HomeMy WebLinkAbout2020-3051IMPACT7�
Professional Services Agreement
Project: Columbia Heights Monopole
Property: 3939 Central Avenue NE, Columbia Heights, MN I Date: j 11110/2020
Client: City of Columbia Heights
Contact: Aaron Chirpich
Address: 590 40th Avenue NE
City/State/Zip: Columbia Heights, MN, 55421
Phone: 763-706-3670
Email: achirpich@columbiaheightsmn.gov
AGREEMENT made this 10th day of November 2020, by and between the service provider, lmpact7G, Inc. ("lmpact?G") and City of Columbia Heights ("Client").
WHEREAS, the Client intends to engage the services of lmpact?G to: complete professional services in association with a proposed monopole wireless communications tower/facility.
WHEREAS, lmpact?G agrees to provide said services pursuant to the terms of this Agreement.
NOW THEREFORE, the parties agree as follows:
1.Projectlmpact?G agrees to complete professional services in accordance with federal, state, and local regulations for the Property located at 3939 Central Avenue NE, Columbia Heights, MN.
2.Scope of Services
lmpact7G will complete a National Environmental Policy Act (NEPA) review and report in accordance with Federal Communications Commission (FCC) regulations/guidance. Included in the NEPA will be the completion of cultural resources for archeological and architectural reviews. lmpact?G will assist with the completion of registering the tower with the FCC through the Antenna Structure Registration (ASR) system. National and local notices are to be included with in the scope of the ASR. Federal Aviation Administration (FAA) analysis will be conducted through Air Safety Analysis software, and if required, through FAA submittal and determination.
3.lmpact7G Responsibilities lmpact7G hereby agrees to:
(i)Provide the professional services as set forth in this Agreement; and
Contract # 2020-3051
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Professional Services Agreement
City of Columbia Heights
11/10/2020
(ii)Perform said services in a manner consistent with that degree of care and skillordinarily exercised by members of the same profession currently practicing at thesame time and in the same or similar locality.
Client Responsibilities Client hereby agrees to:
(i)Provide a knowledgeable representative of the Property, who will be available tocoordinate all on-site work;(ii)Provide unrestricted access to the Property for lmpact?G to perform the services; and(iii)Provide copies of any previously-completed reports that may be pertinent to thisProject.(iv)Provide certified drawings, a 1A survey, and City FCC login information.
Schedule
The Project will commence immediately upon receipt of the executed Professional Services
Agreement (PSA) from the Client. lmpact?G anticipates being able to complete the services in approximately 90 days from initiation barring any weather delays.
6.Project Cost. Payment and TerminationThe Client shall pay lmpact?G the Lump Sum Costs for the performance of this Agreement. Directcosts such as communications, postage, routine printing and copying are not invoiced separately,but are included with the Lump Sum to streamline the accounting process and reduce overheadcosts.
Tasks Cost
NEPA $2,000
Cultural (Archeology & Historic Architecture) $2,200
FAA Air Safety Analysis $450
FAA Determination $600
Antenna Structure Registration $600
TOTAL $5,850.00
Invoices for lmpact?G's services will be submitted upon project completion. Invoices shall be due and payable upon receipt. If any invoice is not paid within 30 days, lmpact?G may, without waiving any claim or right against the Client, and without liability whatsoever to the Client, suspend or terminate the performance of services.
7.Work Product All final reports and field data will be owned by Client upon receipt of finalpayment.All project documents including, but not limited to, plans and specifications furnished by lmpact?G under this project are intended for use on this project only. Any reuse, without specific written verification or adoption by lmpact?G, shall be at the Client's sole risk, and Client shall defend, indemnify and hold harmless lmpact?G from all claims, damages and expenses including attorney's fees arising out of or resulting therefrom. Under no circumstances shall delivery of electronic files for use by the Client be deemed a sale by lmpact?G, and lmpact?G makes no warranties, either express or implied, of merchantability
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Professional Services Agreement City of Columbia Heights 11/10/2020
and fitness for any particular purpose. In no event shall lmpact7G be liable for indirect or
consequential damages as a result of the Client's use or reuse of the electronic files.
