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HomeMy WebLinkAbout1996-154 Contract - Cascade Earth CITY OF ASHLAND CONTRACT FOR THE DESIGN, CONSTRUCTION AND OPERATION OF THE ASHLAND WETLANDS DEMONSTRATION SYSTEM PROJECT Contract made on the date specified below in Recital A between the City and Contractor as follows: Recitals: A. The following information applies to this contract: CITY: CITY OF ASHLAND Contractor: Cascade Earth Sciences (CES) 20 East Main Street 7515 N.E. Ambassador Place, Suite Lt SLvi Ashland, Oregon 97520 Portland, Oregon 97220 --. Telephone: (541) 482-3211 Telephone: (503) 282-7502 FAX: (541) 488-5311 FAX: (503) 282-3240 Date of this agreement: 'B. Date of RFP: November 28, 1995 June 13, 1996 Proposal date: February 6, 1996, with modifications dated March 14, 1996 '4. Beginning date: June 17, 1996 Ending date: December 31, 1998 '6.1. Contractor's representative: Stuart W. Childs, PhD, CPSS 17. Contracting officer: Paula C. Brown, PE, City of Ashland WWTP Coordinator '9. Contract amount: $439,515.00 B. City issued a request for proposals (RFP), on the date specified in Recital A above, for the design, construction and operation of the Ashland Demonstration Wetlands System Project. Contractor submitted a proposal in response to the RFP on the date specified in Recital A above. C. After reviewing Contractor's proposal and proposals submitted by other offerors, City selected Contractor to provide the services and construction covered by the RFP. City and Contractor agree as follows: 1. Contract Documents: This contract is made as a result of a Request for Proposals (RFP) issued by City on the date specified in Recital A. In the event of any inconsistencies in the terms of this contract, the RFP including its attachments, and the proposal, this contract shall take precedence over the RFP which shall take precedence over the proposal. PAGE 1-CONTRACT FOR WETLANDS PROJECT (p:rfp\wetlands.excl 2. Scope of Services: 2.1. Contractor shall perform the services described in the RFP when requested to do so by City. The term "services" as used in this contract shall include all work that is performed in predesigning, designing, constructing, monitoring, operating, maintaining and evaluating the project, and all reports, documents and other tangible items that are produced by Contractor for City pursuant to this contract. 2.2. Upon the request of the Contracting Officer, Contractor shall provide monthly progress reports on services performed for City. The report shall be delivered to the Contracting Officer not later than ten days after the close of each calendar month in which services are provided, Each report shall state the services provided since the preceding report and the services which Contractor expects to complete in the ne>..1 succeeding period. The reports also shall include an account of the time expended by Contractor in the performance of the services and any further documentation required by City, 3. Quality of Service: 3.1. Contractor shall perform its services as an independent contractor in accordance with generally accepted standards in Contractor's profession or trade. Contractor shall be responsible for the professional quality, technical accuracy, and the coordination of all services performed by Contractor under this contract. Contractor shall, without additional compensation, correct or revise any error or deficiencies that are the result of Contractor's negligence. City's review, approval, acceptance of, or payment for, any of the services covered by this contract shall not be construed to operate as waiver of any rights under this contract or of any cause of action arising out of the performance of this contract. Contractor shall be and remain liable to City in accordance with applicable law for all damages to City caused by Contractor's negligent performance of services. 3.2. Contractor shall perform the services as expeditiously as is consistent with professional skill and care. Upon request of City, the Contractor shall submit for the City's approval, a schedule for the performance of Contractor's services. The schedule shall include allowance for periods of time required for City's review and approval of the Contractor's services. The schedule approved by City shall become a part of this contract. 4. Term: The initial term of this contract shall begin and end on the dates specified in Recital A, unless sooner terminated as pr,?vided in this agreement. ~I '" fFf'lZ.IOt2. TO GOi'-lST1Z.UC.-rIClj.,J ST~7 ""--" 5. Bond: Contractor shall, within five days after 8x8cuoon of the contract and prior to doing any construction under the contract, furnish bond to the City of Ashland in a form an'1rot surety satisfactory to City in the penal sum of SvJC- $ IJ I? I, 2 o9~onditioned upon the faithful performance of this contract upon the part f the Contractor. PAGE 2-CONTRACT FOR WETLANDS PROJECT (p:rfp\wetlands.excl 6. Assignment of Contractor's Personnel: 6.1. The services covered by this contract shall be rendered by, or under the supervision of the person named in Recital A, who shall act as Contractor's representative in all communications and transactions with City. 6.2. Contractor will endeavor to honor reasonable specific requests of City with regard to assignment of Contractor's employees to perform services covered by this contract if the requests are consistent with sound business and professional practices. 