulting
services needed by City for the project described above. Consultant submitted a
proposal in response to the RFP on the date noted above.
C. After reviewing Consultant's proposal and proposals submitted by other offerors,
City selected Consultant to provide the services covered by the RFP.
City and Consultant agree as follows:
1. Relationship between City and Consultant: Consultant accepts the relationship of
trust and confidence established between Consultant and City by this contract.
Consultant covenants with the City to perform services and duties in conformance to
and consistent with the standards generally recognized as being employed by
professionals of consultant's caliber in the locality of the project. Consultant further
covenants to cooperate with City, City's representatives, contractors, and other
interested parties in furthering the interests of City with respect to the project. In order
to promote successful completion of the project in an expeditious and economical
manner, Consultant shall provide professional consulting services for City in all phases
of the project to which this contract applies, serve as City's professional consulting
representative for the project, and give professional consultation and advic~~1ED
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LINHART PETERSEN POWERS
ASSOCIATES
term of this contract. Consultant acknowledges that City is relying on consultant to
provide professional consulting services in a manner that is consistent with the
interests of City.
2. Definitions: Generally words, terms and phrases used in this contract shall have the
meaning ascribed to them in the construction industry, unless the context clearly
indicates otherwise. As used in this contract:
2.1. "City" means the City of Ashland, Oregon.
2.2. "Contracting officer" means the person specified in Recital A above or that
person's designee.
2.3. "Project" means the project described in Recital A.
2.4. "Work" or "Services" shall mean all labor, materials, plans, specifications,
opinions, reports, and other consulting services and products which Consultant is
required to provide under this contract.
3. Term: The term of this contract shall commence on the date specified in Recital A
above and end on completion of all services required by this contract unless sooner
terminated as provided in this contract.
4. Authority of contracting Officer: The contracting officer shall have the authority to act
on behalf of City in the administration and interpretation of this contract. The
contracting officer shall have complete authority to authorize services, transmit
instructions, receive information, interpret and define City's policies and make other
decisions with respect to Consultant's services.
5. Consulting Services: Consultant shall provide services to City that are described in
the RFP.
5.1. In connection with the services described in the RFP, Consultant shall:
5.1.1. Consult appropriate representatives of City to clarify and
define City's requirements relative to the services.
5.1.2. Review available data relative to the services.
5.1.3. Identify data which is not available and is needed to fulfill the
services, and act as City's representative in obtaining such data.
5.1.4. Prepare monthly progress reports to the contracting Officer
on the status of services.
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5.1.5. Cooperate with other consultants retained by City in the
exchange of information needed for completion of the services and the
project.
5.2. Consultant shall commence performance of services within five days after
receiving written authorization from the contracting officer for work described in the
RFP. Consultant shall perform the services as expeditiously as is consistent with
professional skill and care and the orderly progress of the project. Upon request of
City, Consultant shall submit for City's approval, a schedule for the performance of
work elements described in the RFP. Each schedule shall include allowance for
periods of time required for City's review and approval of Consultant's services. Each
schedule, approved by City, shall become a part of this contract.
5.3. Consultant shall perform the services as an independent contractor in
accordance with generally accepted standards in Consultant's profession. Consultant
shall be responsible for the professional quality, technical accuracy and the
coordination of all services performed by Consultant. Consultant shall, without
additional compensation, correct or revise any error or deficiencies in the services that
are caused by Consultant's negligence. City's review, approval, acceptance of, or
payment for, any of the services shall not be construed to waive any of City's rights
under this contract or of any cause of action arising out of Consultant's services. In
the event of any breach of this contract by Consultant or negligent performance of any
of the services, City's cause of action against Consultant shall not be deemed to
accrue until City discovers such breach or negligence, or should have, with reasonable
diligence, discovered such breach or negligence. The preceding sentence shall not be
construed, however, to allow City to prosecute an action against Consultant beyond
the maximum time limitation provided by Oregon law.