Because electronic file information can be easily altered, corrupted, or modified by other parties, either intentionally or inadvertently, without notice or indication, lmpact7G reserves the right to remove itself from its ownership and/or involvement in the material from each electronic medium not held in its possession. Client shall retain copies of the work performed by lmpact7G in electronic form only for information and use by Client for the specific purpose for which lmpact7G was engaged. Said material shall not be used by Client or transferred to any other party, for use in other projects,
additions to this project, or any other purpose for which the material was not strictly intended by
lmpact7G without lmpact7G's expressed written permission. Any unauthorized use or reuse or
modifications of this material shall be at Client's sole risk. Furthermore, the Client agrees to defend,
indemnify, and hold lmpact7G harmless from all claims, injuries, damages, losses, expenses, and
attorney's fees arising out of the modification or reuse of these materials.
8.Claims and Disputes Nothing contained in this Agreement shall create a contractualrelationship with or a cause of action in favor of a third party against either the Client or lmpact7G.lmpact7G's services under this Agreement are being performed solely for the Client's benefit, andno other party or entity shall have any claim against lmpact7G because of this Agreement or the
performance or nonperformance of services hereunder. The Client and lmpact7G agree to require
a similar provision in all contracts with contractors, subcontractors, subconsultants, vendors and
other entities involved in this Project to carry out the intent of this provision.
The Client shall make no claim for professional negligence, either directly or in a third party
claim, against lmpact7G unless the Client has first provided lmpact7G with a written certification
executed by an independent professional currently practicing in the same discipline as lmpact7G
and licensed in the State in which the claim arises.
9.Limited Liability The Client agrees, to the fullest extent permitted by law, to limit the liabilityof lmpact7G and lmpact7G's officers, directors, partners, employees, shareholders, owners andsubconsultants to the Client for any and all claims, losses, costs, damages of any nature whatsoeveror claims expenses from any cause or causes, including attorneys' fees and costs and expert witnessfees and costs, so that the total aggregate liability of lmpact7G and its officers, directors, partners,employees, shareholders, owners and subconsultants to all those named shall not exceed $50,000.
It is intended that this limitation apply to any and all liability or cause of action however alleged or
arising, unless otherwise prohibited by law.
10.Mediation In an effort to resolve any conflicts that arise during the project or following the
completion of the project, the Client and lmpact7G agree that all disputes between them arising out
of or relating to this Agreement shall be submitted to non-binding mediation unless the parties
mutually agree otherwise. The Client and lmpact7G further agree to include a similar mediation
provision in all agreements with independent contractors and consultants retained for the Project
and to require all independent contractors and consultants also to include a similar mediation
provision in all agreements with subcontractors, sub-consultants, suppliers or fabricators so retained,thereby providing for mediation as the primary method for dispute resolution between the parties tothose agreements.
11.Attorney's Fees If litigation arises for purposes of collecting fees or expenses due underthis Agreement, the Court in such litigation shall award reasonable costs and expenses, includingattorney fees, to the prevailing party.
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Professional Services Agreement City of Columbia Heights 11/10/2020
12.Controlling Law This Agreement shall be construed and enforced in accordance with thelaws of the state of Minnesota.
13.Assignment Neither the Agreement nor any of the rights or obligations arising under theAgreement may be assigned without prior written consent.
This agreement is approved and accepted by the Client and lmpact7G upon both parties
signing and dating the agreement. The effective date of the agreement shall be the last date entered
below.
City of Columbia Heights
Accepted by: c$ �
Printed/
Title:
Typed Name: J\t\. \., b1.,�u--�;4
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Date:
lmpact7G, Inc.
Project Manager:
Printed/
Typed Name:
Date:
Jeromy Pribil
11/10/2020
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