7. Authority of Contracting Officer: The Contracting Officer for this contract is named in Recital A. The Contracting Officer shall have the authority to act on behalf of City in the administration and interpretation of this contract. 8. Responsibilities of City: City will provide information, documents, materials and services that are within the possession or control of City and are required by Contractor for performance of the services. City shall cooperate fully with Contractor to achieve the objectives of this contract. 9. Payment: City shall pay Contractor for services performed by Contractor the sum stated in Recital A. Contractor shall submit monthly invoices to City for Contractor's services within ten days after the end of the month covered by the invoice. City shall pay Contractor within thirty days after receipt and approval of the invoice. 9.1. All payments during the construction phase of the project will be made at the times and in the manner provided in the contract documents, 10. Prevailing Wage Rates: The Contractor shall pay a fee equal to one-tenth of one percent of the construction portion price of this contract. The fee shall be paid on or before the first progress payment made for the construction portion or 60 days from the date work first begins on the construction portion, whichever comes first. The fee is payable to the Bureau of Labor & Industries and shall be mailed or otherwise delivered to the Bureau at the following address: Bureau of Labor and Industries Wage and Hour Division Prevailing Wage Unit 800 N.E. Oregon Street # 32 PORTLAND OR 97232 The Contractor shall fully comply with the provisions of O.R.S. 279.348 through 279.365 pertaining to prevailing wage rates. 11. Compliance with Law: The provisions of this contract shall be construed in accordance with the laws of the State of Oregon. Contractor agrees that while providing services covered by this contract, Contractor will comply with all applicable state, federal and local laws, rules, regulations and ordinances including, but not PAGE 3-CONTRACT FOR WETLANDS PROJECT (p:rfp\wetlands.excl limited to, the laws and rules cited in this paragraph. Any provision of this contract in conflict with applicable laws, rules, regulations or ordinances is void. 12. Ownership of Documents: All documents prepared by Contractor pursuant to this contract shall be the property of City. 13. Records: Contractor shall keep proper books of account and other records pertaining to the services Contractor provides to City. The books and records shall be made available at a location reasonably accessible to City, who may inspect all such books and records, at reasonable times, to verify Contractor's compliance with this contract. City shall have the right to request an annual audit of Contractor's books and records by a certified public accountant chosen by City to determine Contractor's compliance with the terms of this contract. The cost of the audit shall be borne by City. 14. Default: A default shall occur under any of the following circumstances: 14.1. If the Contractor fails to begin the work under contract within the time specified, or fails to perform the work with sufficient workers or equipment or with sufficient materials to insure the prompt completion of the project, or shall neglect or refuse to remove materials or perform anew such work as shall be rejected as defective or unsuitable, or shall discontinue the prosecution of the work. 14.2. If the Contractor shall become insolvent or declared bankrupt, or commit any act of bankruptcy or insolvency, or allow any final judgment to stand against the Contractor unsatisfied for a period of 48 hours, or shall make an assignment for the benefit of creditors. 14.3. If either party fails to perform any act or obligation required of that party 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 thirty day period and thereafter proceeds with reasonable diligence and in good faith to effect the remedy as soon as practicable. 14.4. Notwithstanding subparagraphs 14.1 through 14.3, 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 agreement. 15. Remedies: 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. 