HomeMy WebLinkAboutContract No. 2013 2519 PROFESSIONAL SERVICES AGREEMENT +U
This Professional Services Agreement ("Agreement") is made as of May ' 2013,
by and between GARY ORLICH ("Consultant") located at 14777-197 ' Street North,
Marine on St. Croix, MN 55047 and the City of Columbia Heights, Minnesota("City").
WHEREAS, City of Columbia Heights requires services to provide technical assistance
for 2013 Concrete Street Rehabilitation, Project 1302; and
WHEREAS, Consultant desires to and is capable of providing the necessary services
according to the terms and conditions stated herein;
NOW, THEREFORE,the parties hereby agree as follows:
1. TERM
The term of this Contract shall be from May 15, 2013 through September 15,
2013, unless earlier terminated or extended according to the provisions of this
Contract or by law.
2. CONSULTANT'S OBLIGATIONS
2.1 General Description
Consultant will be available and provide to City construction observation
technical assistance as needed and requested.
2.2 Subcontracting
Consultant shall not enter into any subcontract for the performance of the
services contemplated under this Contract nor assign any interest in the
Contract without prior written consent of City.
2.3 Limited Warranty
The Consultant will make no representations, warranties, or commitments
binding City without its prior consent. Consultant warrants that the
Services will be performed in a safe, professional and workmanlike
manner consistent with the applicable industry standards and this
Agreement.
3. PAYMENT
3.1 Service Fees
The Consultant's fees for Services is $100.00 per hour. Said fees shall be
inclusive with no additional fees paid for travel time, supplies, or mileage.
Consultant shall provide taxpayer I.D. number to the City.
3.2 Invoices
Consultant shall, within fifteen (15) working days following the last day of
each calendar month in which services were provided, submit an invoice.
This invoice shall itemize 1) the hours of services, 2) the date such
services were provided, and 3) a general description of the services
provided.
3.3 Time of Payment
All invoices are due within thirty days from the invoice date. If City
disputes any portion of Consultant's invoice,then City will: (a)pay any
amount not in dispute by the due date; and (b)within five business days
after receipt of that invoice, inform Consultant in writing of the disputed
amount and the specific reason(s) for withholding payment. On
Consultant's receipt of this, the Parties will work together in good faith to
resolve such disputes in a prompt and mutually acceptable manner. City
agrees to pay any disputed amounts within five days after the issues have
been resolved.
3.4 Changes to Scope
The City anticipates utilizing the Consultants services for up to 40 hours.
City shall have the right to request changes to the scope of the Services;
however, all such changes are subject to acceptance by Consultant.
4. COMPLIANCE WITH LAWS/STANDARDS
Consultant shall abide by all Federal, State or local laws, statutes, ordinances,
rules and regulations now in effect or hereinafter pertaining to this Contract or to
the facilities,programs and staff for which Consultant is responsible.
5. INDEPENDENT CONTRACTOR STATUS
Consultant is an Independent Contractor and nothing herein contained shall be
construed to create the relationship of employer and employee between City and
Consultant. The Payment set forth in Section 3 shall be the sole consideration due
Consultant for services rendered. It is understood that City will not withhold any
amounts for payment of taxes from the compensation of Consultant. Any and all
sums subject to deductions, if any, required to be withheld and or paid under any
applicable state, federal or municipal laws or union shall be Consultant's sole
responsibility and Consultant shall indemnify and hold City harmless from any
and all damages, claims and expenses arising out of or resulting from any claims
asserted by any taxing authority as a result of or in connection with said payments.
6. INDEMNIFICATION
Consultant shall indemnify, hold harmless and defend City, its members, officers
and employees against any and all liability, loss, costs, damages, expenses, claims
or actions, including attorneys' fees which City, its officers or employees may
hereafter sustain, incur or be required to pay, arising out of or by reason of any
negligent or willful act, or negligent or willful omission of Consultant, in the
execution, performance, or failure to adequately perform Consultant's obligations
pursuant to this Contract.
7. INSURANCE
In order to protect itself and to protect City under the indemnity provisions set
forth above Consultant shall, at Consultant's expense, procure and maintain
policies of insurance covering the term of this Contract. The Consultant will carry
general liability, automobile liability, workers' compensation and employer's
liability insurance. In the event the Consultant fails to carry such insurance, he
shall indemnify and hold harmless City, its agents and employees from and
against any damages, claims and expenses arising out of or resulting from work
conducted by Consultant. All retentions and deductibles under such policies of
insurance shall be paid by Consultant.
8. TERMINATION
8.1 With or Without Cause.
Notwithstanding any other provision of this Contract, either Party may
terminate this Contract at any time for any reason by giving thirty (30)
days written notice to the other. City shall pay to Consultant the
reasonable value of services received from Consultant as of the
termination date.
8.2 Notice of Termination.
Notice of Termination shall be made by certified mail or personal delivery
to the other Party's Authorized Representative. Notice of Termination is
deemed effective upon delivery to the address of the Party as stated in
paragraph 9.
8.3 Effect of Termination.
Termination of this Contract shall not discharge any liability,
responsibility or right of any Party which arises from the performance of
or failure to adequately perform the terms of this Contract prior to the
effective date of termination, in accordance with the laws of the State of
Minnesota.
9. AUTHORIZED REPRESENTATIVE
Notification required to be provided pursuant to this Contract shall be provided to
the following named persons and addresses unless otherwise stated in this
Contract, or in a modification of this Contract.
Columbia Heights: Consultant
Public Works Director Gary Orlich
City of Columbia Heights 14777-1971' Street North
637 - 381'Avenue NE Marine on St. Croix,MN 55047
Columbia Heights, MN 55421
10. SEVERABILITY
The provisions of this Contract shall be deemed severable. If any part of this
Contract is rendered void, invalid, or unenforceable, such rendering shall not
affect the validity and enforceability of the remainder of this Contract unless the
part or parts which are void, invalid or otherwise unenforceable shall substantially
impair the value of the entire Contract with respect to either Party.
11. NON-DISCLOSURE OF NON-PUBLIC, PRIVATE OR CONFIDENTIAL
INFORMATION
The parties agree that in order to perform its duties under the terms of this
Agreement, Consultant will have access to and may use certain information in the
custody of the City that would be categorized as private or non-public data within
the meaning of Minnesota law.
Any such information or data is confidential and, as an essential and necessary
part of this Agreement, Consultant agrees not to disclose, use, or otherwise
disseminate any such data or information to any other party or entity other than the
City. Use of any such information or data by Consultant during the period of this
contract shall be exclusively for the purpose of fulfilling it obligations hereunder.
Consultant agrees to indemnify the City and hold it harmless from any and all
disclosures of such information and data to any other party as a consequence of its
actions, which would include the actions of its agents, employees or anyone else
that may be acting under its direction or on its behalf.
Any such information and data in Consultant's possession after fulfillment of its
obligations herein shall be destroyed or returned to the City and Consultant shall
retain no copies thereof for any purpose.
IN WITNESS WHEREOF, the parties hereto have executed this Contract on the date(s)
indicated below.
CITY OF COLD HEIG S CONSU TAN
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