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HomeMy WebLinkAbout2006-039 Contract - Osmose Utilities ENGINEERING 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: OSMOSE UTILITIES SERVICE INC. City Hall Address: 16421 N. TATUM BLVD. STE 207 20 E. Main St. PHOENIX AZ. 85032 Ashland, Oregon 97520 (541) 488-6002 Telephone: 6021569-5632 FAX: (541)488-5311 FAX: 6021569-5633 Date of this agreement: 11 B: RFP date: OCTOBER 12, 2005 DECEMBER 15, 2005 Proposal date: DECEMBER 2, 2005 112.2. Contracting officer: SCOTT JOHNSON, ELECTRIC DEPARTMENT SUPERINTENDENT 112.4. Project: IN SERVICE WOOD POLE INSPECTION & REMEDIAL TREATMENT SPECFICIA TIONS 116. Consultanfs representative: GARY HERGE, DISTRICT MANAGER 118.3. Maximum contract amount: NTE $30,000 annually; 5% annual increase will be added to items listed on Price Schedule 1 dated 11/30/05; Additional cost items identified in Price Schedule 2 wiH be confirmed by Electric Department Superintendent or his designee prior to work performance. B. On the date noted above, City issued a request for proposals (RFP) for consutting services needed by City for the project described above. Consuttant submitted a proposal in response to the RFP on the date noted above. C. After reviewing Consultanfs 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. Relationshio between City and Consultant: Consuttant accepts the relationship of trust and confidence established between Consuttant 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 consultanfs 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 consuttation and advice during the term of this contract. Consultant acknowledges that City is relying on consuttant to provide professional consutting 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. G:\pub-wrks\eng\dept-admin\ENGINEER\PROJECT\2005\2005-02ELE Osmose Pole Treatment Contract 12 OS.doc 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 A ~./ completion of all services ,required by this co~tract unless sooQE!r terminated as provided in this contract. C:l(J l\ · ~'<.--\-~","'<"I'"'. o~~.s. <'~D""\V"""-''' '~~'.oJ_ ~ "'"l---"-'<-.j.."ls' "':::"V:'_~~ \5} ~c\C. 11' 4. Authoritv of contractina 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 Consultanfs services. 5. Consultina 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. 5.1.5. Cooperate with other consuRants 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. ConsuRant 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 ConsuRanfs profession. Consultant shall be responsible for the professional quality, technical accuracy and the coordination of all services performed by ConsuRant. 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 Consultanfs services. In the event of any breach of this contract by ConsuRant 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 ConsuRant beyond the maximum time limitation provided by Oregon law. 6. Assianment of ConsuRant'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 ConsuRant'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 Consultanfs employees to perform services if the requests are consistent with sound business and professional practices. 7. Resoonsibilities of City: 7.1. City will cooperate fully with ConsuRant 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 ConsuRant for performance of the services. G:\pub-wrks\eng\dept-admin\ENGINEER\PROJECT\2005\2005-02ELE Osmose Pole Treatment Contract 12 05.doc 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, Consu~ant, public agencies, and others inwlved in the project. 8.Pavment: 8.1. City shall pay Consu~ant for services and reimburse Consu~nt 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 inwice. 8.3. Total payments under this contract or any amendments shall not exceed the sum specified in Recital A above. 9. Comoliance 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 279C.505, 279C.515, 279C.520 and 279C.530. 9.2. Pursuant to ORS 279C.520(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, Consu~nt shall certify to City that Consu~ant has workers' compensation coverage required by ORS Chapter 656. If Consu~nt is a carrier insured employer, Consu~nt shall provide City with a certificate of insurance. If Consu~nt is a self-insured employer, Consu~nt shall provide City with a certification from the Oregon Department of Insurance and Finance as evidence of Consu~anfs status. 9.4. If the amount of this contract is $15,964.00 or more, Consultant is required to comply with chapter 3.12 of the Ashland Municipal Code by paying a living wage, as defined in this chapter, to all employees performing work under this contract and to any subcontractor who performs 50% or more of the service work under this contract. Consultant is also required to post the attached notice predominanUy in areas where it will be seen by all employees. 