6. Assignment of Consultant's Personnel:
6.1. The services covered by this contract shall be rendered by, or under the
supervision of the person specified in Recital A above, who shall act as Consultant's
representative in all communications and transactions with City.
6.2. Consultant will endeavor to honor reasonable specific requests of City with
regard to assignment of Consultant's employees to perform services if the requests
are consistent with sound business and professional practices.
7. Responsibilities of City:
7.1. City will cooperate fully with Consultant to achieve the objectives of this
contract.
7.2. City will provide information, documents, materials and services that are
within the possession or control of City and are required by Consultant for
performance of the services.
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7.3. City will arrange for access to, and make all provisions for Consultant to
enter upon, public and private property as required for Consultant to perform the
services.
7.4. City will provide all permits necessary for completion of the project.
7.5. The contracting officer will act as liaison between City, Consultant, public
agencies, and others involved in the project.
8. Payment:
8.1. City shall pay Consultant for services and reimburse Consultant for
expenses incurred by Consultant in performance of services in accordance with a
payment schedule to be submitted by Consultant and accepted by City. No
reimbursement will be made for expenses that are not specifically itemized in this
payment schedule without prior approval by the contracting officer.
8.2. Consultant shall submit monthly invoices to City for Consultant's services
within ten days after the end of the month covered by the invoice.
8.3. Total payments under this contract or any amendments shall not exceed
the sum specified in Recital A above.
9. Compliance with Law:
9.1. This contract will be governed by and construed in accordance with laws of
the State of Oregon. Consultant shall promptly observe and comply with all present
and future laws, orders, regulations, rules and ordinances of federal, state, City and
city governments with respect to the services including, but not limited to, provisions of
ORS 279.312, 279.314, 279.316 and 279.320.
9.2. Pursuant to ORS 279.316(2) any person employed by Consultant who
performs work under this contract shall be paid at least time and a half pay for all
overtime in excess of 40 hours in anyone week, except for persons who are excluded
or exempt from overtime pay under ORS 653.010 to 653.261 or under 29 U.S.C.
Sections 201 to 209.
9.3. Consultant is a "subject employer" as defined in ORS 656.005 and shall
comply with ORS 656.017. Prior to commencing any work, Consultant shall certify to
City that Consultant has workers' compensation coverage required by ORS Chapter
656. If Consultant is a carrier insured employer, Consultant shall provide City with a
certificate of insurance. If Consultant is a self-insured employer, Consultant shall
provide City with a certification from the Oregon Department of Insurance and Finance
as evidence of Consultant's status.
10. Ownership of Documents: All documents prepared by Consultant pursuant to this
contract shall be the property of City. To the extent permitted by law, City shall, within
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the limits of the Oregon Tort Claims Act, defend, indemnify and hold harmless
Consultant, its consultants, agents and employees against all damages, claims,
expenses and losses arising out of any reuse of plans, specifications and other
documents prepared by Consultant without prior written authorization of Consultant.
11. Records:
11.1. Consultant shall develop and maintain complete books of account and
other records on the services which are adequate for evaluating Consultant's
performance. Consultant shall maintain records in such a manner as to provide a clear
distinction between the expenditures and revenues related to the project and the
expenditures and revenues related to Consultant's other business.
11.2. Consultant's books and records shall be made available for inspection by
City at reasonable times, to verify Consultant's compliance with this contract. City shall
have the right to request an audit of Consultant's books and records by a certified
public accountant retained by City.
12. Indemnification: Consultant shall defend, indemnify and save City, its officers,
agents, and employees harmless from any and all claims, actions, costs, judgments,
damages or other expenses resulting from injury to any person Oncluding injury
resulting in death,) or damage to property (including loss or destruction), of
whatsoever nature arising out of or incident to the negligent performance of this
contract by Consultant (including but not limited to, the negligent acts or omissions of
Consultant's employees, agents, and others designated by Consultant to perform
work or services attendant to this contract). Consultant shall not be held responsible
for any claims, actions, costs, judgments, damages or other expenses, directly and
proximately caused by the negligence of City.