15.1. In addition to the rights and remedies to which the City may be entitled by law for the enforcement of its rights under this contract, City shall have full power and authority, without violating this contract, to take the prosecution of the work from the PAGE 4-CONTRACT FOR WETLANDS PROJECT (p:rfp\wetlands.excl Contractor, and appropriate or use any or all of the materials and equipment on the ground that may be suitable and acceptable and may cause a contract for the completion of this contract according to its terms and provisions, or use such methods as required for the completion of the contract, in any acceptable manner. All costs and charges incurred by the City together with the costs of completing the work under the contact, shall be deducted from any money due or which shall become due the Contractor. In case the expense so incurred by the City shall be less than the sum which would have been payable under the contract if it had been completed by the Contractor, then the Contractor shall be entitled to receive the difference less any damages for delay to which the City may be entitled. In case such expense shall exceed the sum which would have been payable under the contract, the Contractor and the surety shall be liable and agree to and shall pay the City the amount of the excess with damages for delay of performance, if any. 15.2. Any litigation arising out of this contract shall be conducted in Circuit Court or District Court of the State of Oregon for Jackson County. 16. Termination without Cause: 16.1. In addition to the right to terminate this contract under paragraph 15, City shall have the right to terminate giving Contractor written notice sixty days prior to the termination date. 16.2. In the event that City requests termination of services under this subparagraph, Contractor reserves the right to 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 work performed to date of termination. 16.3. If this contract is terminated under this subparagraph, Contractor shall be paid for all fees earned and costs incurred prior to the termination date. Contractor shall not be entitled to compensated for lost profits. 17. 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. Notices to City shall be addressed as indicated in Recital A and notices to Contractor shall be addressed as indicated in Recital A. 18. Assignment: City and Contractor and the respective successors, administrators, assigns and legal representatives of each are bound by this contract to the other party to this contract and to the partners, successors, administrators, assigns and legal representatives of such other party. Contractor shall not assign or subcontract Contractor's rights or obligations under this contract without prior written consent of City. Except as stated in this subparagraph, nothing in this contract shall be construed to give any rights or benefits to anyone other than City and Contractor. PAGE 5-CONTRACT FOR WETLANDS PROJECT (p:rfp\wetlands.excl 19. City Benefits: This contract is not intended to entitle the principals or employees of Contractor to any benefits generally granted to City employees. Without limitation, but by way of illustration, the benefits which are not intended to be extended by this contract are vacation, holiday and sick leave, other leaves with pay, tenure, medical and dental coverage, life and disability insurance, overtime, social security, workers' compensation, unemployment compensation, or retirement benefits (except insofar as benefits are otherwise required by law if the Contractor is presently a member of the Public Employees Retirement System). 20. Severability: If any provision of this contract shall be held to be invalid or illegal, such invalidity or illegality shall not affect any other provisions of this contract, and this contract shall be construed as if such invalid or illegal provision had never been included in the contract. 21. Modification No modification of this contract shall be valid unless in writing and signed by the parties. 22. No Waiver: No term or provision of this contract shall be deemed waived and no breach excused, unless such waiver is written and signed by the party claimed to have made the waiver. Any waiver of a breach shall not constitute a waiver of any other different or subsequent breach. 23. Prior Agreements: The contract documents constitute the entire, final and complete agreement of the parties pertaining to the services, and supersede and replace all prior and existing written or oral understandings except as otherwise continued in effect by the terms of this contract. Contractor BY ~JCAJk Fed. 10 # Q3-c)6b('4:L4 CITY B~?Z.-;t.___..,/! , d-:-c~- . c~ ,',,? I /U-~., ;/~ /', -; " J'~ REVIEWED T CON NT BY -.~ -but:~'--J Ci De artment Date: 1 Ii it jq I f ! :~~ TO FORM City Le_~~/founsel Date: ~~ Coding (for City use only) ( , PAGE 6-CONTRACT FOR WETLANDS PROJECT (p:rfplwetlands.excl DEPARTMENT OF PUBLIC WORKS ADMINISTRATION: (541) 488-5587 ENGINEERING: (541) 488-5347 CITY HALL CITY OF ASHLAND 20 E. MAIN STREET ASHLAND, OREGON 97520-1814 FAX (541) 488-6006 NOTICE QY ~TIJflNSM.IJT~ TO: Barbara Christensen City Recorder DATE PROJECT JOB NO. SUBJECT 09/17/96 Wetlands Demo System N/A Original Contract THE FOLLOWING ITEMS ARE BEING SENT TO YOU: One original contract for the design, construction and operation of the Ashland Wetlands Demonstration System Project. Contractor is Cascade Earth Sciences (CES) ENCLOSED X UNDER SEPARATE COVER REMARKS: COPIES TO: /../---.....,\. I \ Public Works Admin --------------- By: Caralyn Dusen For: Paula Brown Title: Administrative Secretary (c: \eogineer\noUrans .fnn