10. Ownershio of Documents: All documents prepared by Consu~nt pursuant to this contract shall be the property of City. To the extent permitted by law, City shall, within the limits of the Oregon Tort Claims Act, defend, indemnify and hold harmless Consu~nt, its consu~ants, agents and employees against all damages, claims, expenses and losses arising out of any reuse of plans, specifications and other documents prepared by Consu~nt without prior written authorization of Consu~nt. 11. Records: 11.1. Consu~ant shall develop and maintain complete books of account and other records on the services which are adequate for evaluating Consu~nfs performance. Consu~nt 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 Consu~anfs other business. 11.2. Consu~nt's books and records shall be made available for inspection by City at reasonable times, to verify Consultanfs compliance with this contract. City shall have the right to request an audit of Consu~nt's books and records by a certified public accountant retained by City. 12. Indemnification: G:\pub-wrb\engldept-admin\ENGINEER\PROJECT\2005\2005-02ELE Osmose Pole Treatment Contract 12 05.doc . 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 resu~ing from injury to any person (including 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 Consu~anfs employees, agents, and others designated by Consu~ant to perform work or services attendant to this contract). Consu~ant 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. Consu~nt 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 owne~s and contracto~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 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. Contractor shall submit certificates of insurance acceptable to the City with the signed contract prior to the commencement of any work under this agreement. 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 defau~ 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 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, Consu~nt 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. 15.3. If City terminates the contract under subsection 15.2, Consu~nt shall be paid for all fees eamed and costs incurred prior to the termination date. Consu~ant shall not be entitled to compensation for lost profits. 16. Notices: G:\pub-wrks\eng'dept-admin\ENGINEER\PROJECl\2005\2005-02ELE Osmose Pole Treatment Contract 12 05.doc 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 Consultanfs representative at the address provided for the Consultant in Recital A above. 17. Assianment: 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 Consultanfs 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 sign CONSULTANT By: J~ #' ~<r~ } By: V Signature r;r l James H. r-tGiffert Printed Name Its: Sales Vice President Fed 10# 35-2175310 By: Legal '\ /- J/-06 By: Depa Coding: (For City use only) ro 0?-7;';2-8 G:\pub-wrks\eng\dept-admin\ENGINEER\PROJECT\200S\2005-02ELE Osmose Pole Treatment Contrad 12 OS.d.oc CITY RECORDER'S COpy Page 1 11 r~' CITY OF ASHLAND 20 E MAIN ST. ASHLAND, OR 97520 (541) 488-5300 . 4/10/2006 I I 06728 VENDOR: 006890 OSMOSE UTILITIES SERVICES INC 16421 N TATUM BLVD STE 207 PHOENIX, AZ 85032 SHIP TO: Ashland Electric Department (541) 488-5354 90 N MOUNTAIN ASHLAND, OR 97520 FOB Point: Tenns: Net Req. Del. Date: 3/1/2006 Speclallnst: Req. No.: Depl: ELECTRIC Contact: Dick Wanderscheid Conflnnlng? No BLANKET PURCHASE ORDER Wood pole inspection for in-service poles throuQhout Ashland as reQuired by statute. This is a five year contract, which includes 5% annual increases. Additional services are to be approved by Electric Superintendent prior to the work beinQ done. 30,000.00 BID Contract start date: March 1, 2006 Completion date: March 1 , 2011 (5) Year Contract Note: Annual POs will be processed. BILL TO: Account Payable 20 EAST MAIN ST 541-552-2028 ASHLAND, OR 97520 SUBTOTAL TAX FREIGHT TOTAL 0.00 0.00 30,000.00 VENDOR COPY C '. ''1TD 6SH;LAi o REQUISITION PW - FY 2006 Depamnent Electric Department Vendor OSMOSE UTILITIES INC. 16421 N. TATUM BLVD. STE207 PHOENIX AZ 85032 Account No. 690.11.18.00.704100 (0 Note: Please allow approximately two(2) weeks for cIeIivery on items not generally caried in stored, and approximately two (2) months on printingjobs.) Item No. Quantity Unit Description Use of Purchasin Office Only Unit Price: Total Price PO No. Wood pole inspection for in-service poles throughout Ashland as required by statute. This is a five year contract with a 5% increases annually. Additional items are to be approved by Electric Superintendent prior to work.. TOTAL $30,000 Job No. (5 ). '-~ ........ Unit No. .--.........---........... ~ of this deportmont and ore budgeted ~_._- Issued By Date Received By r.,