13. Insurance:
13.1. Consultant shall, at its own expense, at all times during the term of this
contract, maintain in force:
13.1.1. A comprehensive general liability policy including coverage
for contractual liability for obligations assumed under this contract,
blanket contractual liability, products and completed operations and
owner's and contractor's protective insurance;
13.1.2. A professional errors and omissions liability policy; and
13.1.3. A comprehensive automobile liability policy including
owned and non-owned automobiles.
13.2. The coverage under each liability insurance policy shall be equal to or
greater than the limits for claims made under the Oregon Tort Claims Act with
minimum coverage of $500,000 per occurrence (combined single limit for bodily injury
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and property damage claims) or $500,000 per occurrence for bodily injury and
$100,000 per occurrence for property damage.
13.3. Liability coverage shall be provided on an "occurrence" basis. "Claims
made" coverage will not be acceptable, except for the coverage required by
subsection 13.1.2.
13.4. Certificates of insurance acceptable to the City shall be filed with City prior
to the commencement of any work by Consultant. Each certificate shall state that
coverage afforded under the policy cannot be cancelled or reduced in coverage
cannot be made until at least 30 days prior written notice has been given to City. A
certificate which states merely that the issuing company "will endeavor to mail" written
notice is unacceptable.
14. Default:
14.1. There shall be a default under this contract if either party fails to perform
any act or obligation required by this contract within ten days after the other party
gives written notice specifying the nature of the breach with reasonable particularity. If
the breach specified in the notice is of such a nature that it cannot be completely
cured within the ten day period, no default shall occur if the party receiving the notice
begins performance of the act or obligation within the ten day period and thereafter
proceeds with reasonable diligence and in good faith to effect the remedy as soon as
practicable.
14.2. Notwithstanding subsection 14.1, either party may declare a default by
written notice to the other party, without allowing an opportunity to cure, if the other
party repeatedly breaches the terms of this contract.
14.3. If a default occurs, the party injured by the default may elect to terminate
this contract and pursue any equitable or legal rights and remedies available under
Oregon law. All remedies shall be cumulative.
14.4. Any litigation arising out of this contract shall be conducted in Circuit
Court or District Court of the State of Oregon for Jackson County.
15. Termination without Cause:
15.1. In addition to the right to terminate this contract under subsection 14.3,
City may terminate by giving Consultant written notice sixty days prior to the
termination date.
15.2. In addition to the right to terminate this contract under subsection 14.3,
Consultant may complete such analyses and records as may be necessary to place its
files in order and, where considered necessary to protect its professional reputation, to
complete a report on the services performed to date of termination.
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15.3. If City terminates the contract under subsection 15.2, Consultant shall be
paid for all fees earned and costs incurred prior to the termination date. Consultant
shall not be entitled to compensated for lost profits.
16. Notices: Any notice required to be given under this contract or any notice required
to be given by law shall be in writing and may be given by personal delivery or by
registered or certified mail, or by any other manner prescribed by law.
16.1. Notices to City shall be addressed to the contracting officer at the address
provided for the City in Recital A above.
16.2. Notices to Consultant shall be addressed to the Consultant's
representative at the address provided for the Consultant in R~ital A above.
17. Assignment: City and Consultant and the respective successors, administrators,
assigns and legal representatives of each are bound by this contract to the other party
and to the partners, successors, administrators, assigns and legal representatives of
the other party. Consultant shall not assign or subcontract Consultant's rights or
obligations under this contract without prior written consent of City. Except as stated in
this section, nothing in this contract shall be construed to give any rights or benefits to
anyone other than City and Consultant.
18. Modification: No modification of this contract shall be valid unless in writing and
signed by the parties.
By~e.~
. 14: "'
O'fc.5'D'" 6Y'CIL~c."- Ma.~
BY
Secretary
Consultant
Fed. ID # ~. ~ nos 'c:-5
:~~ TO F9RM
City Legal Counsel
Date: II - '~fI11
Coding
(for City use only)
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